/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110929.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, September 29, 2011, Vol. 15, No. 270 Headlines 2E CORPORATION: Case Summary & 5 Largest Unsecured Creditors 400 BLAIR: Case Summary & 13 Largest Unsecured Creditors ACCESS TO MONEY: Signs Forbearance Pact with Sovereign Bank AES THAMES: Plan Filing Period Extended Until Dec. 31 ALCIDES MENDEZ: Case Summary & 9 Largest Unsecured Creditors ALEXANDER GALLO: Paying Critical Vendors' Prepetition Claims ALEXANDER GALLO: Unsecured Creditors Object to Sale & DIP Loan AMERICAN ORIENTAL: Has Warning From NYSE on Shares Under $1 ANDRONICO'S MARKETS: Bailey Elizondo Okayed as Financial Advisor AROP III: Voluntary Chapter 11 Case Summary ASHENN, INC.: Voluntary Chapter 11 Case Summary AVION POINT: Amends List of Largest Unsecured Creditors B&S ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors B & V FLORIDA: Case Summary & 10 Largest Unsecured Creditors BALL FOUR: Wins Confirmation of Reorganization Plan BANK OF AMERICA: Facing $50-Bil. Suit Over Merrill Deal BANK OF GRANITE: To Appeal Nasdaq's Suspension Determination BCO MESA: Case Summary & 10 Largest Unsecured Creditors BEAZER HOMES: Highbridge Discloses 5.04% Equity Stake BERNARD L. MADOFF: Judge Trims Trustee's $1-Bil. Suit vs. Mets BERNARD L. MADOFF: Picard May Only Recoup Up to $386M From Mets BIONEUTRAL GROUP: Posts $698,500 Net Loss in July 31 Quarter BLACK DIAMOND: Court Denies Motion to Stay Abstention Order BLOCKBUSTER INC: Led by Dish, Blockbuster Back From the Doldrums BLUEGREEN CORP: Inks $30MM Revolving Facility with CapitalSource BLUEKNIGHT ENERGY: Files Form S-8, Registers 1.3MM Common Units BMB MUNAI: Completes Sale of Emir Oil LLP to MIE Holdings BONDS.COM GROUP: J. Chertoff Resigns as Chief Financial Officer BORDERS GROUP: Barnes & Noble Okayed to Buy Name, Customer List BOWE SYSTEC: Has Until Nov. 14 to Propose Chapter 11 Plan BRAINY BRANDS: Issues Notes and Warrants Under Subscription Pact BURTON STATION: Case Summary & 20 Largest Unsecured Creditors CABLEVISION SYSTEM: Moody's Affirms Ba2 CFR; Outlook to Stable CAMEL PARKWOOD: Voluntary Chapter 11 Case Summary CAPSALUS CORP: Patrick Sheridan Resigns as CFO and Secretary CARDIUM THERAPEUTICS: Compliance Plan Accepted by NYSE Amex CAROLINA INTERNET: Case Summary & 20 Largest Unsecured Creditors CATHOLIC CHURCH: Appeals Court Orders Release of Father M's Docs CAVIATA ATTACHED: Amends List of Five Largest Unsecured Creditors CELL THERAPEUTICS: Appoints Reed Tuckson as Class I Director CHARLES RIVER: Moody's Rates Amended Credit Facility at 'Ba1' CINRAM INT'L: S&P Affirms 'CCC' Corporate; Outlook Negative COLONIAL BANCGROUP: Officials to Pay $10.5MM to Settle Lawsuit COPELAND PROPERTIES: Case Summary & 6 Largest Unsecured Creditors COX DAIRY: Case Summary & 20 Largest Unsecured Creditors CRYOPORT INC: Four Directors Elected at Annual Meeting CUMULUS MEDIA: Crestview Owns 50.2% of Class A Common Shares DEWITT REHABILITATION: Again Seeking More Plan Exclusivity DIABETES AMERICA: Cancels Oct. 4 Auction Due to Lack of Bids DIGITALGLOBE INC: S&P Assigns 'BB+' Rating to $600MM Term Loan DOLPHIN SUB: Moody's Assigns (P)Ba1 Rating to Proposed Debt DOLPHIN SUBSIDIARY: S&P Assigns 'BB+' Rating to $1.25-Bil. Notes DUSAN PITTNER: Court Sets Evidentiary Hearing Over Exit Plan DYNEGY INC: Announces Final Results of Sithe Tender Offer DYNEGY INC: Faces Complaint Over Transfer of Dynegy Coal EAST GATE: Case Summary & 11 Largest Unsecured Creditors ENER1 INC: Replaces Chief Executive With President Chris Cowger ENERGY & POWER: Files for Chapter 11 in Santa Ana ENERGY AND POWER: Case Summary & 20 Largest Unsecured Creditors EVERGREEN SOLAR: Meeting of Creditors Continued to Unknown Date EXPRESSWAY DEVELOPMENT: Trustee Wants Case Dismissal, Conversion FENTURA FINANCIAL: EVP Wollschlager Makes Early Retirement FERRY ROAD: Case Summary & 4 Largest Unsecured Creditors FGIC CORP: Given Final Extension of Plan-Filing Rights FIRST FEDERAL: Board Elects Fitzgerald Hill as Director FLORIDA GAMING: Lenders OK Issuance of $54,835 Note to Holding FREDDIE MAC: Federal Watchdog Says BofA Settlement Inadequate G&S LIVINGSTON: Court Confirms Chapter 11 Plan GANNETT CO: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable GATEWAY HOTEL: Seeks Asset Valuation to Settle SFG Dispute GELTECH SOLUTIONS: Board Grants Stock Options to Executives GENERAL GROWTH: Court Closes 115 Affiliates' Cases GENERAL GROWTH: Reduces Taberna's $980,000 Reimbursement GETTY REALTY: GPMI Alleges Default on Master Lease GRD HOLDING: S&P Assigns Prelim. 'B' Corporate Credit Rating H&H IMPORTS: Posts $347,300 Net Loss in Q1 Ended June 30 HARMONY MOUNTAIN: Voluntary Chapter 11 Case Summary HASCO MEDICAL: Reports $154,800 Net Income in Second Quarter HCA INC: Fitch Assigns 'B+' Rating to $500MM Sr. Unsec. Notes HDD ROTARY: Case Summary & 20 Largest Unsecured Creditors HEALTHSPORT, INC.: Voluntary Chapter 11 Case Summary HERITAGE INTERNATIONAL: Voluntary Chapter 11 Case Summary HILLSIDE VALLEY: U.S. Trustee Wants Case Dismissal or Conversion HORIZON LINES: Exchange Offer Expired Sept. 27 HUDSON PRODUCT: Moody's Lowers CFR to Caa1; Outlook Negative HUSSEY COPPER: Files for Chapter 11 to Sell Business HUSSEY COPPER: Case Summary & 20 Largest Unsecured Creditors INSIGHT PHARMACEUTICALS: S&P Assigns 'B' Corporate Credit Rating INVESTORS LENDING: Case Summary & 20 Largest Unsecured Creditors IRWIN MORTGAGE: Want Until March 6 to Propose Chapter 11 Plan IRWIN MORTGAGE: Taps Barnes & Thornburg to Handle Mortgage Fraud JUAN MENDEZ: Case Closure Relieves US Trustee Fees Payment LAS VEGAS MONORAIL: Bondholder Sues Citi for Investment LEHMAN BROTHERS: Completes $191MM Sale of 1107 Broadway LEHMAN BROTHERS: RBS Insists on Dismissal of $345.9MM Demand LEHMAN BROTHERS: LBI Reaches Deal on Accounts at RBC LEHMAN BROTHERS: Michigan Agency Loses Bid to Move Suit LEHMAN BROTHERS: 9th Circuit Affirms BAP Ruling on Subordination LEHMAN BROTHERS: Germany's Central Bank to Sell Collateral LEMINGTON HOME: 3rd Cir. Flips Lower Court Ruling on D&O Suit LEHMAN BROTHERS: Investor Suit Not 'Related To' in 7th Circuit LEVELLAND/HOCKLEY: Can Access Senior Lenders' Cash Collateral LIFEPOINT HOSPITALS: Moody's Affirms 'Ba3' Corp. Family Rating LOS ANGELES DODGERS: Oct. 12 Hearing on Disqualification, Sale M WAIKIKI: U.S. Trustee Appoints 5-Member Creditors' Panel M WAIKIKI: Court OKs Wagner Choi as Creditors Committee Counsel M WAIKIKI: Taps Bickel & Brewer to Handle Marriott Litigation M WAIKIKI: Creditors' Panel Hires Young Conaway as Special Counsel MARCO POLO: Withdraws Sanction Bid, Negotiates Release of Ship MARKERS EAGLES: Case Summary & Largest Unsecured Creditor MAS LLC: Case Summary & 35 Largest Unsecured Creditors MASTERBUILT COS: Subcontractors' Lawsuits Go Back to State Court MEDIA SYSTEMS: Case Summary & 20 Largest Unsecured Creditors METAL STORM: Proposes to Issue 47 Million Ordinary Shares METAL STORM: Receives $63,286 Contract from Public Works MFJT LLC: Can Access BACM's Cash Collateral Until Oct. 31 MMRGLOBAL INC: Reports Unregistered Sales of Equity Securities MOORE SORRENTO: Can Execute Amendment to Lease With Nam Nguyen MOORE SORRENTO: Can Use Wells Fargo Cash Collateral Until Oct. 9 MOORE SORRENTO: Files Schedules of Assets and Liabilities MOORE SORRENTO: Files List of 20 Largest Unsecured Creditors MOUNTAIN CITY: Beef Professor Files for Ch. 11 for Quick Sale MRA PELICAN: Receiver Authorized to Pay Critical Vendors Claims MRA PELICAN: Disclosure Statement Hearing Set for Nov. 8 N.A. PETROLEUM: Court Confirms Joint Chapter 11 Plan NAKNEK ELECTRIC: Asks Nod to Purchase Silos from Baker Hughes NAKNEK ELECTRIC: Files Chap. 11 Plan & Disclosure Statement NALCO CO: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive NEWFIELD EXPLORATION: Fitch Rates Proposed $500MM Notes at 'BB+' NEWPAGE CORP: In Chapter 11; S&P Gives 'D' Credit Rating NORTH SHORE: Case Summary & 2 Largest Unsecured Creditors OLD CORKSCREW: Amends List of 20 Largest Unsecured Creditors OLDE PRAIRIE: CenterPoint Wants Add'l DIP Loans Denied OXYSURE SYSTEMS: Posts $469,500 Net Loss in Second Quarter PICHI'S INC: Files List of 20 Largest Unsecured Creditors POTOMAC BUSINESS: Case Summary & 20 Largest Unsecured Creditors PRIMORDIA SEED: Case Summary & 12 Largest Unsecured Creditors PUBLIC MEDIA: Case Summary & 25 Largest Unsecured Creditors QUALITY HOME: S&P Lowers Corporate Credit Rating to 'CCC' QUINCY MEDICAL: Judge Clears Firm to Sell Its Assets to Steward R&G FINANCIAL: Court OKs Kurtzman Carson as Balloting Agent RDA HOLDING: S&P Lowers Corporate Credit Rating to 'CCC+' REDDY ICE: Receives Non-Compliance Notice From NYSE RENAISSANCE SURGICAL: Files List of 20 Largest Unsecured Creditors RIVERCREST, LLC: Case Summary & 20 Largest Unsecured Creditors ROBERT ROOD: Maryland Court Rules in Chapter 7 Trustee's Suit SANTA FE GOLD: Stark Schenkein Raises Going Concern Doubt SAVANNAH OUTLET: U.S. Trustee Objects to Disclosure Statement SEA HORSE: Case Summary & 3 Largest Unsecured Creditors SIGNATURE STYLES: Court Approves Assets Sale to Artemis SIGNATURE STYLES: Seeks First Exclusivity Extension SOUTHWEST GEORGIA: Disclosure Statement Hearing Set for Oct. 5 SOVRAN LLC: Court Okays Bullivant Houser as Bankruptcy Counsel SOVRAN LLC: GVA Kidder Approved as Commercial Real Estate Brokers SPANISH INN: Case Summary & 20 Largest Unsecured Creditors SPECTRAWATT INC: Okayed to Access A-1 Noteholder's Cash Collateral SSI GROUP: U.S. Trustee Appoints 7–Member Creditors Committee STONEHEATH RE: Fitch Puts Rating on $350 Mil. Preferred at 'BB+' STRONGBUILT INC: Slapped With $977T Product Liability Judgment SYLVESTER HOMES: Case Summary & 5 Largest Unsecured Creditors TAYLOR BEAN: Creditors' Trustee Sues Deloitte & Touche TELX GROUP: S&P Assigns 'B' Rating to $340-Mil. Sr. Secured Notes TEXAS STAR: Case Summary & 6 Largest Unsecured Creditors TGJP ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors THOS M MADDEN: Laborers' Pension Fund Wins $116T Judgment TRADE UNION: Wins Confirmation of Reorganization Plan TRIBUNE CO: Wants to Clarify March 25, 2009 Bar Date Order TRIBUNE CO: Proposes Stipulation to Resolve Late D&O Claims TRIBUNE CO: Hearing on ERISA Class Suit Postponed to Oct. 19 TUCSON COUNTY: Moody's Reviews Ba1 Rating For Possible Downgrade ULURU INC: Receives NYSE Amex Notice of Non-Compliance UNI-PIXEL INC: To Present at Craig-Hallum Annual Conference UNILIFE CORPORATION: KPMG LLP Raises Going Concern Doubt UNITED CONTINENTAL: ALPA Pilots Rally on Slow Pace of Talks UNITED CONTINENTAL: To Resume Contract Talks With AFA, IBT UNITED CONTINENTAL: Resolves Last 9/11 Wrongful Death Suit UNITED CONTINENTAL: Spent $680,000 in Lobbying for Q2 UNITED STATES NAT'L: Case Summary & 9 Largest Unsecured Creditors UNITED STATES OIL: Cancels Annual Meeting of Stockholders US CORRUGATED: Acquisition No Impact on B3 Rating, Moody's Says US CORRUGATED: S&P Puts B Corp. Credit Rating on Watch Positive VULCAN MATERIALS: S&P Affirms 'BB' Corporate Credit Rating UTEX COMMUNICATIONS: Court Rules on AT&T Claim Dispute VIZSTARA LLC: Landlord May Continue Eviction Suit & Collect Rent WASHINGTON MUTUAL: Hedge Funds Appeal Plan Denial Order WAVE SYSTEMS: Acquires Safend for $12.8 Million WEBMEDIABRANDS: Receives Nasdaq Notification Letter YRC WORLDWIDE: Stephen Freidheim Discloses 20.3% Equity Stake YRC WORLDWIDE: Catalyst Fund Discloses 10.1% Equity Stake * Nondisclosure Results in Total Fee Disgorgement * Absolute Priority Rule Terminated in Individual Cases * RBS Appoints New Property Leader in Restructuring Unit * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ********* 2E CORPORATION: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: 2E Corporation P.O. Box 6 Kathleen, GA 31047 Bankruptcy Case No.: 11-53032 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court Middle District of Georgia (Macon) Debtor's Counsel: Richard Eugene Thomasson, Esq. THOMASSON LAW FIRM, LLC 362 Cotton Ave., Suite 100 Macon, GA 31201 Tel: (478) 743-7453 Fax: (478) 743-4712 E-mail: ret@thomassonlawfirm.com Scheduled Assets: $1,347,126 Scheduled Debts: $999,593 A list of the Company's five largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/gamb11-53032.pdf The petition was signed by Joe J. Ervin, CEO. 400 BLAIR: Case Summary & 13 Largest Unsecured Creditors -------------------------------------------------------- Debtor: 400 Blair Realty Holdings, LLC 237 South St. P.O. Box 2049 Morristown, NJ 07962-2049 Bankruptcy Case No.: 11-37887 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Michael B. Kaplan Debtor's Counsel: Morris S. Bauer, Esq. NORRIS MCLAUGHLIN & MARCUS, PA P.O. Box 5933 Bridgewater, NJ 08807-5933 Tel: (908) 722-0700 Fax: (908) 722-0755 E-mail: msbauer@nmmlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Lawrence S. Berger, manager. Debtor's List of Its 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Rasmussen Construction $555,600 1050 Highway 35 P.O. Box 4174 Middletown, NJ 07748 Petillo Enterprises $230,661 47 Dell Avenue Kenvil, NJ 07847 PinilisHalpern $35,000 Attn: William Pinilis 160 Morris St. Morristown, NJ 07960-4214 Independent Insurance $30,496 Advisors Onyx Equities LLC $25,000 (Receiver) PSE&G $25,000 Luongo Tucker $18,000 Associates NUI Corp $14,558 Landscape Works $9,600 Gonnella Roofing, Inc. $8,000 Panella Painting $4,830 Morris County Duplicating $1,429 Sadat Associates, Inc. $268 Affiliate that previously filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Kirby Avenue Realty Holdings, LLC 10-10284 01/06/10 ACCESS TO MONEY: Signs Forbearance Pact with Sovereign Bank ---------------------------------------------------------- Access to Money, Inc. disclosed last month its entry into an Agreement and Plan of Merger with Cardtronics USA, Inc., CATM Merger Sub, Inc., a wholly-owned subsidiary of Cardtronics, and LC Capital Master Fund, LP, the beneficial owner of 10,997,903 shares of the Company's outstanding common stock, $0.001 par value. The Agreement contemplates a merger of Sub with and into the Company pursuant to which the Company will become a wholly owned subsidiary of Cardtronics. Subsequent to the execution of the Merger Agreement, the Company failed to maintain at least $800,000 on deposit with Sovereign Bank. This resulted in a breach of the minimum liquidity covenants contained in the Company's Senior Loan and Security Agreement and the Company's 2010 Secured Notes causing an event of default under both facilities. On Sept. 20, 2011, the Company entered into separate forbearance agreements with each of Sovereign Bank and LC Capital pursuant to which the Company's lenders agreed not to exercise any of their rights or remedies as a result of the foregoing default until the early of: (i) the occurrence of any additional event of default under the loan agreements; (ii) a breach by the Company of the Forbearance Agreement; (iii) the filing of a petition under any bankruptcy or debtor relief law; or (iv) Nov. 15, 2011. A default in or termination of the Merger Agreement constitutes an event of default under the Forbearance Agreement. As a result, if the Merger Agreement is terminated Sovereign Bank and LC Capital will have the right to exercise any and all rights and remedies as a result of the foregoing event of default. About Access to Money Cherry Hill, New Jersey-based Access to Money, Inc. (OTC BB: AEMI) is one of the largest providers and non-bank operators of ATMs in the United States. With more than 12,000 terminals under contract, its customers range from national specialty stores, retailers and credit unions to individual convenience stores, and are located throughout all 50 states. Access to Money also provides student loan outsourcing services to university credit unions throughout the United States. AES THAMES: Plan Filing Period Extended Until Dec. 31 ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has approved AES Thames, L.L.C.'s motion extending its exclusive periods to file a plan and to solicit acceptances of a filed plan until Dec. 31, 2011, and March 1, 2012, respectively. The Debtor will use this second extension to finalize its reorganization strategy. About AES Thames Uncasville, Connecticut-based AES Thames, L.L.C., owns and operates a coal-fired power plant located in Montville, Connecticut. The facility generates and sells electricity to Connecticut Light and Power Company. It also supplies processed steam to a recycled paperboard mill owned by Smurfit-Stone Container Corp. AES Thames is a unit of AES Corp., the Arlington, Virginia-based power producer with operations in 29 countries. AES Thames filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10334) on Feb. 1, 2011. The increased cost of energy production and the "uneconomic and onerous provisions" of a steam sale agreement with Smurfit-Stone's predecessor led AES Thames to seek bankruptcy protection. Adam G. Landis, Esq., Kerri K. Mumford, Esq., J. Landon Ellis, Esq., and Jeffrey R. Drobish, Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware, serve as the Debtor's bankruptcy counsel. The Debtor tapped Murtha Cullina LLP as its special counsel; Charles River Associates as its regulatory consultant, and Houlihan Lockey Capital, Inc., as financial advisor and investment banker. According to court filings, based on the balance sheet as of Dec. 1, 2010, total assets were $162 million, and the Debtor has $52 million in short term liabilities and $122.6 million in long term debt. The Official Committee of Unsecured Creditors tapped FTI Consulting Inc. as its restructuring and financial advisor, and Blank Rome LLP as its counsel. ALCIDES MENDEZ: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Alcides Cintron Mendez Maria Judith Rivera Santiago aka Maria Jidith Rivera Santiago P.O. Box 142905 Arecibo, PR 00614 Bankruptcy Case No.: 11-08111 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Enrique M. Almeida Bernal, Esq. ALMEIDA & DAVILA PSC P.O. Box 191757 San Juan, PR 00919-1757 Tel: (787) 722-2500 Fax: (787) 722-2227 E-mail: ealmeida@almeidadavila.com Scheduled Assets: $4,370,081 Scheduled Debts: $1,785,554 A list of the Joint Debtors' nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb11-08111.pdf ALEXANDER GALLO: Paying Critical Vendors' Prepetition Claims ------------------------------------------------------------ The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York authorized Alexander Gallo Holdings, LLC and certain of its subsidiaries and affiliates to pay prepetition claims of certain vendors and service providers. The Court directed the banks and other financial institutions to receive, process, honor, and pay all checks issued and electronic payment requests made related to the foregoing. The Debtors are authorized to: -- assume oral agreements with the Preferred Provider Network members; -- cure all undisputed and liquidated monetary defaults, claims, or other unpaid obligations of the Debtors arising or accruing under each Oral PPN Agreement prior to the assumption of such Oral PPN Agreement in an aggregate amount of up to $947,000; -- work with the counterparty in an effort to resolve the dispute between the Debtors and any counterparty to an Oral PPN Agreement solely regarding the proposed cure amount under such agreement. About Alexander Gallo Holdings Marietta, Georgia-based Alexander Gallo Holdings LLC -- http://www.alexandergalloholdings.com-- is the largest full service, IT-enabled court reporting and litigation support services company in the United States. AGH offers court reporting, litigation support, trial software and other similar services and has the only true national footprint in its market, with roughly 55 offices located throughout the United States, and a preferred provider network which serves as an extension of Alexander Gallo's geographic reach. Founded in 1999 by Alexander J. Gallo, a former court reporter, AGH has made 18 acquisitions since 2003. Mr. Gallo has remained as CEO. AGH, along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011. Alexander Gallo plans to sell the business via 11 U.S.C. Sec. 363 to Bayside Capital Inc., which had acquired $22 million in second- lien debt. The price wasn't disclosed. Alexander Gallo disclosed assets of $208 million and debt totaling $258 million as of June 30, 2011. Liabilities include $47 million on a first-lien revolving credit and term loan where Wells Fargo Bank NA is agent. In addition to the second-lien debt held by Bayside, there is $33 million in junior unsecured subordinated notes owing to Harvest Equity Partners LLC plus another $148 million in junior unsecured subordinated notes owing to insider Gallo Holdings LLC. Bayside will also provide $20 million in financing for the Chapter 11 effort. The new loan will have a first priority lien on unencumbered assets and a lien behind the first-lien debt. Bankruptcy Judge Allan J. Gropper presides over the case. Thomas R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G. Egan, Esq., at DLA Piper LLP (US), in New York, serve as the Debtors' general counsel. Squire, Sanders & Demsey (US) LLP serves as the Debtor's corporate counsel. The Debtors' financial advisor is Gordian Group, LLC. Marc L. Pfefferle, a partner at Carl Marks Advisory Group LLC, serves as the Debtors' chief restructuring advisor. Kurtzman Carson Consultants LLC serves as the Debtor's claims agent. ALEXANDER GALLO: Unsecured Creditors Object to Sale & DIP Loan -------------------------------------------------------------- Rachel Feintzeig, writing for Dow Jones' Daily Bankruptcy Review, reports that the official committee representing unsecured creditors objects Alexander Gallo Holdings LLC's auction plans and bankruptcy financing deal, saying both proposals are designed to benefit the court-reporting firm's lenders at the expense of creditors. The committee disputes the company's sale timeline, saying it is "too fast," and the bid protections the company wants to bestow upon its stalking-horse bidder. "These protections include disproportionate fees and overbid protections that will chill the bidding for the debtors' assets," the committee said. According to the report, the creditors insist that a triple threat of "inflated fees," an "excessive" breakup fee and expense reimbursement, and a steep overbid requirement combine to form "an almost insurmountable hurdle to potential competitive bids." The result will probably limit the unsecured creditors' chances of recovery, they said, while funneling more value to the company's secured creditors -- specifically H.I. G. Capital, a prebankruptcy investor in the company whose Bayside Gallo Recovery LLC is serving as both the bankruptcy lender and would-be stalking horse in the case. Bayside Gallo, an entity owned by H.I.G., is offering up a bid Alexander Gallo has valued at $88 million. It includes $9.7 million in assumed liabilities, the $48 million payable under the company's first-lien facilities, $4.6 million in wind-down and professional fees and nearly $4 million in cure costs, according to court papers. Bayside Gallo has also committed to fund the company's bankruptcy case with a $20 million DIP loan. The financing has already earned interim approval from a judge but still requires final court approval. According to the report, the creditors contend that the DIP loan was crafted with the primary purpose of rewarding Bayside. The report says an attorney for Alexander Gallo wasn't immediately available for comment Monday morning. About Alexander Gallo Holdings Marietta, Georgia-based Alexander Gallo Holdings LLC -- http://www.alexandergalloholdings.com-- is the largest full service, IT-enabled court reporting and litigation support services company in the United States. AGH offers court reporting, litigation support, trial software and other similar services and has the only true national footprint in its market, with roughly 55 offices located throughout the United States, and a preferred provider network which serves as an extension of Alexander Gallo's geographic reach. Founded in 1999 by Alexander J. Gallo, a former court reporter, AGH has made 18 acquisitions since 2003. Mr. Gallo has remained as CEO. AGH, along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011. Alexander Gallo will sell the business via 11 U.S.C. Sec. 363 to Bayside Capital Inc., which had acquired $22 million in second- lien debt. The price wasn't disclosed. Alexander Gallo disclosed assets of $208 million and debt totaling $258 million as of June 30, 2011. Liabilities include $47 million on a first-lien revolving credit and term loan where Wells Fargo Bank NA is agent. In addition to the second-lien debt held by Bayside, there is $33 million in junior unsecured subordinated notes owing to Harvest Equity Partners LLC plus another $148 million in junior unsecured subordinated notes owing to insider Gallo Holdings LLC. Bayside is providing $20 million in financing for the Chapter 11 effort. The new loan will have a first priority lien on unencumbered assets and a lien behind the first-lien debt. Bankruptcy Judge Allan J. Gropper presides over the case. Thomas R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G. Egan, Esq., at DLA Piper LLP (US), in New York, serve as the Debtors' general counsel. Squire, Sanders & Demsey (US) LLP serves as the Debtor's corporate counsel. The Debtors' financial advisor is Gordian Group, LLC. Marc L. Pfefferle, a partner at Carl Marks Advisory Group LLC, serves as the Debtors' chief restructuring advisor. Kurtzman Carson Consultants LLC serves as the Debtor's claims agent. AMERICAN ORIENTAL: Has Warning From NYSE on Shares Under $1 ----------------------------------------------------------- American Oriental Bioengineering, Inc., was notified by the New York Stock Exchange that it has fallen below the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share over 30 consecutive trading days. Under NYSE rules, the Company has six months from receipt of the notice to cure the deficiency by regaining compliance with the minimum share price requirement. Subject to compliance with the NYSE's other continued listing requirements, the Company's common stock will continue to be listed and trade on the NYSE during the six month cure period. Under NYSE rules, the Company has ten business days following receipt of the notice, which will be October 5, 2011, to respond by letter to the NYSE and indicate its intention to cure this deficiency, or, the Company will be subject to suspension and delisting procedures by the NYSE. The Company is currently looking at all of the options available with respect to curing this deficiency and intends to send a letter to the NYSE within this timeframe. The Company can regain compliance during, and until the expiration of the six month cure period, if on the last trading day of any calendar month the Company has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. If the Company takes an action to regain compliance that would require approval by its stockholders, the Company must obtain such approval by no later than its next annual meeting of stockholders and must implement the action promptly thereafter. The condition will be deemed cured if the price promptly exceeds $1.00 per share, and the price remains above the level for at least the following 30 trading days. If the Company fails to regain compliance in the manner described, the NYSE will commence suspension and delisting procedures. The Company's business operations, Securities and Exchange Commission reporting requirements and debt obligations are not affected by the receipt of the NYSE notification. About American Oriental American Oriental Bioengineering, Inc. is a pharmaceutical company dedicated to improving health through the development, manufacture and commercialization of a broad range of prescription and over the counter products. ANDRONICO'S MARKETS: Bailey Elizondo Okayed as Financial Advisor ---------------------------------------------------------------- The Hon. Edward D. Jellen of the U.S. Bankruptcy Court for the Northern District of California authorized Andronico's Markets, Inc., to employ Bailey, Elizondo & Brinkman, LLC, as financial advisor. The Debtor needs a financial advisor to assist it in a sale transaction, and obtaining and maintaining debtor-in-possession financing from Renwood Andronico Lending 1, LLC, to continue its business operations. The firm is expected to: * advise the Debtor with regards to restructuring actions as it commences and prosecutes a case under Chapter 11 of the Bankruptcy Code, including assisting in the preparation of the petition, motions, applications, lists, schedules, statements, plans, forms or any other document or analysis reasonable and necessary as part of the Chapter 11 case; * market the Company, and its assets, for sale, and evaluate the Company's strategic options including the sale or reorganization of the Company in the Chapter 11 case; * advise the Company and the Debtor's board of directors with respect to all aspects of the restructuring of the Company; * advise the Company with regards to capital structure including shareholder, lender, supplier, creditor, lender and leasing contracts or agreements, as well as documentation for any other significant transaction; * assist in the sizing and negotiations in the debtor-in- possession financing; * provide additional financial analysis as needed to support business decisions; and * meet with the Debtor's Board of Directors and other appropriate parties to review the Company's progress and clarify any issues, if necessary. The firm will be employed on an hourly basis and will bill in minimum increments of one-tenth of an hour. The Debtor has agreed to reimburse the firm for expenses incurred. The current hourly rate of the firm's professionals are: Principals $350 Directors $275 - $325 Associates $175 - $225 Staff and Admin $75 - $125 The Debtor said it has paid the firm a $175,000 security retainer. This will be deemed a client trust fund to be held in the firm's client trust account subject to a repayment obligation if not fully earned. To the best of the Debtor's Knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Andronico's Markets Andronico's Markets, Inc., aka Andronico's Community Markets, is an independent, specialty supermarket operator in the San Francisco Bay Area. Founded in 1929, the Company operates seven stores in prime upscale urban and suburban locations in Berkeley (four stores), San Francisco, Los Altos, and San Anselmo. Andronico's is a California C-corporation, owned by Solano Enterprises LLC. The ownership of Solano Enterprises LLC is divided among various Andronico family members. Andronico's filed for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 11-48963) on Aug. 22, 2011. Judge Edward D. Jellen oversees the case. Attorneys at Murray & Murray, in Cupertino, Calif., represent the Debtor as counsel. The Official Committee of Unsecured Creditors has tapped Winston & Strawn LLP as its counsel. The Debtor scheduled $18,520,090 in assets and $67,094,619 in liabilities as of the Chapter 11 filing. AROP III: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: AROP III, LLC 2711 E. Indian School Road, #201 Phoenix, AZ 85016 Bankruptcy Case No.: 11-26963 Chapter 11 Petition Date: September 21, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Eileen W. Hollowell Debtor's Counsel: Don C. Fletcher, Esq. LAKE AND COBB PLC 1095 West Rio Salado Parkway, #206 Tempe, AZ 85281 Tel: (602) 523-3000 Fax: (602) 523-3001 E-mail: dfletcher@lakeandcobb.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Marshall C. Reynolds, manager/member of Rencor Development, LLC, manager. ASHENN, INC.: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Ashenn, Inc. aka Valley Truck and Trailer Services 5228 N. Tom Murray Avenue Glendale, AZ 85301 Bankruptcy Case No.: 11-27163 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen, Jr. Debtor's Counsel: Josh L. Kahn, Esq. RYLEY CARLOCK & APPLEWHITE One North Central Avenue, Suite 1200 Phoenix, AZ 85004 Tel: (602) 440-4864 Fax: (602) 257-6964 E-mail: jkahn@rcalaw.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 Peter Hokanson, president/CEO. AVION POINT: Amends List of Largest Unsecured Creditors ------------------------------------------------------- Avion Point West LLC has filed with the U.S. Bankruptcy Court for the Middle District of Florida an amended list of its largest unsecured creditors. The Debtor took out Doudney Companies Inc., DAO Consultants, Fifth Third Bank, and Bio-Tech Consulting Inc from the list. Debtor's List of Its Four Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Ron J. Miller 25 Industrial Boulevard Paoli, PA 19301 $800,000.00 TNT Earthworks, Inc c/o Michael G. Herington 16104 Denham Ct Clermont, FL 34711 $120,000.00 Universal Air Service of FL Attn: Roy Henley 1321 Apopka Airport Road Apopka, FL 32712 $38,000.00 Larry Herring CPA 611 Wymore Road Winter Park, FL 32789 $26,000.00 Based in Longwood, Florida, Avion Point West LLC and its affiliate, Orlando Country Aviation Services Inc., filed for Chapter 11 bankruptcy protection (Bank. M.D. Fla. Case Nos. 11-10364 and 11-10365) on July 8, 2011. Judge Karen S. Jennemann presides over the Debtors' cases. Frank M. Wolff, Esq., at Wolff Hill McFarlin & Herron PA, represents the Debtor. In its schedules, the Debtor disclosed $18,075,314 in total assets and $9,238,057 in total debts. The petitions were signed by James PA Thompson, the managing member. Mr. Thompson is the developer of Orlando Apopka Airport in northwest Orange County. During the past decade, Mr. Thompson has transformed Orlando Apopka Airport, on U.S. Highway 441 between Plymouth and Zellwood, from an old airfield called Orlando Country Airport into a complex of hangar condominiums whose owners now control the facility. B&S ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: B&S Enterprises, LLC 11936 New Cut Road Athens, AL 35611 Bankruptcy Case No.: 11-83314 Chapter 11 Petition Date: September 22, 2011 Court: U.S. Bankruptcy Court Northern District of Alabama (Decatur) Judge: Jack Caddell Debtor's Counsel: Stuart M. Maples, Esq. MAPLES & RAY, PC 401 Holmes Avenue, Suite H Huntsville, Al 35801 Tel: (256) 489-9779 Fax: (256) 489-9720 E-mail: smaples@maplesandray.com Scheduled Assets: $2,646,505 Scheduled Debts: $5,201,890 The Company's list of its four largest unsecured creditors is available for free at http://bankrupt.com/misc/alnb11-83314.pdf The petition was signed by Ernest O. Bayless, Jr., managing member. B & V FLORIDA: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: B & V Florida Holdings, LLC 88 South Atlantic Avenue Ormond Beach, FL 32176 Bankruptcy Case No.: 11-06943 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Jerry A. Funk 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: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the list of 10 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb11-06943.pdf The petition was signed by Chuan Brinkmann, managing member. BALL FOUR: Wins Confirmation of Reorganization Plan --------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado has confirmed Ball Four, Inc.'s Second Amended Plan of Reorganization. Pursuant to the Plan, holders of allowed unsecured claims will be paid the allowed amount of their claims in full plus interest at the current Federal Judgment Interest Rate calculated from the Effective Date until the date that the allowed unsecured claims are paid in full. To pay allowed unsecured claims, the Debtor will make sufficient semi-annual payments of $50,000 each which will be distributed to the holders of allowed unsecured claims on a Pro Rata basis with the first semi-annual payment of $50,000 due on the Effective Date and continuing thereafter with additional semi-annual payments of $50,000 each until Class 4 claims are paid in full. Additionally, the unsecured priority claim of the U.S. Internal Revenue Service will be paid in full with interest at 5% per annum amortized over 48 months with the first payment of principal and interest due on the Effective Date and continuing monthly thereafter until the claim is paid in full. A full-text copy of the disclosure statement explaining the terms of the Plan is available for free at http://bankrupt.com/misc/BALLFOUR_amended_DS.pdf About Ball Four Ball Four, Inc., has a 16.93-acre property located at 2101 W. 64th Ave. in Adams County, Arvada, Colorado. The site has a slow pitch softball facility and an indoor-soccer facility. Simulcast wagering on dog and horse racing from tracks in the United States is also operated at the site pursuant to a license obtained from Mile High Racing in Commerce City. Ball Four first sought Chapter 11 protection after it was discovered in 1989 that a small portion of Ball Four's property was contaminated. Ball Four later sought confirmation of a Chapter 11 plan, and an investigation found Ball Four's property to be free of contaminants. Ball Four completed its indoor soccer facility and another building at its property in 2007 following a $1.9 million loan from FirsTier Bank. In November 2009, Ball Four was unable to make the interest payment due on the note to FirsTier. FirsTier commenced a foreclosure proceeding which led to the Debtor filing for Chapter 11 protection in 2010. Ball Four, Inc., filed a Chapter 11 petition (Bankr. D. Colo. Case No. 10-33952) on Sept. 21, 2010. William A. Richey, Esq., at Weinman & Associates, P.C., serves as the Debtor's bankruptcy counsel. The Debtor disclosed $16,220,990 in assets and $3,483,420 in liabilities as of the Chapter 11 filing. BANK OF AMERICA: Facing $50-Bil. Suit Over Merrill Deal ------------------------------------------------------- Steven M. Davidoff, writing as The New York Times' The Deal Professor, relates that lawsuits against Bank of America related to its acquisition of Merrill Lynch are quietly advancing in the Federal District Court in Manhattan. The actions were commenced by the New York attorney general’s office and by some of the largest class-action law firms seeking about $50 billion. The NY Times says the plaintiffs in the private action contend that BofA engaged in a deliberate effort to deceive the bank’s shareholders. The plaintiffs include the Ohio Public Employees Retirement System and a Netherlands pension plan that is the second-largest in Europe. The NY Times' Mr. Davidoff relates the lawsuit claims BofA and its executives, including its former chief executive, Kenneth D. Lewis, failed to disclose what would be a $15.31 billion loss at Merrill Lynch in the days before and after the acquisition. The plaintiffs contend that this staggering loss was hidden to ensure that BofA shareholders did not vote against the transaction. According to the NY Times, BofA disclosed this loss after Merrill was acquired. At the same time, BofA also disclosed a $20 billion bailout by the government. The bank’s stock fell by more than 60% in a two-week period, a market value loss of more than $50 billion. The NY Times notes this episode spawned a lawsuit from the Securities and Exchange Commission that BofA, Mr. Lewis and Joseph Price, the former chief financial officer, settled for $150 million. Judge Jed S. Rakoff of the Federal District Court in Manhattan approved the deal but complained that it didn’t sufficiently penalize the individuals involved. The amount was paid by BofA with no liability for Mr. Lewis or Mr. Price. Judge Rakoff called the settlement “half-baked justice at best.” The Merrill acquisition was completed on Jan. 1, 2009. Two weeks later, Bank of America disclosed for the first time that Merrill had suffered an after-tax net loss of $15.31 billion. According to Mr. Davidoff, the case is not only easier to establish, but the potential damages could also be enormous. "Damages in a claim like this are calculated by looking at the amount lost as a result of the securities fraud. A court will most likely calculate this by referencing the amount that Bank of America stock dropped after the loss was announced; this is as much as $50 billion," Mr. Davidoff writes. "It is a plaintiff’s lawyer’s dream," Mr. Davidoff says. Mr. Davidoff believes that, given the $50 billion claim looming over it, BofA will most likely try to settle this litigation. The settlement value appears to be in the billions. The NY Times notes BofA is also facing even more liability for those who bought and sold stock during this period up until Jan. 15. In a ruling on July 29, the judge in this case allowed these claims to proceed against BofA, Mr. Price and Mr. Lewis. The judge had already ruled that the disclosure claim related to the proxy vote could proceed. The case has an October 2012 trial date. Earlier this month, Reuters' Matthew Goldstein, Jennifer Ablan, Daniel Wilchins and Kristina Cooke wrote that BofA could use an "asbestos settlement trust" to settle toxic mortgage suits involving its Countrywide unit. "We've suggested an asbestos-style settlement as a solution. It makes the most sense," said Vincent Fiorillo, a portfolio manager with DoubleLine Capital, a $15 billion bond shop that has its own pending claims against BofA, according to the Reuters report. "It is better than where we are right now." Reuters noted that the idea of using the asbestos litigation wars as a model for dealing with the fallout from the financial crisis is more talk than anything else. There's no indication an asbestos-style litigation trust is something BofA is actively considering at the moment. Reuters even noted that Chris Whalen, a bank analyst and co-founder of Institutional Risk Analytics, called out for a Chapter 11 restructuring of BofA. Reuters noted that BofA has set aside more than $15 billion in litigation reserves and contends it is well-positioned to defend itself against the wave of mortgage-related lawsuits. BANK OF GRANITE: To Appeal Nasdaq's Suspension Determination ------------------------------------------------------------ Bank of Granite Corporation, on Sept. 20, 2011, received a written notice from The Nasdaq Stock Market of the Nasdaq staff's determination that the Company has not provided a definitive plan evidencing its ability to achieve near-term compliance with all of the continued listing requirements of The Nasdaq Capital Market and, in particular, Rule 5550(a)(2), the bid price rule. Accordingly, unless the Company requests an appeal of this staff determination, trading of the Company's common stock will be suspended at the opening of business on Sept. 29, 2011, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company's common stock from the listing and registration on The Nasdaq Stock Market. The Company intends to request an appeal of the staff's determination to the Nasdaq panel by Sept. 27, 2011, which request will stay the suspension of the Company's common stock and filing of the Form 25-NSE pending the panel's decision. The Company's common stock will continue to trade on The Nasdaq Capital Market under the symbol "GRAN" during the appeals period. About Bank of Granite Granite Falls, N.C.-based Bank of Granite Corporation is a Delaware corporation that was organized June 1, 1987, as a bank holding company. The Company's only businesses are the ownership and operation of Bank of Granite, a state bank chartered under the laws of North Carolina on Aug. 2, 1906, and Granite Mortgage, Inc., a mortgage bank chartered under the laws of North Carolina on June 24, 1985. Granite Mortgage discontinued its origination activities during 2009. The Company conducts its community banking business operations from 20 full-service offices located in Burke, Caldwell, Catawba, Forsyth, Iredell, Mecklenburg, Watauga, and Wilkes counties in North Carolina. The Company's balance sheet at June 30, 2011, showed $807.06 million in total assets, $787.75 million in total liabilities, and $19.30 million in total stockholders' equity. Cease and Desist Order In 2009, Bank of Granite entered into a Stipulation and Consent to the issuance of an Order to Cease and Desist by the Federal Deposit Insurance Corporation and the North Carolina Commissioner of Banks. Based on the Company's Consent, the FDIC and the Commissioner jointly issued the Order on Aug. 27, 2009. The Order requires the Bank to achieve and maintain Tier 1 Leverage Capital Ratio of not less than 8% and a Total Risk-Based Capital of not less than 12% for the life of the Order. Going Concern Doubt The Company reported a net loss of $23.66 million on $44.80 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $25.62 million on $52.64 million of total interest income during the prior year. Dixon Hughes PLLC, in Charlotte, North Carolina, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2010 financial results. The independent auditors noted that the Company incurred net losses in 2010 and 2009, primarily from higher provisions for loan losses. Bank of Granite Corporation's wholly-owned bank subsidiary is under a regulatory order that requires, among other provisions, higher regulatory capital requirements. The Bank did not meet the higher capital requirements as of Dec. 31, 2010 and is not in compliance with the regulatory agreement. Failure to comply with the regulatory agreement may result in additional regulatory enforcement actions. BCO MESA: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------- Debtor: BCO MESA, LLC 8711 E. Pinnacle Peak Road PMB 282 Scottsdale, AZ 85255 Bankruptcy Case No.: 11-27107 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Blake D. Gunn, Esq. LAW OFFICE OF BLAKE D. GUNN P.O. Box 22146 Mesa, AZ 85277-2146 Tel: (480) 270-5073 E-mail: blake.gunn@gunnbankruptcyfirm.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of its 10 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/azb11-27107.pdf The petition was signed by Craig Babcock, member. BEAZER HOMES: Highbridge Discloses 5.04% Equity Stake ----------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Highbridge International LLC and its affiliates disclosed that they beneficially own (a) 642,000 shares of Common Stock; (b) $400,299 aggregate principal amount of 7.5% Mandatory Convertible Subordinated Notes due 2013, convertible into 1,783,211 shares of Common Stock; (c) 7.25% Tangible Equity Units, convertible into 1,507,607 shares of Common Stock; and (d) Call rights to purchase 50,000 shares of Common Stock. The total amount of shares represents 5.04% of the shares outstanding based on 75,679,860 shares of common stock outstanding as of July 29, 2011. About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at June 30, 2011, showed $2 billion in total assets, $1.76 billion in total liabilities, and $241 million in total stockholders' equity. * * * As reported by the TCR on Sept. 14, 2011, Moody's Investors Service downgraded the corporate family and probability of default ratings of Beazer Homes USA, Inc. to Caa2 from Caa1. The downgrade reflects Moody's expectations that the conditions in the homebuilding industry will continue to put pressure on Beazer's operating and financial metrics, resulting in operating losses, negative cash flow generation, elevated debt leverage, and declines in equity over the next two years. Additionally, Moody's expect the company to continue burning cash from its land spend. In addition, Moody's expects Beazer to continue experiencing declines in deliveries and revenues into 2012. Fitch Ratings has downgraded its ratings for Beazer Homes USA, Inc., including the company's Issuer Default Rating (IDR) to 'CCC' from 'B-'. The ratings downgrade reflects Fitch's belief new housing activity will remain weak through at least 2012 and the company's liquidity position is likely to erode in the next 18 months. With the recent softening in the economy and lowered economic growth expectations for 2011 and 2012, the environment may at best support a relatively modest recovery in housing metrics over the next year and a half. Fitch had previously forecast a slightly more robust housing environment in 2011 and 2012. BERNARD L. MADOFF: Judge Trims Trustee's $1-Bil. Suit vs. Mets -------------------------------------------------------------- Keith Goldberg at Bankruptcy Law360 reports that the owners of the New York Mets scored a win Tuesday when a federal judge tossed nine of the 11 claims in a $1 billion lawsuit lodged against them by the trustee overseeing recovery for victims of Bernard L. Madoff's Ponzi scheme. According to Law360, U.S. District Judge Jed S. Rakoff said the U.S. Bankruptcy Code precluded trustee Irving H. Picard from recovering any money paid to executives of Sterling Equities, which owns the Mets, by Madoff's brokerage firm, except where it's proven the executives committed actual fraud. Meanwhile, American Bankruptcy Institute reports that Bankruptcy Judge Burton Lifland has approved the disclosure statement of two liquidating feeder funds for Bernard L. Madoff Investment Securities LLC. High Standard of Proof Dow Jones Newswires' Chad Bray and The Wall Street Journal's Michael Rothfeld report that Judge Rakoff ruled that Irving Picard would have to meet a high standard of proof to seize any of the Mets owners' principal. Mr. Picard would have to prove that the owners were "willfully blind" to signs of the fraud and ignored red flags that would have uncovered it had they investigated. Messrs. Bray and Rothfeld also report that the judge rejected Mr. Picard's efforts to recover their principal under a lower legal standard known as "inquiry notice." Under that approach, the report explains, Mr. Picard could have recovered principal simply by showing that they failed to investigate activity a reasonable person would have considered suspicious, even if doing so wouldn't have uncovered the Ponzi scheme. "The trustee may recover defendants' net profits simply by proving that the defendants did not provide value for the monies received, but the trustee may recover the return of the defendants' principal only by proving that the defendants willfully blinded themselves to Madoff Securities' fraud," the judge said, according to Messrs. Bray and Rothfeld. Messrs. Bray and Rothfeld further reports that the question of how much Mr. Picard could ultimately recover in terms of false profits remains an open question, the judge said. The judge has yet to rule on whether Mr. Picard can recover phony profits beyond a two year statute of limitations under federal bankruptcy law. Mr. Picard is seeking the return of nearly $300 million in fictitious profits, as well as up to $700 million in principal withdrawn by the Mets owners. The Mets owners allegedly withdrew $83.3 million in the two years prior to Madoff's fraud coming to light. The nearly $300 million Mr. Picard is seeking goes back the length of their investment with Madoff. According to Messrs. Bray and Rothfeld, Judge Rakoff also said Mr. Picard can't disallow claims by the Mets owners and their associates for an estimated $160 million in principal they lost in the Ponzi scheme. But Judge Rakoff ruled that the trustee could give those claims a lower priority than those of other investors if he could show they were "willfully blind" to the 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 US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$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. BERNARD L. MADOFF: Picard May Only Recoup Up to $386M From Mets --------------------------------------------------------------- Chad Bray, writing for Dow Jones Newswires, reports that the owners of the New York Mets baseball team may be asked to pay no more than $386 million in a lawsuit filed by Irving Picard, the court-appointed trustee trying to recover money for victims of Ponzi scheme operator Bernard Madoff, according to a ruling Wednesday by U.S. District Judge Jed S. Rakoff. Dow Jones relates the ruling came a few hours before Mr. Picard and lawyers for the Mets owners were due to appear in court to set a schedule for further proceedings in case. A hearing was set for 3 p.m. EDT in Manhattan federal court. On Tuesday, Judge Rakoff dismissed the bulk of Mr. Picard's claims in a $1 billion lawsuit he filed against Mets owners Fred Wilpon and Saul Katz. According to Dow Jones, in the ruling Tuesday, the judge limited the time frame from which Mr. Picard can recover assets to a two-year period before Mr. Madoff's fraud came to light. He also found that the trustee would have to meet a high standard of proof to seize any of the Mets owners' principal investment: namely that they were "willfully blind" to signs of the fraud. According to Dow Jones, a spokeswoman for Mr. Picard on Tuesday said the trustee and his lawyers were in the process of reviewing the decision. They had no comment Wednesday. Dow Jones relates the partners at Sterling Equities said Tuesday that they were pleased that the court had "dismissed nine of the 11 counts in the Trustee's complaint," and that Mr. Picard could only seek money going back two years. A person close to the team's owners said Tuesday they believed it would be impossible for Mr. Picard to prove willful blindness. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$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. BIONEUTRAL GROUP: Posts $698,500 Net Loss in July 31 Quarter ------------------------------------------------------------ BioNeutral Group, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $698,557 on $32,986 of revenues for the three months ended July 31, 2011, compared with a net loss of $655,847 on $15,500 of revenues for the three months ended July 31, 2010. For the nine months ended June 30, 2011, the Company had a net loss of $2.2 million on $50,912 of revenues for the nine months ended July 31, 2011, compared with a net loss of $3.3 million on $15,500 of revenues for the nine months ended July 31, 2010. The Company's balance sheet at July 31, 2011, showed $10.9 million in total assets, $4.4 million in total liabilities, and stockholders' equity of $6.5 million. Marcum, LLP, in New York City, expressed substantial doubt about BioNeutral Group's ability to continue as a going concern, following the Company's results for the fiscal year ended Oct. 31, 2010. The independent auditors noted that the Company had a working capital deficiency of approximately $1.8 million for the year ended Oct. 31, 2010, and accumulated deficit of $49.8 million as of Oct. 31, 2010. A complete text of the Form 10-Q is available for free at: http://is.gd/6s0HEy Newark, N.J.-based BioNeutral Group, Inc. (OTC BB: BONU) -- http://www.bioneutralgroup.com/-- is a specialty technology- based life science company which has developed a technology platform that neutralizes harmful environmental contaminants, toxins and dangerous micro-organisms including bacteria, viruses, mold, fungi and spores. BLACK DIAMOND: Court Denies Motion to Stay Abstention Order ----------------------------------------------------------- Taft A. McKinstry, as trustee of the Black Diamond Mining Company Unsecured Creditors Trust, on July 30, 2010, filed a complaint against Harold E. Sergent, Ira J. Genser, Larry Tate and Alvarez & Marsal North America LLC, before the Commonwealth of Kentucky, Floyd Circuit Court, asserting state law claims of breach of fiduciary duty, willful misconduct and gross negligence against Mr. Sergent. The BD Trustee alleges, among other things, that Mr. Sergent had a personal economic interest in committing Black Diamond to sell as much coal as possible -- regardless of Black Diamond's production capabilities -- to allow Mr. Sergent to earn a $0.25 per ton sales commission for every ton sold and a $0.04 per ton royalty commission for every ton sold. The BD Trustee also alleges that to earn fees and otherwise promote his economic self-interest at Black Diamond's expense, in 2006 and 2007, Mr. Sergent caused Black Diamond to enter into a number of long-term contracts with coal purchasers under which Black Diamond committed to supply tons of coal that Mr. Sergent knew vastly exceeded what Black Diamond could actually produce from its own mines. The BD Trustee also alleges that Mr. Sergent acted willfully and recklessly and breached his fiduciary duty by causing Black Diamond to have to depend on spot market purchases of coal to meet its obligations under the Supply Contracts. By early 2008, the spot market price of coal had risen from between $46 and $52 per ton as of the entry into the Supply Contracts to approximately $70-$80 per ton, depending on the quality of coal sold. Black Diamond therefore lost approximately $20-$30 for each ton of coal it had to buy on the spot market to meet its obligations under the Supply Contracts, causing Black Diamond to default on its obligations and suffer a financial crisis as of January 2008. Mr. Sergent will not be personally liable for any judgment Mr. McKinstry may obtain on the Sergent Claims, as Mr. McKinstry agreed to seek recovery only from applicable insurance coverage as part of an agreed order lifting the automatic stay in Mr. Sergent's bankruptcy. The BD Trustee's claims against the A&M Defendants arose out of the alleged mismanagement of Black Diamond during the course of its bankruptcy by Mr. Genser as Black Diamond's Chief Restructuring Officer, and Mr. Tate as Black Diamond's Chief Financial Officer. The A&M Defendants removed the State Court Proceeding to the United States District Court for the Eastern District of Kentucky. Mr. Sergent then joined in the removal. The BD Trustee challenged removal, moving the District Court to remand or abstain. On Jan. 12, 2011, the District Court entered its Memorandum Opinion and Order concluding that it had "related to" subject matter jurisdiction over the State Court Proceeding under 28 U.S.C. Sec. 1334. The District Court then referred the Removed Case to the Bankruptcy Court under Local Rule 83.12(a). The BD Trustee then renewed her abstention motion in the Bankruptcy Court. After reviewing the Abstention Motion, all related pleadings and other evidence of record and hearing the oral arguments of the parties, on June 23, 2011, the Bankruptcy Court entered the Abstention Order abstaining as to the Sergent Claims under 28 U.S.C. Sec. 1334(c)(2), and remanding those claims to the State Court. The Bankruptcy Court denied the Abstention Motion as to the A&M Defendants. Mr. Sergent filed the Notice of Appeal and a Motion for Stay seeking a stay of the Abstention Order pending an appeal of the order to the District Court. Bankruptcy Judge Joseph M. Scott, Jr., denied the Motion for Stay in a Sept. 21, 2011 Memorandum Opinion available at http://is.gd/53HS9cfrom Leagle.com. The case is TAFT A. McKINSTRY, AS TRUSTEE OF THE BD. UNSECURED CREDITORS TRUST, v. HAROLD E. SERGENT, IRA J. GENSER, LARRY TATE and ALVAREZ & MARSAL NORTH AMERICA, LLC, Adv. Proc. No. 11-07010 (Bankr. E.D. Ky.). About Black Diamond Mining Headquartered in Pikeville, Kentucky, Black Diamond Mining Co., LLC, is a coal-mine operator formed in 2006. The company and seven of its affiliates sought Chapter 11 protection on (Bankr. E.D. Ky. Case No. 08-70109) on March 4, 2008. David M. Cantor, Esq., at Seiller Waterman, LLC, represents the Debtors in these cases. The U.S. Trustee for Region 8 appointed creditors to serve on an Official Committee of Unsecured Creditors. Foley & Lardner LLP represents the Committee in these cases. Prudential Insurance Co. of America and subsidiaries of CIT Group Inc., C.I.T. Capital U.S.A., Inc. and The C.I.T Group/Commercial Services Inc., filed involuntary Chapter 11 petitions against FCDC Coal Inc., Black Diamond Mining Co., Martin Coal Processing Corp., Spurlock Energy Corp., Turner Elkhorn Mining Co., Wolverine Resources, Inc. and Black Diamond Land Co. LLC on Feb. 19, 2008 (Bankr. E.D. Ky. Case Nos. 08-50369 to 08-50372 and 08-70066 to 08-70067). Robert J. Brown, Esq., at Wyatt, Tarrant & Combs, L.L.P., represent the petitioners. According to the petitioners, the Debtors owe them $150 million. The Debtors schedules showed $73,669,934 in total assets and $207,403,591 in total liabilities. As reported in the Troubled Company Reporter on Feb. 25, 2008, the petitioning creditors sought the appointment of a Chapter 11 trustee for the Debtors. The petitioners alleged that the Debtors' controlling equity owner Harold E. Sergent and other shareholders are "hopelessly conflicted." They insisted that the company has no money since losing $25 million last year and they had refused to dole out a single cent until a trustee assumes control of the company and comes up with an appropriate budget. The Court entered an order for relief on the involuntary petitions on March 11, 2008. Alvarez & Marsal North America LLC was appointed to provide a chief restructuring officer for FCDC Coal Inc. and Black Diamond Mining Co. The Company filed a Chapter 11 plan in early 2009. The Court on July 23, 2009, entered an order confirming the Debtors' Third Amended Joint Plan of Liquidation, as Modified. On the effective date of the Plan, the Unsecured Creditors Trust was created and Taft A. McKinstry was appointed. Harold Sergent filed his own chapter 7 bankruptcy petition (Bankr. E.D. Ky. Case No. 10-50763) on March 9, 2010. Phaedra Spradlin was appointed the Chapter 7 Trustee. BLOCKBUSTER INC: Led by Dish, Blockbuster Back From the Doldrums ---------------------------------------------------------------- The DVD streaming and mail delivery sector has become far more competitive in the last month. Price hikes and spinoffs at Netflix have set in motion a Netflix customer rebellion that Blockbuster is capitalizing on. The Bedford Report examines the outlook for companies in the Music and Video Stores Industry and provides equity research on Blockbuster, Inc. and Netflix, Inc. Access to the full company reports can be found at: http://www.bedfordreport.com/BLOAQ http://www.bedfordreport.com/NFLX Blockbuster, once the leader in video rentals, had filed for bankruptcy when it couldn't counter the threat posed by Netflix, Inc., whose DVD-by-mail service and subsequent expansion into video streaming revolutionized home entertainment. Blockbuster has since emerged from the doldrums with the aid of Dish Network, and is now becoming a promising comeback story. Last week Dish Network announced a new product, the Blockbuster Movie Pass, which combines the services offered by the two brands. The pass is a lot like what Netflix offered until this month, as it is a combination of DVDs by mail and video streamed online. The pass also adds in the satellite subscription service for which Dish Network is known, as well as games by mail. Dish calls it "the most comprehensive entertainment package ever." The Bedford Report releases investment research on the Music and Video Stores Industry so investors can stay ahead of the crowd and make the best investment decisions to maximize their returns. Take a few minutes to register with us free at http://www.bedfordreport.com/and get exclusive access to our numerous analyst reports and industry newsletters. Shares of Netflix have been on the downswing since the company announced new subscription plans for its DVD-by-mail and streaming customers. Under the new plan, customers who seek to subscribe for both the DVD-by-mail and streaming services will have to pay $16.00 per month for unlimited access. Previously, Netflix used to charge $10.00 a month for the bundled offering. Not only Blockbuster, Netflix must also fend off other new competition, including streaming services from Hulu.com and Amazon.com Inc. and $1-per-day DVD rentals from Redbox kiosks. About Blockbuster Inc. Blockbuster Inc., the movie rental chain with a library of more than 125,000 titles, along with 12 U.S. affiliates, initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23, 2010. It disclosed assets of $1 billion and debts of $1.4 billion at the time of the filing. Martin A. Sosland, Esq., and Stephen Karotkin, Esq., at Weil, Gotshal & Manges, serve as counsel to the U.S. Debtors. Rothschild Inc. is the financial advisor. Alvarez & Marsal is the restructuring advisor with A&M managing director Jeffery J. Stegenga as chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. The Official Committee of Unsecured Creditors retained Cooley LLP as its counsel. In April 2011, Blockbuster conducted a bankruptcy court-sanctioned auction for all the assets. Dish Network Corp. won with an offer having a gross value of $320 million. BLUEGREEN CORP: Inks $30MM Revolving Facility with CapitalSource ---------------------------------------------------------------- Bluegreen Corporation, on Sept. 20, 2011, entered into a $30.0 million revolving timeshare receivables hypothecation facility with CapitalSource Bank. The Facility provides for advances on eligible receivables, subject to specified terms and conditions, during the two-year revolving credit period ending in September 2013. Eligible "A" receivables that meet certain eligibility and FICO score requirements, which the Company believes are typically consistent with loans originated under its current credit underwriting standards, are subject to an 80% advance rate. The Facility also allows for certain eligible "B" receivables to be funded at a 45% advance rate. Principal repayments and interest will be paid as cash is collected on the pledged receivables, subject to future required decreases in the advance rate after the two-year revolving credit period, with the remaining balance being due in September 2016. The Facility bears interest at the one-month LIBOR plus 5.75%, subject to a LIBOR floor of 0.75% (6.50% as of Sept. 20, 2011). The Facility includes affirmative, negative and financial covenants and events of default. As of Sept. 26, 2011, no amounts are outstanding under the Facility. A full-text copy of the Loan and Security Agreement is available for free at http://is.gd/55i6wU About Bluegreen Corp. Bluegreen Corporation -- http://www.bluegreencorp.com/-- provides places to live and play through its resorts and residential community businesses. In December 2010, Standard & Poor's Rating Services raised its corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'. S&P's rating outlook on the Company is stable. S&P believes that Bluegreen will grow its fee-based sales commission revenue from $20 million in 2009 to an estimated $50 million in 2010. At this time, S&P expects that Bluegreen may be able to generate at least the same amount of commission based revenue in 2011. While the increase in fee- based revenue allowed Bluegreen to expand the level of sales that do not require financing, S&P believes that the company will likely remain heavily reliant on its lines of credit, receivable- backed warehousing facilities, and access to the timeshare securitization markets to fund timeshare sales. In S&P's view, Bluegreen currently has adequate sources of liquidity to cover its needs over the next 12-18 months mainly due to the successful closing of a timeshare securitization transaction. The Company reported a net loss of $35.87 million on $365.67 million of revenue for the year ended Dec. 31, 2010, compared with net income of $3.90 million on $367.36 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.14 billion in total assets, $848.80 million in total liabilities, and $295.91 million total shareholders' equity. * * * In December 2010, Standard & Poor's Rating Services raised its corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'. S&P's rating outlook on the Company is stable. S&P believes that Bluegreen will grow its fee-based sales commission revenue from $20 million in 2009 to an estimated $50 million in 2010. At this time, S&P expects that Bluegreen may be able to generate at least the same amount of commission based revenue in 2011. While the increase in fee- based revenue allowed Bluegreen to expand the level of sales that do not require financing, S&P believes that the company will likely remain heavily reliant on its lines of credit, receivable- backed warehousing facilities, and access to the timeshare securitization markets to fund timeshare sales. In S&P's view, Bluegreen currently has adequate sources of liquidity to cover its needs over the next 12-18 months mainly due to the successful closing of a timeshare securitization transaction. BLUEKNIGHT ENERGY: Files Form S-8, Registers 1.3MM Common Units --------------------------------------------------------------- Blueknight Energy Partners, L.P., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement solely to register the issuance of an aggregate of up to 1,350,000 additional common units representing limited partner interests of Blueknight Energy Partners, L.P., all of which were authorized pursuant to an amendment and restatement of the Blueknight Energy G.P., L.L.C., Long-Term Incentive Plan approved by the Board of Directors of Blueknight Energy G.P., L.L.C., the Company's general partner, on June 9, 2011, and the Company's unitholders on Sept. 14, 2011. The Company previously filed a Registration Statement on Form S-8 with the SEC on July 20, 2007, covering 1,250,000 common units, which were authorized for issuance under the Plan. A full-text copy of the Form S-8 is available for free at http://is.gd/IKKicP About Blueknight Energy Blueknight Energy Partners, L.P. (Pink Sheets: BKEP) -- http://www.bkep.com/-- provides integrated terminalling, storage, processing, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and asphalt product. It provides services for the customers, and its only inventory consists of pipeline linefill and tank bottoms necessary to operate the assets. It has three operating segments: crude oil terminalling and storage services, crude oil gathering and transportation services, and asphalt services. The Company reported a net loss of $23.79 million on $152.62 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.50 million on $156.77 million of total revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $327.44 million in total assets, $372.97 million in total liabilities, and a $45.52 million total partners' deficit. BMB MUNAI: Completes Sale of Emir Oil LLP to MIE Holdings --------------------------------------------------------- BMB Munai, Inc., completed the sale of all of its interests in Emir Oil LLP to a subsidiary of MIE Holdings Corporation, following its receipt of necessary regulatory approvals and satisfaction of the necessary conditions to closing the transaction. In connection with the closing of the transaction, the Company repaid in full the outstanding principal and accrued interest on its 10.75% convertible Senior Notes due 2013. In the coming weeks, the Company's board of directors will meet to determine the amount of the first of two anticipated cash distributions to the Company's stockholders from the transaction proceeds, such amount to be determined after giving effect to the estimated closing adjustments and escrow amount and the repayment of the convertible senior notes and after providing for the payment of or reserve for other anticipated liabilities and transaction costs. The Company intends to make a second distribution to stockholders following termination of the escrow on the first year anniversary of the closing date, subject to the availability of funds to be released from the escrow, actual costs incurred and other factors. On Sept. 19, 2011, in connection with the completion of the Sale, the Company filed with the Securities and Exchange Commission a Form 25 to effect its previously announced voluntary delisting from the NYSE Amex, which is expected to be effective following the close of business on Sept. 29, 2011. Thereafter, the Company's shares will no longer be listed on the Amex. Upon delisting from Amex, the Company believes that its common stock will be eligible for quotation on the OTCQB, part of the OTC Market Group, formerly known as Pink Sheets LLC. While the common stock may be quoted over-the-counter on the OTCQB, there can be no assurance that a market for the Company's common stock will develop on the OTCQB or otherwise. Notwithstanding the voluntary delisting from the Amex, the Company intends to continue to file periodic and other reports and make other required filings with the SEC pursuant to the requirements of the Securities Exchange Act of 1934, as amended. About BMB Munai Based in Almaty, Kazakhstan, BMB Munai, Inc., is a Nevada corporation that originally incorporated in the State of Utah in 1981. Since 2003, its business activities have focused on oil and natural gas exploration and production in the Republic of Kazakhstan through its wholly-owned operating subsidiary Emir Oil LLP. Emir Oil holds an exploration contract that allows the Company to conduct exploration drilling and oil production in the Mangistau Province in the southwestern region of Kazakhstan until January 2013. The exploration territory of its contract area is approximately 850 square kilometers and is comprised of three areas, referred to herein as the ADE Block, the Southeast Block and the Northwest Block. The Company realized a loss from continuing operations of $15.1 million during fiscal year 2011 compared to $10.7 million during fiscal year 2010. This 41% increase in loss from continuing operations was primarily attributable to increased general and administrative and interest expense and the foreign exchange loss of $415,803 incurred during fiscal year 2011. Hansen, Barnett & Maxwell, P.C., in Salt Lake City, said that as a result of the pending sale of Emir Oil LLP, BMB Munai will have no continuing operations that result in positive cash flow, which raise substantial doubt about its ability to continue as a going concern. The Company did not generate any revenue during the fiscal years ended March 31, 2011, and 2010, except from oil and gas sales through Emir Oil. The Company's balance sheet at June 30, 2011, showed $326.89 million in total assets, $103.95 million in total liabilities, and $222.93 million in stockholders' equity. Bankruptcy Warning The Company has disclosed that if it does not complete the sale, it will not have sufficient funds to retire the restructured Senior Notes when they become due. "In this event, we would likely be required to consider liquidation alternatives, including the liquidation of our business under bankruptcy protection," the Company said. BONDS.COM GROUP: J. Chertoff Resigns as Chief Financial Officer --------------------------------------------------------------- Jeffrey M. Chertoff was no longer the chief financial officer and a member of of the board of directors of Bonds.com Group, Inc., effective Sept. 26, 2011. According to a regulatory filing by the Company, Mr. Chertoff resigned from both positions due to “personal reasons.” John M. Ryan, the Company's current chief administrative officer, will take on the additional role of CFO. Mr. Ryan, age 60, was appointed as CAO in February 2011, after service the company in various capacities starting in January 2010. Before Joining Bonds.com, Mr. Ryan was the business administration director at Shortridge Academy Ltd. for five years. About Bonds.com Group Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG) -- http://www.bonds.com/ --through its subsidiary Bonds.com, Inc., serves institutional fixed income investors by providing a comprehensive zero subscription fee online trading platform. The Company designed the BondStation and BondStationPro platforms to provide liquidity and competitive pricing to the fragmented Over- The-Counter Fixed Income marketplace. The Company differentiates itself by offering through Bonds.com, Inc. an inventory of more than 35,000 fixed income securities from more than 175 competing sources. Asset classes currently offered on BondStation and BondStationPro, the Company's fixed income trading platforms, include municipal bonds, corporate bonds, agency bonds, certificates of deposit, emerging market debt, structured products and U.S. Treasuries. The Company's balance sheet at June 30, 2011, showed $5.71 million in total assets, $11.36 million in total liabilities, and a $5.64 million stockholders' deficit. The Company reported a net loss of $12.51 million on $2.71 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $4.69 million on $3.90 million of revenue during the prior year. As reported by the TCR on May 9, 2011, Daszkal Bolton LLP, in Boca Raton, Fla., in its audit reports for the years ended Dec. 31, 2009, and Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. The auditors noted that the Company has sustained recurring losses and has negative cash flows from operations. BORDERS GROUP: Barnes & Noble Okayed to Buy Name, Customer List --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Borders Group Inc. improved protections for maintaining confidentiality of customer information and received bankruptcy court approval Sept. 26 to sell trademarks and intellectual property for $15.8 million. Barnes & Noble Inc., a competitor when Borders was still in business, bought most of the intellectual property for $13.9 million. At the auction won by New York-based Barnes & Noble, the first bid was $3.5 million. Mr. Rochelle also reports that last week, the bankruptcy judge in New York delayed sale approval after the consumer privacy ombudsman raised objections. About Borders Group Borders Group operated book, music and movie superstores and mall based bookstores under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders-branded airport stores in the United States. At Jan. 29, 2011, the Company operated 639 stores in the United States and 3 in Puerto Rico. The Company also operated a proprietary e-commerce Web site -- http://www.Borders.com/-- launched in May 2008, which included both in-store and online e-commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and roughly 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. Lowenstein Sandler represents the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders is completing going-out-of-business sales that began at all of its remaining locations in July. The creditors’ committee said before the liquidation began that Borders expected to generate $252 million to $284 million in cash from the sales. Borders is selling store leases separately. Borders selected proposals by Hilco and Gordon Brothers to conduct going out of business sales for all stores after no going concern offers of higher value were submitted by the deadline. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000 BOWE SYSTEC: Has Until Nov. 14 to Propose Chapter 11 Plan --------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware extended Mail Systems Liquidation, Inc., formerly known as Bowe Systec, Inc., et al.'s exclusive periods to file and solicit acceptances for a Chapter 11 Plan until Nov. 14, 2011, and Jan. 13, 2012, respectively. The Debtors relate that currently they are working with the purchaser and other parties in interest to finalize certain post-closing matters in connection with the sale of substantially all of their assets. About Bowe Bell Headquartered in Wheeling, Ill., BOWE BELL + HOWELL -- http://www.bowebellhowell.com/-- is a leading provider of high- performance document management solutions and services. In 1936, the company pioneered gripper arm mail-inserting systems and has one of the world's largest installed bases of such inserters as a result of the technology's flexibility, performance and reliability. The company's complete portfolio of inserting, sorting, plastic card, integrity, cutting, packaging, print-on- demand and software solutions is one of the most comprehensive product offerings for paper-based communications. These solutions are supported by one of the largest dedicated service organizations in the industry. In addition to its headquarters offices, the company maintains major manufacturing and service locations in Durham, N.C. and Bethlehem, Penn. Bowe Bell + Howell sought bankruptcy protection in the U.S. as part of a deal to itself to creditor Versa Capital Management Inc. to pay off debt. Bowe Systec, Inc., Bowe Bell + Howell Holdings, Inc., and other affiliates, including Bowe Bell + Howell Holdings, Inc., filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-11186) on April 18, 2011. Bowe Systec estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. Lee E. Kau fman, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. McDermott Will & Emery is the Debtors' special corporate counsel. Focus Management Group is the Debtors' financial advisors. Lazard Middle Market LLC is the Debtors' investment banker. The Garden City Group, Inc is the Debtors' claims and notice agent. Bowe Bell + Howell International Ltd., BBH's Canadian subsidiary, commenced parallel ancillary proceeding under Part IV of the Companies' Creditors Arrangement Act. BBH Canada, as the proposed foreign representative for the Debtors in the ancillary proceeding, will ask an Ontario Superior Court judge to recognize the bankruptcy proceedings in the U.S. PricewaterhouseCoopers Inc. is the prospective Information Officer in the Canadian Proceeding. The U.S. Trustee has formed an Official Committee of Unsecured Creditors and an Official Retirees’ Committee. Versa Capital Management, Inc. in June 2011 completed its acquisition of the assets of Bowe Bell + Howell and the formation of a new company and brand, Bell and Howell, LLC. Versa, having purchased the $121 million secured term loan and revolving credit, signed a contract to buy the business in exchange for secured debt, the loan financing the Chapter 11 case, the cost of curing contract defaults, and $315,000 for the Canadian assets. BRAINY BRANDS: Issues Notes and Warrants Under Subscription Pact ---------------------------------------------------------------- The Brainy Brands Company, Inc., entered into a subscription agreement with accredited investors. Pursuant to the August Subscription Agreement, on Aug. 11, 2011, the Company issued and sold to the Investors, convertible promissory notes in the aggregate principal amount of $220,000. The Notes are secured by all of the assets of the Company. Upon issuance, the Notes were convertible into common stock of the Company at a conversion price of $0.40 per share, subject to adjustment in the event of stock splits, stock dividends, or in the event of certain subsequent issuances by the Company of common stock or securities convertible into common stock at a lower price. The Notes will mature two years from the date of issuance and bear interest at the rate of 10% per annum due and payable semi-annually in arrears commencing Sept. 30, 2011, and upon maturity. Pursuant to the First Closing, the Company issued to the Investors warrants to purchase 30 shares of common stock for each $4.00 principal amount of Notes, such that the Company issued an aggregate of 1,650,000 Warrants. The Warrants have a five-year term, may be exercised on a cashless basis, and upon issuance had an exercise price of $0.60, subject to adjustment in the event of stock splits, stock dividends, or in the event of certain subsequent issuances of the Company of common stock or securities convertible into common stock at a lower price. The Notes may not be converted, and the Warrants may not be exercised, to the extent such conversion or exercise would cause the holder, together with its affiliates, to beneficially own a number of shares of common stock which would exceed 4.99% of the Company's then outstanding shares of common stock following such conversion or exercise. A second closing under the Subscription Agreement occurred on Sept. 23, 2011, for additional principal amount of $180,000 in Notes. At the Second Closing, the Company issued Notes and Warrants on the same terms and conditions as the First Closing, except that, the Notes and Warrants issued at the Second Closing had conversion and exercise prices, respectively, of $0.20. In connection with the Second Closing, on Sept. 23, 2011, the Company entered into a Third Consent and Waiver Agreement with the parties identified on the signature pages thereto. Pursuant to the Third Waiver: * The exercise and conversion prices of the Company's outstanding notes and warrants, respectively, was reduced to $0.20. * Schedule 12(a) to the August Subscription Agreement, the subscription agreement entered into by the Company on Nov. 24, 2010, and the subscription agreement entered into by the Company on April 18, 2011, was amended to increase from 7,500,000 to 15,000,000 the number of shares of common stock which the Company may include in its stock plan and deemed an "Exempt Issuance" under the respective Subscription Agreements. * The New Subscribers named therein were added as subscribers under the August Subscription Agreement. * The subscribers under the November Subscription Agreement and April Subscription Agreement waived the last sentence of Section 3.3 of each of the warrants issued in connection with the November Subscription Agreement and April Subscription Agreement, with respect to the amount of shares of common stock that may be purchased upon full exercise of each of those warrants. * The Company agreed to use its best efforts to effect an increase in its authorized shares of common stock to 500,000,000, not later than Dec. 1, 2011. About Brainy Brands Suwanee, Ga.-based The Brainy Brands Company, Inc., through its operating subsidiary, engages in the business of selling educational DVDs, books, games, and toys for babies, toddlers and pre-schoolers both domestically and internationally through retailers under licensing agreements, as well as directly to customers primarily via internet sales. The Company's balance sheet at June 30, 2011, showed $1.62 million in total assets, $20.15 million in total liabilities, and a $18.53 million shareholders' deficit. Habif, Arogeti & Wynne, LLP, in Atlanta, Ga., expressed substantial doubt about The Brainy Brands' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred significant operating losses and has a net capital deficiency. BURTON STATION: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Burton Station Hospitality One, LLC Country Inn & Suites 5808 Burton Station Road Virginia Beach, VA 23455 Bankruptcy Case No.: 11-74253 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Stephen C. St. John Debtor's Counsel: John D. McIntyre, Esq. WILSON & MCINTYRE, PLLC 500 East Main Street, Suite 920 Norfolk, VA 23510 Tel: (757) 961-3900 E-mail: jmcintyre@wmlawgroup.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 t gether with the petition is available for free at http://bankrupt.com/misc/vaeb11-74253.pdf The petition was signed by Mukesh Barot, manager. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Greenbrier Hospitality, LLC 11-74161 09/14/11 CABLEVISION SYSTEM: Moody's Affirms Ba2 CFR; Outlook to Stable -------------------------------------------------------------- Moody's Investors Service affirmed Cablevision Systems Corporation's long term debt ratings (Ba2 Corporate Family Rating (CFR) and Probability of Default Rating (PDR)). Existing ratings for CSC Holdings, LLC ("CSC") and Newsday LLC ("Newsday"), the wholly owned subsidiaries of CVC, were also affirmed, as outlined below. In addition, Moody's changed the company's rating outlook to stable from positive, and changed its Speculative Grade Liquidity rating to SGL-2, from SGL-1. Cablevision's Ba2 CFR rating broadly reflects the company's industry leading performance and operating stability, a moderately leveraged financial profile, and the underlying strength of its asset base which suggests high enterprise value relative to firm wide liabilities. Moody's expects the company will continue to focus on the strength of its cable business lines and add additional innovative products and services. The stable outlook incorporates Moody's expectation that the company's debt-to-EBITDA leverage (4.5x as of 6/30/2011, pro forma for its spin-off of Rainbow Media Holdings and incorporating Moody's standard adjustments) will decline to the low 4x range in 2012, and that free cash flow will grow to be around 6% of total debt over the same period. These credit metrics are expected notwithstanding a weakened economy and the increasingly competitive operating environment. The prior positive outlook had contemplated that the company's leverage would drop and be sustained below 4.0x in 2011, but the acquisition of Bresnan Broadband Holdings LLC in 2010 and the spin-off of Rainbow Networks in 2011 have slowed the company's credit improvement progress somewhat. In addition, Moody's believes that the company, like much of the other public Pay TV companies, will increase its shareholder-friendly activities in the future, with increasing portions of free cash flow set aside for dividends and share repurchases as compared to debt reduction and acquisitions. Moody's also believes that event risk is high over the intermediate-term. The company has a history of making overtures to take the company private using higher debt levels, and management has in the past been comfortable making debt financed acquisitions. The company has a stated target range for leverage of 4.0 to 4.5x. While it is still possible for the company to sustain leverage at or under 4.0x, Moody's believes that even in the absence of an acquisition, the company will not achieve this target until 2013 or 2014. Separately, Moody's changed Cablevision's short-term speculative grade liquidity rating to SGL-2, from SGL-1, reflecting expectation of less abundant internal source of liquidity relative to anticipated cash funding needs over the next 12-to-18 months. Moody's Investors Service maintains the following ratings on Cablevision Systems Corporation and its Affiliates: Cablevision Systems Corporation LT Corporate Family Rating of Ba2 Senior Unsecured Rating of B1 Senior Unsec. Shelf Rating of (P)B1 Speculative Grade Liquidity Rating of SGL-2 from SGL-1 LGD Senior Unsecured Assessment of 91 - LGD6 from 90 - LGD6 Probability of Default Rating of Ba2 Newsday LLC BACKED Senior Secured Bank Credit Facility Rating of Ba3 LGD BACKED Senior Secured Bank Credit Facility Assessment of 67 - LGD4 from 63 - LGD4 CSC Holdings, LLC Senior Secured Bank Credit Facility Rating of Baa3 Senior Unsecured Rating of Ba3 LGD Senior Secured Bank Credit Facility Assessment of 18 - LGD2 from 16 - LGD2 LGD Senior Unsecured Assessment of 67 - LGD4 from 63 - LGD4 The principal methodology used in rating Cablevision was Moody's Global Cable Television Industry Methodology published in July 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 (and/or) the Government-Related Issuers methodology published in July 2010. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies. Headquartered in Bethpage, New York, Cablevision Systems Corporation is predominantly a domestic cable TV multiple system operator serving approximately 3.3 million subscribers in and around the New York metropolitan area and approximately 354,000 subscribers in Montana, Wyoming, Colorado and Utah, acquired in December 2010. Cablevision is the direct parent of CSC Holdings, Inc, which owns subsidiaries with cable and telecommunications operations and Newsday LLC, the publisher of Newsday and other niche publications. CSC also owns Bresnan Broadband Holdings LLC through the acquisition in December 2010. CAMEL PARKWOOD: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Camel Parkwood, LLC c/o WJ Commercial Enterprises, Inc. 8255 Las Vegas Boulevard South, Suite 1202 Las Vegas, NV 89123 Bankruptcy Case No.: 11-27026 Chapter 11 Petition Date: September 22, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Debtor's Counsel: Donald W. Powell, Esq. CARMICHAEL & POWELL, P.C. 7301 N. 16th Street, #103 Phoenix, AZ 85020 Tel: (602) 861-0777 Fax: (602) 870-0296 E-mail: d.powell@cplawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by William Jones, president of WJ Commercial Enterprises, Inc., manager. CAPSALUS CORP: Patrick Sheridan Resigns as CFO and Secretary ------------------------------------------------------------ Capsalus Corp. accepted the resignation of Patrick G. Sheridan as Chief Financial Officer and Secretary of the Company. Steve M. Grubner, the Company's President and Chief Operating Officer since January 2009, has been appointed Interim Chief Financial Officer and Secretary. Mr. Sheridan will remain a consultant for the Company to help with the preparation of the Company's third quarter Form 10-Q and year-end Form 10-K. About Capsalus Corp. Atlanta, Ga.-based Capsalus Corp. offers a broad range of solutions to global health problems. WhiteHat Holdings, LLC, was acquired on April 14, 2010. In combining with WhiteHat, the Company is creating a new, consumer-driven business unit, the Nutritional Products Division, focused on healthy food and beverages. The Company reported a net loss of $16.02 million for the year ended Dec. 31, 2010, compared with a net loss of $10.89 million during the prior year. The Company's balance sheet at June 30, 2011, showed $4.63 million in total assets, $6.06 million in total liabilities, and a $1.42 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. CARDIUM THERAPEUTICS: Compliance Plan Accepted by NYSE Amex ----------------------------------------------------------- Cardium Therapeutics CXM reported that its modified exchange compliance plan described in its press release of August 29, 2011, has been accepted by the NYSE Amex LLC. Cardium's common stock is currently listed on the NYSE Amex LLC. To maintain that listing, the Company must continue to comply with various listing standards of the Exchange, as set forth in Part 10 of the Exchange's Company Guide. In November 2010, Cardium received a notice from the staff of the Exchange noting that, based on their review of publicly available information; it did not meet certain of the Exchange's continued listing standards related to the maintenance of a minimum level of stockholders' equity and losses from ongoing operations. In December 2010, the Company submitted a plan of compliance advising the Exchange of the actions taken or to be taken to regain compliance with the Company Guide, particularly the maintenance of $6.0 Million of stockholders equity in accordance with Section 1003(a)(iii) of the Company Guide, by August 26, 2011, which Plan was accepted by the Exchange. On August 29, 2011, the Company reported that it had submitted a modified compliance plan designed to reestablish compliance in view of ongoing business development matters and advancement of its product candidates including Excellagen(TM). After completing a review of Cardium's business development and related activities, on September 23, 2011, the Exchange notified the Company that it had accepted Cardium's modified plan of compliance and granted the Company an extension until December 31, 2011 to regain compliance with the continued listing standards. The Company will be subject to periodic review by Exchange staff during the extension period. Failure to make progress consistent with the Plan or to regain compliance with the continued listing standards by the end of the applicable extension period could result in the Exchange initiating procedures related to a potential delisting of the company's shares, in which case the Company would be provided with a period of time in which to appeal any such determination in order to regain compliance. These matters have no current effect on the listing or the trading of the company's shares on the exchange. If the Company does not ultimately reestablish compliance within any established period, and does not successfully appeal any potential future determination regarding a delisting, or if it otherwise elects not to continue listing with its current exchange, then the Company's stock would continue to be traded electronically, as it is now, but on the OTC Bulletin Board, a regulated quotation service that provides quotes, sale prices and volume information in over-the counter equity securities. The company's common stock was traded on the OTC Bulletin Board until July 2007, when the company elected to instead list its shares on the American Stock Exchange. About Cardium Cardium --- http://www.cardiumthx.com/-- is focused on the acquisition and strategic development of new and innovative bio medical product opportunities and businesses that have the potential to address significant unmet medical needs and definable pathways to commercialization, partnering and other economic monetizations. Cardium's current investment portfolio includes the Tissue Repair Company, Cardium Biologics, and the Company's in-house MedPodium healthy lifestyle product platform. The Company's lead product candidates include Excellagen(TM) topical gel for wound care management, and Generx(R) DNA-based angiogenic biologic for patients with coronary artery disease. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. In July 2009, Cardium completed the sale of its InnerCool Therapies medical device business to Royal Philips Electronics, the first asset monetization from the Company's biomedical investment portfolio. CAROLINA INTERNET: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Carolina Internet, Ltd. 1960 Cross Beam Drive, Suite 100 Charlotte, NC 28217 Bankruptcy Case No.: 11-32461 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: J. Craig Whitley Debtor's Counsel: Richard M. Mitchell, Esq. MITCHELL & CULP, PLLC 1001 Morehead Square Drive Suite 330 Charlotte, NC 28203 Tel: (704) 333-0630 Fax: (704) 333-4975 E-mail: rmmatty@mitchellculp.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 t gether with the petition is available for free at http://bankrupt.com/misc/ncwb11-32461.pdf The petition was signed by Morgan Miskell, secretary. CATHOLIC CHURCH: Appeals Court Orders Release of Father M's Docs ---------------------------------------------------------------- The U.S. Court of Appeals for the Ninth Circuit affirmed the bankruptcy court's ruling as to the release of discovery documents disclosing a certain Father M's name under Rule 26(c) of the Federal Rules of Civil Procedure, saying the public's serious safety concerns cannot be addressed if Father M's name is redacted. However, the Appeals Court held that a certain Father D's name must be redacted from any discovery documents that are released because the record does not reflect the existence of any similar significant public interest that requires the disclosure of Father D's name. Because of the mandatory duty to keep scandalous material confidential at the request of a party under Section 107(b) of the Bankruptcy Code, the Appeals Court reversed the bankruptcy court's decision to release punitive damages memorandum and attached documents. Documents produced in discovery and filed in the bankruptcy court contained allegations that Fathers M and D, two priests who were not parties to the Portland Archdiocese's bankruptcy case, had sexually abused children. The bankruptcy court held that the discovery documents at issue could be disclosed to the public, because the public's interest in disclosure of these discovery documents outweighed the priests' privacy interests under Rule 26(c) of the Federal Rules of Civil Procedure. It also held that the documents filed in court could be disclosed to the public because they did not contain "scandalous" allegations for purposes of Section 107(b). The Portland Archdiocese was the subject of multiple lawsuits seeking millions of dollars in compensatory and punitive damages for sexual abuse of children by specific clergy members of the Archdiocese. In July 2004, while the tort claimants' lawsuits were pending, the Archdiocese filed for Chapter 11 bankruptcy protection. The bankruptcy case, thus, became the forum for many of the proceedings relating to the tort claims. After the Chapter 11 filing, the bankruptcy court scheduled mediation to give the tort claimants and the Archdiocese an opportunity to settle the tort claims. Before mediation commenced, the tort claimants sought discovery regarding their claims pursuant to Rule 26 of the Federal Rules of Civil Procedure. In order to prove that the Archdiocese had engaged in a pattern and practice of misconduct, the tort claimants sought discovery regarding, among other things, all reports of sexual abuse by priests within the Archdiocese, not just reports regarding the priests who were the defendants in the tort suits. The bankruptcy court entered two orders governing premediation discovery, both dated January 14, 2005. The first order directed the Archdiocese to produce the personnel files of 37 accused priests identified by the Archdiocese for the "John Jay Study," a national study of clergy abuse commissioned by the United States Conference of Catholic Bishops, and to make available four officials for deposition. Second, the court entered a stipulated protective order, which had been negotiated between the Archdiocese and the tort claimants. The protective order allowed the Archdiocese to designate "any and all documents produced pursuant to the order" as confidential. Among the documents disclosed pursuant to the bankruptcy court's discovery order were the personnel files of Father M and Father D. The Archdiocese produced these files only because their names were included in the John Jay Study; neither had been sued by the tort claimants. Father M, 72 years old, had left Portland in 2000 or 2001, and Father D, 88 years old, had retired in 1989. Neither was notified about the parties' negotiation of the discovery order, nor had their files been disclosed. Their personnel files, along with the others, were filed under seal in the bankruptcy case. During 2007, the Archdiocese and the tort claimants engaged in negotiations regarding both the damage claims and the scope of disclosure of documents produced in the bankruptcy filing. In connection with the negotiations to settle the damage claims, the Appellee Claimants filed a memorandum on March 6, 2007, which "summarize[d] the pattern and practice evidence and the punitive damages evidence in support of the estimation" of five unresolved tort claims. The memorandum included, as attachments, the clergy personnel files of 27 priests (including Father M and Father D), plus deposition excerpts and other documents. These documents were filed under seal pursuant to the court's protective order. The tort claimants (including the Appellee Claimants) settled most of the claims against the Archdiocese. While these settlement talks were underway, the parties also negotiated the scope of release of bankruptcy documents. Counsel for several tort claimants invoked paragraph 7 of the protective order, notifying the Archdiocese of their intent to release some 1,760 pages of material that were produced by the Archdiocese in discovery as well as deposition transcripts. As was their right under the protective order, the Archdiocese and nine individual priests moved the bankruptcy court to prevent the release of the discovery material. The parties entered into a new round of negotiations regarding which sealed documents would be made public. Fathers M and D were not part of these negotiations. On May 24, 2007, counsel for the tort claimants informed the bankruptcy court that the parties had agreed to a resolution. As a result of this agreement, the Archdiocese released over 2,000 documents and posted them to a public Web site. This resolution did not bind Appellee Claimants. On Sept. 28, 2007, the bankruptcy court closed the Archdiocese's Chapter 11 case, retaining jurisdiction over any pending adversary proceedings. The conclusion of the Archdiocese's bankruptcy proceedings did not, however, resolve whether there would be public disclosure of documents designated as confidential or filed under seal. As noted, Appellee Claimants were not bound by the May 24, 2007 mediation agreement, and they filed a motion to unseal the punitive damage estimation memorandum and exhibits filed as part of the successful negotiations to settle the tort claims. Appellee Claimants also notified the Archdiocese that they intended to release all personnel records from the clergy files that were produced in discovery. The Archdiocese opposed the Appellee Claimants' motion to unseal the court documents and also sought an order preventing the disclosure of the discovery documents. A number of priests whose files stood to be released, including Fathers M and D, filed similar motions. After a hearing in which counsel for Fathers M and D participated, the bankruptcy court ruled in favor of the Appellee Claimants. The Appeals Court first considered the personnel records produced in discovery. The Court concluded that the Archdiocese had not demonstrated "good cause" sufficient to overcome the presumption of public access to the names of and allegations against the accused clergy, although there was good cause to redact the addresses, social security numbers, financial information, and family information of those priests. The ruling applied with equal force to the personnel files of Fathers M and D. The bankruptcy court also considered the Appellee Claimants' motion to make public certain deposition transcripts and attached exhibits, and held that even if these documents were covered by the protective order, no party had opposed the Appellee Claimants' motion or shown good cause to continue any protection. Accordingly, the court also permitted their release. Second, the Appeals Court considered whether Section 107 precluded the release of attachments to the Appellee Claimants' punitive damage estimation memorandum that had been filed with the court. The priests argued that the personnel files attached to the memorandum contained "scandalous" materials, and thus qualified for the exception to disclosure in Section 107(b). The bankruptcy court rejected the argument. It defined the word "scandalous" to mean a document that "improperly casts a derogatory light on someone," and determined that the Appellee Claimants were not using the personnel files for an improper purpose. Therefore, it ordered the release of these files. About Archdiocese of Portland The Archdiocese of Portland in Oregon filed for Chapter 11 protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004. Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman Shank LLP, represent the Portland Archdiocese in its restructuring efforts. Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents the Official Tort Claimants Committee in Portland, and scores of abuse victims are represented by other lawyers. David A. Foraker serves as the Future Claimants Representative appointed in the Archdiocese of Portland's Chapter 11 case. In its Schedules of Assets and Liabilities filed with the Court on July 30, 2004, the Portland Archdiocese reports $19,251,558 in assets and $373,015,566 in liabilities. The Court approved the Debtor's disclosure statement explaining its Second Amended Joint Plan of Reorganization on Feb. 27, 2007. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CAVIATA ATTACHED: Amends List of Five Largest Unsecured Creditors ----------------------------------------------------------------- Caviata Attached Homes, LLC, has filed with the U.S. Bankruptcy Court for the District of Nevada an amended list of its five largest unsecured creditors. The Debtor changed the amount of claim of Fallen Leaf Attached Homes, LLC, California National Bank, and Specialty Mortgage, Corp. Debtor's List of Five Its Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fallen Leaf Attached Homes, LLC c/o Assignee Specialty Acquisition Corp. 8700 Technology Way Reno, NV 89521 Monies Loaned $7,128,533.00 California National Bank 950 Henry Orr c/o Assignee U.S. Bank Parkway Joshua D. Wayser, Esq. Sparks, NV 89436 2029 Century Park East [Claim amount is Los Angeles, CA 90067 estimated pending $6,464,308.77 appraisal of property.] Specialty Mortgage, Corp. 950 Henry Orr c/o Assignee Parkway VCH Capital Investments, LLC Sparks, NV 89436 2908 Fox Hill Drive [Claim amount is Rocklin, CA 95765 estimated pending $6,270,079.06 appraisal of property.] Sierra Summit Landscape Landscaping - Goods/Services $25,100.00 Fisher, J. Frank Accountant - Goods/Services $13,500.00 Reno, Nevada-based Caviata Attached Homes LLC filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-52458) on Aug. 1, 2011. Judge Bruce T. Beesley presides over the case. The Law Offices of Alan R. Smith, Esq., serves as bankruptcy counsel. According to its schedules, the Debtor disclosed $22,775,701 in total assets and $42,322,448 in total debts. The petition was signed by William D. Pennington, II, member of Caviata 184, LLC. There was a prior bankruptcy filing by Caviata Attached Homes (Bankr. D. Nev. Case No. 09-52786) on Aug. 18, 2009, also estimating $10 million to $50 million in both assets and debts. Alan R. Smith, Esq., also represented the 2009 Debtor. CELL THERAPEUTICS: Appoints Reed Tuckson as Class I Director ------------------------------------------------------------ Cell Therapeutics, Inc., announced the appointment of Reed V. Tuckson, M.D., F.A.C.P., to its Board of Directors as a Class I director. Dr. Tuckson's appointment increases CTI's Board of Directors to nine members, seven of whom are independent directors. Dr. Tuckson will be entitled to receive the same compensation for service as a director as is provided to other directors under the Company's Revised Director Compensation Policy. Under the policy, Dr. Tuckson will receive an annual base retainer of $40,000, which will be pro-rated for fiscal 2011, and will be eligible to receive chair retainers and meeting fees as provided in the policy. He was also granted upon his appointment an award of 18,000 restricted shares of the Company's common stock and an option to purchase 6,000 shares of the Company's common stock. Dr. Tuckson is the Executive Vice President and Chief of Medical Affairs at UnitedHealth Group, the Minnesota-based Fortune 25 diversified health care company that employs more than 87,000 people worldwide and serves more than 75 million Americans. Dr. Tuckson oversees the clinically-related programs of the Company's six operating businesses and the work of more than 10,000 clinically-related personnel. As a member of the executive management team of UnitedHealth Group, Dr. Tuckson has a variety of other leadership responsibilities, including those with the United Health Foundation, a not-for-profit, private foundation supported by UnitedHealth Group. James A. Bianco, M.D., CEO of CTI said, "Reed's experience and understanding of the healthcare system, and its current and future challenges and opportunities to serve patients in parallel with addressing our nation's health care initiatives will be an important asset to CTI's board. His unwavering consumer health advocacy and commitment to patient welfare are well aligned with CTI's patient-centric mission. We look forward to his advice and guidance as CTI moves through the development and commercialization process for our product pipeline." Prior to his position at UnitedHealth Group, Dr. Tuckson served as Senior Vice President, Professional Standards, for the American Medical Association. He has also served as President of the Charles R. Drew University of Medicine and Science in Los Angeles, Senior Vice President for Programs of the March of Dimes Birth Defects Foundation and Commissioner of Public Health for the District of Columbia. Among his many committee memberships, Dr. Tuckson is a member of the Institute of Medicine of the National Academy of Sciences, was appointed to the National Institute of Health's Advisory Committee to the Director and the Department of Health and Human Services - Health Information Technology Policy Committee - Enrollment Workgroup and has held many federal appointments, including membership in cabinet-level advisory committees on health reform, infant mortality, children's health, violence and radiation testing. In addition to CTI, Dr. Tuckson serves on the board of directors for the Alliance for Health Reform, the American Telemedicine Association, the National Patient Advocate Foundation, the Macy Foundation, Project Sunshine, and the Arnold P. Gold Foundation. He is a former board member of the National Hispanic Medical Association, Research!America, Healthcare Coverage Coalition for the Uninsured, the State of Maryland's Health Quality and Cost Council, and the National Governors' Association State Alliance for E-Health. "I am looking forward to joining the CTI board," Dr. Tuckson said. "CTI's mission to make cancer more treatable is one I am committed to as well, and I believe my experience in the industry will be a strong resource for the company as it moves forward." Dr. Tuckson earned his bachelor's degree from Howard University and his medical doctor degree from the Georgetown University School of Medicine, and completed the Hospital of the University of Pennsylvania's General Internal Medicine Residency and Fellowship programs. In February 2009, Dr. Tuckson was named as one of the "100 Most Powerful Executives in Corporate America" by Black Enterprise magazine. In 2009 and 2010 he was named as one of the Modern Healthcare/Modern Physician "50 Most Powerful Physician Executives." In 2008 and 2010 he was named one of Modern Healthcare's "Top 25 Minority Executives" and in 2008 he was named to Ebony magazine's "Power 150: The Most Influential Blacks in America." In addition to Dr. Tuckson, CTI's Board of Directors includes: Phillip M. Nudelman, Ph.D., Chairman of the Board, former President and Chief Executive Officer of The Hope Heart Institute and President and CEO Emeritus of Group Health Cooperative of Puget Sound; John H. Bauer, former EVP of Finance for Nintendo of America, Inc.; James A. Bianco, M.D., CEO of CTI; Vartan Gregorian, Ph.D., President of Carnegie Corporation of New York; Richard L. Love, managing partner in Translational Accelerator LLC; Mary O. Mundinger, DrPH, Edward M. Kennedy Professor in Health Policy and Dean Emeritus at the Columbia University School of Nursing; Jack W. Singer, M.D., Chief Medical Officer of CTI; and Frederick W. Telling, Ph.D., former Corporate Officer and Vice President of Corporate Policy and Strategic Management of Pfizer Inc. Dr. Tuckson has not been appointed to a committee of the Board of Directors yet. About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a bi4opharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company reported a net loss of $82.64 million on $319,000 of revenue for the 12 months ended Dec. 31, 2010, compared with a net loss of $82.64 million on $80,000 of total revenue during the same period in 2009. The Company's balance sheet at March 31, 2011 showed $60.92 million in total assets, $43.11 million in total liabilities, $13.46 million in common stock purchase warrants and $4.35 million total shareholders' equity. Marcum LLP, in San Francisco, Calif., expressed substantial doubt about the Company's ability to continue as a going concern in its audit reports for the financial statements for 2009 and 2010. The independent auditors noted that the Company has incurred losses since its inception, and has a working capital deficiency of approximately $14.2 million at Dec. 31, 2010. CHARLES RIVER: Moody's Rates Amended Credit Facility at 'Ba1' ------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to the amended senior secured credit facilities of Charles River Laboratories International Inc., including the $400 million term loan and the $350 million revolver. The amendment to the credit facilities extends maturities of the senior secured debt by a little over a year and provides the company with slightly more favorable pricing. Concurrently, Moody's affirmed Charles River's Ba2 Corporate Family and Probability of Default Ratings, and SGL-2 Speculative Grade Liquidity Rating. The rating outlook is stable. Moody's assigned these ratings to the amended credit facilities: $350 million senior secured revolving credit facility due 2016, Ba1 (LGD 2, 28%) $400 million senior secured term loan due 2016, Ba1 (LGD 2, 28%) Moody's affirmed the following ratings: Corporate Family Rating, Ba2 Probability of Default Rating, Ba2 Speculative Grade Liquidity Rating, SGL-2 Moody's withdrew the following ratings, given the completion of the amendment: Senior secured revolving credit facility due 2015, Ba1 (LGD 3, 30%) Senior secured term loan due 2015, Ba1 (LGD 3, 30%) The outlook is stable. RATINGS RATIONALE The affirmation of the Ba2 Corporate Family Rating reflects Charles River's continued leading market positions in laboratory research models and services (RMS) and preclinical services (PCS), as well as good geographic and customer diversity. The ratings are supported by Moody's expectation for continued good free cash flow generation and cash interest coverage. Further, the ratings reflect leverage that is in line with the Ba2 rating category, and Moody's expectation that leverage will decrease to around 3.0 times within the next two years, given meaningful mandatory amortization on the amended term loan. The ratings and stable outlook are also supported by Moody's expectation for good liquidity over the next year. The ratings are constrained by Moody's expectation for continued operating headwinds, particularly in the PCS business, including constrained R&D spending by pharmaceutical clients, overcapacity in the preclinical testing industry and pricing pressure. Following several years of revenue reductions, the company's absolute size is now modest relative to other Ba-rated companies. Further, following several large goodwill and asset impairments, including nearly $400 million in 2010, as well as debt funded share buy-backs, the debt to book capital ratio is now over 50%, up from the 20%-30% range historically. The stable outlook reflects Moody's assumption that pricing and demand in the PCS business will not show any further meaningful deterioration from current levels. If revenue and operating income were to continue to decline such that leverage was expected to be sustained above 4.0 times, Moody's could downgrade the ratings. Further, any incremental debt to fund additional shareholder initiatives, such as share repurchases, could cause the ratings to be downgraded. Moody's does not anticipate an upgrade in the near term given the ongoing pressures on the preclinical business. Longer-term, if PCS shows a significant rebound and if leverage were expected to be sustained below 2.5 times, Moody's could upgrade the ratings or change the outlook to positive. The principal methodology used in this rating was Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Charles River (NYSE: CRL), headquartered in Wilmington, MA, is a contract research organization ("CRO") that provides research tools and services for drug discovery and development. The company's revenues are roughly 60% from the Research Models and Services ("RMS") business, which involves the commercial production and sale of research models (e.g., rats and mice) as well as services to support their use in drug discovery and development; and 40% from the Preclinical Services ("PCS") business, which involves the development and safety testing of drug candidates. The company reported revenues of approximately $1.1 billion for the twelve months ended June 30, 2011. CINRAM INT'L: S&P Affirms 'CCC' Corporate; Outlook Negative ----------------------------------------------------------- Standard & Poor's Ratings Services removed all its ratings on Scarborough, Ont.-based Cinram International Inc. from CreditWatch with negative implications, where they had been placed Aug. 2, 2011. At the same time, Standard & Poor's affirmed its 'CCC' long term corporate credit rating on the company. The outlook is negative. "We also affirmed our 'B-' first-out first-lien secured revolving credit facility rating (with a '1' recovery rating), our 'CCC' first-lien secured debt rating (with a '4' recovery rating), and our 'CC' second-lien secured debt rating (with a '6' recovery rating), on Cinram's debt," S&P said. "Our removal of the ratings from CreditWatch follows our analysis of Cinram's revised financial risk profile and completion of the company's amendments to its credit agreements," said Standard & Poor's credit analyst Lori Harris. "The ratings reflect Cinram's vulnerable business risk profile and much weaker-than-expected operating performance in the first-half 2011, which led the company to seek covenant relief in August 2011 through completion of amendments to its credit agreements. Furthermore, the ratings reflect our significant concerns about poor industry fundamentals, including the ongoing decline in both volume and pricing. Cinram is a manufacturer of prerecorded multimedia products. However, this position has weakened over the years because of digital substitution and the corresponding maturity of the company's product offerings," S&P related. "The negative outlook reflects our view of Cinram's challenges, including our expectation that the company's revenue and EBITDA will remain pressured and its free cash flow will be negative in 2011. We could consider lowering our ratings on Cinram if reduced demand for the company's core products causes it to face further covenant and liquidity problems. Given the challenges facing Cinram, we are not contemplating higher ratings in the next year," S&P stated. COLONIAL BANCGROUP: Officials to Pay $10.5MM to Settle Lawsuit -------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a group of former Colonial Bank insiders, among them former chief executive and noted Auburn University booster Bobby Lowder and ex-Auburn football coach Pat Dye, have reached a deal with shareholders to settle a class-action lawsuit tied to the collapse of the bank. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking subsidiary. Colonial Bank -- http://www.colonialbank.com/ -- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On Aug. 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. The Colonial BancGroup filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009. W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, serve as counsel to the Debtor. The Debtor disclosed $45 million in total assets and $380 million in total liabilities as of the Petition Date. In September 2009, an Official Committee of Unsecured Creditors was formed consisting of three members, Fine Geddie & Associates, The Bank of New York Trust Company, N.A., and U.S. Bank National Association. Burr & Forman LLP and Schulte Roth & Zabel LLP serve as co-counsel for the Committee. Colonial Brokerage, a wholly owned subsidiary of Colonial BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy Court in the Middle District of Alabama in June 2010. Susan S. DePaola serves as Chapter 7 trustee. COPELAND PROPERTIES: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Copeland Properties 18, L.P. 35800 Bob Hope Drive, Suite 210 Rancho Mirage, CA 92270 Bankruptcy Case No.: 11-11462 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court Middle District of North Carolina (Greensboro) Judge: Thomas W. Waldrep Jr. Debtor's Counsel: Rayford K. Adams, III, Esq. HIGGINS BENJAMIN EAGLES & ADAMS, PLLC Suite 500, 101 W. Friendly Ave. P.O. Box 20570 Greensboro, NC 27420 Tel: (336) 273-1600 E-mail: RKAdams@greensborolaw.com Scheduled Assets: $9,000,000 Scheduled Debts: $6,163,973 A list of the Company's six largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/ncmb11-11462.pdf The petition was signed by Donald E. Copeland, president of gene al partner, Copeland Wealth Management. COX DAIRY: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Cox Dairy Cattle, Inc. 3650 CR SW 3170 Winnsboro, TX 75494 Bankruptcy Case No.: 11-50164 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Eastern District of Texas (Texarkana) Judge: Brenda T. Rhoades Debtor's Counsel: Joyce W. Lindauer, Esq. 8140 Walnut Hill Lane, Suite 301 Dallas, TX 75231 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: courts@joycelindauer.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/txeb11-50164.pdf The petition was signed by Derrell W. Cox, president. CRYOPORT INC: Four Directors Elected at Annual Meeting ------------------------------------------------------ CryoPort, Inc., held its 2011 Annual Meeting of Stockholders on Sept. 22, 2011. Out of 27,945,931 shares of Common Stock entitled to vote at the Annual Meeting, there were 25,166,899 shares present in person or represented by proxy, representing 90.05% of the total outstanding shares of Common Stock entitled to vote. At the Annual Meeting, the Company's stockholders: (1) approved the election of Adam M. Michelin, Carlton M. Johnson, Karen M. Muller, and Larry G. Stambaugh to serve as directors until the Company's 2012 Annual Meeting of Stockholders; (2) ratified the appointment of KMJ Corbin & Company LLP as the independent registered public accounting firm of the Company and its subsidiary for the fiscal year ending March 31, 2012; (3) approved an amendment to the Company's Amended and Restated Articles of Incorporation to authorize a class of undesignated or "blank check" preferred stock, consisting of 2,500,000 authorized shares; and (4) approved the Company's 2011 Stock Incentive Plan. About CryoPort Inc. Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB: CYRXD) -- http://www.cryoport.com/-- provides innovative cold chain frozen shipping system dedicated to providing superior, affordable cryogenic shipping solutions that ensure the safety, status and temperature of high value, temperature sensitive materials. The Company has developed a line of cost-effective reusable cryogenic transport containers capable of transporting biological, environmental and other temperature sensitive materials at temperatures below 0-degree Celsius. The Company's balance sheet at June 30, 2011, showed $8.68 million in total assets, $4.59 million in total liabilities, and $4.08 million in total stockholders' equity. KMJ Corbin & Company LLP expressed substantial doubt about CryoPort's ability to continue as a going concern, following the Company's fiscal 2009 results. The firm noted that the Company has incurred recurring losses and negative cash flows from operations since inception. CUMULUS MEDIA: Crestview Owns 50.2% of Class A Common Shares ------------------------------------------------------------ In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Crestview Radio Investors, LLC, and its affiliates disclosed that they beneficially own 63,890,444 shares of Class A common stock of Cumulus Media Inc. representing 50.2% of the shares outstanding. On Sept. 16, 2011, Crestview Radio Investors purchased 51,843,318 shares of the Class A Common Stock and a warrant to purchase 7,776,498 shares of Class A Common Stock at an exercise price of $4.34 per share. The source of funds for such purchase was Crestview Radio Investors' working capital. In addition, Crestview Radio Investors purchased 4,270,628 shares of the Class A Common Stock in a series of open market transactions during the last 10 days. The aggregate purchase price for such 4,270,628 shares of the Class A Common Stock was $12,055,901, which full amount was paid by Crestview Radio Investors from its working capital. A full-text copy of the filing is available for free at: http://is.gd/0XOHwj About Cumulus Media Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest radio broadcaster in the United States based on station count, controlling 350 radio stations in 68 U.S. media markets. In combination with its affiliate, Cumulus Media Partners, LLC, the Company believes it is the fourth largest radio broadcast company in the United States when based on net revenues. The Company's balance sheet at June 30, 2011, showed $367.20 million in total assets, $689.67 million in total liabilities, and a $322.47 million total stockholders' deficit. * * * Standard & Poor's Ratings Services said April it raised its corporate credit rating on Atlanta-based Cumulus Media Inc. to 'B' from 'B-'. "The rating remains on CreditWatch, where we placed it with positive implications Feb. 18, 2011," S&P stated. Moody's Investors Service in April upgraded Cumulus Media's Corporate Family Rating to 'B1' from 'Caa1' due to the company's pending acquisition of CMP Susquehanna Corp. in the second quarter of 2011 followed by the announced $2.4 billion acquisition of Citadel Broadcasting Corporation later this year. DEWITT REHABILITATION: Again Seeking More Plan Exclusivity ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that DeWitt Rehabilitation & Nursing Center Inc. is again requesting an expansion of the exclusive right to propose a bankruptcy reorganization plan. If approved by the bankruptcy court at an Oct. 19 hearing, the new deadline would be pushed out by two months to Nov. 22. As justification for longer exclusivity, DeWitt once again told the judge how it’s saving $65,000 month by using another pharmacy provider and $20,000 a month from outsourcing the jobs of four physical therapists. In addition, there are negotiations with the union on a new contract. The same statements were made in the first request for more exclusivity. About Dewitt Rehabilitation New York-based DeWitt Rehabilitation and Nursing Center runs a 499-bed nursing home on East 79th Street in Manhattan. The nursing home is owned by Marilyn Lichtman, who has been the operator since the facility opened in 1967. DeWitt Rehabilitation filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 11-10253) on Jan. 25, 2011. Marc A. Pergament, Esq., at Weinberg, Gross & Pergament, LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at up to $50,000 and debts at $10 million to $50 million. DIABETES AMERICA: Cancels Oct. 4 Auction Due to Lack of Bids ------------------------------------------------------------ Chapter11Cases.com notes that Diabetes America, Inc., notified the bankruptcy court in Houston, Texas Tuesday that it had not received any qualified competing bids for its assets by the court's bid deadline. The court had set the deadline for competing bids in an Aug. 18 court order. As a result of the lack of bids, Diabetes America also notified the court that it was canceling the auction that had been scheduled to occur on Oct. 4, according to the report. The Company will now seek court approval of a sale of its assets to its stalking horse bidder, EDG Partners Fund II, L.P. As reported in the TCR on Sept. 6, 2011, unless it is outbid at the auction, EDG Partners will buy the assets for a cash purchase price of $4,750,000 plus the assumption of up to $925,000 in certain postpetition accrued liabilities. The deadline for submission of qualified bids is Sept. 21, 2011. If no other qualified bidders are identified, the Asset Purchase Agreement between the Debtor and EDG Partners will be deemed the highest and best bid. A full-text copy of the Asset Purchase Agreement is available at no charge at: http://bankrupt.com/misc/DiabetesAmTCR_EDGPartnersAPA081711.pdf 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. DIGITALGLOBE INC: S&P Assigns 'BB+' Rating to $600MM Term Loan -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' issue-level rating and '2' recovery rating to Longmont, Colo.-based DigitalGlobe Inc.'s proposed $600 million senior secured credit facilities. "The proposed facilities consist of a $500 million term loan due 2018 and a $100 million revolving credit facility due 2016, which we expect to be undrawn at the close of the transaction. The '2' recovery rating indicates expectations for substantial (70%-90%) recovery in the event of a payment default. The company plans to use the proceeds from the proposed term loan to refinance the $355 million of outstanding 10.5% senior secured notes due 2014 and for general corporate purposes," S&P said. "The 'BB' corporate credit rating on the company is unchanged. This reflects the fact that despite the approximate $145 increase in outstanding debt, pro forma for the transaction, credit measures remain within the bounds that we set for the rating, given our business risk assessment of the company as fair. Specifically, we had set an expectation that funds from operations (FFO) to total debt remain at least 20%. We calculate that as a result of the proposed refinancing FFO/debt will decline to the high-30% area, pro forma for the proposed transaction, as opposed to about 50% as of June 30, 2011," S&P related. The ratings on DigitalGlobe reflect the company's high revenue concentration from a U.S. government contract and disproportionate reliance on two satellites, WorldView-1 and WorldView-2. The rating recognizes that government contracts are not guaranteed until Congress appropriates the funds and that, although unlikely, government agencies may terminate or suspend their contracts at any time, with or without cause. The company's moderate leverage and strong position as one of only two U.S.-based providers of high-resolution commercial satellite imagery services somewhat temper those risks. Standard & Poor's expects rising demand for such services, as reflected in the company's strong $270 million 12-month revenue backlog as of June 30, 2011. (For the complete corporate credit rating rationale, see the full analysis on DigitalGlobal, published Aug. 19, 2011, on RatingsDirect on the Global Credit Portal.) Ratings List DigitalGlobe Inc. Corporate Credit Rating BB/Stable/-- New Ratings DigitalGlobe Inc. Senior Secured $500 mil term loan due 2018 BB+ Recovery Rating 2 $100 mil revolving credit facility due 2016 BB+ Recovery Rating 2 DOLPHIN SUB: Moody's Assigns (P)Ba1 Rating to Proposed Debt ----------------------------------------------------------- Moody's Investors Service assigned a (P)Ba1 rating to Dolphin Sub II, Inc.'s (Dolphin) proposed $1.25 billion senior unsecured note offering. The rating outlook is stable. RATINGS RATIONALE Dolphin is a newly formed, wholly-owned special purpose subsidiary of The AES Corporation (AES: B1 CFR, positive outlook), formed solely to issue senior notes to finance in part the acquisition of DPL, Inc. (DPL: Baa1 senior unsecured, under review for possible downgrade). Upon the consummation of the acquisition, Dolphin Sub will merge with DPL and cease to exist, and DPL will become a wholly owned subsidiary of AES. As such, the senior unsecured notes would then become the direct obligation of DPL. Proceeds from the Dolphin note offering, combined with cash or certain cash equivalents provided by AES to fund accrued interest, will be deposited into an escrow account pending the consummation of the proposed acquisition. If the acquisition is consummated, the amounts held in escrow will be released to help fund the transaction. If the acquisition is not consummated, the amounts held in escrow will be used to fund a mandatory special redemption in an amount of 101% of the offering price of the notes plus accrued interest and the rating will be withdrawn. DPL's shareholders have approved the acquisition and the transaction is expected to be finalized in the fourth quarter of 2011 or the first quarter of 2012. The (P)Ba1 rating assigned to the senior unsecured notes reflects the expected rating of DPL upon the conclusion of Moody's review for possible downgrade. Please refer to Moody's press release dated June 15, 2011 on DPL for the drivers for this expected rating outcome. The expected outcomes for DPL and its primary operating subsidiary DP&L are based upon the latest available information and Moody's understanding of the transaction and assumes 1) the transaction is approved as presented with no material changes to either the expected capital structures or cash flow assumptions, and 2) no material event occurs in the interim that could negatively impact the parties involved in the transaction prior to closing. Outcomes different than those currently envisioned by Moody's may result in rating outcomes different than those expressed above. The principal methodology used in this rating was Global Unregulated Utilities and Power Companies published in August 2009. DOLPHIN SUBSIDIARY: S&P Assigns 'BB+' Rating to $1.25-Bil. Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB-' corporate credit rating to Dolphin Subsidiary II Inc. (Dolphin), a newly formed special-purpose subsidiary of global power developer AES Corp. AES is merging with DPL Inc. "The ratings on Dolphin reflect our assessment of DPL's credit quality on completion of the merger. This is because DPL will eventually assume the notes when the merger closes. However, until then, DPL has no obligations under the notes. The outlook is stable," S&P said. "We also assigned a 'BB+' rating to Dolphin's $1.25 billion senior unsecured notes due 2016 and 2021," S&P said. "The one-notch difference between the corporate credit rating and the unsecured debt rating indicates the structural subordination of the notes in respect of claims on the assets of DPL's subsidiaries," said Standard & Poor's credit analyst Aneesh Prabhu. On April 20, 2011, AES announced that it entered into a definitive agreement to acquire DPL. Pursuant to its firm offer to purchase all of the common equity of DPL, AES is raising debt to finance the acquisition. The company has already raised $2.05 billion at the parent level and also plans to raise $1.25 billion at the DPL level. However, until AES receives regulatory approvals, it will instead raise debt at Dolphin, an interim financing conduit. Dolphin is a wholly owned special-purpose subsidiary of AES formed solely to issue the notes. It will hold funds raised from the issuance in an escrow account administered by a trustee and governed by an escrow agreement. When the merger is complete, Dolphin will merge with DPL and will cease to exist. At that point, as the surviving wholly owned subsidiary of AES, DPL will assume all obligations under the notes. Also, before release of the escrow proceeds, the notes will be secured by a pledge of the escrow proceeds, and after the release, the notes will not be secured. Completion of the acquisition has been targeted for the first quarter of 2012. While the DPL shareholder approval came last week, the deal still requires approvals from the Federal Energy Regulatory Commission, the Securities and Exchange Commission, and the Public Utility Commission of Ohio. "The outlook is stable and reflects the outlook we expect to place on DPL Inc. post merger. (See the research update on the merger on RatingsDirect.)," S&P stated. DUSAN PITTNER: Court Sets Evidentiary Hearing Over Exit Plan ------------------------------------------------------------ Bankruptcy Judge William C. Hillman denied, in part, Deutsche Bank National Trust Company's objection to the confirmation of Dusan Pittner's First Amended Plan of Reorganization filed April 27, 2011, and scheduled the matter for an evidentiary hearing. Deutsche Bank objects to the Debtor's plan on the grounds that it is unfeasible, does not satisfy the present value requirements of 11 U.S.C. Sec. 1129(b), and impermissibly attempts to modify Deutsche Bank's lien. Deutsche Bank says its mortgage is not modifiable because the Debtor previously discharged his liability for the underlying note. According to the Debtor's Second Amended Disclosure Statement, the purpose of the case is to "provide for payment in full of claims that are actually secured by real estate, as well as any non dischargeable tax claims." The Debtor proposes "to grant to all the creditors with all creditors with allowed secured claims a new note and mortgage with the principal amount equal to the value of the property as assessed by the municipality . . . ." Furthermore, "the Notes will provide for a fixed rate of interest of 5%, which is equal to the prime interest rate as of the petition date of 3.25% . . . plus 1.75%." These notes would have a term of 23 years. One of the properties owned by the Debtor is located at 119 Randall Street, in North Easton, Massachusetts, and is purportedly his principal residence. According to the Disclosure Statement, the Debtor and his family live in the basement apartment while the rest of the Property has been rented to a tenant whose rent is scheduled to be $2,100 per month. Deutsche Bank holds a mortgage on the Property and as of the petition date, the estimated loan payoff was $571,944.28. On Schedule A -- Real Property, the Debtor listed the value of the Property as $334,000. Pursuant to the Debtor's First Amended Plan of Reorganization, the principal amount of the new note with respect to the Property would be $334,00 at 5% interest for a term of 23 years, requiring a monthly payment of $2,038.76. A copy of the Court's Sept. 26, 2011 Memorandum of Decision is available at http://is.gd/YnNzrzfrom Leagle.com. About Dusan Pittner Dusan Pittner and Ludmila Pittnerova filed a joint voluntary Chapter 7 petition (Bankr. D. Mass. Case No. 09-14368) on May 14, 2009. On July 8, 2009, the Chapter 7 trustee filed a report of no distribution, indicating that no property was available for distribution to creditors. On Sept. 1, 2009, the Court entered an order granting the Debtor and Pittnerova a discharge under 11 U.S.C. Sec. 727. A little over a year after he received a Chapter 7 discharge, Mr. Pittner filed for Chapter 11 (Bankr. D. Mass. Case No. 10-19726) on Sept. 6, 2010. Judge William C. Hillman presided over the case. David G. Baker, Esq. -- ecf@bostonbankruptcy.org -- represented the Chapter 11 debtor. Mr. Pittner scheduled assets of $1,236,314 and debts of $1,688,191. Jeana Kim Reinbold, Esq. -- referrals@acdlaw.com -- at Ablitt Scofield, P.C., in Woburn, Mass., represents lender Deutsche Bank. DYNEGY INC: Announces Final Results of Sithe Tender Offer --------------------------------------------------------- Dynegy Inc. announced, on behalf of its wholly-owned indirect subsidiary, Sithe/Independence Funding Corporation (Sithe), the expiration and final results of its previously announced cash tender offer for Sithe's 9% Secured Bonds due 2013. The tender offer expired at 11:59 p.m., New York City time, on Sept. 23, 2011. As of the Expiration Date, of the $191,687,012 in aggregate principal amount of outstanding Notes, $191,104,833, or approximately 99.70% in aggregate principal amount had been validly tendered (and not validly withdrawn), including $191,088,414 in aggregate principal amount, or approximately 99.69%, of the outstanding Notes that were tendered (and not validly withdrawn) as of 5:00 p.m., New York City time, on Sept. 9, 2011. On Sept. 12, 2011, Sithe accepted for purchase all Notes validly tendered (and not validly withdrawn) on or prior to the Consent Date and satisfied and discharged the indenture and the remaining Notes. On the final payment date, Sept. 26, 2011, Sithe will accept for purchase, and will pay $1,080.80 per $1,000.00 principal amount of Notes, plus accrued and unpaid interest for, all Notes that were validly tendered (and not validly withdrawn) in the tender offer after the Consent Date and on or prior to the Expiration Date. As a result of the successful cash tender offer and consent solicitation, $43.4 million in restricted cash and $83 million in letters of credit previously held at Sithe were returned to Dynegy Power, LLC, when the transaction closed. Credit Suisse Securities (USA) LLC served as the dealer manager (the Dealer Manager and Solicitation Agent) and D.F. King & Co., Inc., served as the depositary and information agent (the Depositary and Information Agent) for the tender offer and consent solicitation. 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: Faces Complaint Over Transfer of Dynegy Coal -------------------------------------------------------- An ad-hoc group of bondholders of Dynegy Holdings, LLC, filed a complaint in the Supreme Court of the State of New York, County of New York, captioned Avenue Investments, L.P., et al v. Dynegy Inc., Dynegy Holdings, LLC, Dynegy Gas Investments, LLC, Clint C. Freeland, Kevin T. Howell and Robert C. Flexon. The Plaintiffs challenge the recent transfer of Dynegy Coal Holdco, LLC, by Dynegy Gas Investments, LLC, to Dynegy Inc., alleging that the challenged transfer constituted a fraudulent conveyance under New York law or, in the alternative, an unlawful dividend from a subsidiary to its parent. The Plaintiffs assert claims of: (i) intentional fraudulent conveyance and constructive fraudulent conveyance against Dynegy, DH, and DGI; (ii) unlawful distribution under section 18-607(a) of the Delaware Limited Liability Act against Dynegy and the individual director defendants; (iii) unlawful dividend under sections 160, 173 and 174 of the Delaware Chancery Code against Dynegy and the individual director defendants; (iv) alter ego or corporate veil piercing against DH and DGI; and (v) breach of fiduciary duties against the individual director defendants. The Plaintiffs seek a judgment setting aside and annulling the challenged transfer and related transactions or awarding damages. Dynegy, DH, DGI and the individual director defendants believe that Plaintiffs' allegations are without merit and intend to vigorously defend the lawsuit. 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 June 30, 2011, showed $9.79 billion in total assets, $7.26 billion in total liabilities, and $2.52 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. EAST GATE: Case Summary & 11 Largest Unsecured Creditors -------------------------------------------------------- Debtor: East Gate Car Wash & Lube Center, LLC 586 Route 38 East Maple Shade, NJ 08052 Bankruptcy Case No.: 11-37908 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of New Jersey (Camden) Judge: Judith H. Wizmur Debtor's Counsel: Scott P. Sigman, Esq. SIGMAN & ZIMOLONG, LLC 1515 Market Street, Suite 1360 Philadelphia, PA 19102 Tel: (215) 665-0842 Fax: (215) 689-3404 E-mail: scott@sigzim.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 11 largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/njb11-37908.pdf The petition was signed by Ronald Reiver, member. ENER1 INC: Replaces Chief Executive With President Chris Cowger --------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Ener1 Inc. said Tuesday it has replaced its chief executive, a shakeup that follows a disclosure last month of financial reporting troubles at the rechargeable-battery maker. About Ener1 Inc. Ener1 Inc. (OTCBB: ENEI) -- http://www.ener1.com/-- has three business lines, which the company conducts through three operating subsidiaries. EnerDel, an 80.5% owned subsidiary, which is 19.5% owned by Delphi, develops Li-ion batteries, battery packs and components such as Li-ion battery electrodes and lithium electronic controllers for lithium battery packs. EnerFuel develops fuel cell products and services. NanoEner develops technologies, materials and equipment for nanomanufacturing. The Company and Bzinfin S.A., on Sept. 12, 2011, entered into an amendment to the Line of Credit Agreement dated June 29, 2011. Under the LOC Agreement, Bzinfin established a line of credit for the Company in the aggregate principal amount of $15,000,000, of which approximately $11,241,000 has been borrowed by the Company. Under the terms of the Amendment, the maturity date for the repayment of all advances under the LOC Agreement and all unpaid accrued interest thereon was extended to July 2, 2013, and the interest rate at which all outstanding advances will bear interest from and after Sept. 12, 2011, was increased to 15% per year. ENERGY & POWER: Files for Chapter 11 in Santa Ana ------------------------------------------------- Energy & Power Solutions Inc. filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 11-23362) on Sept. 23 in Santa Ana, California, estimating assets and debts both exceeding $10 million. The Costa Mesa, California-based company described its business as owning and operating combined heat and power cogeneration facilities at customers’ plants. Mr. Rochelle recounts that the Company filed a registration statement last year in an effort to sell stock. At the time, the company said it had been funded with $50 million in private-equity capital. ENERGY AND POWER: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Energy and Power Solutions, Inc. aka EPS Corp. 150 Paularina Avenue, Suite A-12 Costa Mesa, CA 92626 Bankruptcy Case No.: 11-23362 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Erithe A. Smith Debtor's Counsel: Garrick A. Hollander, Esq. WINTHROP COUCHOT 660 Newport Center Drive, Suite 400 Newport Beach, CA 92660 Tel: (949) 720-4150 Fax: (949) 720-4111 E-mail: ghollander@winthropcouchot.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/cacb11-23362.pdf The petition was signed by Peter B. Ludlum, chief financial officer. Debtor affiliates that simultaneously sought Chapter 11 protection: Debtor Case No. ------ -------- DairyGen, LLC 11-23364 EPS Holding LLC 11-23365 Lynn Energy Center, LLC 11-23369 COI Energy Center, LLC 11-23370 Franklin Energy Center, LLC 11-23372 EVERGREEN SOLAR: Meeting of Creditors Continued to Unknown Date --------------------------------------------------------------- The U.S. Trustee for Region 3 has continued from Sept. 20, 2011, to a date to be determined, the meeting of creditors in the Chapter 11 case of Evergreen Solar, Incorporated. About Evergreen Solar Evergreen Solar, Inc. -- http://www.evergreensolar.com/-- develops, manufactures and markets String Ribbon solar power products using its proprietary, low-cost silicon wafer technology. The Company's patented wafer manufacturing technology uses significantly less polysilicon than conventional processes. Evergreen Solar's products provide reliable and environmentally clean electric power for residential and commercial applications globally. The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge Mary F. Walrath. The Company's balance sheet at April 2, 2011, showed $373,972,000 in assets, $455,506,000 in total liabilities, and a stockholders' deficit of $81,534,000. Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham McCutchen LLP, serve as general bankruptcy counsel to the Debtor. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as co-counsel. Zolfo Cooper LLC is the financial advisor. Epiq Bankruptcy Solutions has been tapped as claims agent. In conjunction with the Chapter 11 filing, the Company entered into a restructuring support agreement with certain holders of more than 70% of the outstanding principal amount of the Company's 13% convertible senior secured notes. As part of the bankruptcy process the Company will undertake a marketing process and will permit all parties to bid on its assets, as a whole or in groups pursuant to 11 U.S.C. Sec. 363. An entity formed by the supporting noteholders, ES Purchaser, LLC, entered into an asset purchase agreement with the Company to serve as a "stalking-horse" and provide a "credit-bid" pursuant to the Bankruptcy Code for assets being sold. The supporting noteholders are represented by Michael S. Stainer, Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. EXPRESSWAY DEVELOPMENT: Trustee Wants Case Dismissal, Conversion ---------------------------------------------------------------- Richard A. Wieland, the U.S. Trustee for Region 20, asks the U.S. Bankruptcy Court for the Western District of Oklahoma to dismiss or convert the Chapter 11 case of Expressway Development, LLC, to one under Chapter 7 of the Bankruptcy Code. The U.S. Trustee relates that the Debtor filed a proposed disclosure statement and plan on May 5, 2011. An amended disclosure statement was filed on May 6. A hearing was scheduled for June 28, 2011, to determine the adequacy of the Debtor's disclosure statement. No objections to the disclosure statement were filed so the hearing was stricken and the Debtor was directed to submit an order approving the proposed disclosure statement. However, no order has been submitted, according to the U.S. Trustee. The U.S. Trustee enumerates the indications of the Debtor's inability to reorganize: -- failure to submit an order approving its disclosure statement and to pursue confirmation of its proposed plan; -- its regular monthly operating reports show little or no profit; and -- the granting of relief from the stay relating to the Debtor's ownership the property in Oklahoma County, Oklahoma, in favor of the creditor, 99 I-35 Partners, LLC, on July 7, 2011. The U.S. Trustee is represented by: Charles E. Snyder, Esq. Office of the United States Trustee 215 Dean A. McGee, Room 408 Oklahoma City, OK 73102 Tel: (405) 231-5961 Fax: (405) 231-5958 E-mail: Charles.Snyder@usdoj.gov About Expressway Development, LLC Oklahoma City, Oklahoma-based Expressway Development, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-12088) on April 9, 2010. Charles E. Wetsel, Esq., at Robertson & Williams, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million. The Debtor also tapped Randel Shadid, Attorney at Law, to provide legal services related to planning commission and presentations to Edmond City Council; Marion Kordic & Associates to provide commercial real estate appraisal services; Hayes Brokerage Co., Inc., to provide commercial real estate brokerage services; and Smith, Carney & Co., P.C., to provide tax, accounting, and bookkeeping services. FENTURA FINANCIAL: EVP Wollschlager Makes Early Retirement ---------------------------------------------------------- Fentura Financial, Inc., on Sept. 20, 2011, received notification of the early retirement of the Company's executive vice president, Daniel J. Wollschlager. Mr. Wollschlager's last day with the Company and The State Bank will be Oct. 21, 2011. Subject to the approval of the Company's regulators, in accordance with Mr. Wollschlager's Supplemental Executive Retirement Agreement with the Company, as amended and restated, the Company has agreed to pay Mr. Wollschlager $137,750 upon his retirement and an additional $107,250 upon the termination of the Company's and The State Bank's current formal enforcement actions with their regulators. Also the Company has agreed to pay Mr. Wollschlager his base compensation extending from Oct. 21, 2011, through Dec. 31, 2011, an amount equal to $28,062 upon the termination of the Company's and The State Bank's current formal enforcement actions. About Fentura Financial Based in Fenton, Michigan, Fentura Financial, Inc., is a registered bank holding company, owns and controls The State Bank, Fenton, Michigan, and West Michigan Community Bank, Hudsonville, Michigan, both state nonmember banks, and two nonbank subsidiaries. Fentura Financial shares are traded over the counter under the FETM trading symbol. As reported in the Troubled Company Reporter on March 22, 2010, Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred net losses in 2009 and 2008, primarily from higher provisions for loan losses, and non-compliance with the higher capital requirements of the Consent Orders. Fentura Financial, Inc., entered into a Written Agreement with the Federal Reserve Bank of Chicago on Nov. 4, 2010. Among other things, the Written Agreement requires that the Company obtain the approval of the FRB prior to paying a dividend; requires that the Company obtain the approval of the FRB prior to making any distribution of interest, principal, or other sums on subordinated debentures or trust preferred securities; prohibits the Company from purchasing or redeeming any shares of its stock without the prior written approval of the FRB; requires the submission of a written capital plan by Jan. 3, 2011, and; requires the Company to submit cash flow projections for the Company to the FRB on a quarterly basis. The Company reported a net loss of $5.38 million on $13.87 million of interest income for the year ended Dec. 31, 2010, compared with a net loss of $16.98 million on $16.24 million of interest income during the prior year. The Company's balance sheet at June 30, 2011, showed $303.33 million in total assets, $286.92 million in total liabilities and $16.41 million in total shareholders' equity. FERRY ROAD: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Ferry Road Properties, LLC 477 Nance Ferry Road Blaine, TN 37709 Bankruptcy Case No.: 11-52170 Chapter 11 Petition Date: September 22, 2011 Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville) Judge: Marcia Phillips Parsons Debtor's Counsel: Brenda G. Brooks, Esq. MOORE AND BROOKS 6207 Highland Place Way, Suite 203 Knoxville, TN 37919 Tel: (865) 637-2523 Fax: (865) 450-5460 E-mail: bbrooks@moore-brooks.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's four largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/tneb11-52170.pdf The petition was signed by Dwight A. Collins, managing partner. FGIC CORP: Given Final Extension of Plan-Filing Rights ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that FGIC Corp. was given its last extension of the exclusive right to propose a Chapter 11 plan. According to the report, after Feb. 3, 2012, any creditor or interested party can file a reorganization plan. By then, FGIC will have been in Chapter 11 for 18 months. Bankruptcy law doesn’t permit maintaining exclusivity any longer. The report relates that before last week’s exclusivity hearing, FGIC reported there were two and perhaps three proposals for a new Chapter 11 plan giving unsecured creditors more than the aborted plan. The hearing for approval of a disclosure statement was adjourned to a date to be determined. FGIC filed together with its bankruptcy petition a plan where creditors would become owners of the bond insurance subsidiary, Financial Guaranty Insurance Co. The plan became infeasible when an exchange offer failed. About FGIC Corp. New York-based FGIC Corporation is a privately held insurance holding company. FGIC Corp's main business interest lies in the holdings of the bond insurer Financial Guaranty Insurance Company -- http://www.fgic.com/ --and it depends on dividend payments by FGIC for sustaining its operations. FGIC had stopped paying dividends to parent FGIC Corp. since January 2008. FGIC Corp. filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-14215) on Aug. 3, 2010. The bond insurer subsidiary did not file for bankruptcy. Paul M. Basta, Esq., Brian S. Lennon, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to the Debtor. Garden City Group, Inc., is the Debtor's claims and noticing agent. The Official Committee of Unsecured Creditors tapped David Capucilli, Esq., at Morrison & Foerster LLP, in New York as its counsel. The Debtor disclosed $11,539,834 in assets and $391,555,568 in liabilities as of the Petition Date. FIRST FEDERAL: Board Elects Fitzgerald Hill as Director ------------------------------------------------------- The Board of Directors of First Federal Bancshares of Arkansas, Inc., and its wholly-owned subsidiary, First Federal Bank, announced the unanimous election of Fitzgerald O. Hill to the Board, effective upon the non-objection of the Office of the Comptroller of the Currency, the Bank's principal regulator, and the Federal Reserve Board, the Company's principal regulator. Meanwhile, on Sept. 23, 2011, First Federal, and the Bank announced the resignation of Tommy W. Richardson as Executive Vice President and Chief Administrative Officer of the Company and the Bank. Mr. Richardson's resignation is effective Sept. 27, 2011. About First Federal Bancshares of Arkansas Harrison, Arkansas-based First Federal Bancshares of Arkansas, Inc. (NASDAQ: FFBH) -- http://www.ffbh.com/-- is a unitary savings and loan holding company for First Federal Bank. The Bank is a community bank serving consumers and businesses in Northcentral and Northwest Arkansas with a full range of checking, savings, investment, and loan products and services. The Bank, founded in 1934, conducts business from 18 full-service branch locations, one stand-alone loan production office, and 29 ATMs located in Northcentral and Northwest Arkansas. The Company's balance sheet at June 30, 2011, showed $616.3 million in total assets, $533.2 million in total liabilities, and stockholders' equity of $83.1 million. As reported in the TCR on March 22, 2011, BKD, LLP, in Little Rock, Arkansas, expressed substantial doubt about First Federal Bancshares of Arkansas' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has experienced significant losses in recent years and has significant levels of nonperforming assets. Furthermore, the Company has entered into a written agreement with the Office of Thrift Supervision which requires the Company to meet certain capital requirements by Dec. 31, 2010, which were not met. FLORIDA GAMING: Lenders OK Issuance of $54,835 Note to Holding -------------------------------------------------------------- As previously reported, Florida Gaming Corporation entered into a credit agreement at its wholly owned subsidiary, Florida Gaming Centers, Inc., with a syndicate of unaffiliated third party lenders and ABC Funding, LLC, as Administrative Agent for the Lenders. On Sept. 20, 2011, the Company, Centers, the Administrative Agent and certain Lenders entered into a letter agreement whereby the Lenders consented to the issuance of that certain Note from Centers to Freedom Holding, Inc., as disclosed in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, in the amount of $54,835. The Letter Agreement provides for the payment of a Consent Fee to the Administrative Agent in the amount of $377,000. Letter Agreement On June 15, 2011, Centers distributed $54,835 to the Company to provide the Company with the ability to loan those funds to Freedom Holding, Inc., a company that is majority-owned and controlled by William B. Collett and William B. Collett, Jr. As disclosed in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, on June 15, 2011, the Company, with approval from its Board of Directors, loaned $54,835 to Holding. Holding used the proceeds from the Note to pay certain accumulated interest expenses on a commercial loan Holding owed to a financial institution secured by Holding's stock in the Company. Following the issuance of the Note, the Company and Centers disclosed the Note to the Administrative Agent and the Lenders. The movement of funds from Centers to the Company and ultimately to Holding through the issuance of the Note was inconsistent with the terms of the Credit Agreement. Following discussions among the parties, Holding repaid the Note and the Lenders consented to the issuance of the Note provided that Centers and the Company pay the Administrative Agent a consent fee in the amount of $377,000. The parties entered into the Letter Agreement on Sept. 20, 2011. The Consent Fee is equal to the outstanding principal amount of the loan under the Credit Agreement multiplied by a rate per annum equal to 2% for the period beginning on June 15, 2011, the date of the Note, and ending on Sept. 1, 2011, the date that Holding repaid the Note in full to the Company and the Company contributed the Note repayment proceeds to Centers. Under the terms of the Letter Agreement, the Consent Fee must be paid on or before Oct. 1, 2011. Subject to the satisfaction of conditions in the Credit Agreement, the Company and Centers may use funds from the Contingency Reserve Account to pay the Consent Fee. An Event of Default will occur if the Consent Fee is not paid by Oct. 1, 2011. The Letter Agreement also modifies the Credit Agreement to permit Holding to sell shares of its common stock in the Company in an amount not in excess of $54,835. If the Consent Fee is not paid by Oct. 1, 2011, the Modification will be null and void. About Florida Gaming Florida Gaming Corporation operates live Jai Alai games at frontons in Ft. Pierce, and Miami, Florida through its Florida Gaming Centers, Inc. subsidiary. The Company also conducts intertrack wagering (ITW) on jai alai, horse racing and dog racing from its facilities. Poker is played at the Miami and Ft. Pierce Jai-Alai, and dominoes are played at the Miami Jai-Alai. In addition, the Company operates Tara Club Estates, Inc., a residential real estate development located near Atlanta in Walton County, Georgia. Approximately 46.2% of the Company's common stock is controlled by the Company's Chairman and CEO either directly or beneficially through his ownership of Freedom Holding, Inc. The Company is based in Miami, Florida. The Company's balance sheet at June 30, 2011, showed $102.02 million in total assets, $113.82 million in total liabilities and a $11.80 million total stockholders' deficit. The Company reported a net loss of $4.84 million on $4.11 million of Jai-Alai Mutuel revenue for the year ended Dec. 31, 2010, compared with a net loss of $4.87 million on $6.85 million of Jai- Alai Mutuel revenue during the prior year. As reported by the TCR on April 7, 2011, King + Company, PSC, in Louisville, Kentucky, noted that the Company has suffered recurring losses from operations and cash flow deficiencies which raise substantial doubt about its ability to continue as a going concern. FREDDIE MAC: Federal Watchdog Says BofA Settlement Inadequate -------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a federal watchdog said Freddie Mac may have given up opportunities to recover billions of dollars in claims over defaulted mortgages and suggested that a January settlement with Bank of America Corp. to resolve $1.3 billion in bad-loan claims was inadequate. Based in McLean, Virginia, the Federal Home Loan Mortgage Corporation, known as Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. Over the years, Freddie Mac has made home possible for one in six homebuyers and more than five million renters. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and the Federal Housing Finance Agency acting as conservator to continue operating its business. G&S LIVINGSTON: Court Confirms Chapter 11 Plan ---------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey confirmed the Chapter 11 plan of reorganization of G&S Livingston Realty, Inc. and approved the disclosure statement explaining the plan. The Bankruptcy Court found that the Debtor has complied with all applicable provisions of the Bankruptcy Code as required by Section 1129(a)(2), including without limitation Sections 1125 and 1126. The Bankruptcy Court also found that the Debtor and its officers, directors, employees, members and professionals have acted in "good faith" within the meaning of Section 1125. The Bankruptcy Court ruled that the counterclaim asserted by CVS Pharmacy, Inc., against the Debtor in a litigation pending in the U.S. District Court for the District of New Jersey is a disputed claim that, if allowed, is a general unsecured claim that will be treated under Class 2 of the Plan. As reported in the TCR on Aug. 3, 2011, the Debtor filed a prepackaged plan of reorganization it negotiated with KABR Real Estate Investment Partners, LLC, a Delaware limited liability company. The Plan constitutes a reorganizing plan. The Debtor, in accordance with the terms of a restructuring support agreement with KABR, anticipates accomplishing payments under the Plan by entering into a series of transactions among the Debtor, KABR and their related entities that will result in the full payment of the Debtor's allowed unsecured claims to unaffiliated creditors and allow the Debtor to become the part owner of Daven Avenue LLC, an entity which will own the land, fixtures and improvement of the Debtor's Daven Avenue Shopping Center located along the Route 10 in Livingston, New Jersey, free and clear of existing loan obligations. On the Plan effective date, the Debtor will transfer assets, including the Livingston Property and cash contributed by Gregg Wasser, Laurence Taub and Dr. Harris Wasser -- as the holders of Equity Interests in the Debtor -- to Daven Avenue in return for an ownership interest in Daven Avenue. At the same time, the Debtor will utilize cash and cash to be paid by Daven Avenue to satisfy Claims of its unsecured creditors. Following consummation of the Plan, the Debtor and KABR will be the owners of Daven Avenue, which will be the direct owner of the Livingston Property free of the existing loan and infused with new capital that will position Daven Avenue to renovate and transform the Livingston Property to attract a new tenant mix and contribute to a revitalization of the Route 10 commercial corridor in the Livingston area. Essex Ten Financial, LLC, a unit of KABR, is the current holder of the Debtor's existing loan. The Debtor obtained the loan -- in the principal amount of $28,125,000 -- under a promissory note and loan agreement dated July 14, 2005, with Barclays Capital Real Estate, Inc. The debt was securitized and sold to the registered holder of Banc of America Commercial Mortgage, Inc., Commercial Mortgage Pass-Through Series Certificates Series 2005-5. The loan is secured by the Livingston Property. Essex Ten purchased the loan prior to the Petition Date. The Debtor and KABR will each make a contribution -- the Debtor Contribution Amount and the KABR Contribution Amount -- equal to (i) 50% of G&S Livingston's unpaid general unsecured liabilities and all other unpaid liabilities that have been accrued by the Debtor from Oct. 26, 2010 to the date of the confirmation of the Plan, plus (ii) $500,000. The Plan classifies claims against and interests in the Debtor in four classes. Class 1 consists of the Secured Claim of Essex Ten. Under the Plan, Essex Ten will be merged into Daven Avenue with Daven Avenue surviving, which results in full satisfaction of the Existing Loan through: (y) the retirement of 15% of the Existing Loan in exchange for $1,950,000 contributed by the Debtor and (z) forgiveness of the balance of the Existing Loan in exchange for KABR receiving a 47.5% residual equity interest in Daven Avenue with priority on distributions in amounts equal to the sum of KABR's Unrecovered Capital plus an 8% return on such Unrecovered Capital as determined from time to time. Essex Ten's Secured Claim is impaired and it is entitled to vote on the Plan. Allowed general unsecured claims are placed in Class 2; They will be paid in full on the Effective Date. The holders of General Unsecured Claims are not impaired under the Plan and therefore are not entitled to vote. Class 3 consists of allowed affiliated general unsecured claims, which are claims held by entities affiliated with the Debtor. Holders of Affiliated General Unsecured Claims will receive a distribution of cash in an amount equal to 2% percent of their Affiliated General Unsecured Claims in full satisfaction of those Claims. The holders are impaired under the Plan and entitled to vote. The equity interest holders occupy Class 4. Collectively, they own all of the shares of the stock in the Debtor. Upon the Plan Effective Date, the Equity Interest Holders will contribute to the Debtor cash in an amount equal to the sum of: (w) $1,950,000, (x) the Other Liabilities -- all General Unsecured Claims due to creditors that accrued prior to of Oct. 26, 2010, are not Affiliated General Unsecured Claims, and are not identified on Exhibit B of the Operating Agreement of Daven Avenue; (y) the Debtor Contribution Amount; and (z) 2% of the total amount owed for the Affiliated General Unsecured Claims. In return for this contribution, the Equity Interest Holders will retain their equity interests in the Debtor. They are not impaired under the Plan and not entitled to vote. About G&S Livingston Realty, Inc. G&S Livingston Realty, Inc., in New York, filed for Chapter 11 bankruptcy (Bankr D. N.J. Case No. 11-31751) on July 21, 2011, Judge Morris Stern presiding. Stephen V. Falanga, Esq., at Connell LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Greg Wasser, president. GANNETT CO: S&P Affirms 'BB' Corp. Credit Rating; Outlook Stable ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on McLean, Va.-based newspaper publisher and television broadcaster Gannett Co. Inc. to stable from positive, and affirmed all ratings, including the 'BB' corporate credit rating. "The outlook revision to stable reflects our expectation that the timeframe for a potential upgrade lies beyond the next 12 months," said Standard & Poor's credit analyst Hal Diamond. "We are concerned that the current U.S. economic malaise will aggravate the ongoing secular pressure on Gannett's newspaper publishing business, which currently accounts for nearly 60% of consolidated EBITDA. Furthermore, while we do not anticipate leverage to materially increase over the near term, we see the potential that long-term credit profile improvement could be hampered by continued secular pressure on the business, despite efforts at cost restructuring and development of new digital revenue." "The 'BB' corporate credit rating on Gannett reflects its exposure to a downturn in the economy and unfavorable secular trends affecting newspaper advertising and circulation. In our view, Gannett's business risk profile is fair because of these risks, offset by its good market positions and its relatively predictable, high-margin broadcasting operations. Gannett currently has modest debt leverage, good discretionary cash flow generation, and substantial covenant cushion, though we view financial risk as significant, as unfavorable publishing secular trends could weaken credit quality over the long term," S&P stated. "Although we expect Gannett to outperform most of its U.S. newspaper peers, especially those with a metropolitan focus, and maintain a good consolidated EBITDA margin, the company remains dependent on the newspaper industry, which we view as subject to long-term secular decline. The company's TV broadcasting business faces mature long-term growth prospects, and operating performance remains sensitive to political advertising cycles. We believe these dynamics, together with increased risk of a return to recession, will cloud the revenue picture for at least the next 12-24 months. Even with ongoing cost reductions, we see the potential for EBITDA declines that could contribute to an increase in leverage over the intermediate term, depending on the company's financial policies," S&P related. "The stable outlook reflects our expectation that the U.S. economy will remain weak over the near term and that unfavorable secular trends will postpone upgrade potential," S&P added. GATEWAY HOTEL: Seeks Asset Valuation to Settle SFG Dispute ---------------------------------------------------------- Gateway Hotel LLC has sought an order from the U.S. Bankruptcy Court for the District of Arizona determining the value of its assets in a bid to settle a dispute with 2010-1 SFG Venture LLC. Gateway Hotel and SFG Venture disagree over the value of the assets securing SFG Venture's $25.8 million claim. The assets include a 192-room hotel in Phoenix, Arizona, and the revenue generated from hotel operations. SFG Venture complains that it is undersecured, arguing that the assets are just worth $17.5 million. Gateway Hotel, however, believes that the value of the assets is equal to or exceeds the amount of SFG Venture's allowed claim under its proposed Chapter 11 plan of reorganization. SFG Venture is classified under the proposed restructuring plan as the sole Class 3 claimant whose claim is fully secured by the assets. About Gateway Hotel Phoenix, Arizona-based Gateway Hotel, LLC -- aka Hilton Garden Inn and Hilton Garden Inn Phoenix Airport North -- is primarily engaged in the hotel and restaurant business. It filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11- 08302) on March 29, 2011. Robert J. Miller, Esq., Bryce A. Suzuki, Esq., Kyle S. Hirsch, Esq., at Bryan Cave LLP, serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate Windsor Commercial Construction, LLC, filed a separate Chapter 11 petition (Bankr. D. Ariz. Case No. 09-25724) on Oct. 13, 2009 . GELTECH SOLUTIONS: Board Grants Stock Options to Executives ----------------------------------------------------------- The Board of Directors of GelTech Solutions, Inc., granted 175,000 10-year stock options to each of Michael Cordani, chief executive officer, Joseph Ingarra, president and Peter Cordani, chief technology officer exercisable at a $0.81 per share. The options vest in six equal increments each June 30th and December 31st, with the first vesting date being Dec. 31, 2011, subject to continued employment on each applicable vesting date. Exercisability of the options is subject to the execution of the Company's standard stock option agreement. On Sept. 20, 2011, the Board of Directors of the Company approved an amendment to the Company's Bylaws. The Amendment provides that, except as provided by law, a majority of the votes cast will be sufficient to pass proposals on matters other than the election of directors. The prior provision required a majority of the shares present and entitled to vote. About GelTech Solutions Jupiter, Fla.-based GelTech Solutions. Inc. (OTC Bulletin Board: GLTC) -- http://www.GelTechsolutions.com/-- is a Delaware corporation organized in 2006. The Company creates innovative, Earth-friendly, cost-effective products that help industry, agriculture, and the general public accomplish environmental and safety goals, such as water conservation and the protection of lives, homes, and property from fires. The Company's current business model is focused on the following products: 1) FireIce(R), a fire suppression product, 2) SkinArmor(TM), an ointment used for protecting skin from direct flame and high temperatures, and 3) Soil2O(TM), a line of agricultural moisture retention products. The Company's balance sheet at March 31, 2011, showed $933,598 in total assets, $1.44 million in total liabilities and a $508,047 total stockholders' deficit. Going Concern Doubt As reported in the Troubled Company Reporter on Oct. 4, 2010, Salberg & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. In the Form 10-Q, the Company noted that as of Dec. 31, 2010, it had a working capital deficit of $1,949,478, had an accumulated deficit and stockholders' deficit of $12,412,626 and $1,787,641, respectively, and incurred losses from operations of $2,568,513 for the six months ended Dec. 31, 2010 and used cash from operations of $1,632,695 during the six months ended Dec. 31, 2010. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. "The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary debt or equity financing to continue operations, and the attainment of profitable operations," GelTech said. GENERAL GROWTH: Court Closes 115 Affiliates' Cases -------------------------------------------------- Judge Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York entered on September 22, 2011, a final decree closing the Chapter 11 cases of 115 debtor affiliates of General Growth Properties, Inc. The 115 Reorganized Debtors referred to as "Group 1 Reorganized Debtors" with closed Chapter 11 cases are: Closing Debtor Case No. -------------- -------- 10000 Covington Cross, LLC 09-12324 10000 West Charleston Boulevard LLC 09-12040 1120/1140 Town Center Drive, LLC 09-12042 1160/1180 Town Center Drive, LLC 09-12043 1201-1281 Town Center Drive, LLC 09-12044 1450 Center Crossing Drive, LLC 09-12046 1635 Village Centre Circle, LLC 09-12049 1645 Village Center Circle, LLC 09-12050 20 CCC Business Trust 09-12458 30 CCC Business Trust 09-12459 9901-9921 Covington Cross, LLC 09-12051 9950-9980 Covington Cross, LLC 09-12052 Alameda Mall Associates 09-11986 Augusta Mall, LLC 09-12024 Bakersfield Mall LLC 09-12062 Bay City Mall Associates L.L.C. 09-12064 Bay Shore Mall Partners 09-11987 Beachwood Place Mall, LLC 09-12068 Birchwood Mall, LLC 09-12070 Boise Mall, LLC 09-12071 Cache Valley, LLC 09-12079 Caledonian Holding Company, Inc. 09-11981 Century Plaza L.L.C. 09-12008 Champaign Market Place L.L.C. 09-12081 Chico Mall, L.P. 09-11988 Collin Creek Mall, LLC 09-12087 Colony Square Mall L.L.C. 09-12088 Coronado Center L.L.C. 09-12090 Eagle Ridge Mall, L.P. 09-12097 Eastridge Shopping Center L.L.C. 09-12098 Eden Prairie Mall L.L.C. 09-12101 Fallbrook Square Partners Limited Partnership 09-12104 Fox River Shopping Center, LLC 09-12113 GGP American Properties Inc. 09-11980 GGP Holding II, Inc. 09-12123 GGP Holding, Inc. 09-12035 GGP Ivanhoe IV Services, Inc. 09-12126 GGP Natick Residence LLC 09-12129 GGP/Homart, Inc. 09-12131 GGP-Brass Mill, Inc. 09-12134 GGP-Columbiana Trust 09-12464 GGP-Foothills L.L.C. 09-12137 GGP-Four Seasons L.L.C. 09-12030 GGP-Glenbrook Holding L.L.C. 09-12139 GGP-Mall of Louisiana, L.P. 09-12018 GGP-Mint Hill L.L.C. 09-11969 GGP-NewPark L.L.C. 09-12004 GGP-Pecanland, L.P. 09-11990 GGP-Redlands Mall, L.P. 09-11973 GGP-Tucson Mall L.L.C. 09-12155 Grand Traverse Mall Partners, LP 09-12469 Greenwood Mall L.L.C. 09-12471 Ho Retail Properties II Limited Partnership 09-12165 Hocker Oxmoor, LLC 09-12166 Howard Hughes Canyon Pointe Q4, LLC 09-12168 Howard Hughes Properties IV, LLC 09-12172 Howard Hughes Properties, Limited Partnership 09-12171 Hulen Mall, LLC 09-12176 Kalamazoo Mall L.L.C. 09-12472 La Place Shopping, L.P. 09-11974 Lakeside Mall Property, LLC 09-12182 Landmark Mall L.L.C. 09-12188 Lansing Mall Limited Partnership 09-11989 Lincolnshire Commons, LLC 09-12031 Lynnhaven Mall L.L.C. 09-12190 Mall St. Vincent, L.P. 09-12197 Mayfair Mall, LLC 09-12198 Mondawmin Business Trust 09-12474 MSM Property L.L.C. 09-12201 New Orleans Riverwalk Associates 09-11998 North Star Mall, LLC 09-12207 Oakwood Hills Mall, LLC 09-12211 Oakwood Shopping Center Limited Partnership 09-11985 Oglethorpe Mall L.L.C. 09-12212 Owings Mills Limited Partnership 09-12217 Parke West, LLC 09-12003 Parkside Limited Partnership 09-12021 Peachtree Mall L.L.C. 09-12223 Pierre Bossier Mall, LLC 09-12226 Pines Mall Partners 09-11970 Price Development Company, Limited Partnership 09-12010 Rio West L.L.C. 09-12238 Rouse LLC 09-11979 Rouse Providence LLC 09-12252 Rouse SI Shopping Center, LLC 09-12023 Rouse-Arizona Center, LLC 09-12256 Rouse-Orlando, LLC 09-12260 Rouse-Phoenix Master Limited Partnership 09-12013 RS Properties Inc. 09-12265 Saint Louis Galleria L.L.C. 09-12266 Seaport Marketplace Theatre, LLC 09-11965 Seaport Marketplace, LLC 09-11964 Sooner Fashion Mall L.L.C. 09-12273 South Shore Partners, L.P. 09-11993 South Street Seaport Limited Partnership 09-11963 Southlake Mall L.L.C. 09-12274 Southland Center, LLC 09-12015 Southland Mall, L.P. 09-11992 Spring Hill Mall L.L.C. 09-12279 Stonestown Shopping Center, L.P. 09-12283 Summerlin Centre, LLC 09-12284 The Howard Hughes Corporation 09-12169 The Rouse Company LP 09-11983 The Rouse Company Operating Partnership LP 09-12037 The Woodlands Mall Associates, LLC 09-12323 Town Center East Business Trust 09-12476 Town East Mall, LLC 09-12288 Tracy Mall Partners, L.P. 09-12290 U.K.-American Properties, Inc. 09-12298 Valley Hills Mall L.L.C. 09-12034 Visalia Mall, L.P. 09-12309 Vista Commons, LLC 09-12308 Westwood Mall, LLC 09-12316 Willowbrook Mall, LLC 09-12321 Woodbridge Center Property, LLC 09-12322 The Court will retain jurisdiction as is provided for in the Project Debtors' Joint Plan of Reorganization and the TopCo Debtors' Third Amended Joint Plan of Reorganization. Judge Gropper directed the Reorganized Debtors to file on or before October 7, 2011, a final list identifying the Group 2 Reorganized Debtors whose Chapter 11 cases were fully administered on or prior to September 30, 2011. Following the submission of the final list, the Chapter 11 cases of the Group 2 Reorganized Debtors identified on the Final List will be deemed closed, nunc pro tunc to September 30, 2011, Judge Gropper ruled. However, the Court will retain jurisdiction as is provided for in the Project Debtor Plan and the TopCo Plan. From and after September 30, 2011, the Reorganized Debtors will not be obligated to pay quarterly fees to the U.S. Trustee for Region 2 in accordance with Section 1930(a)(6) of Title 28 of the U.S. Code with respect to the Chapter 11 cases of the (i) Group 1 Reorganized Debtors or the (ii) Group 2 Reorganized Debtors identified in the Final List. For ease of administration, the Reorganized Debtors may annex a copy of the Sept. 22 Order to the Final List when filed. The Chapter 11 case of any Reorganized Debtor that is not a (i) Group 1 Reorganized Debtor or a (ii) Group 2 Reorganized Debtor identified on the Final List will remain open pending further order of the Court, Judge Gropper ruled. Judge Gropper also clarified that entry of the Final Decree is without prejudice to the rights of any party to seek to reopen the cases of the (i) Group 1 Reorganized Debtor or a (ii) Group 2 Reorganized Debtor identified on the Final List for cause. Prior Order Amended Judge Gropper amended on September 22, 2011, the June 27, 2011 final decree closing the Chapter 11 cases of 67 Reorganized Debtors and the July 8, 2011 final list of additional Reorganized Debtors whose Chapter 11 cases were fully administered on or before June 30, 2011. The bankruptcy judge acknowledged that the July 8 Final List erroneously identified two Reorganized Debtors whose bankruptcy cases were not fully administered on or before June 30, 2011. Rule 60(a) of the Federal Rules of Civil Procedure allows the Court to correct a clerical mistake or a mistake arising from oversight or omission without notice. Accordingly, the July 8 Final List is deemed amended to remove Boulevard Associates and Howard Hughes Properties, Limited Partnership. The Reorganized Debtors will pay to the U.S. Trustee for Region 2 any payments due for the period from June 30, 2011 to September 30, 2011 with respect to Boulevard Associates and Howard Hughes Properties, Limited Partnership, Judge Gropper directed. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of Dec. 31, 2008. General Growth Properties on Nov. 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully restructured approximately $15 billion of project-level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full achieved substantial recovery for equity holders. As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of Nov. 1, 2010, received common stock in both companies. The new GGP, which will commence trading Nov. 10 on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Reduces Taberna's $980,000 Reimbursement -------------------------------------------------------- Taberna Capital Management LLC asked Judge Allan Gropper to compel General Growth Properties Inc.'s reimbursement of fees and expenses it incurred totaling $980,134 as agent to the indenture trustee under a Junior Subordinated Indenture in the principal amount of $200,000,000. In response to the request, counsel to the Reorganized Debtors, Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in New York, argues that Taberna Capital Management, LLC, has not shown -- let alone proved -- that it was the agent for Wilmington Trust FSB or HSBC. Thus, the Reorganized Debtors argue, Taberna's expenses are not compensable under a February 24, 2006 TRUPS Indenture. Mr. Strochak pointed out that in Taberna's pleadings filed with the Court, excluding the Motion to Compel and its related documents, Taberna has never represented itself as an agent for Wilmington Trust of HSBC. Indeed, neither Wilmington Trust's nor HSBC's fee requests mentioned Taberna and confirmed that Taberna was an agent of either of them, he stresses. There is also no document between Wilmington Trust and Taberna or between HSBC and Taberna establishing an agency relationship, he asserts. The Reorganized Debtors and Taberna later entered into a Court approved stipulation whereby the Reorganized Debtors will remit to Taberna $75,000 in full and final satisfaction of any amounts to be due and owing to Taberna and its professionals pursuant to Taberna's Motion. Taberna's Motion will be deemed withdrawn and the Taberna Professionals will be estopped from asserting any further claims against the Reorganized Debtors or their affiliates with the amounts sought in Taberna's Motion. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of Dec. 31, 2008. General Growth Properties on Nov. 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully restructured approximately $15 billion of project-level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full achieved substantial recovery for equity holders. As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of Nov. 1, 2010, received common stock in both companies. The new GGP, which will commence trading Nov. 10 on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GETTY REALTY: GPMI Alleges Default on Master Lease -------------------------------------------------- Getty Realty Corp. disclosed that at the Board of Directors meeting the Board declared a Common Stock dividend in the amount of $0.25 per share payable on October 13, 2011 to holders of record on October 4, 2011. Although the Company's largest tenant, Getty Petroleum Marketing Inc., is current on the payment of its monthly fixed rent obligations under the Master Lease and other leases with the Company, the Company has received a notice from Marketing alleging that the Company is in default of certain of its obligations under its Master Lease by failing to perform certain environmental remediation. The Notice states that if the Company fails to cure the alleged default, Marketing intends to offset the full amount of its monthly rental payments due to the Company under the Master Lease for October and November 2011. The Company believes that the alleged default is wholly without merit and that the Company is in compliance with its environmental obligations. The Company is evaluating its options regarding the Marketing Leases and Marketing's obligations to the Company. The Company intends to aggressively pursue defaults by Marketing under the Marketing Leases and also take appropriate legal action to address the Notice served upon the Company by Marketing. The Company cannot provide any assurance that Marketing will meet its rental or other obligations under the Marketing Leases. Getty Realty Corp. is the largest publicly-traded real estate investment trust in the United States specializing in ownership, leasing and financing of retail motor fuel and convenience store properties and petroleum distribution terminals. The Company owns and leases approximately 1,170 properties nationwide. GRD HOLDING: S&P Assigns Prelim. 'B' Corporate Credit Rating ------------------------------------------------------------ Standard & Poor's Rating Services assigned its preliminary 'B' corporate credit rating to Delaware-based GRD Holding III Corp., the indirect parent of U.S. home decor retailer Garden Ridge Corp. (Garden Ridge). The outlook is stable. "At the same time, we assigned our preliminary 'B+' issue-level rating to GRD Holding III's senior secured first-lien credit facility, which consists of a $250 million six-year term loan B. The preliminary recovery rating is '2', indicating our expectation of substantial (70% to 90%) recovery for lenders in the event of a payment default. Garden Ridge will guarantee the debt," S&P stated. An affiliate of private-equity firm AEA Investors L.P. intends to use the proceeds from the term loan, along with proceeds from an $85 million subordinated mezzanine note (unrated) and a $394 million equity contribution, to fund the purchase of 60% ownership interest in Garden Ridge currently held by an affiliate of private-equity sponsor Three Cities Research (TCR) and management. Following the transaction, an affiliate of TCR and management will retain significant ownership interest in Garden Ridge. "The ratings on GRD Holding III and operating subsidiary and guarantor, Garden Ridge, reflect our expectation of stable performance trends and credit measures over the medium term," said Standard & Poor's credit analyst Jayne Ross. "In our view, the company's financial risk profile is highly leveraged, with thin cash flow protection measures, adequate liquidity, and a very aggressive financial policy as a result of the leveraged buyout (LBO) by an affiliate of AEA." "The company's weak business profile incorporates our assessment of its narrow position and small scale in the highly competitive and mature home goods industry, along with CEO key man risk," added Ms. Ross. H&H IMPORTS: Posts $347,300 Net Loss in Q1 Ended June 30 -------------------------------------------------------- H&H Imports, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $347,395 on $485,888 of revenues for the three months ended June 30, 2011, compared with a net loss of $833,975 on $164,298 of revenues for the three months ended June 30, 2010. The Company's balance sheet at June 30, 2011, showed $2.1 million in total assets, $781,091 in total liabilities, all current, and stockholders' equity of $1.3 million. EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about H&H Imports' ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2011. The independent auditors noted that of the Company's recurring losses from operations and negative cash flows from operations. A complete text of the Form 10-Q is available for free at: http://is.gd/vwTFA0 H&H Imports, Inc., is a direct response marketing company. The Company generates revenues from three primary sources: (i) infomercial production fees, (ii) sales of consumer products, for which the Company receives a share of net profits of consumer products sold, and (iii) royalty fees. The Company does not manufacture any of its products. HARMONY MOUNTAIN: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Harmony Mountain Holdings, LLC 1610 West 100 North #10 Saint George, UT 84770 Bankruptcy Case No.: 11-33893 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: William T. Thurman Debtor's Counsel: Michael C. Van, Esq. SHUMWAY VAN & HANSEN, CHTD. 160 W. Canyon Crest Rd. Alpine, UT 84004 Tel: (801) 216-8885 Fax: (801) 216-8887 E-mail: michael@shumwayvan.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Floyd Rigby, managing member. HASCO MEDICAL: Reports $154,800 Net Income in Second Quarter ------------------------------------------------------------ HASCO Medical, Inc., filed its quarterly report on Form 10-Q/A, reporting net income of $154,797 on $3.7 million of revenues for the three months ended June 30, 2011, compared with net income of $68,976 on $3.3 million of revenues for the same period of 2010. For the six months ended June 30, 2011, the Company had net income of $161,623 on $6.4 million of revenues, compared with a net loss of $365,133 on $6.1 million of revenues for the same period last year. The Company's balance sheet at June 30, 2011, showed $6.6 million in total assets, $4.3 million in total liabilities, and stockholders' equity of $223,491. Sherb & Co., LLP, in Boca Raton, Florida, expressed substantial doubt about HASCO Medical's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has suffered losses from operations, has a stockholder's deficit and has a negative working capital. A complete text of the Form 10-Q/A is available for free at: http://is.gd/K7hIrB Mobile, Alabama-based HASCO Medical, Inc., through the reverse merger of its wholly-owned subsidiary with and into Southern Medical & Mobility, is a low cost, quality provider of a broad range of home healthcare services that serve patients in Alabama, Florida, and Mississippi. The Company has two major service lines: home respiratory equipment and durable/ home medical equipment. For accounting purposes, the merger was treated as a reverse acquisition with Southern Medical & Mobility, Inc., being the accounting acquirer. Therefore, the Company's historical financial statements reflect those of Southern Medical & Mobility, Inc. HCA INC: Fitch Assigns 'B+' Rating to $500MM Sr. Unsec. Notes -------------------------------------------------------------- Fitch Ratings has assigned a 'B+/RR4' rating to HCA, Inc.'s proposed $500 million senior unsecured notes due 2018. Proceeds will be used for general corporate purposes. The Rating Outlook is Stable. The ratings apply to $25.3 billion of debt outstanding at June 30, 2011. On Sept. 21, HCA bought back BofA's 15.6% ownership stake in the company for approximately $1.5 billion. Funding of the repurchase of the BofA shares, along with the pending $1.45 billion HealthONE acquisition, is expected to increase HCA's total debt by $3 billion to about $28.3 billion. HCA initially funded the BofA share repurchase through draws on its bank credit revolvers. It has not yet finalized financing plans for the HealthONE acquisition. Fitch projects that total debt-to-EBITDA at the end of 2011 will approach 4.8 times (x), basically unchanged from its Dec. 31, 2010 level. Fitch does expect that leverage will drop to below 4.5x early in 2012 due to EBITDA contributed by the HealthONE acquisition, which is expected to close in 4Q'11. HCA's ratings reflect the following main credit factors: -- Recent balance sheet improvement through extension of 2012- 2013 bank debt maturity wall and paydown of high coupon second lien secured debt. -- Debt repayment is expected to be nominal and further large share repurchases would pressure the ratings if debt is sustained above 4.5x EBITDA. -- Aside from the recent BofA share repurchase, acquisitions are expected to be the top priority for cash deployment. -- Fitch anticipates continued robust cash generation for HCA despite recent weakness in organic operating trends in the for-profit hospital sector. Recent Balance Sheet Improvement: HCA improved its balance sheet flexibility by extending its 2012-2013 bank debt maturity wall and paying down high coupon debt with IPO proceeds, redeeming about $1.1 billion in second lien secured notes in June 2011. More recently, the company issued $3 billion in 6.5% secured and $2 billion in 7.5% unsecured notes and used the proceeds to redeem substantially the remaining amount of second lien debt. There are still some sizeable near-term maturities in the capital structure, including $1.9 billion of unsecured notes and about $2.7 billion of bank maturities in 2011-2013. Expect Nominal Further Deleveraging: HCA's June 30, 2011 4.4x total debt leverage level was reduced from 5.0x one year prior, due to a $1.5 billion reduction in total debt outstanding and 2% year-over-year growth in LTM EBITDA. HCA's debt levels are consistent with its publicly traded peers. While FCF generation could support further debt pay down, Fitch does not believe that there is compelling financial incentive for the company to reduce leverage. Dividends Impacted Cash Generation: HCA's FCF was significantly negative in 2010 due to the payment of $4.3 billion in dividends to the company's private equity owners. Fitch's 2011-2013 operating outlook for HCA, which contemplates low single digit organic top-line growth, and slight contraction of the EBITDA margin, leading to slightly positive EBITDA growth, results in FCF generation of about $1.2 billion annually. There is upside potential to this forecast from acquisitions and government high tech incentive payments. Economy & Healthcare Reform Headwinds: Organic topline trends in the for-profit hospital sector have recently been weak, and Fitch does not see a near-term catalyst for improvement. The most important drivers of the trend are persistent high unemployment and government pricing pressure exacerbated by the implementation of reimbursement reforms. Management cost cutting efforts and low inflation in labor and supplies costs are supporting the industry's profitability. DEBT ISSUE RATINGS Fitch has affirmed the following ratings: HCA, Inc. -- Issuer Default Rating (IDR) at 'B+'; -- Senior Secured credit facilities (cash flow and asset backed) at 'BB+/RR1' (100% estimated recovery); -- Senior Secured First lien notes at 'BB+/RR1' (100% estimated recovery); -- Senior Secured Second lien notes at 'BB+/RR1' (100% estimated recovery); -- Senior Unsecured notes at 'B+/RR4' (31%-50% estimated recovery). HCA Holdings Inc. -- IDR at 'B+'; -- Senior Unsecured Notes at 'B-/RR6' (0% estimated recovery). The debt issue ratings are based on a distressed recovery scenario which assumes that value for HCA's creditors will be maximized as a going concern (rather than a liquidation scenario). Based on LTM June 30, 2011 EBITDA of $5.85 billion and using assumptions of a 40% EBITDA discount and 7.0x multiple, Fitch estimates a distressed enterprise value (EV) of $24.6 billion for HCA. Fitch applies a waterfall analysis to the distressed EV based on the relative claims of the debt in the capital structure. The 'BB+/RR1' rating for HCA's secured debt (which includes the bank credit facilities, the first and second lien notes) reflects Fitch's expectations for 100% recovery under a bankruptcy scenario. The 'B+/RR4' rating on the HCA Inc. unsecured notes rating reflects Fitch's expectations for recovery in the 31%-50% range. The 'B-/RR6' rating on the HCA Holdings, Inc. unsecured notes reflects expectation of 0% recovery. HCA initially funded the BofA share repurchase through draws on its credit revolvers. At June 30, 2011, the company had $2.9 billion of capacity under the $4 billion in total revolver commitments. Since Fitch assumes that HCA would fully draw its credit revolvers in a distressed scenario, funding of the transaction had no impact on the estimated debt issue recoveries. Fitch notes that the company has good incremental capacity for additional secured debt issuance. The only limit on secured debt is a 3.75x first lien leverage ratio test in the bank agreements. First lien debt includes the bank debt and the first lien secured notes. Assuming $5.9 billion in EBITDA, the company has total first lien secured debt capacity of about $22 billion. There is currently $16 billion of secured debt in the capital structure. HDD ROTARY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: HDD Rotary Sales, LLC, Debtor 3303 West Davis, Suite 100 Conroe, TX 77304 Bankruptcy Case No.: 11-38053 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Marvin Isgur Debtor's Counsel: Leonard H. Simon, Esq. PENDERGRAFT & SIMON LLP 2777 Allen Parkway, Suite 800 Houston, TX 77019 Tel: (713) 737-8207 Fax: (832) 202-2810 E-mail: lsimon@pendergraftsimon.com Scheduled Assets: $9,000,000 Scheduled Debts: $9,000,000 A list of the Company's 20 largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/txsb11-38053.pdf The petition was signed by Gary Haub, managing member. HEALTHSPORT, INC.: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Healthsport, Inc. 700 W. First Street Tempe, AZ 85281 Bankruptcy Case No.: 11-27187 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Charles G. Case, II Debtor's Counsel: Philip R. Rupprecht, Esq. AIKEN SCHENK HAWKINS & RICCIARDI PC 4742 N. 24th Street, Suite 100 Phoenix, AZ 85016 Tel: (602) 248-8203 Fax: (602) 248-8840 E-mail: prr@ashrlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Kevin Taheri, CEO. HERITAGE INTERNATIONAL: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Heritage International Fellowship 201 E. Broadway Avenue Anaheim, CA 92805 Bankruptcy Case No.: 11-23328 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Robert N. Kwan Debtor's Counsel: Keith Hammond Bray, Esq. LAW OFFICE OF KEITH H. BRAY, LLP 2411 Carnegie Lane, #A Redondo Beach, CA 90278 Tel: (949) 331-8404 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of unsecured creditors filed with the petition does not contain any entry. The petition was signed by Arthur James Aragon, president and senior pastor. HILLSIDE VALLEY: U.S. Trustee Wants Case Dismissal or Conversion ---------------------------------------------------------------- Roberta A. Deangelis, the U.S. Trustee for Region 3, asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to dismiss, or convert the Chapter 11 case of Hillside Valley, L.P to one under Chapter 7 of the Bankruptcy Code. The U.S. Trustee relates that on Sept. 6, 2011, the Court entered orders: -- granting relief from stay to the Debtor's primary creditor allowing to proceed with the exercise of its rights on the Debtor's property; and -- denying the Debtor's request for approval of certain actions pertaining to possible refinancing or take out financing. According to the U.S. Trustee, the Debtor is (i) unable to obtain confirmation of a plan of reorganization; (ii) incapable of and has also failed to remain current with the filing of the required monthly operating reports; (iii) incapable of and may have also failed to remain current with its postpetition financial obligations including, but not necessarily limited to the fees due and owing. The U.S. Trustee adds that to date, the operating reports for the months of July and August 2011, are past due, and the report for the month of September 2011, will be due prior to the hearing on the motion. The U.S. Trustee set an Oct. 20, hearing on his request to dismiss or convert the Debtor's case. About Hillside Valley, L.P. Watchung, New Jersey-based Hillside Valley, L.P., has developed a 200 unit, 200,000 sq. ft., 10 building luxury apartment complex located at 301-359 River Rd, Allentown, Pennsylvania. The complex is approximately 80% completed. Approximately 13 apartments have been rented. One building is completed and four more are substantially completed with the remaining five buildings in various stages of completion. The Company filed for Chapter 11 protection (Bankr. E.D. Penn. Case No. 11-21689) on June 23, 2011. Bankruptcy Judge Richard E. Fehling presides over the case. Douglas J. Smillie, Esq., at Fitzpatrick Lentz & Bubba, P.C., represents the Debtor as counsel. The Debtor estimated assets and debts at $10 million to $50 million. A state-court appointed receiver has been maintained in place to collect rents, and otherwise fulfill the obligations of the receiver pursuant to the state court order appointing said receiver, as modified by Stipulation and Order entered in the Bankruptcy Court. HORIZON LINES: Exchange Offer Expired Sept. 27 ---------------------------------------------- Horizon Lines, Inc., extended the expiration date for its previously announced exchange offer and consent solicitation until 5:00 p.m., New York City time, on Sept. 27, 2011, unless further extended. As part of the exchange offer, the company is also seeking consents from all holders of the 4.25% Convertible Senior Notes due 2012 to remove substantially all of the restrictive covenants and certain events of default from the indenture governing the 2012 convertible notes. The exchange offer and consent solicitation had been scheduled to expire at 11:59 p.m., New York City time, on Sept. 23, 2011. As of the initial expiration date on Sept. 23, 2011, 99.3% of the $330.0 million aggregate principal amount of the 2012 convertible notes had been tendered into the exchange offer and consent solicitation. The company and its advisors continue to work with the financial and legal advisors to the informal committee of noteholders to finalize the documentation and terms of the recapitalization plan, of which the exchange offer and consent solicitation are an integral part. The company intends to complete the exchange offer of the existing 2012 convertible notes by the end of September, at which time it expects to close the entire refinancing. Copies of the exchange offer documents and other filed documents will be available for free at the Company's Web site, www.horizonlines.com, or by making a request to Horizon Lines, Inc., 4064 Colony Road, Suite 200, Charlotte, North Carolina 28211, (704) 973-7000, Attention: Jim Storey, Director, Investor Relations & Corporate Communications. About Horizon Lines Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the nation's leading domestic ocean shipping and integrated logistics company. The Company owns or leases a fleet of 20 U.S.-flag containerships and operates five port terminals linking the continental United States with Alaska, Hawaii, Guam, Micronesia and Puerto Rico. The Company provides express trans-Pacific service between the U.S. West Coast and the ports of Ningbo and Shanghai in China, manages a domestic and overseas service partner network and provides integrated, reliable and cost competitive logistics solutions. The Company's balance sheet at June 26, 2011, showed $794.96 million in total assets, $793.45 million in total liabilities, and a stockholders' deficit of $1.51 million. The Company expects to experience a covenant breach under the Senior Credit Facility in connection with the amended financial covenants upon the close of the third fiscal quarter of 2011. As reported in the TCR on March 30, 2011, Ernst & Young LLP, in Charlotte, North Carolina, expressed substantial doubt Horizon Lines' ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 26, 2010. The independent auditors noted that there is uncertainty that Horizon Lines will remain in compliance with certain debt covenants throughout 2011 and will be able to cure the acceleration clause contained in the convertible notes. * * * As reported by the TCR on Aug. 26, 2011, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Horizon Lines Inc. to 'SD' from 'CCC'. The rating action on Horizon Lines follow the company's decision to defer the interest payment on its $330 million senior convertible notes due August 2012, exercising the 30-day grace period. "Under our criteria, we view failure to make an interest payment within five business days after the due date for payment a default, regardless of the length of the grace period contained in an indenture," said Standard & Poor's credit analyst Funmi Afonja. HUDSON PRODUCT: Moody's Lowers CFR to Caa1; Outlook Negative ------------------------------------------------------------ Moody's Investors Service has lowered the corporate family rating (CFR) and probability of default rating (PDR) of Hudson Products Holdings, Inc. (Hudson) to Caa1 from B3. At the same time, the ratings on the first lien facilities were lowered to B2 from B1. The outlook remains negative. These ratings were downgraded: Corporate Family Rating to Caa1 from B3; Probability of Default Rating at Caa1 from B3; $20 million first lien revolving credit facility to B2 (LGD2, 27%) from B1 (LGD3, 31%); and $186 million first lien term loan B to B2 (LGD2, 27%) from B1 (LGD3, 31%). RATINGS RATIONALE The downgrade of the CFR to Caa1 reflects Hudson's high leverage, 9.6x (adjusted to include operating leases) and prolonged weakness in its earnings and cash flows. While orders and backlog appear to have stabilized at low levels, Moody's anticipates that capital spending by North American refineries and petrochemical plants will remain tempered over the intermediate term which will weigh on the sales of Hudson's air cooled heat exchangers and fans. Recent wins in the Canadian oil fields and on U.S. geothermal projects should benefit earnings, however, Moody's anticipates that earnings growth will not be sufficient to de-lever meaningfully over the next twelve months and that margins will remain well below historical levels given the elevated price competition that has been driven by overcapacity within the industry. The Caa1 rating highlights the impact of the longer and deeper than previously anticipated cyclical downturn on Hudson's operating performance. The negative outlook reflects Moody's view that Hudson will be challenged to satisfy covenants, once they resume for the quarter ending June 30, 2012, without relying on an equity cure from its sponsor and/or another amendment from the lender group. Moody's expects a modest improvement in earnings over the near term given recent booking trends, however, the weak operating environment is expected to prevent any meaningful improvement in credit metrics. Moody's anticipates liquidity to remain sufficient through the balance of the covenant holiday period as cash flows will benefit from progress payments on recent project wins. Positive ratings momentum could take hold if earnings and operating performance were to materially improve and Hudson were to deleverage through increased EBITDA or debt reduction. Moody's expects leverage to fall below 6.5x prior to considering the rating for an upgrade. Negative ratings pressure may arise if Hudson's liquidity were to weaken materially due to covenant compliance issues or if operating performance deteriorates resulting in Moody's expectation for a higher probability of default, either through distressed exchange or failure to make interest payments on its obligations under its subordinated debt which is currently held entirely by entities related to its sponsor. The principal methodology used in rating Hudson was the Global Manufacturing 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 published in June 2009. Hudson, headquartered in Sugar Land, TX, is one of the world's leading heat transfer solutions companies providing air-cooled heat exchangers, axial-flow fans and related aftermarket hardware and support to the refinery, petrochemical, natural gas and power generation end-markets. HUSSEY COPPER: Files for Chapter 11 to Sell Business ---------------------------------------------------- Hussey Copper Ltd. and five of its affiliates filed for Chapter 11 bankruptcy protection in Delaware on Tuesday to sell their assets. The Debtors, based in Leetsdale, Pennsylvania describe themselves as one of the leading manufacturers of copper products in the United States. Hussey Copper was founded in Pittsburgh in 1848. The Debtors, which operate one manufacturing facility in Leetsdale and two facilities in Eminence, Kentucky, manufacture "a wide range of value-added copper products and copper-nickel products. The Debtors have over 500 full-time employees. Hussey said it has experienced financial difficulties over the last three years "as a result of the economic downturn and due to related fluctuations in the price of copper." The Company incurred a net loss of $3 million in 2010, from net profit of $1.1 million in 2009. Hussey Copper intends to use the chapter 11 process to sell its assets. In order to allow them time to complete a sale and undertake a competitive bidding process, the companies have secured a commitment for a DIP financing facility from certain of their pre-bankruptcy lenders and they are also seeking authority to use existing cash collateral. The lenders -- PNC Bank, N.A. (also acting as the DIP agent), Wells Fargo Capital Finance, LLC, and Bank of America, N.A. -- have agreed to provide a secured revolving loan of up to $50 million. According to Chapter11Cases.com, key terms of the DIP Financing are. -- Interest -- Alternate Base Rate (defined below) plus 5.0% -- Alternate Base Rate: for any day, the highest of (i) the base commercial lending rate of PNC, (ii) the sum of the Federal Funds Open Rate plus one-half of one percent (0.5%), and (iii) the sum of the Daily LIBOR Rate plus one percent (1.0%). -- Fees -- Letter of Credit Fee: average daily face amount of each outstanding letter of credit multiplied by 5.0% per annum -- Commitment Fee: $1 million (payable $500,000 upon entry of an interim order and $500,000 upon maturity) -- Facility Fee: For any month where the average daily unpaid balance of the DIP loan and undrawn amount of any outstanding letters of credit is less than the maximum revolving advance amount, one-half of one percent (0.50%) per annum multiplied by the difference between the maximum revolving advance amount and the average daily balance. -- Collateral Monitoring: $2,000 per month -- Appraisal Fees: Reimbursement of fees and out-of- pocket expenses and costs of any independent appraisal firms engaged by PNC -- Collateral Evaluation Fee: $850 per person per day for each person employed by PNC to perform any collateral evaluation by PNC or for its benefit -- Costs & Expenses: Reimbursement of all costs and expenses, including reasonable attorneys' fees and disbursements, incurred by PNC on its behalf or on behalf of the lenders -- Maturity -- Earliest to occur of: -- November 28, 2011 -- effective date or substantial consummation of a plan of reorganization -- closing of a sale of substantially all of the debtors' assets -- date of conversion of the cases to chapter 7 -- date of dismissal of the bankruptcy cases -- 21 days after entry of the interim DIP order if a final order has not been entered -- such earlier date upon which the DIP obligations come due pursuant to the DIP agreements Bidding Procedures and Sale Process Sale of the Assets Hussey Copper intends to use the bankruptcy cases to sell substantially all of the companies' assets. Chapter11Cases.com relates that to that end, prior to filing for chapter 11 protection, the companies entered into an Asset Purchase Agreement with KHC Acquisition, LLC, pursuant to which KHC has agreed to act as a stalking horse bidder for the assets. Under the terms of the proposed agreement, which is subject to higher or otherwise better offers, KHC would pay $84.7 million (subject to adjustments) to acquire substantially all of the companies' assets free and clear of liens and encumbrances. If KHC is not ultimately the winning bidder, the proposed agreement would entitle KHC to a combined break-up fee/expense reimbursement equal to the greater of $3 million or 3.0% of the ultimate purchase price. If, however, Hussey Copper would decide to abandon the sale completely and proceed with a stand-alone plan of reorganization, KHC would instead be entitled to an expense reimbursement not to exceed $2 million. As a result of the two-month maturity of Hussey Copper's DIP facility (see above), the sale is being sought to be completed on a relatively brief timeframe, which is laid out below. In support of the timeline, Hussey notes that it retained SSG Capital Advisors, LLC as an investment banker in April of this year and that SSG began reaching out to potential acquirers in mid-May. In total, SSG contacted 134 parties. Of those, 43 received a confidential informational memorandum prepared by SSG and five submitted letters of intent. That process resulted in the proposed sale to KHG. Hussey Copper has proposed the following sale timeline: -- Nov. 11, 2011, at noon (Eastern): Deadline for competing bidders to submit a "bid package" (including, among other things, (1) a binding offer to acquire the assets which exceeds KHC's bid by at least $4.25 million and (2) a significant good faith deposit) -- Nov, 14, 2011: Auction (if competing bids received) -- Nov. 15, 2011, at 4:00 p.m. (Eastern): Deadline to object to the sale, assumption and assignment of a contract to the purchaser, or the debtors' proposed cure amount -- Nov. 16, 2011: Sale Hearing HUSSEY COPPER: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Hussey Copper Corp. 100 Washington Street Leetsdale, PA 15056 Bankruptcy Case No.: 11-13010 Affiliates that simultaneously filed for Chapter 11 protection: Entity Case No. ------ -------- Hussey Copper Corp. 11-13010 Hussey Copper Ltd. 11-13012 OAP Real Estate, LLC 11-13013 Cougar Metals, Inc. 11-13014 Orbie Trading, L.P. 11-13015 Hussey Exports Ltd. 11-13016 Chapter 11 Petition Date: September 27, 2011 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Brendan Linehan Shannon Debtors' Counsel: Mark Minuti, Esq. SAUL EWING LLP 222 Delaware Avenue, Suite 1200 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 Fax: (302) 421-5873 E-mail: mminuti@saul.com - and – Teresa K.D. Currier, Esq. SAUL EWING LLP 222 Delaware Avenue, Suite 1200 P.O. Box 1266 Wilmington, DE 19801 Tel: (302) 421 6826 E-mail: tcurrier@saul.com Debtors' Claims Agnet: DONLIN RECANO Hussey Copper Corp.'s Estimated Assets: $0 to $50,000 Hussey Copper Corp.'s Estimated Debts: $50,000,001 to $100,000,000 Hussey Copper Ltd.'s Estimated Assets: $100,000,001 to $500,000,000 Hussey Copper Ltd.'s Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Roy D. Allen, chairman and chief executive officer. List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Metal Management Pitt. Inc. Trade Debt $9,050,742 2045 Lincoln Boulevard Elizabeth, PA 15037-2900 CMC Recyclying Trade Debt $2,712,410 6565 N. MacArthur Boulevard, Suite 800 Irving, TX 75221 H K P Trade Debt $2,642,269 301 Wide Drive McKeesport, PA 15135 Tri State Metal Company Inc. Trade Debt $1,638,649 1745 W. Fulton Street Chicago, IL 60612 Wimco Metals Inc. Trade Debt $1,489,104 401 Penn Avenue Pittsburgh, PA 15221-2135 United Scrap Metal Inc. Trade Debt $1,343,984 1545 South Cicero Avenue Cicero, IL 60804 Cronimet Trading Corporation Trade Debt $1,027,338 421 Railroad Street Rochester, PA 15074 Metal Green Recycling Ind. Trade Debt $698,896 100 Eads Street West Babylon, NY 11704 Emil A. Schroth Metals Inc. Trade Debt $534,974 Yellowbrook Road & Copper Avenue Farmingdale, NJ 07727 Cambridge Lee Industries Trade Debt $532,998 475 Jersey Avenue New Brunswick, NJ 08903 Triple M Metal Inc. Trade Debt $491,751 421 Intermodal Drive Brampton, Ontario Canada L6T 564 Jefferies Bache Financial Ltd. Contract Liability $414,000 One New York Plaza, 13th Floor New York, NY 10292-2013 Crown Trading Services Ltd. Trade Debt $344,767 581 Rivermeade Road Concord, Ontario Canada L4K 2G8 Attar Metals Inc. Trade Debt $318,631 6290 Netherhart Road Mississauga, Ontario Canada L5T 1B7 Sam Dong Ohio Inc. Trade Debt $315,915 801 Pittsburgh Drive Delaware, OH 43015 Claridge Products & Equipment Trade Debt $282,943 219 Industrial Park Road Harrison, AR 72601 Gindre Copper Inc. Trade Debt $258,122 220 Mill Avenue Greenwood, SC 29646 Beaver Valley Slag Inc. Trade Debt $169,176 Hickman Williams and Company Trade Debt $167,992 Diamond Hurwitz Scrap LLC Trade Debt $158,198 INSIGHT PHARMACEUTICALS: S&P Assigns 'B' Corporate Credit Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Langhorne, Pa.-based Insight Pharmaceuticals LLC (Insight). The outlook is stable. "At the same time, we assigned our 'B+' issue-level rating (one notch above the corporate credit rating) on Insight's $20 million first-lien revolving credit facility due 2016 and its $255 million first-lien senior secured term loan facility maturing in August 2016, with a '2' recovery rating, indicating our expectation for substantial (70% to 90%) recovery in the event of a payment default. The company's $145 million second-lien senior secured term loan facility due August 2017 is not rated," S&P related. Insight is acquiring the Monistat brand for an undisclosed amount, which includes an estimated $77.8 million of deferred performance based payments to be made in 2012 and 2013. "At the close of the Monistat transaction, we expect the company to have about $437.8 million of total debt outstanding, inclusive of net performance based payments ($37.8 million of net payments represents estimated gross payments of $77.8 million, less $40 million of restricted cash to be maintained on the balance sheet at the close of the transaction)," S&P stated. "The ratings on Insight reflect our opinion that the company has a highly leveraged financial profile as a result of its high debt burden relative to its size, and its aggressive financial policy," said Standard & Poor's credit analyst Mark Salierno. "We believe that the company will maintain leverage consistent with the 'B' rating category median over the next year, and cash flow metrics should improve closer to category medians over the next one to two years." "We view the company's business risk profile to be weak, based on Insight's narrow business focus within the personal care industry and the over-the-counter (OTC) segment," added Mr. Salierno, "and its lack of international diversity in its product lines." INVESTORS LENDING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Investors Lending Group, LLC 9100 White Bluff Road, Suite 405 Savannah, GA 31406 Bankruptcy Case No.: 11-41963 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Southern District of Georgia (Savannah) Judge: Lamar W. Davis Jr. Debtor's Counsel: James L. Drake, Jr., Esq. JAMES L. DRAKE, JR., P.C. P.O. Box 9945 Savannah, GA 31412 Tel: (912) 790-1533 E-mail: jdrake7@bellsouth.net Scheduled Assets: $14,197,900 Scheduled Debts: $18,634,570 The petition was signed by Isaac L. Rabhan, CEO/assistant manager. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Pritzker Dermatology FBO MP $1,262,121 Pritzker Dermatology Clinic Pension Plan FBO Martin Pritzker 4 Shady Oak Lane Savannah, GA 31411 Baruch, Kalman or Dorain R. $1,160,000 Dr. Kalman Baruch Mrs. Dorain R. Baruch 100 Stuart Street Savannah, GA 31405 Saxton, Craig $822,038 Dr. Craig R. Saxton 57 Bluff Drive Savannah, GA 31406 Lee, Connie $770,000 Connie Y. Lee 754 White Bluff Ave. Savannah, GA 31419 Kaminsky, Jay IRA (12542-70) $627,508 WCCU Inc. As Trustee of Jay A. Kaminsky IRA 527 Stephenson Avenue Savannah, GA 31405 Rosenthal, Sanford I. MD, IRA $572,369 WCCU Inc. As Trustee of Sanford I. Rosenthal, MD, IRA 527 Stephensen Avenue Suite 2 Savannah, GA 31405 Dixon, Merritt IV $543,950 Mr. Merritt W. Dixon IV 702 Bradley Point Road Savannah, GA 31410 I.L. Aronson, PC Employee Mensi $500,000 I.L. Aronson PC Employee Pension Plan Dr. Leon Aronson P.O. Box 996 Savannah, GA 31402 Kooden, Lewis $500,000 Mrs. Barbara Kooden 406 Jackson Woods Blvd. Savannah, GA 31405 Berliner, Rachelle L. $375,000 Mrs. Rachelle L. Berliner 10 Heartwood Drive Marietta, GA 30062 Bradley, David B. $283,514 Dr. David B. Bradley Optometrist Retirement Account 22 Harrell Drive Savannah, GA 31408 Grossman, Charles $270,000 Mr. Charles Grossman 110 Atlas Street Apt. #3 Savannah, GA 31405 Kooden, Michael $257,593 Michael Kooden 403 King Arthur Lane Savannah, GA 31405 Young, Louis $250,000 Mr. Louis C. Young 7370 Hodgson Memorial Drive STE D10 Savannah, GA 31406 Klugman Investments, LLC $247,824 Klugman Investments LLC 401 Lee Blvd. Savannah, GA 31405 Pritzker, Martin $245,340 Dr. Martin S. Pritzker 4 Shady Oak Lane Savannah, GA 31411 Dobbs, Michael M. - IRA $235,139 WCCU Inc. As Trustee of Michael M. Dobbs IRA - 70 527 Stephenson Avenue Suite 2 Savannah, GA 31405 Javetz, Rochelle B. Trust $233,246 Rochelle B. Javetz 1 South Grant Street Savannah, GA 31419 Shapiro, Steven, IRA $214,471 WCCU Inc. As Trustee of Steven Shapiro IRA 527 Stephenson Avenue Suite 2 Savannah, GA 31405 Yellin, Harold $200,000 Harold B. Yellin 410 Megan Court Savannah, GA 31405 IRWIN MORTGAGE: Want Until March 6 to Propose Chapter 11 Plan ------------------------------------------------------------- Irwin Mortgage Corporation asks the U.S. Bankruptcy Court for the Southern District of Ohio to extend its exclusive periods to file and solicit acceptances for the proposed chapter 11 plan until March 6, 2012, and May 8, 2012, respectively. The Debtor relates that it needs more time to determine the nature, scope and classification of asserted claims, which is critical in the formulation of a plan. About Irwin Mortgage For a number of years, Irwin Mortgage Corporation, based in Dublin, Ohio, originated, purchased, sold and serviced conventional and government agency backed residential mortgage loans throughout the United States. However, in 2006 and continuing into early 2007, IMC sold substantially all of its assets, including its mortgage origination business, its mortgage servicing business, and its mortgage servicing rights portfolio, to a number of third party purchasers. As a result of those sales, IMC terminated its operations and has been winding down since 2006. Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio Case No. 11-57191) on July 8, 2011. Judge Charles M. Caldwell presides over the case. In its petition, the Debtor estimated assets of $10 million to $50 million, and debts of $50 million to $100 million. The petition was signed by Fred C. Caruso, president. Nick V. Cavalieri, Esq., and Matthew T. Schaeffer, Esq., at Bailey Cavalieri LLC, serve as the Debtor's counsel. Fred C. Caruso and Development Specialists Inc. provide wind-down management services to the Debtor. IRWIN MORTGAGE: Taps Barnes & Thornburg to Handle Mortgage Fraud ---------------------------------------------------------------- Irwin Mortgage Corporation asks the U.S. Bankruptcy Court for the Southern District of Ohio for permission to employ Barnes & Thornburg LLP as its special litigation counsel to prosecute the Mortgage Fraud Matters on a contingency fee basis. The Debtor relates that as of the Petition Date, it was prosecuting a number of pending claims based upon allegations of negligence and mortgage fraud against various third parties, including borrowers, brokers, appraisers, title companies and related entities. The Mortgage Fraud Matters were investigated, commenced and prosecuted by B&T prior to the Petition Date. The Mortgage Fraud Matters are in various stages of litigation, with some matters on the verge of mediation and possible settlement and others still in the pleadings stage. B&T will: a. advise the Debtor with respect to any claims, defenses, preparations, strategy, settlement and related matters; b. prepare on behalf of the Debtor all necessary and appropriate pleadings which may be required; c. advise and represent the Debtor in all discovery matters; d. advise and represent the Debtor in all settlements and related matters, including the documentation of any settlement and related matters; and e. advise and represent the Debtor to collect and recover any judgment. Michael H. Gottschlich, a partner of B&T, tells the Court that B&T received these payments of prepetition fees and expenses from or on behalf of the Debtor during the one-year period prior to the Petition Date: Date Received Amount Received ------------- --------------- 9/23/2010 $7,648 12/6/2010 $25,000 12/23/2010 $44,124 2/16/2011 $143,905 2/22/2011 $17,678 The Debtor also requests that the Court approve the compromise and settlement of the disposition of the proceeds entered between the Debtor and B&T. Pursuant to the agreement, the Debtor will be entitled to 40% and B&T is entitled to 60% of each recovery in each of the Mortgage Fraud Matters from and after the Petition Date. For purposes of this matter, recovery may be by settlement or by actual collections on a judgment. B&T will fund all litigation expenses in the Mortgage Fraud Matters. Expenses in each Mortgage Fraud Matter will be reimbursed to B&T from each recovery in that particular Mortgage Fund Matter. Further, the expenses will be reimbursed prior to the calculation of the 60% contingency due B&T. The Debtor will have no obligation to reimburse B&T for any expenses incurred or advanced in any Mortgage Fraud Matter in which there is no recovery; B&T is in possession of a prepetition check in the amount of $29,000 made jointly payable to B&T and the Debtor for the settlement of legal claims pursued by B&T on behalf of the Debtor in the lawsuit captioned, Irwin Mortgage Corp. v. Title 1 Mortgage Corp., Hamilton Superior Court, Cause No. 29D02-0907-PL 000949. B&T has asserted that it is entitled to retain the check under lien and common law legal theories as a credit for the unpaid prepetition fees that Debtor incurred as a result of B&T's legal representation of Debtor. To the best of the Debtor's knowledge, B&T is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. About Irwin Mortgage For a number of years, Irwin Mortgage Corporation, based in Dublin, Ohio, originated, purchased, sold and serviced conventional and government agency backed residential mortgage loans throughout the United States. However, in 2006 and continuing into early 2007, IMC sold substantially all of its assets, including its mortgage origination business, its mortgage servicing business, and its mortgage servicing rights portfolio, to a number of third party purchasers. As a result of those sales, IMC terminated its operations and has been winding down since 2006. Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio Case No. 11-57191) on July 8, 2011. Judge Charles M. Caldwell presides over the case. In its petition, the Debtor estimated assets of $10 million to $50 million, and debts of $50 million to $100 million. The petition was signed by Fred C. Caruso, president. Nick V. Cavalieri, Esq., and Matthew T. Schaeffer, Esq., at Bailey Cavalieri LLC, serve as the Debtor's counsel. Fred C. Caruso and Development Specialists Inc. provide wind-down management services to the Debtor. The Debtor also tapped ParenteBeard LLC as tax professional, Leslie Hindman Auctioneers, Inc. to sell certain pieces of artwork by auction; and JUAN MENDEZ: Case Closure Relieves US Trustee Fees Payment ---------------------------------------------------------- Bankruptcy Judge Melvin S. Hoffman granted Juan C. Mendez's unopposed motion to administratively close his case now that his Chapter 11 plan has been confirmed and payments to creditors have commenced, according to a Sept. 26, 2011 Memorandum of Decision available at http://is.gd/i4EPOAfrom Leagle.com. The motion seeks relief from a hardship inflicted on individual Chapter 11 debtors by the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 with respect to quarterly fees owed to the United States trustee. Quarterly fees are due from a debtor until his Chapter 11 case is "converted or dismissed," 28 U.S.C. Sec. 1930(a)(6), or as courts have recognized, until the case is closed. UST fees range from $325 to $30,000 per quarter and are based upon the debtor's disbursements for the quarter. The disbursements include not just the debtor's payments to creditors under a plan but ordinary business expenses of both individual and corporate Chapter 11 debtors, and, for the individual debtor, ordinary household expenses. Thus quarterly fees can be quite substantial and, in the case of certain pot plans, actually reduce the cash available to pay creditors. Prior to 1996, confirmation of a Chapter 11 plan also terminated a Chapter 11 debtor's obligation to pay UST fees. By amendment to 28 U.S.C. Sec. 1930, effective January 27, 1996, Congress removed confirmation as a termination event. Prior to BAPCPA an individual Chapter 11 debtor's discharge entered upon plan confirmation. BAPCPA effected a profound change to individual Chapter 11 cases by requiring that in most individual Chapter 11 cases the debtor will be discharged only upon completion of plan payments, 11 U.S.C. Sec. 1141(d)(5), a period that is generally at least five years. Juan C. Mendez filed for Chapter 11 bankruptcy (Bankr. D. Mass. Case No. 10-42488) in 2010. LAS VEGAS MONORAIL: Bondholder Sues Citi for Investment ------------------------------------------------------- Dow Jones' DBR Small Cap reports that a Maryland mutual fund that lost nearly all of $13 million investment in a Las Vegas monorail project is suing Citigroup Inc. for allegedly concealing skeptical reports about the financial prospects of the 3.9 mile monorail, which later sought bankruptcy protection. Maria Chutchian at Bankruptcy Law360 reports that a mutual fund on Tuesday hit Citigroup Global Markets Inc. with a lawsuit in New Jersey federal court over the bank's alleged failure to disclose information that would have discouraged it from purchasing bonds for the doomed Las Vegas monorail. Law360, citing Lord Abbett Municipal Income Fund Inc.'s complaint, says the New Jersey-based fund purchased $13 million in second tier municipal bonds from Citigroup in 2006 for the monorail project based on projections from the project developer, the Las Vegas Monorail Co. About Las Vegas Monorail Las Vegas, Nevada-based Las Vegas Monorail Company, organized by the State of Nevada in 2000 as a nonprofit corporation, owns and manages the Las Vegas Monorail. The Monorail is a seven-stop, elevated train system that travels along a 3.9-mile route near the Las Vegas Strip. LVMC has contracted with Bombardier Transit Corporation to operate the Monorail. Though it benefits from its tax-exempt status due to being a nonprofit entity, LVMC claims to be the first privately-owned public transportation system in the nation to be funded solely by fares and advertising. LVMC says it receives no governmental financial support or subsidies. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 10-10464) on Jan. 13, 2010. Gerald M. Gordon, Esq., at Gordon Silver, assists the Company in its restructuring effort. Alvarez & Marsal North America, LLC, is the Debtor's financial advisor. Stradling Yocca Carlson & Rauth is the Debtor's special bond counsel. Jones Vargas is the Debtor's special corporate counsel. The Company disclosed $395,959,764 in assets and $769,515,450 in liabilities as of the Petition Date. In April 2010, bondholder Ambac Assurance Corp. lost in its bid to halt the bankruptcy after U.S. Bankruptcy Judge Bruce A. Markell ruled that Monorail isn't a municipality and is therefore entitled to reorganize in Chapter 11. U.S. District Judge James Mahan in Reno upheld the ruling in October 2010. LEHMAN BROTHERS: Completes $191MM Sale of 1107 Broadway ------------------------------------------------------- Lehman Brothers Holdings Inc. has completed the sale of its interests in 1107 Broadway, a 16-story former office building in Manhattan, to the Witkoff Group. The purchase price for the building was $191 million. 1107 Broadway was formerly part of the International Toy Center. Its sale comes on the heels of the sale earlier this month of 200 Fifth Avenue, which was previously the main Toy Center building, for $726 million. "Since Lehman's bankruptcy filing, we have followed a strategy, with creditors committee support and court approval, of holding and investing in certain assets in order to achieve a better return than would have been possible had we sold them in 2008 and 2009," said Jeff Fitts, a managing director at professional services firm Alvarez & Marsal who heads Lehman's real estate group. "It was clear to us that many of Lehman's real estate assets had intrinsic value that would not be realized if they were sold in a fire sale in the depths of a recession. As the sales of 1107 Broadway and 200 Fifth demonstrate, by holding these assets until the real estate market improved and investing in them when we believed those investments would yield significant returns, we have been able to achieve excellent results for our creditors." The sale of the 305,000 square foot 1107 Broadway was a result of an auction coordinated by Eastdil Secured that took place on June 29, 2011 and was previously approved by the bankruptcy court. 200 Fifth Avenue and 1107 Broadway, together comprising more than 1 million square feet, were known for years as the International Toy Center, a hub for toy manufacturers and distributors in the United States. The American International Toy Fair, the industry's major annual trade show, was held there each year. 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: RBS Insists on Dismissal of $345.9MM Demand ------------------------------------------------------------ The Royal Bank of Scotland N.V., formerly known as ABN AMRO Bank N.V., contends that James W. Giddens's opposition to to its motion to dismiss his motion to enforce certain stays and to compel payment from RBS or to convert the Motion to Compel to an adversary complaint, requiring that certain Bankruptcy Rules and local rules apply and staying proceedings with respect to the Motion to Compel pending a determination by the United States District Court for the Southern District of New York with respect to RBS' motion to withdraw the reference of the Motion to Compel is improper and inconsistent on its face. Mr. Giddens is the trustee for the liquidation of the business of Lehman Brothers Inc. pursuant to the Securities Investor Protection Act of 1970 Martin J. Bienenstock, Esq., at Dewey & LeBoeuf LLP, in New York, tells the United States Bankruptcy Court for the Southern District of New York that in response to the RBS Motion asserting that the LBI Trustee must proceed by adversary proceeding to collect approximately $345 million, the LBI Trustee: (i) changed facts; (ii) asserted new legal arguments; (iii) demonstrated that this is a pre-Liquidation Order contract action requiring no bankruptcy law for its determination; (iv) accused RBS of improper motives just because it is vindicating its rights against the LBI Trustee's flouting of the Bankruptcy Rules; and (v) attempted to paint RBS like other banks that seized or withheld funds in LBHI's bank accounts, when, as the LBI Trustee well knows, LBI had no bank account with RBS and, therefore, made no post-Liquidation Order deposits with RBS In addition to all the legal arguments previously made by RBS, there is one overriding principle on which the RBS Motion should be granted, Mr. Bienenstock says. Regardless of who is right or wrong about whether the RBS Amount is property of the LBI estate, RBS is entitled to the fairness and procedural protections built into Part VII of the Federal Rules of Bankruptcy Procedure for the determination of this action implicating New York and English law, he argues. "It poses no hardship to the LBI Trustee if the Bankruptcy Court requires protection of RBS N.V.'s important procedural rights -- indeed, the LBI Trustee has already filed an adversary complaint to replace his Motion to Compel," Mr. Bienenstock points out. 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. Judge James Peck on Aug. 30, 2011, approved the disclosure statement, which outlines the major provisions of Lehman's $65 billion liquidation plan. The proposed plan would enable LBHI and its affiliated debtors to pay an estimated $65 billion to their creditors. Voting on the Plan ends on Nov. 4, 2011. A hearing to consider confirmation of the Plan is set for Dec. 6, 2011. 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: LBI Reaches Deal on Accounts at RBC ---------------------------------------------------- Prior to Lehman Brothers Inc.'s liquidation pursuant to the Securities Investor Protection Act of 1970, LBI opened certain accounts at Royal Bank of Canada, both proprietary and custodial, to hold cash and securities. Prior to the Debtors' Petition Date, the LBI and RBC entered into certain foreign exchange transactions. Pursuant and subject to SIPA, James W. Giddens, as LBI Trustee, has been appointed and authorized to liquidate the business of LBI, including the unwind, closeout and reduction to cash of the amounts due the LBI Estate with respect to the Transactions between LBI and RBC. RBC has filed a general creditor claim, assigned Claim No. 5696, with the LBI Estate for $11,910,198 with respect to the close out of the Transactions pursuant to that certain International Foreign Exchange Master Agreement between RBC and LBI, dated as of May 25, 1994. The LBI Trustee has determined that it would be in the best interests of the LBI Estate that the outstanding Transactions be closed out subject to the payment by the LBI Trustee of $6,266,584 from cash on deposit in the Accounts as of Sept. 19, 2008. RBC has sought payment of administrative expenses with respect to the postpetition maintenance fees for certain of the Accounts for C$22,160 and fees for the transfer of the securities from the Accounts for C$2,336. Following negotiations, LBI Trustee and RBC agree that (i) $3,050,370 from the Accounts will be returned to LBI, and (ii) the balance in the Accounts will be retained and applied by RBC in satisfaction of LBI's obligations to pay the Set-Off Amount and Administrative/Transfer Expenses. On the date for the transfer of the Return Amount, RBC will transfer all securities in the Accounts to LBI, provided that the LBI Trustee acknowledges that the re-registration and transfer of physical, certificated securities will take approximately one week longer than the transfer of non-certificated securities. The LBI Trustee will take all necessary actions to insure that the recipients and transfer agents will accept all securities transfers from RBC. The automatic stay in effect in LBI's SIPA Proceeding is modified to the extent necessary to permit RBC to retain and apply from the Accounts the Set-Off Amount and the Administrative/Transfer Expenses, by applying the funds remaining in the Accounts after payment of the Return Amount. The Parties also agree that the $5,643,613 balance of the IFEMA Claim will be an allowed general unsecured claim against LBI. Judge Peck approved the Parties' stipulation. 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. Judge James Peck on Aug. 30, 2011, approved the disclosure statement, which outlines the major provisions of Lehman's $65 billion liquidation plan. The proposed plan would enable LBHI and its affiliated debtors to pay an estimated $65 billion to their creditors. Voting on the Plan ends on Nov. 4, 2011. A hearing to consider confirmation of the Plan is set for Dec. 6, 2011. 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: Michigan Agency Loses Bid to Move Suit ------------------------------------------------------- The Michigan State Housing Development Authority failed to convince a district judge to review a bankruptcy court's interpretation of swap contracts in its lawsuit against Lehman Brothers Holdings Inc., according to a September 19, 2011 report by Bloomberg News. In a decision handed down last week, U.S. District Judge John Koeltl in Manhattan refused to take the lawsuit out of bankruptcy court. Judge Koeltl is allowing U.S. Bankruptcy Judge James M. Peck to keep the suit given how "efficiency, judicial economy, and the uniform administration of bankruptcy law weigh strongly against withdrawing the reference," Bloomberg related, citing court papers. Having a ruling first from Judge Peck on the issue "would be useful to this court in analyzing ipso facto and safe harbor provisions at issue in Lehman's counterclaims," Judge Koeltl said in his bench opinion, Bloomberg further related. The housing agency previously said that the interpretation of swap contracts by the U.S. Bankruptcy Court for the Southern District of New York is "surpassingly broad" and requires a district court review since it has ramifications for international securities markets, Bloomberg News reported. The agency entered into a swap agreement with a Lehman unit in 2000 to offset its interest rate risk as a borrower. The agreement allowed either party to end the transaction if the other defaulted. Following Lehman's bankruptcy filing, the housing agency terminated the agreement by wiring the $36.3 million owed to Lehman. Lehman later demanded for payment of a $2.4 million semi-annual premium from the agency's bank and allegedly failed to return the money although it admitted the transfer was a mistake. Bloomberg noted that Judge Koeltl's opinion in this case is at odds with rulings by District Judge Jed Rakoff in the liquidation of Bernard L. Madoff Investment Securities Inc. The judges, Bloomberg further noted, reached opposite conclusions on whether the bankruptcy court should be allowed to make the first rulings on the applicability of the so-called safe harbor in bankruptcy law. Judge Koeltl also said in his opinion that "concerns about forum shopping weigh heavily against" removing the suit from Judge Peck, who has ruled previously in other cases that the so-called ipso facto clause invalidates flip clauses, Bloomberg noted. Judge Koeltl said the housing authority's desire to avoid "an unfavorable decision is not a proper basis for withdrawing the reference," Bloomberg said. Bloomberg noted that, as Judge Rakoff had done before in cases involving financial institutions, he last week took part a Madoff lawsuit out of bankruptcy court so he could make the first decision on whether the safe harbor bars the trustee from suing customers who took out more cash than they put in. 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. Judge James Peck on Aug. 30, 2011, approved the disclosure statement, which outlines the major provisions of Lehman's $65 billion liquidation plan. The proposed plan would enable LBHI and its affiliated debtors to pay an estimated $65 billion to their creditors. Voting on the Plan ends on Nov. 4, 2011. A hearing to consider confirmation of the Plan is set for Dec. 6, 2011. 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: 9th Circuit Affirms BAP Ruling on Subordination ---------------------------------------------------------------- The U.S. Court of Appeals for the Ninth Circuit affirmed a decision handed down by the Bankruptcy Appellate Panel in favor of Lehman Brothers Commercial Paper Inc. The BAP earlier reversed a ruling by the California bankruptcy court, which oversees the Chapter 11 cases of a group of companies led by Palmdale Hills Property LLC, that equitable subordination of Lehman ALI's security interests would not violate the automatic stay in LCPI's bankruptcy case. The bankruptcy court ruling prompted LCPI to file an appeal from that ruling before the BAP. LCPI is owned by Lehman ALI, which is facing a lawsuit filed by the Palmdale group to subordinate the security interests. The security interests were based on the loans that LCPI provided to the Palmdale group, which are secured by certain properties owned by the group. The Palmdale group owed LCPI approximately $649 million plus interest as of 2008. In a 14-page opinion, Circuit Judge N. Randy Smith said that the BAP "correctly determined" that equitable subordination would violate the automatic stay in LCPI's bankruptcy case. "The BAP did not err in holding that equitable subordination in this situation was an affirmative action that would violate Lehman's stay," Mr. Smith said. "Its decision is consistent with the purpose of Section 362 to protect the bankruptcy estate," he further said. Section 362 of the Bankruptcy Code imposes the automatic stay, an injunction that halts actions by creditors against a company in bankruptcy protection. Mr. Smith pointed out that the BAP decision does not bar the Palmdale group from equitably subordinating LCPI's claims but merely requires the group to bring a lawsuit or file for relief from stay in the U.S. Bankruptcy Court for the Southern District of New York, which oversees LCPI's bankruptcy case. 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. Judge James Peck on Aug. 30, 2011, approved the disclosure statement, which outlines the major provisions of Lehman's $65 billion liquidation plan. The proposed plan would enable LBHI and its affiliated debtors to pay an estimated $65 billion to their creditors. Voting on the Plan ends on Nov. 4, 2011. A hearing to consider confirmation of the Plan is set for Dec. 6, 2011. 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: Germany's Central Bank to Sell Collateral ---------------------------------------------------------- The Bundesbank, Germany's central bank, plans to sell property- related assets remaining from the collapse of Lehman Brothers Holdings Inc., Jeff Black and Kit Chellel of Bloomberg News reported on Sept. 23, citing a person familiar with the matter. The sale, according to the report, will involve securities used as collateral by Lehman Brothers Bankhaus AG, the German arm of the defunct U.S. bank, in refinancing conducted through the Bundesbank as part of the Eurosystem, said the person, who declined to be identified because the sale is confidential. The bank appointed AgFe Ltd., a structured finance adviser, to manage the transaction, the person said, according to Bloomberg. "The realization of Lehman Brothers Holdings Inc. collateral is an ongoing process, in which the Bundesbank is being advised by AgFe," Bloomberg cited a bank spokesman who declined to provide further details. The value of the assets may exceed EUR4 billion or US$5.4 billion, U.K.-based Property Week magazine reported, according to Bloomberg. The Eurosystem, Bloomberg related, is made up of the European Central Bank and the 17 national central banks that use the euro. The Bundesbank holds 2.1 billion euros of debt in Excalibur Funding No. 1, a Lehman-created vehicle containing packaged property loans, according to a lawsuit filed in London. The notes passed to the Bundesbank as collateral for a loan when the German subsidiary of Lehman followed its parent into bankruptcy, the news agency noted. In a U.K. court hearing, lawyers for the Bundesbank tried to seize control of the assets in Excalibur, which are controlled by a Lehman unit, saying it was in default, Bloomberg related. A London judge rejected the claim in July. The German central bank has been trying to sell the Excalibur notes "for some time," Wayne McArdle, an attorney at law firm Gibson Dunn & Crutcher LLP representing Lehman, told Bloomberg. The senior notes it holds are listed on the Irish Stock Exchange and can be sold at any time, even though Lehman controls the underlying assets, he told the news agency said by telephone. 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. Judge James Peck on Aug. 30, 2011, approved the disclosure statement, which outlines the major provisions of Lehman's $65 billion liquidation plan. The proposed plan would enable LBHI and its affiliated debtors to pay an estimated $65 billion to their creditors. Voting on the Plan ends on Nov. 4, 2011. A hearing to consider confirmation of the Plan is set for Dec. 6, 2011. 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) LEMINGTON HOME: 3rd Cir. Flips Lower Court Ruling on D&O Suit ------------------------------------------------------------- The Committee of Unsecured Creditors on behalf of the Estate of the Lemington Home for the Aged appeals the District Court's decision to grant summary judgment in favor of defendants, the officers and directors of the Home, on the Committee's breach of fiduciary duty and deepening insolvency claims. The District Court found that summary judgment was appropriate because the business judgment rule and the doctrine of in pari delicto barred recovery on the breach of fiduciary duty claims, and because the Committee was unable to demonstrate a material issue of fact concerning whether the defendants committed the fraud necessary to support a claim of deepening insolvency. In a Sept. 21, 2011 Opinion, the U.S. Court of Appeals for the Third Circuit vacated the ruling and remanded the case for trial, saying its independent review of the record discloses genuine disputes of material facts on all claims. The appellate case is, OFFICIAL COMMITTEE OF UNSECURED CREDITORS, ON BEHALF OF THE ESTATE OF LEMINGTON HOME FOR THE AGED, Appellant, v. ARTHUR BALDWIN; LINDA COBB; JEROME BULLOCK; ANGELA FORD; JOANNE ANDIORIO; J.W. WALLACE; TWYLA JOHNSON; NICOLE GAINES; WILLIAM THOMPKINS; ROY PENNER; MELODY CAUSEY; JAMES SHEALEY; LEONARD R. DUNCAN; RENEE FRAZIER; CLAUDIA ALLEN; EUGENE DOWNING; GEORGE CALLOWAY; B. J. LEBER; REVEREND RONALD PETERS, No. 10-4456 (3rd Cir.). A copy of the Third Circuit's decision is available at http://is.gd/PvQzEufrom Leagle.com. Circuit Judges Dolores Sloviter, Julio M. Fuentes and Thomas I. Vanaskie comprise the panel. Circuit Judge Vanaskie wrote the opinion. Counsel for Arthur Baldwin are: Mark R. Hamilton, Esq. Philip J. Sbrolla, Esq. CIPRIANI & WERNER 650 Washington Road, Suite 700 Pittsburgh, PA 15228 Tel: (412) 563-2500 Fax: (412) 563-2080 E-mail: mhamilton@c-wlaw.com psbrolla@c-wlaw.com - and - Todd M. Raskin, Esq. MAZANEC, RASKIN & RYDER 100 Franklin's Row 34305 Solon Road Cleveland, OH 44139 Tel: (440) 248-7906 E-mail: traskin@mrrlaw.com James Shealey is represented by: Suzanne B. Merrick, Esq. THOMAS, THOMAS & HAFER 301 Grant Street One Oxford Centre, Suite 1150 Pittsburgh, PA 15219-0000 Tel: 412-926-1423 Fax: 412-697-7407 E-mail: smerrick@tthlaw.com Headquartered in Pittsburgh, Pennsylvania, Lemington Home for the aged -- http://www.lemington.org/-- operated a nursing home for the elderly. The facility filed for chapter 11 protection (Bankr. W.D. Penn. Case No. 05-24500) on April 13, 2005 . James E. Van Horn, Esq., Mark E. Freedlander, Esq., at McGuire Woods LLP represent the Debtor. When the Debtor filed for chapter 11 protection from its creditors, it estimated assets and debts of $1 million to $10 million. The Committee of Unsecured Creditors was appointed two weeks after the bankruptcy filing. W. Terrence Brown was hired by one of Lemington's creditors to investigate the company's financial situation. Counsel to the Committee are: Robert S. Bernstein, Esq. Kirk B. Burkley, Esq. Nicholas D. Krawec, Esq. KRAWEC BERNSTEIN LAW FIRM, PC 707 Grant Street, Suite 2200, Gulf Tower Pittsburgh, PA 15219-0000 Tel: 412-456-8103 Fax: 412-456-8253 E-mail: nkrawec@bernsteinlaw.com LEHMAN BROTHERS: Investor Suit Not 'Related To' in 7th Circuit -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a lawsuit against a non-bankrupt investment vehicle created by Lehman Brothers Holdings Inc. is on the brink of being sent back to state court. The report recounts that a family trust invested in real estate through an entity named Lehman Brothers Real Estate Fund III LP. The trust sued for rescission in state court in Chicago. The Lehman fund had the suit transferred to federal court, invoking the bankruptcy jurisdiction of the U.S. District Court for the Northern District of Illinois. The Lehman fund claimed that the Chicago case was "related to" the Lehman bankruptcy in New York. The family trust filed a motion to remand the suit to Illinois state court. U.S. District Judge Rebecca R. Pallmeyer in Chicago began her analysis by noting that the U.S. Court of Appeals in Chicago doesn't adopt the "conceivable effect" basis for finding related to" bankruptcy jurisdiction. In respect for Article III of the Constitution, Judge Pallmeyer said that the 7th Circuit requires a showing that a lawsuit will affect distributions to creditors. There being no evidence in the record to show how the bankrupt Lehman companies could be affected by the Chicago lawsuit, she tentatively said she would remand the suit to state court. Judge Pallmeyer afforded Lehman 14 days to produce evidence showing how the Chapter 11 case could be affected by the suit. The case is Mazzolin v. Lehman Brothers Real Estate Fund III LP, 11-953, U.S. District Court, Northern District Illinois (Chicago). 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) LEVELLAND/HOCKLEY: Can Access Senior Lenders' Cash Collateral ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas entered, on Sept. 13, 2011, an agreed third interim order authorizing Levelland/Hockley County Ethanol, LLC to use cash collateral to pay the Debtor's necessary expenses including, but not limited to, payroll, post-petition vendors, and utilities, pursuant to a budget for the period from June 4, 2011, through Aug. 31, 2011. The Debtor has obtained the consent of GE Business Financial Services, Inc., as senior agent for itself and the senior lenders, for the continued use of cash collateral. As adequate protection, the senior agent, for and on behalf of the senior lenders, is granted a continuing security interest in and lien on (collectively, the "Adequate Protection Lien") all of the Debtor's property and assets, provided that the collateral will not include any causes of action under Chapter of the Bankruptcy or the proceeds thereof. The senior agent, solely to the extent necessary to provide for a failure of adequate protection from the Adequate Protection Lien for the use of cash collateral during the third interim period, will be allowed a super-priority administrative expense claim pursuant to 11 U.S.C. Sections 363(e) and 507(b). Counsel for GE Business Financial Services may be reached at: Paul E. Heath, Esq. VINSON & ELKINS, LLP Trammell Crow Center 2001 Ross Avenue, Suite 3700 Dallas, TX 75201-2975 Tel: (214) 220-7976 Fax: (214) 999-7976 E-mail: pheath@velaw.com About Levelland/Hockley Levelland/Hockley County Ethanol LLC is a Texas limited liability company that owns and operates a 40 million gallon per annum Ethanol production plant located in Levelland, Hockley county, Texas. The LLC has over 100 members many of whom are local farmers, business people and civic leaders. A recent appraisal Of its facility values its assets, with the Plant under full operation, at over $51.5 million. Levelland Ethanol filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case No. 11-50162) on April 27, 2011. I. Richard Levy, Esq., Christopher M. McNeill, Esq., and Susan Frierott, Esq., at Block & Garden, LLP, in Dallas, represent the Debtor as counsel. The Debtor disclosed total assets of $60,451,124 and total liabilities of $47,557,432 in its schedules. On May 9, 2011, William T. Neary, U.S. Trustee for Region 6, appointed unsecured creditors to the Official Committee of Unsecured Creditors in the Debtor's cases. Stephen M. Pezanosky, Esq., and Mark Elmore, Esq., at Haynes and Boone, LLP, in Fort Worth, Tex., represent the Committee. LIFEPOINT HOSPITALS: Moody's Affirms 'Ba3' Corp. Family Rating -------------------------------------------------------------- Moody's Investors Service changed the rating outlook for LifePoint Hospitals, Inc. (LifePoint) to positive from stable and assigned a Speculative Grade Liquidity Rating of SGL-2. Moody's also affirmed the existing ratings of the company, including the Ba3 Corporate Family and Probability of Default Ratings. This rating was assigned: Speculative Grade Liquidity Rating, SGL-2 Following is a list of ratings affirmed: $350 million senior secured revolver due 2012, Ba1 (LGD 2, 27%) $444 million senior secured term loan B due 2015, Ba1 (LGD 2, 27%) $400 million senior unsecured notes due 2020, Ba1 (LGD 2, 27%) $225 million 3.25% convertible senior sub notes due 2025, B2 (LGD 5, 82%) Corporate Family Rating, Ba3 Probability of Default Rating, Ba3 RATINGS RATIONALE The positive rating outlook reflects Moody's expectation that recent acquisitions, strategic partnerships and physician recruitment will result in further EBITDA growth. The company also has ample liquidity with strong free cash flow generation and $275.8 million in cash at June 30, 2011 to help provide for future acquisitions . LifePoint's Ba3 Corporate Family Rating reflects Moody's expectation that the company's operating performance will remain strong and that leverage, interest coverage and cash flow coverage of debt metrics will remain comfortably within the range Moody's expects for the Ba rating category. However, the rating also incorporates Moody's expectation of a continuation of the difficult operating environment characterized by increasing bad debt expense and weak volume trends. Moody's also notes the potential for a significant refinancing cliff in the intermediate term given the upcoming maturity of the company's outstanding convertible notes. Moody's could upgrade the rating if the company is able to continue to grow earnings through its activity in the acquisition market without significant disruption to operations or a material use of incremental debt, such that leverage is sustained at or below the current level. Additionally, Moody's would want the company to realize positive same-hospital admissions growth while maintaining solid pricing growth. Moody's would also want to see further progress in dealing with the potential maturity cliff in the intermediate term and the refinancing of the revolver, which expires in 2012. Moody's could downgrade the rating if the company aggressively pursues acquisitions or share repurchases with the use of incremental debt such that leverage would be expected to be in excess of 4.0 times for a sustained period. Additionally, if LifePoint experiences operating challenges and is not expected to sustain adjusted free cash flow to debt of 10% or above, Moody's could downgrade the rating. The principal methodology used in rating LifePoint was the Global For-Profit Hospital Industry Methodology published in September 2008. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. LifePoint, headquartered in Brentwood, Tennessee, is an operator of general acute care hospitals focusing on non-urban communities. The company generated revenue of approximately $3.5 billion for the twelve months ended June 30, 2011. LOS ANGELES DODGERS: Oct. 12 Hearing on Disqualification, Sale -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Bud Selig, the commissioner of Major League Baseball, initiated a two-front assault on the Los Angeles Dodgers. The commissioner wants to disqualify the ballclub's two law firms. In addition, he wants the right to file a Chapter 11 plan and sell the team out from underneath the current owner, Frank McCourt, whom he characterizes as "cash strapped." Both requests are scheduled for hearing on Oct. 12, the same day the team has a motion on the bankruptcy court's calendar to sell broadcast rights for the 2014 season and beyond. According to the report, the commissioner alleged the Dodgers' two law firms, Dewey & LeBoeuf LLP and Young Conaway Stargatt & Taylor LLP, have a conflict of interest. He claimed they are advancing Mr. McCourt's interests rather than those of the team and its stakeholders. Mr. Selig says that if the team were sold in Chapter 11, creditors would be paid in full with perhaps hundreds of millions of dollars left over for Mr. McCourt. The commissioner said the team's two law firms demonstrated a conflict of interest by opposing his superior financing offer for the Chapter 11 case. According to Selig, the firms opposed the league's loan because it would have made McCourt personally liable to pay a $5.25 million fee to the team's proposed lender. The commissioner claims that if the team sells broadcast rights in violation of league rules, it will lead to "severe sanctions," including the termination of the major league franchise. In addition, selling broadcast rights in violation of the existing contract with Fox Entertainment Group Inc. will lead to large damage claims, the commissioner said. A sale of broadcast rights would help Mr. McCourt with his immediate financial problems while mortgaging the team's future, Mr. Selig said. The commissioner, the report relates, said the team's two law firms demonstrated a conflict of interest by opposing his superior financing offer for the Chapter 11 case. According to Mr. Selig, the firms opposed the league's loan because it would have made Mr. McCourt personally liable to pay a $5.25 million fee to the team's proposed lender. According to the report, if the U.S. Bankruptcy Judge in Delaware isn't inclined to allow the commissioner to file a Chapter 11 plan for the Dodgers, Mr. Selig wants the judge to require the team to immediately decide whether to assume or terminate agreements with Major League Baseball. Dodgers Fight Back Liz Hoffman at Bankruptcy Law360 reports that the Los Angeles Dodgers fired back Tuesday against Major League Baseball's attempt to seize control of its bankruptcy, asking a Delaware judge to postpone a hearing while it investigates the league's claims that cash-strapped owner Frank McCourt is improperly calling the shots. Law360 says the Dodgers requested more time to answer MLB's "heavy-handed response" to a planned auction of broadcast rights, a move the team says will allow it to emerge from bankruptcy. Dow Jones' Daily Bankruptcy Review reports that the Los Angeles Dodgers are fighting Major League Baseball's attempt to unseat owner Frank McCourt and force a sale of the team by asking the bankruptcy court to push back a hearing on the league's request that is tentatively set for next month. 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. In its schedules, the LA Dodgers baseball club listed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC listed $161,761,883 in assets and $0 in liabilities. 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. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. Ticket holders are seeking the appointment of their own committee. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. M WAIKIKI: U.S. Trustee Appoints 5-Member Creditors' Panel ---------------------------------------------------------- Tiffany L. Carrol, the acting United States Trustee for Southern California, Hawaii, Guam, and Northern Mariana Islands, pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed five unsecured creditors to serve on the Official Committee of Unsecured Creditors of M Waikiki LLC. The Creditors Committee members are: 1. Marriott Hotel Services, Inc. 10400 Fernwood Road Bethesda, MD 20817 ATTN: Dr. Rosemarie Schmidt, Esq. Tel: (301) 380-3082 E-mail: Rosemarie.Schmidt@marriott.com 2. Hawaiian Electric Company, Inc. 900 Richards Street Honolulu, HI 96813 ATTN: Kimo Leong, Esq. Tel: (808) 528-2222 ext 24 Fax: (808) 523-1869 E-mail: kcleong@hawaii.rr.com 3. Communications Pacific, Inc. 745 Fort St., PH Honolulu, HI 96813 ATTN: Catherine Lagareta Tel: (808) 521-5391 Fax: (808) 6977-6867 E-mail: klgareta@compac.com 4. King Food Services, Inc. 94-272 Pupuole Street Waipahu, HI 96797 ATTN: William Hughes Tel: (808) 671-5464 Fax: (808) 676-8888 E-mail: will@kingfoodservice.net 5. United Laundry Services, Inc. 2291 Alahao Place Honolulu, HI 96819 Randall Sato Tel: (808) 848-1621 Fax: (808) 841-1340 E-mail: randall@unitedlaundry.net About M Waikiki M Waikiki owns the Modern Honolulu, a world-class, luxury hotel property located close to Waikiki Beach in Hawaii. The hotel is being managed by Modern Management Services LLC, an affiliate of Aqua Hotels and Resorts. M Waikiki is a Hawaii limited liability company with its principal place of business located in San Diego, California. It is a special purpose entity, having roughly 75 indirect investors, which was formed to acquire the Hotel. The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case No. 11-02371) on Aug. 31, 2011. Judge Robert J. Faris presides over the case. Patrick J. Neligan, Esq., and James P. Muenker, Esq., at Neligan Foley, LLP, in Dallas; and Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky Piper, LLP, in Honolulu, Hawaii, represent the Debtor. The Debtor estimated $100 million to $500 million in both assets and debts. Modern Management is represented by Christopher J. Muzzi, Esq., at Moseley Biehl Tsugawa Lau & Muzzi LLC. Marriott Hotel Services, which used to provide management services, is represented by Susan Tius, Esq., at Rush Moore LLP LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter & Hampton LLP. The Official Committee of Unsecured Creditors retained Wagner Choi & Verbrugge as its counsel, and Young Conaway Stargatt & Taylor, LLP as special counsel. M WAIKIKI: Court OKs Wagner Choi as Creditors Committee Counsel --------------------------------------------------------------- The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the District of Hawaii authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of M Waikiki LLC to retain Wagner Choi & Verbrugge as its counsel. As reported in the Troubled Company Reporter on Sept. 26, 2011, the hourly rates of Wagner Choi's personnel are: James A. Wagner $460 Chuck C. Choi $325 Neil J. Verbrugge $275 Allison A. Ito $220 Paralegals $75 Mr. Wagner, a partner at Wagner Choi, assured the Court that the firms is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About M Waikiki M Waikiki owns the Modern Honolulu, a world-class, luxury hotel property located close to Waikiki Beach in Hawaii. The hotel is being managed by Modern Management Services LLC, an affiliate of Aqua Hotels and Resorts. M Waikiki is a Hawaii limited liability company with its principal place of business located in San Diego, California. It is a special purpose entity, having roughly 75 indirect investors, which was formed to acquire the Hotel. The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case No. 11-02371) on Aug. 31, 2011. Judge Robert J. Faris presides over the case. Patrick J. Neligan, Esq., at Neligan Foley LLP, and Simon Klevansky, Esq., at Klevansky Piper, LLP, represent the Debtor. The Debtor estimated $100 million to $500 million in both assets and debts. Modern Management is represented by Christopher J. Muzzi, Esq., at Moseley Biehl Tsugawa Lau & Muzzi LLC. Marriott Hotel Services, which used to provide management services, is represented by Susan Tius, Esq., at Rush Moore LLP LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter & Hampton LLP. M WAIKIKI: Taps Bickel & Brewer to Handle Marriott Litigation ------------------------------------------------------------- M Waikiki LLC asks the U.S. Bankruptcy Court for the District of Hawaii for permission to employ Bickel & Brewer as special litigation counsel to represent the Debtor in the Marriott Litigation pending in the Supreme Court of the State of New York, County of New York. Michael J. Collins, a partner at Bickel & Brewer, tells the Court that prepetition, the firm has represented the Debtor in the New York Litigation and the firm has obtained substantial amount of knowledge about the Debtor and its disputes with Marriott and other defendants in the New York Litigation. Mr. Collins says that Bickel & Brewer will charge doe its legal services at 50% of its ordinary and customary hourly rates in effect on the date services are rendered, and in consideration for its reduced fess, Bickel & Brewer will have a 20% contingent interest in the net proceeds, if any, in the Marriott Litigation. Bickel & Brewer's personnel having primary responsibility in the Debtor's case and their hourly rates are: William A. Brewer III, partner $1,250 James S. Renard, partner $875 Michael S. Gardner, partner $725 Alexander D. Widell, partner $700 Anand Sambhwani, associate $425 David E. mattiesen, director of consulting $625 (in-house business consultant) Mr. Collins adds that on Aug. 31, 2011, Davidson Family Trust, a member of the Debtor and the junior lender to Debtor paid Bickel & Brewer $345,000 for services rendered prepetition. Mr. Collins assures the Court that Bickel & Brewer is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. M. Collins can be reached at: BICKEL & BREWER 1717 Main Street, Suite 4800 Dallas, TX 75201 Web site: http://www.bickelbrewer.com About M Waikiki M Waikiki owns the Modern Honolulu, a world-class, luxury hotel property located close to Waikiki Beach in Hawaii. The hotel is being managed by Modern Management Services LLC, an affiliate of Aqua Hotels and Resorts. M Waikiki is a Hawaii limited liability company with its principal place of business located in San Diego, California. It is a special purpose entity, having roughly 75 indirect investors, which was formed to acquire the Hotel. The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case No. 11-02371) on Aug. 31, 2011. Judge Robert J. Faris presides over the case. Patrick J. Neligan, Esq., at Neligan Foley LLP, and Simon Klevansky, Esq., at Klevansky Piper, LLP, represent the Debtor. The Debtor estimated $100 million to $500 million in both assets and debts. Modern Management is represented by Christopher J. Muzzi, Esq., at Moseley Biehl Tsugawa Lau & Muzzi LLC. Marriott Hotel Services, which used to provide management services, is represented by Susan Tius, Esq., at Rush Moore LLP LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter & Hampton LLP. M WAIKIKI: Creditors' Panel Hires Young Conaway as Special Counsel ------------------------------------------------------------------ M Waikiki LLC's Official Committee of Unsecured Creditor asks permission from the U.S. Bankruptcy Court for the District of Hawaii to retain Young Conaway Stargatt & Taylor, LLP as its special counsel. Upon retention, the firm, will among other things: a. consult with the Committee, the Debtor, Wagner Choi, and the Trustee concerning matters within the scope of Young Conaway's retention in this chapter 11 case; b. review, analyze and respond to pleadings filed with this Court by the Debtor and to participate at hearings on such pleadings concerning matters within the scope of Young Conaway's retention in the chapter 11 case; and c. investigate the acts, conducts, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business, and any matters relevant to this chapter 11 case in the event, and to the extent, required by the Committee. The firm's rates are: Personnel Rates --------- ----- M. Blake Clearly $610/hour David R. Hurst $545/hour Martin Lessner $675/hour Andrew L. Magaziner $290/hour Young Conaway has advised the Committee that neither Young Conaway nor any of its partners, counsel, or associates hold or represent any interest adverse to the Committee in the matters upon which Young Conaway is to be employed. About M Waikiki M Waikiki owns the Modern Honolulu, a world-class, luxury hotel property located close to Waikiki Beach in Hawaii. The hotel is being managed by Modern Management Services LLC, an affiliate of Aqua Hotels and Resorts. M Waikiki is a Hawaii limited liability company with its principal place of business located in San Diego, California. It is a special purpose entity, having roughly 75 indirect investors, which was formed to acquire the Hotel. The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case No. 11-02371) on Aug. 31, 2011. Judge Robert J. Faris presides over the case. Patrick J. Neligan, Esq., and James P. Muenker, Esq., at Neligan Foley, LLP, in Dallas; and Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky Piper, LLP, in Honolulu, Hawaii, represent the Debtor. The Debtor estimated $100 million to $500 million in both assets and debts. Modern Management is represented by Christopher J. Muzzi, Esq., at Moseley Biehl Tsugawa Lau & Muzzi LLC. Marriott Hotel Services, which used to provide management services, is represented by Susan Tius, Esq., at Rush Moore LLP LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter & Hampton LLP. The Official Committee of Unsecured Creditors retained Wagner Choi & Verbrugge as its counsel. MARCO POLO: Withdraws Sanction Bid, Negotiates Release of Ship -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Marco Polo Seatrade BV is backing down from its bid to slam a lender with sanctions after negotiating the release of one of its vessels. As reported in the Sept. 6, 2012 edition of the TCR, Marco Polo Seatrade BV asked the U.S. Bankruptcy Court in New York to hold Credit Agricole Corporate and Investment Bank in contempt and order sanctions against the lender. Marco Polo said that a Credit Agricole SA unit must pay damages for holding one of the shipping company's largest vessels in a London port in violation of a Chapter 11 automatic stay. About Marco Polo Seatrade 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. Kurtzman Carson Consultants LLC serves as notice and claims agent. The petition noted that the Debtors' assets and debt are both more than US$100 million and less than US$500 million. Tracy Hope Davis, United States Trustee for Region 2, appointed three members to serve on the Official Committee of Unsecured Creditors. The Committee has retained Blank Rome LLP as its attorney. Secured lender Credit Agricole Corporate and Investment Bank is represented by Alfred E. Yudes, Jr., Esq., and Jane Freeberg Sarma, Esq., at Watson, Farley & Williams (New York) LLP. MARKERS EAGLES: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: The Markers Eagles Nest, LLC 4950 E. Arroyo Verde Drive Paradise Valley, AZ 85253 Bankruptcy Case No.: 11-27224 Chapter 11 Petition Date: September 25, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen, Jr. Debtor's Counsel: Michael G. Tafoya, Esq. LAW OFFICE OF MICHAEL G. TAFOYA P.O. Box 930 Maricopa, AZ 85139 Tel: (602) 539-2426 E-mail: michael.tafoya@azbar.org Scheduled Assets: $1,274,200 Scheduled Debts: $7,212,200 The petition was signed by Vincent Goett, manager. The Company's list of its unsecured creditors contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Greenwich Insurance Co. Property $6,200,000 c/o Robert Berens 3300 N. Central #2400 Phoenix, AZ 85012 MAS LLC: Case Summary & 35 Largest Unsecured Creditors ------------------------------------------------------ Debtor: MAS LLC aka Mozart Auto Spa 15705Jefferson Davis Highway Woodbridge, VA 22191-4220 Bankruptcy Case No.: 11-16901 Chapter 11 Petition Date: September 22, 2011 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Brian F. Kenney Debtor's Counsel: George LeRoy Moran, Esq. MORAN MONFORT, PLC 4041 University Drive, Suite 301 Fairfax, VA 22030-3410 Tel: (703) 359-8088 Fax: (703) 359-8094 E-mail: glmoran@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 35 largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/vaeb11-16901.pdf The petition was signed by Edward J. Raslowsky, managing member. MASTERBUILT COS: Subcontractors' Lawsuits Go Back to State Court ---------------------------------------------------------------- Bankruptcy Judge Thomas J. Catliota remanded the lawsuits, Martz Painting Contractors, LLC, v. William Kolius, et al.; and AirOn, Inc., v. L'Academie De Cuisine, Inc., et al., Adv. Proc. Nos. 11 554 and 11-694 (Bankr. D. Md.), to the Circuit Court for Montgomery County, Maryland, in a Sept. 26, 2011 Memorandum of Decision available at http://is.gd/LfRmLqfrom Leagle.com. The two separate but related lawsuits were removed to the Maryland Bankruptcy Court in Masterbuilt Companies, Inc.'s case from the Circuit Court for Montgomery County that seek to establish the proper forum for the resolution of the parties' disputes. The defendants in each action removed the lawsuit and ask that it be transferred to the U.S. Bankruptcy Court for the Eastern District of Virginia. The plaintiffs seek remand. Martz Painting on May 27, 2011, filed a complaint in the Circuit Court for Montgomery County, Case No. 348113-V. against defendants William Kolius, Virginia Mortara, John Kolius, L'Academie de Cuisine, Inc., and Bindy Lichtenfels. Martz is a subcontractor of the Masterbuilt Companies, which acted as the general contractor for work at 5021 Wilson Lane, Bethesda; 5027 Wilson Lane, Bethesda; and 5004 Cordell Ave, Bethesda. Defendants William Kolius, Virginia Mortara, and John Kolius are the owners of the Project. Defendant L'Academie is a tenant at the 5021 Wilson Lane property and defendant Lichtenfels is the President of Masterbuilt. Martz has not been paid $17,732 for labor or materials provided to the Project and the compensation for the work. The Martz Lawsuit asserts four counts. Count I seeks the establishment of an interlocutory and permanent mechanic's lien on one of the buildings that comprise the Project. Count II alleges unjust enrichment and seeks a money judgment against L'Academie. Count III seeks a money judgment in quantum meruit against L'Academie. Count IV seeks a money judgment for violation of Maryland Code Ann., Real Prop. Sec. 9-202, against defendant Lichtenfels. AirOn, Inc., on July 8, 2011, filed a petition to establish mechanic's lien in the Circuit Court for Montgomery County, Maryland, Case No. 349612-V. AirOn was a subcontractor of Masterbuilt on the Project and is owed $76,176 for services. AirOn seeks a mechanic's lien against one of the buildings that comprise the Project. Masterbuilt Companies, Inc., filed a petition for relief under chapter 11 (Bankr. E.D. Va. Case No. 11-13611) on May 14, 2011, listing under $1 million in assets and debts. MEDIA SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Media Systems, Inc. dba Curiousity Group dba MacForce P.O. Box 15039 West Linn, OR 97068 Bankruptcy Case No.: 11-38236 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of Oregon Judge: Randall L. Dunn Debtor's Counsel: Nicholas J. Henderson, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor St #200 Portland, OR 97204 Tel: (503) 417-0508 E-mail: nhenderson@portlaw.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 t gether with the petition is available for free at http://bankrupt.com/misc/orb11-38236.pdf The petition was signed by Shane Spiess, president. METAL STORM: Proposes to Issue 47 Million Ordinary Shares --------------------------------------------------------- In separate filings, Metal Storm Limited said it proposes to issue: (a) 10,000,000 ordinary shares; (b) 25,000,000 ordinary shares; and (c) 12,000,000 ordinary shares pursuant to an equity line of credit facility agreement. The Company relies on case 1 in section 708A (5) of the Corporations Act 2001 (Act) in respect of the issue of the Shares. About Metal Storm Headquartered in Darra, Queensland, Australia, Metal Storm Limited is a defense technology company with offices in Australia and the United States. It specializes in the research, design, development and integration of projectile launching systems utilizing its "electronically initiated / stacked projectile" technology for use in the defense, homeland security, law enforcement and industrial markets. As reported by the TCR on July 25, 2011, PricewaterhouseCoopers, in Brisbane, Australia, expressed substantial doubt about Metal Storm's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. The Company reported a net loss of A$8.94 million on A$3.35 million of revenue for 2010, compared with a net loss of A$11.31 million on A$1.11 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed A$2.15 million in total assets, A$20.64 million in total liabilities, all current, and an equity deficit of A$18.49 million. METAL STORM: Receives $63,286 Contract from Public Works -------------------------------------------------------- Metal Storm Limited announced that Metal Storm, Inc., received a Contract from Public Works and Government Services Canada in the amount of US$63,286. The contract is for the purchase of Metal Storm's 3GL modular grenade launcher, multiple munitions for the 3GL and Metal Storm's MAUL (Multi-shot Accessory Under-barrel Launcher) for testing purposes. The Metal Storm 3GL is a lightweight, semi-automatic 3 shot 40mm grenade launcher designed for military and Special Forces operators. At just a fraction of the weight, length and profile of any other 40mm semi-automatic grenade launcher, the 3GL can be used as a compact stand-alone weapon or can be mounted under the barrel of an operator's primary assault rifle. The Metal Storm MAUL is an ultra-lightweight (1.8 lbs.) 12-gauge launcher that provides lethal, less-lethal and door breaching capabilities for military and law enforcement operators. The MAUL provides 5 shot semi-automatic capabilities with the ability to reload 5 rounds in 2 to 3 seconds providing extended flexibility for escalation of force or force continuum for military and law enforcement, respectively. About Metal Storm Headquartered in Darra, Queensland, Australia, Metal Storm Limited is a defense technology company with offices in Australia and the United States. It specializes in the research, design, development and integration of projectile launching systems utilizing its "electronically initiated / stacked projectile" technology for use in the defense, homeland security, law enforcement and industrial markets. As reported by the TCR on July 25, 2011, PricewaterhouseCoopers, in Brisbane, Australia, expressed substantial doubt about Metal Storm's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. The Company reported a net loss of A$8.94 million on A$3.35 million of revenue for 2010, compared with a net loss of A$11.31 million on A$1.11 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed A$2.15 million in total assets, A$20.64 million in total liabilities, all current, and an equity deficit of A$18.49 million. MFJT LLC: Can Access BACM's Cash Collateral Until Oct. 31 --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois entered its fourth interim order authorizing MFJT, LLC to access the cash collateral of BACM 2007-3 Alsip Complex LLC, until Oct. 31, 2011. As reported in the Troubled Company Reporter on July 20, 2011, the lender will be granted valid, perfected, enforceable security interests in the Debtor's post-petition assets. Among other things, the Debtor will maintain and pay premiums for insurance to cover all of its assets form fire, theft and water damages as adequate protection. A status hearing on the cash collateral motion is scheduled for Oct. 25, 2011, at 10:00 a.m. About MFJT, LLC Alsip, Illinois-based MFJT, LLC -- dba Somerset Park Apartments and Somerset II - is the owner and operator of two separate residential projects in Alsip and Merrinette Park, Illinois, commonly known as Somerset Park Apartments and Somerset II. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 11-11819) on March 22, 2011. Arthur G. Simon, Esq., David K. Welch, Esq., and Jeffrey C. Dan, Esq., at Crane Heyman Simon Welch & Clar, in Chicago, serve as the Debtor's bankruptcy counsel. The Debtor proposes to employ Tailwind Services, LLC as its financial advisor. The Debtor disclosed $16,137,365 in assets and $17,952,853 in liabilities as of the Chapter 11 filing. MMRGLOBAL INC: Reports Unregistered Sales of Equity Securities -------------------------------------------------------------- Pursuant to Item 3.02 of its Form 8-K, MMRGlobal, Inc., is required to file a Form 8-K to report particular information related to unregistered sales of the Company's equity securities, if the aggregate number of those shares sold since the filing of the Company's last periodic report is equal to or greater than 5% of the outstanding Common Stock of the Company. On Sept. 20, 2011, the aggregate number of Equity Securities sold in unregistered transactions by the Company exceeded the 5% threshold. On July 15, 2011, the Company granted 185,552 shares of Common Stock to a vendor for services rendered in the amount of $9,416. On July 30, 2011, the Company granted an employee a Warrant to purchase 200,000 shares of Common Stock at a price of $0.06 per share in connection with the employee's annual review. The Warrant vests monthly over six months and has an expiration date after five years. On Aug. 8, 2011, the Company granted 718,175 shares of Common Stock to a related party who exercised options in exchange for a reduction in accounts payable of $75,408. On Aug. 8, 2011, the Company granted 23,245 shares of Common Stock to a vendor who elected to receive twenty percent of their fees in the form or equity for services rendered in the amount of $930. On Aug. 26, 2011, the Company granted 200,000 shares of common stock to a vendor as to defer payment accounted as interest valued at $12,000. On Sept. 12, 2011, the Company granted 1,000,000 shares of Common Stock to third-party in exchange for services rendered in the amount of $60,000. On Aug. 8, 2011, and Aug. 12, 2011, the Company entered into two Convertible Promissory Notes with two unrelated third-parties for a principal amount totaling $250,000 and warrants to purchase 1,200,000 shares of Common Stock. The Convertible Promissory Notes mature on 2/29/2012 and the Company may, at its own discretion, extend the maturity date for an additional six months. The Notes bear interest at 6%, or 12% per annum payable in cash or shares of Common Stock or a combination of cash and shares of common stock. The decision whether to pay in cash, shares of Common Stock or combination of both will be at the sole discretion of the Company. The Notes are convertible into shares of Common Stock by dividing (i) the then outstanding balance of such note by (ii) the product of seventy (70%) multiplied by the arithmetic average of the volume weighted average price of the Common Stock for the 10 consecutive trading days ending on the day that is three trading days prior to the applicable investment date. On Sept. 12, 2011, the Company granted an employee a Warrant to purchase 200,000 shares of Common Stock at a price of $0.06 per share in connection with the hiring of the employee. The Warrant vests annually over two years and has an expiration date after five years. On Sept. 12, 2011, the Company granted a third-party a Warrant to purchase 2,000,000 shares of Common Stock at a price of $0.06 per share in exchange for services rendered in the amount of $120,000. On Sept. 20, 2011, the Company granted 250,000 shares of Common Stock to a third-party in exchange for a reduction in accounts payable in the amount of $15,000. On Sept. 20, 2011, The Company granted 100,000 shares of Common Stock to a third-party in exchange for services valued at $6,000. About MMRGlobal Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF) -- http://www.mmrglobal.com/-- through its wholly-owned operating subsidiary, MyMedicalRecords, Inc., provides secure and easy-to- use online Personal Health Records (PHRs) and electronic safe deposit box storage solutions, serving consumers, healthcare professionals, employers, insurance companies, financial institutions, and professional organizations and affinity groups. As reported by the TCR on April 7, 2011, Rose, Snyder & Jacobs, in Encino, Calif., expressed substantial doubt about MMRGlobal's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses and negative cash flows from operations during the year ended Dec. 31, 2010, and 2009. The Company reported a net loss of $17.9 million on $972,988 of revenues for 2010, compared with a net loss of $10.3 million on $619,249 of revenues for 2009. The Company's balance sheet at June 30, 2011, showed $2.24 million in total assets, $6.27 million in total liabilities and a $4.02 million total stockholders' deficit. MOORE SORRENTO: Can Execute Amendment to Lease With Nam Nguyen -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas has granted Moore Sorrento, LLC, authorization to: (i) execute and enter into the proposed amendment to its shopping center lease with Nam Nguyen and Tina Bui, (ii) pay up to $2,450,000 for the construction of the demising wall at the premises as required under the terms of the lease, (iii) reimburse the Tenant for the verified cost of the improvements to be made by the Tenant under the lease, (iv) pay the commission to the broker, and (iv) use cash collateral to make the payments. The authority to use cash collateral of Wells Fargo is in addition to the authority to use cash collateral previously granted pursuant to the Court's interim cash collateral order [Docket No. 17]. The Debtor's prepetition lender, Wachovia Financial Services, Inc., a subsidiary of Wells Fargo Bank, N.A., and owed at least $39 million in principal obligations, consented to the relief requested in the motion. Pursuant to the amendment, the Debtor agrees that, so long as the Tenant is operating a nail salon and spa at the Premises and is not in default under the lease, the Debtor will not lease any space in "Lot 1" of the Property to any other tenant for the pursose of the other tenant operating as nail salon and spa. Counsel for Wachovia Financial Services, Inc., may be reached at: Joseph G. Epstein, Esq. Sean B. Davis, Esq. WINSTEAD PC 1100 JPMorgan Chase Tower 600 Travis Street Houston, TX 77002 Tel: (713) 650-8400 Fax: (713) 650-2400 E-mail: jepstein@winstead.com sbdavis@winstead.com About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Fort Worth, Tex., serve as the Debtor's counsel. In its schedules, Moore Sorrento disclosed assets of $43,259,900 and liabilities of $42,262,158 as of the Petition Date. MOORE SORRENTO: Can Use Wells Fargo Cash Collateral Until Oct. 9 ---------------------------------------------------------------- In a second interim order dated Sept. 20, 2011, the U.S. Bankruptcy Court for the Northern District of Texas granted Moore Sorrento, LLC, permission to use cash collateral of Wells Fargo Bank, N.A., to pay ordinary direct costs of operation in the ordinary course of the Debtor's business, subject to a budget. The Debtor's authority to use cash collateral will terminate on Oct. 9, 2011, at 12:00 a.m., Prevailing Central Time. To the extent of any diminution in the value of the Wells Fargo Collateral resulting from the use of cash or the cash collateral, Wells Fargo is granted a replacement security interest in, and lien upon the property of the Debtor. Wells Fargo is also granted a super-priority administrative expense claim allowable under Sections 503(b) and 507(b) of the Bankruptcy Code, for any diminution in the value of the Wells Fargo Collateral. As additional adequate protection, on or before the 10th day of each month, the Debtor will deposit escrows for real estate taxes ($23,100) and insurance ($3,300), which amounts will be held by Wells Fargo in reserve accounts pending further order of the Court. The Final Hearing on the use of cash collateral will be held on Oct. 6, 2011, at 2:30 p.m., Prevailing Central Time. About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Fort Worth, Tex., serve as the Debtor's counsel. In its schedules, Moore Sorrento disclosed assets of $43,259,900 and liabilities of $42,262,158 as of the Petition Date. MOORE SORRENTO: Files Schedules of Assets and Liabilities --------------------------------------------------------- Moore Sorrento, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $43,000,000 B. Personal Property $259,900 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $39,870,845 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $2,391,313 ----------- ----------- TOTAL $43,259,900 $42,262,158 A full-text copy of the Schedules is available for free at: http://bankrupt.com/misc/mooresorrento.sal.pdf About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Fort Worth, Tex., serve as the Debtor's counsel. In its schedules, Moore Sorrento disclosed assets of $43,259,900 and liabilities of $42,262,158 as of the Petition Date. MOORE SORRENTO: Files List of 20 Largest Unsecured Creditors ------------------------------------------------------------ Moore Sorrento, LLC, has filed with the U.S. Bankruptcy Court for the Northern District of Texas a list of its 20 largest unsecured creditors. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ J C Penney 6501 Lagacy Drive Plano, TX 75024-3698 Trade Debt $571,429.00 NAI Capital 1640 S. Sepulveda Boulevard Suite 500 Los Angeles, CA 90025 Equity Placement Fee $226,250.00 DKG Enterprises, Inc. 4201 S I-44 Oklahoma City, OK 73119 Tenant Allowance $150,000.00 Kelly Hart & Hallman Legal Fees $132,000.00 Mattress Firm Tenant Allowance $94,375.17 Goodwin Medical Group, PLLC Tenant Allowance $64,135.06 The Retail Connection Commission $56,000.00 Como Yogurt, LLC Tenant Allowance $31,918.39 Hobby Lobby Stores, Inc. Tenant Allowance $26,267.67 CB Richard Ellis - Oklahoma Commission $23,128.00 The Palmer Company Commission $10,125.00 Schrader & Cline Consulting $6,173.00 Condon Thorton Harrell, LLP Legal Fees $1,883.50 Kelly's Plumbing Trade Debt $200.00 Weaver & Tidwell Accounting Fees $150.00 BSBS Batenhorst, Inc. Design $35.00 L&J Sweeping Service Trade Debt $19.00 Michigan Mutual Insurance Co. Potential Claim $0.00 OG&E Trade Debt $0.00 City of Moore Trade Debt $0.00 About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, serve as the Debtor's counsel. Moore Sorrento estimated assets of up to $100 million and debts of up to $50 million as of the Chapter 11 filing. MOUNTAIN CITY: Beef Professor Files for Ch. 11 for Quick Sale ------------------------------------------------------------- Mountain City Meat Co. Inc., which considers itself one of the largest processors of portion controlled beef in the U.S., filed a Chapter 11 petition (Bankr. D. Colo. Case No. 11-32656) on Sept. 24 its Denver hometown and hopes to sell the business in October. No buyer is yet under contract. The inventory was on the books for $6.1 million on Sept. 22, according to a court filing. Secured lender Fifth Third Bank is owed $17.8 million. If the bankruptcy judge agrees with the timetable, bids would be due Sept. 30, in anticipation of an Oct. 11 auction and a hearing Oct. 14 for approval of the sale. A preliminary hearing on sale procedures was scheduled for Sept. 27 . The company intends to sell the inventory even before the business is sold. The bankruptcy began with an involuntary petition filed in August by unsecured creditors. The bank had a state-court receiver appointed before the Chapter 11 filing. Mountain City has two plants, one in Denver and the other in Nashville. MRA PELICAN: Receiver Authorized to Pay Critical Vendors Claims --------------------------------------------------------------- The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the Southern District of Florida authorized Margaret J. Smith, receiver for MRA Pelican Pointe Apartments, LLC, to pay prepetition obligations to certain critical vendors. The receiver will pay these critical vendors in the ordinary course of trade: a. AT&T -- $338 for a monthly payment that was due on Aug. 30, 2011. b. Conserve Patented Water Management Systems -- $1,592 that was due Aug. 19. c. Florida Power & Light Company -- $2,811 that was due Sept. 6. d. Southern Waste Systems -- $806 that is due upon receipt. The Debtor related that these critical vendors provide services crucial to operating its ongoing business without interruption, and the critical vendors will suspend services to the Debtor if the prepetition obligations are not honored. The Court also ordered that nothing in this order will be deemed a waiver of Fannie Mae's assertion that the funds in the receiver's possession is the property of Fannie Mae or any of the rights of Fannie Mae to object to the Debtor's and receiver's use of the funds in the possession of the receiver for any purpose or a waiver of other rights of Fannie Mae. About MRA Pelican Pointe MRA Pelican Pointe Apartments, LLC, owns an apartment complex commonly known as Whispering Isles Apartments in Pompano Beach, Florida. The property was being managed by Aryeh Kieffer of Boca Raton-based Addison Advisors. Pre-bankruptcy, Fannie Mae initiated a foreclosure action against the property in the Circuit Court of the 17th Judicial Circuit in and for Broward County, Florida. At Fannie Mae's behest, Margaret Smith of Glass Ratner Advisory & Capitol Group LLC was appointed as receiver. The receiver has administered and operated the apartment complex since May 17, 2011. MRA Pelican filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-32457) on Aug. 10, 2011. Addison Advisors' Mr. Kieffer signed the petition. Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara, & Landau P.A. represents the Debtor in its restructuring efforts. In its schedules, the Debtor listed $12,003,200 in assets and $14,661,009 in debts. Fannie Mae is represented by Gary M. Freedman, Esq., and Mark S. Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A. The Debtor owns a 300 unit apartment complex, commonly referred to as Whispering Isles Apartments, in Pompano Beach, Florida In response to secured creditor Fannie Mae's request for the appointment of a receiver, the State Court appointed Margaret J. Smith as receiver, and she has administered and operated the property since May 17, 2011. MRA PELICAN: Disclosure Statement Hearing Set for Nov. 8 -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, will convene a hearing on Nov. 8, 2011, at 1:30 p.m., to consider approval of the disclosure statement explaining MRA Pelican Pointe Apartments, LLC's Chapter 11 plan of reorganization. Objections to the Disclosure Statement are due Nov. 1. The Debtor believes that confirmation of the Plan, filed Sept. 12, provides the best opportunity for maximizing recoveries for its creditors. Through the Plan, the Debtor will be able to restructure its secured debt. Also, through the Plan, the Debtor will provide a 100% disbursement to holders of the Allowed Fannie Mae Secured Claim, Allowed Other Lenders Secured Claims, Allowed Lien Holders Secured Claims, Allowed Secured Taxing Authority Claims, Allowed Unsecured Priority Claim, Allowed General Unsecured Claims, and Allowed Prepetition Non-Insider Lender Claims. The holders of Allowed Prepetition Lender Claims will waive their Claims and receive no distribution on account of their Allowed Claims, and the holders of Allowed Equity Interests will retain their Equity Interest in the Reorganized Debtor. Additionally, the Plan provides that on or before the Effective Date, a third party insider will fund the Third Party Escrow Account with $200,000, and on or before one year after the Effective Date, a third party insider will fund the Third Party Escrow Account with an additional $200,000. While the Third Party Escrow Account, and the funds therein, will not constitute an asset of the Debtor, so long as the Debtor is not in default of any obligation under the Plan and applicable loan documents, the Debtor may utilize the funds in the Third Party Escrow Account to fund any Plan Shortfall, Operational Shortfall, or other monetary shortfall under the Plan. Additionally, at the discretion of the Debtor's management, funds within the Third Party Escrow Account may be applied towards capital expenditures and improvements. These parties will continue to own the Reorganized Debtor: (i) 1087 Flushing Avenue Properties, Inc. will own 38.99% of the Debtor, and (ii) Samuel Weiss will own 61.01% of the Debtor. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?7709 About MRA Pelican Pointe MRA Pelican Pointe Apartments, LLC, owns an apartment complex commonly known as Whispering Isles Apartments in Pompano Beach, Florida. The property was being managed by Aryeh Kieffer of Boca Raton-based Addison Advisors. Pre-bankruptcy, Fannie Mae initiated a foreclosure action against the property in the Circuit Court of the 17th Judicial Circuit in and for Broward County, Florida. At Fannie Mae's behest, Margaret Smith of Glass Ratner Advisory & Capitol Group LLC was appointed as receiver. The receiver has administered and operated the apartment complex since May 17, 2011. MRA Pelican filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-32457) on Aug. 10, 2011. Addison Advisors' Mr. Kieffer signed the petition. The Debtor's bankruptcy counsel is: 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 In its schedules, the Debtor listed $12,003,200 in assets and $14,661,009 in debts. Fannie Mae is represented by Gary M. Freedman, Esq., and Mark S. Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A. N.A. PETROLEUM: Court Confirms Joint Chapter 11 Plan ---------------------------------------------------- On Sept. 14, 2011, the U.S. Bankruptcy Court for the District of Delaware entered an order confirming the First Amended Joint Chapter 11 Plan of North American Petroleum Corporation USA, et al. The Voting Certification filed by the Debtors shows that Classes 3 (Petroflow General Unsecured Claims) and 4 (NAPCUS General Unsecured Claims) voted to accept the Plan. A copy of the Confirmation Order is available for free at: http://bankrupt.com/misc/napetroleum.confirmationorder.pdf As reported in the TCR on Aug. 26, 2011, the U.S. Bankruptcy Court, on July 29, 2011, approved the adequacy of the disclosure statement describing the Debtors' first amended joint Chapter 11 plan of reorganization dated July 29, 2011. Holders of secured claims and priority claims are not impaired under the Plan. Holders of Petroflow and NAPCUS general unsecured claims are entitled to vote to accept or reject the Plan. Holders of equity interests won't receive anything and are deemed to reject the Plan. Pursuant to the Plan, the Debtors' corporate structure will be consolidated such that Reorganized NAPCUS will be the surviving post-emergence entity through which the Debtors will conduct their operations after the Effective Date. Petroflow and Prize will cease to exist and will be dissolved. The Existing equity in Petroflow will be canceled and Reorganized NAPCUS will issue the Reorganized NAPCUS Common Stock to former Petroflow Interest Holders. The Debtors have obtained commitments from certain investors to provide $3 million in new money to Reorganized NAPCUS in exchange for shares of Reorganized NAPCUS Series A Convertible Preferred Stock. Further, the Debtors intend to issue two additional series of preferred stock, the Reorganized NAPCUS Series B Convertible Preferred Stock and the Reorganized NAPCUS Series C Convertible Preferred Stock, to, respectively, Holders of Allowed General Unsecured Claims against NAPCUS and Holders of Allowed General Unsecured Claims against Petroflow. NAPCUS general unsecured creditors who do not elect a stock recovery on their Ballots will be paid in full in cash on account of their allowed claims (up to an aggregate limit of $500,000 (or such higher amount as may later be agreed by the Debtors and the Creditors' Committee). A copy of the disclosure statement for the First Amended Plan is available at: http://bankrupt.com/misc/n.a.petroleum.DSfor1stamendedplan.pdf About North American Petroleum Denver, Colorado-based North American Petroleum Corp. USA is a natural gas driller. North American Petroleum and Prize Petroleum are subsidiaries of Petroflow Energy Ltd. North American Petroleum sought Chapter 11 protection (Bankr. D. Del. Case No. 10-11707) on May 25, 2010. In its schedules, North American Petroleum disclosed $140,678,983 in total assets and $125,595,183 in total liabilities as of the Petition Date. The Debtor's affiliate, Prize Petroleum LLC, filed a separate Chapter 11 petition on May 25, 2010 (Case No. 10-11708). Prize Petroleum scheduled $121,945,092 in liabilities. These cases are being jointly administered for procedural purposes, under the case docket for North American Petroleum Corporation USA, Case No. 10-11707. On Aug. 20, 2010, Petroflow Energy Ltd., the parent company of North American Petroleum Corporation USA and Prize Petroleum, LLC, filed a petition in the U.S. Bankruptcy Court for the District of Delaware seeking relief under Chapter 11 of the Bankruptcy Code (Case No. 10-12608). On Sept. 10, 2010, the Bankruptcy Court granted permission for Petroflow's Chapter 11 case to be jointly administered with those of its two Chapter 11 debtor-affiliates. On Sept. 17, 2010, Petroflow received recognition of the U.S. Chapter 11 proceedings from the Alberta Court of Queen's Bench under the Companies' Creditors Arrangement Act in Canada. In its petition, Petroflow disclosed assets and debts of between $100 million and $500 million each. David R. Seligman, Esq., Ryan Blaine Bennett, Esq., and Paul Wierbicki, Esq., at Kirkland & Ellis LLP, in Chicago, serve as lead bankruptcy counsel. Domenic E. Pacitti, Esq., at Klehr Harrison Harvey Branzburg LLP in Wilmington, Del., and Morton R. Branzburg, Esq., at Klehr Harrison Harvey Branzburg LLP, in Philadephia, Pa., serve as the Debtors' co-counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' notice, claims and balloting agent. NAKNEK ELECTRIC: Asks Nod to Purchase Silos from Baker Hughes ------------------------------------------------------------- Naknek Electric Association, Inc., asks the U.S. Bankruptcy Court for the District of Alaska to approve its purchase, from Baker Hughes, of nine cement silos and any interest Baker Hughes has in the cement stored in those silos, located on the geothermal property, for $12,500 each, or $112,500. The Debtor related that Baker Hughes moved for relief from stay seeking to recover from the Debtor its silos in order to load them on the final barge of 2011 out of Naknek in September. Seven of the silos are filled with dry cement. Baker Hughes doesn't want the cement. The Debtor does not have a facility in which to store the cement. Neither the Debtor or Baker Hughes can simple dump the cement on the grounds of the geothermal property. The Debtor conditionally opposed Baker Hughes' motion for relief from stay; it did not oppose Baker Hughes removing its silos, but noted that Baker Hughes could not simply dump the cement stored in the Silos. The Debtor will need the cement in the Silos if it continues to develop the geothermal project. The Debtor believes each silo costs about $40,000 new. The Debtor's management believes it can pay for the silos out of cash it is currently generating from utility sales. Because Rural Utility Service hold a security interest in Debtor's cash this motion requests authority to use cash collateral. The Debtor proposes that the order approving this acquisition provide that RUS' security interest attach to the silos and cement. About Naknek Electric Association, Inc. Naknek, Alaska-based Naknek Electric Association, Inc., operates a diesel power generation plant, storage and distribution system on approximately 9.34 acres of land it owns in Naknek, Alaska. It provides electricity to 591 members of the cooperative. It also is developing a geothermal well. Naknek Electric filed for Chapter 11 bankruptcy protection (Bankr. D. Alaska Case No. 10-00824) on Sept. 29, 2010. Erik LeRoy, Esq., at Erik Leroy P.C., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. NAKNEK ELECTRIC: Files Chap. 11 Plan & Disclosure Statement ----------------------------------------------------------- Naknek Electric Association, Inc., filed with the U.S. Bankruptcy Court for the District of Alaska a plan of reorganization and an accompanying disclosure statement on Sept. 15. The Plan proposes that the Debtor will pay Class 13, unsecured creditors, $3 million over 60 months commencing on the Effective Date. Based on the current claims filed in the case, the proposed payment will pay unsecured creditors a dividend of about $0.10 on each dollar of claim. The Debtor will amend the Plan if prior to confirmation, the U.S. Department of Energy permits the Debtor to utilize grants funds dedicated to the Debtor's geothermal project to drill a side-track well to confirm with the Debtor's geothermal resource. The Debtor will sell the drill rig, geothermal inventory and equipment and pay first allowed secured claims having liens against the equipment and inventory. The Debtor believes it can make payments under the Plan with minimal increases in utility rates. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?770a About Naknek Electric Association Naknek, Alaska-based Naknek Electric Association, Inc., operates a diesel power generation plant, storage and distribution system on approximately 9.34 acres of land it owns in Naknek, Alaska. It provides electricity to 591 members of the cooperative. It also is developing a geothermal well. Naknek Electric filed for Chapter 11 bankruptcy protection (Bankr. D. Alaska Case No. 10-00824) on Sept. 29, 2010 . Erik LeRoy, Esq., at Erik Leroy P.C., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. NALCO CO: S&P Puts 'BB-' Corp. Credit Rating on Watch Positive -------------------------------------------------------------- Standard & Poor's Ratings Services's 'A' corporate credit rating, 'A-1' short-term rating, and issue ratings on Ecolab Inc. remain on CreditWatch with negative implications. Specialty chemical company Ecolab announced that it plans to buy back $1 billion in shares following the closing of its acquisition of Nalco Holding Co., the holding company and parent of Nalco Co. Ecolab expects to complete the acquisition by year-end 2011 and the repurchase by year-end 2012. The ratings on Ecolab were placed on CreditWatch with negative implications on July 20, 2011, following the company's announcement of a definitive merger agreement with Nalco Holding Co. Standard & Poor's ratings on Nalco Co., including the 'BB-' corporate credit rating and all issue-level ratings, also remain on CreditWatch, where they were placed with positive implications at the same time. If the acquisition closes as currently proposed and Ecolab's plan for share buybacks remains as announced, Standard & Poor's expects to lower the corporate credit rating on Ecolab by two notches to 'BBB+' from 'A', and to lower its short-term and commercial paper ratings to 'A-2' from 'A-1'. "The expected downgrade of our ratings on Ecolab reflects the expected increase in debt leverage at the company following the acquisition and announced share repurchases," said Standard & Poor's credit analyst Paul Kurias. The agreement values the transaction at about $8.1 billion (net of transaction fees), including assumed debt net of cash. Ecolab announced that consideration to shareholders of Nalco Holding Co. would be about $5.4 billion, consisting approximately 70% of shares in Ecolab and 30% in cash. In addition, Ecolab expects to assume approximately $2.7 billion in net debt at Nalco. "Although we expect that the acquisition, if successfully completed, will improve Ecolab's business risk profile (to excellent from strong), which would offset some of the added financial risk, we believe that the increase in debt would result in an overall deterioration in credit quality," Mr. Kurias added. Still, the company's demonstrated ability to generate cash provides a critical underpinning to the expected ratings. St. Paul, Minn.-based Ecolab is a global leader in products and services relating to cleaning, sanitizing, food safety, and infection prevention control. Naperville, Ill.-based Nalco is a global leader in chemicals, equipment, and process improvement services for raw water and wastewater treatment. Standard & Poor's will monitor developments relating to this transaction and will resolve the CreditWatch listings when it is clear that the transaction has met the pending requirements to reach successful closing. It expects to lower the existing ratings on Ecolab that remain on CreditWatch upon closing of the transaction and completion of the permanent financing. NEWFIELD EXPLORATION: Fitch Rates Proposed $500MM Notes at 'BB+' ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to Newfield Exploration Company's (NFX) proposed issuance of $500 million in senior unsecured 2022 notes. Proceeds from the issuance will be used to pay down outstanding credit facilities borrowings. At Sept. 26, 2011, total borrowings outstanding were $845 on Newfield's revolver and $20.5 million on its money market lines of credit. Newfield's current ratings are as follows: -- Issuer Default Rating (IDR) 'BB+'; -- Senior Unsecured Bank Facility 'BB+'; -- Senior Subordinated Notes 'BB'. The Rating Outlook is Positive. Newfield's ratings are supported by the company's conservative management and financial practices; growing liquids exposure (approximately one-third of reserves and production at YE 2010 were liquids); low production costs; reasonable debt/boe levels relative to its peers; improved asset profile following the 2007 diversification away from the Gulf of Mexico; balanced growth with an emphasis on living within cash flow means; and sizable commodity hedge coverage, which should protect the company's ability to fund capex in the event of a sustained downturn in commodity pricing (approximately 80% of remaining 2011 hydrocarbon production is hedged). Offsetting factors include the potential for additional debt to finance growth opportunities (primarily M&A) and the weak fundamentals associated with the natural gas market. The Positive Outlook reflects the company's conservative financial profile combined with management's goal of keeping capital expenditures within operating cash flow levels. While management has stated it is willing to borrow to finance acquisitions, Fitch would expect acquisitions to be relatively small and financing to be supplemented with divestitures of non-core assets as the company continues to high-grade its asset base. It is important to note that a future upgrade of the company's ratings would likely entail a continued one notch differential between senior unsecured and senior subordinated note ratings. The current senior unsecured note offering reinforces the one notch rating differential. Recent credit metrics were reasonable. As calculated by Fitch, Newfield generated latest 12 months (LTM) EBITDAX of $1.68 billion at June 30, 2011 which resulted in EBITDA interest coverage of 10.5 times (x) and leverage, as measured by debt-to-EBITDAX of 1.72x. At year-end 2010, E&P debt/boe of proven reserves was $3.89/boe ($.65/mcfe) and E&P debt/boe of proven developed reserves (PD) was $6.68/boe ($1.11/mcfe). E&P debt calculations include asset retirement obligations (AROs) of $108 million at YE 2010. Newfield's debt has climbed recently due to a combination of higher capex (estimated at just under $2 billion for 2011) and recent asset purchases, including Uinta basin acreage purchase for $311 million. As a result of these, the company was significantly FCF negative for the LTM period (-$500 million at June 30, 2011). Company liquidity remained adequate at June 30, 2011 and included cash of $74 million, revolver and money market line availability of $540 million, and operating cash flows. The company's two main financial covenants include the 60% maximum debt to book capitalization ratio in the unsecured revolver and 3.0x maximum total debt to EBITDA ratio in the unsecured $1.25 billion revolver. The 1.75x minimum net present value (NPV) of oil and gas properties to total debt ratio covenant was dropped when the company renegotiated a new five-year revolver in June. All covenants had ample headroom at June 30, 2011. It is important to note that Newfield's subordinated debt has covenants which fall away in the event the company achieves and maintains an investment grade rating status on its subordinated notes -- including limitation on additional indebtedness, restricted payments, and sale of assets. The company's pending maturity schedule is light, with the next issuance due $325 million in 2014 notes, nothing in 2015, and $550 million due in 2016. Catalysts for positive rating actions include: ongoing strong operational performance; continuation of a conservative financial policy; including the ability to fund capex using operating cash flows and balanced external financing; and keeping leverage metrics at reasonable levels including E&P debt/PD (proved developed reserves) below $7.00/boe. Catalysts for negative rating action include a major operational issue; a leveraging transaction; or a change in management philosophy on the use of the balance sheet. Newfield is a mid-sized oil and gas exploration and production company headquartered in The Woodlands, Texas. Newfield has operations in several major regions of the United States (Mid Continent, Rocky Mountains, South Texas, and deep water Gulf of Mexico), as well as international offshore operations in Malaysia and China. At year-end 2010, Newfield's reserves had grown to 619 mmboe, of which 58% was proven developed and approximately 67% natural gas. NEWPAGE CORP: In Chapter 11; S&P Gives 'D' Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services revised its corporate credit rating on Miamisburg, Ohio-based NewPage Corp. to 'D' from 'CCC'. "We also revised all issue-level ratings on the company's debt issues to 'D'. The recovery ratings on the company's debt issues remain unchanged. We removed the ratings from CreditWatch, where they were placed with negative implications on Aug. 15, 2011," S&P related. The rating actions follows the company's filing of a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code to implement its restructuring plan. The 'D' rating on NewPage follows the company's filing for Chapter 11 bankruptcy protection. NewPage plans to continue operating its U.S. businesses as usual during the Chapter 11 restructuring and has obtained a commitment for up to $600 million in debtor-in possession financing. As of June 30, 2011, the company had reported debt, including that of its parent company, of $3.4 billion. Separately, the company's Canadian subsidiary, NewPage Port Hawkesbury Corp., has brought proceedings before the Supreme Court of Nova Scotia under the Companies' Creditors Arrangement Act of Canada (CCAA). In order to maximize efficiency in both the U.S. and Canadian Court processes, NewPage Corp. and NewPage Port Hawkesbury Corp. have executed a Settlement and Transition Agreement, subject to approval by the Canadian Court. NORTH SHORE: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: North Shore Broadcasting Co., Inc. 206 North Front Street McComb, MS 39648 Bankruptcy Case No.: 11-03330 Chapter 11 Petition Date: September 22, 2011 Court: United States Bankruptcy Court Southern District of Mississippi (Jackson Divisional Office) Judge: Katharine M. Samson Debtor's Counsel: Craig M. Geno, Esq. HARRIS JERNIGAN & GENO, PLLC 587 Highland Colony Pkwy. P.O. Box 3380 Ridgeland, MS 39157 Tel: (601) 427-0048 Fax: (601) 427-0050 E-mail: cmgeno@hjglawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the list of the Company's two largest unsecured creditors is available for free at http://bankrupt.com/misc/mssb11-03330.pdf The petition was signed by Charles W. Dowdy, president/director. OLD CORKSCREW: Amends List of 20 Largest Unsecured Creditors ------------------------------------------------------------ Old Corkscrew Plantation, LLC, has filed with the U.S. Bankruptcy Court for the Middle District of Florida an amended list of its 20 largest unsecured creditors. The Debtor took out Scott Westlake and Scott and Vicki Westlake from the list and added Farkas Citrus Nursery and Thompson Repair Service. Debtor's Amended List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Crop Production Services Attn: Janice Perez 116 Jerome Drive Immokalee, FL 34142 Trade Debt $380,207.00 Griffin Fertilizer Company P.O. Box 188 Frostproof, FL 33843 Trade Debt $322,807.72 Helena Chemical Company P.O. Box 198153 Trade Debt $58,552.70 Passarella & Associates, Inc. Trade Debt $55,925.95 Davis Oil Co., Inc. Trade Debt $42,161.39 Car Two Trade Debt $35,512.08 The Andersons $30,516.86 Florida Grove Hedgers Trade Debt $29,057.50 Farkas Citrus Nursery Trade Debt $26,250.00 Delisi Fitzgerald, Inc. Trade Debt $22,462.82 Everglades Farm Equipment Trade Debt $19,359.01 Pavese Law Firm Attorney Fees $13,910.35 Keen Farm & Grove Service Trade Debt $12,617.00 Everglades Harvesting & Haul Trade Debt $12,376.63 Kelly Tractor Trade Debt $11,557.25 Lewis, Longman & Walker, PA Trade Debt $8,347.28 Jackson Citrus Inc. Trade Debt $7,450.81 Florida Agribusiness, LLC Trade Debt $7,410.00 Agri-Flow, Inc. Trade Debt $6,006.19 Thompson Repair Service Trade Debt $5,310.00 About Old Corkscrew Plantation LLC Fort Myers, Florida-based Old Corkscrew Plantation LLC, whose oranges are made into Minute Maid and Tropicana juice, filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 11-14559) on July 29, 2011, disclosing $25,264,047 in assets and $60,751,633 in debts. Old Corkscrew sought Chapter 11 protection along with its affiliates. Donald G. Scott, Esq., -- dscott@mcdowellrice.com -- at McDowell, Rice, Smith & Buchanan, in Kansas City, Missouri, serves as the Debtors' bankruptcy co-counsel. The Debtors' orange groves are valued at $24 million. Scott Westlake, the Debtors' managing member, signed the petition. Mr. Westlake is also listed as the Debtors' largest unsecured creditor, with $4,827,906 owed. Another $338,511 debt is owed to Scott and Vicki Westlake. OLDE PRAIRIE: CenterPoint Wants Add'l DIP Loans Denied ------------------------------------------------------ CenterPoint Properties Trust asks the U.S. Bankruptcy Court for the Northern District of Illinois to deny Olde Prairie Block Owner, LLC's request to approve additional allocations from a DIP financing provided by JMB Capital Partners. In the its motion, the Debtor sought approval to borrow up to an additional $505,000 from its DIP loan to pay previously accrued and incurred legal fees and expenses to (i) Ungaretti and Harris; (ii) Righeimer Martin and Cinquino; and (iii) Figulio & Silverman. According to the Debtor, the requested borrowing falls within the available scope of the $4 million DIP Loan. As reported in the Troubled Company Reporter on May 9, 2011, the Debtor was authorized to borrow from JMB in exchange for a priming lien on its property, but only for expenses it demonstrated were reasonable and necessary. JMB agreed to loan up to $4 million, although only enough to net a total of $2,007,639 has thus far been approved. According to CenterPoint, the Debtor's request must be denied because, among other things: -- the Debtor cannot satisfy the requirements of section 364(d) (1) because it has provided no evidence that it is unable to obtain such credit otherwise or that CenterPoint's interest in its collateral is adequately protected; and -- the requested financing cannot benefit the Debtor's estate or CenterPoint's collateral because the services for which the financing is purportedly needed have already been provided and the additional loans would mature less than a month after they were approved – maturity is Sept. 30; CenterPoint is represented by: David F. Heroy, Esq. Andrew P.R. McDermott, Esq. Lawrence P. Vonckx, Esq. BAKER & MCKENZIE LLP One Prudential Plaza, Suite 3500 130 East Randolph Drive Chicago, IL 60601 Tel: (312) 861-8000 Fax: (312) 861-2899 E-mail: David.Heroy@bakermckenzie.com Andrew.McDermott@bakermckenzie.com Lawrence.Vonckx@bakermckenzie.com About Olde Prairie Block Owner Olde Prairie Block Owner, LLC, owns two parcels of real estate: (a) a parcel known as the "Olde Prairie Property" located at 230 E. Cermak Road in Chicago, and (b) a parcel known as the "Lakeside Property" located across the street at 330 E. Cermak Road in Chicago. It also holds a long-term lease with the Metropolitan Pier and Exposition Authority that allows it rent-free use of 450 parking spaces at the McCormick Place parking garage until the year 2203. Olde Prairie Block Owner sought chapter 11 protection (Bankr. N.D. Ill. Case No. 10-22668) on May 18, 2010. The Debtor is represented by John E. Gierum, Esq., at Gierum & Mantas, and John Ruskusky, Esq., George R. Mesires, Esq., and Nile N. Park, Esq., at Ungaretti & Harris LLP. Wildman, Harrold, Allen & Dixon LLP, and Marcus, Clegg & Mistretta, P.A., serve as special counsels to the Debtor. The Debtor estimated assets at $100 million to $500 million and liabilities at $10 million to $50 million at the time of the filing. The Debtor filed a Chapter 11 plan on Sept. 11, 2010. A copy of that plan is available at http://bankrupt.com/misc/OLDEPRAIRE_Plan.pdfat no charge. The Court previously found that the total value of the Real Properties and the Parking Lease was $81,150,000, far more than the $48,000,000 that CenterPoint claims to be owed by the Debtor. No trustee, examiner, or committee has been appointed in this case. OXYSURE SYSTEMS: Posts $469,500 Net Loss in Second Quarter ---------------------------------------------------------- OxySure Systems, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $469,540 on $46,687 of revenues for the three months ended June 30, 2011, compared with a net loss of $406,330 on $8,907 of revenues for the same period of 2010. For the six months ended June 30, 2011, the Company had a net loss of $837,455 on $98,513 of revenues, compared with a net loss of $776,873 on $276,084 of revenues for the same period last year. The Company's balance sheet at June 30, 2011, showed $1.1 million in total assets, $3.9 million in total liabilities, and a stockholders' deficit of $2.8 million. The Company has an accumulated deficit of $12,735,715 and $11,898,260 at June 30, 2011, and Dec. 31, 2010, respectively, and stockholders' deficit of $2,781,836 and $2,325,967 as of June 30, 2011, and Dec. 31, 2010, respectively. The Company requires substantial additional funds to manufacture and commercialize its products. "Management is actively seeking additional sources of equity and/or debt financing; however, there is no assurance that any additional funding will be available," the Company said in the filing. "These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern." A complete text of the Form 10-Q is available for free at: http://is.gd/gEMHYL Frisco, Tex-based OxySure Systems, Inc., was formed on Jan. 15, 2004, as a Delaware "C" Corporation for the purpose of developing products with the capability of generating medical grade oxygen "on demand," without the necessity of storing oxygen in compressed tanks. The Company developed a unique technology that generates medically pure (USP) oxygen from two dry, inert powders. Other available chemical oxygen generating technologies contain hazards that the Company believes make them commercially unviable for broad-based emergency use by lay rescuers or the general public. The Company's launch product is the OxySure Model 615 portable emergency oxygen system. The Company believes that the OxySure Model 615 is currently the only product on the market that can be safely pre-positioned in public and private venues for emergency administration of medical oxygen by lay persons, without the need for training. PICHI'S INC: Files List of 20 Largest Unsecured Creditors --------------------------------------------------------- Pichi's, Inc., has filed with the U.S. Bankruptcy Court for the District of Puerto Rico a list of its 20 largest unsecured creditors. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Pedro L. Ramos Echevarria Juan R. Rodriquez Esq. P.O. Box 7693 Ponce PR 00732 7693 Suit - Tort Action $1,450,000.00 Caribe General Constructors 2053 Ponce By Pass Suite 201 Construction Ponce PR 00717 1308 Contractor $1,115,000.00 Bally Technologies Lockbox 749335 Gaming Systems; Lease Los Angeles CA 90074 And $565,652.79 Departamento De Hacienda De PR Taxes $446,675.64 Aristrocat Technologies Inc Lease of Equipment $252,208.50 PR Electric Power (PREPA) AUT Power Electric Services $156,641.60 State Insurance Fund Corp Workmen's Compensation Insurance $147,325.61 Atronic International Lease of Equipment $136,320.00 WMS Gaming Corporate Receipts Financing of Casino Equipment $125,116.44 Comisionado INST Financieras Franchise Fees $112,500.00 Best Western International Hotel Franchise Fees $98,423.50 Internal Revenue Service Payroll Tax Withholdings $93,090.63 HMS Gaming LLC Casino Machines $76,515.80 Banco Popular De Puerto Rico Credit Card Purchases - Visa $47,642.47 Compania De Turismo De PR Room Tax $36,516.00 Lavanderias Del Sur Laundry Services $33,595.80 Reel Games Inc Lease of Equipment $33,480.00 Manuel A Nunez Esq. Legal Services $33,012.61 Departamento Del Trabajo Payroll Tax $31,983.93 Capitol Security Police Inc Security Services $27,866.66 About Pichi's Inc. Pichi's Inc. owns and operates the Best Western Pichi's Hotel in Guayanilla, Puerto Rico. Pichi's filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 11-06583) on Aug. 3, 2011. Judge Mildred Caban Flores initially presided over the case, which has recently been reassigned to the Hon. Edward A. Godoy. Charles Alfred Cuprill, PSC Law Offices, serves as the Debtor's bankruptcy counsel. CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial consultants. In its petition, the Debtor estimated US$10 million to US$50 million in both assets and debts. The petition was signed by Luis A. Emmanuelli Gonzalez, president. POTOMAC BUSINESS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Potomac Business Environments, LLC 611 North Hammonds Ferry Road, Suite M Linthicum Heights, MD 21090 Bankruptcy Case No.: 11-29198 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Robert A. Gordon Debtor's Counsel: Paul Sweeney, Esq. LOGAN, YUMKAS, VIDMAR & SWEENEY LLC 2530 Riva Road, Suite 400 Annapolis, MD 21401 Tel: (443) 569-5972 Fax: (410) 571-2798 E-mail: psweeney@loganyumkas.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/mdb11-29198.pdf The petition was signed by Erin O'Donovan, president. PRIMORDIA SEED: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Primordia Seed, LLC 12751 County Road 5 Suite 100, 158, 157 and 160 Burnsville, MN 55337 Bankruptcy Case No.: 11-35930 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court District of Minnesota (St Paul) Judge: Nancy C. Dreher Debtor's Counsel: Ralph Mitchell, Esq. LAPP LIBRA THOMSON STOEBNER & PUSCH One Financial Plaza, Suite 2500 120 S 6th St Minneapolis, MN 55402 Tel: (612) 338-5815 E-mail: rmitchell@lapplibra.com Scheduled Assets: $81,759 Scheduled Debts: $1,911,855 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mnb11-35930.pdf The petition was signed by Jeff Courtney, manager and CEO. PUBLIC MEDIA: Case Summary & 25 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Public Media Works Inc 2330 Marinship Way, #300 Sausalito, CA 94965 Bankruptcy Case No.: 11-40137 Chapter 11 Petition Date: September 23, 2011 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Stephan Jan Meyers, Esq. MEYERS LAW OFFICES 440 S. El Cielo Road, Suite 3-800 Palm Springs, CA 92262 Tel: (858) 922-2006 Scheduled Assets: $619,551 Scheduled Debts: $1,060,012 The Company's list of its 25 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/cacb11-40137.pdf The petition was signed by Martin W. Greenwald, chief executive officer. QUALITY HOME: S&P Lowers Corporate Credit Rating to 'CCC' -------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Quality Home Brands Holdings LLC (QHB) to 'CCC' from 'CCC+'. The outlook is negative. "At the same time, we lowered the rating on QHB's $20 million first-out revolving credit facility to 'B-' from 'B'. The recovery rating remains a '1', indicating our expectation of a very high (90%-100%) recovery in the event of a payment default. The rating on QHB's other first-lien facilities, which include a $125.6 million cash-pay term loan and a $105.9 million payment-in-kind term loan, each due in 2014, was lowered to 'CC' from 'CCC'. We revised the recovery rating to '6' from '5' because of the company's lower level of EBITDA. The recovery rating of '6' indicates our expectation of negligible (0%-10%) recovery in the event of a payment default," S&P related. "Our ratings on QHB reflect the company's continuing poor operating performance and potential covenant breach over the next 12 months," said Standard & Poor's credit analyst Stephanie Harter. "We believe the company has a highly leveraged financial profile and vulnerable business risk profile. It is our opinion that QHB has a narrow product focus and exposure to the weak housing industry and U.S. economy, which have adversely affected the company's operating performance over the past few years." QHB's operating performance has been poor since 2008 because of the housing downturn. For the 12 months ended June 30, 2011, revenues remained essentially flat, year over year. In addition, Standard & Poor's calculation for the last 12 months June 20, 2011, adjusted EBITDA margin is about 10%, which is down significantly from prerecessionary levels, resulting in weak credit metrics. "We estimate the adjusted total debt to EBITDA ratio for the 12 months ended June 30, 2011, was very high, at about 14x (including convertible preferred equity, which we consider as debt), and adjusted EBITDA interest coverage (including cash-pay and non-cash-pay interest) was very thin, at about 0.6x. EBITDA coverage of cash interest is about 0.9x. We expect QHB to face margin pressure from rising production costs over the next year, especially from its suppliers in China, in addition to increased competition as some of these suppliers can sell directly to QHB's retail customers. We expect credit metrics to remain near these levels through 2012 because of the continued uncertainty surrounding the housing industry, the weak economic environment, and margin pressure. At its current level of profitability, the company will unlikely be able to comply with the upcoming more-restrictive financial covenants in its credit facility," S&P stated. The outlook is negative. The company's sales are relatively flat year over year while adjusted EBITDA remains low from sales of lower margin products and higher input costs. The company's liquidity position has the potential to become further constrained as the fixed-charge covenant steps up and the leverage and interest coverage tests are initiated, which unless amended, given current levels of profitability could result in a covenant breach in the third quarter of 2012. "We would lower the rating to 'CC' if the company does not address the possible covenant violation by early 2012. Alternatively, although unlikely over the next year, we could revise the outlook to stable if the housing market strengthens and QHB's sales and profits improve such that the company is able to maintain covenant cushion of about 10%," S&P stated. QUINCY MEDICAL: Judge Clears Firm to Sell Its Assets to Steward --------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Quincy Medical Center Inc. secured court approval to sell its Boston-area community hospital to an affiliate of Steward Health Care System LLC. About Quincy Medical Quincy Medical Center is a 196-bed, nonprofit hospital in Quincy, Massachusetts. Quincy Medical Center, Inc. together with two affiliates, sought Chapter 11 protection (Bankr. D. Mass. Lead Case No. 11-16394) on July 1, 2011. John T. Morrier, Esq., at Casner & Edwards, LLP, in Boston, serves as counsel to the Debtors. Navigant Capital Advisor LLC and Navigant Consulting Inc. serve as financial advisors. Epiq Bankruptcy Solutions LLC is the claims, noticing, and balloting agent. Quincy disclosed assets of $73 million and liabilities of $79.4 million. Debt includes $56.4 million owing on secured bonds issued through a state health-care finance agency. There is another $2.5 million secured obligation owing to Boston Medical Center Corp. Accrued liabilities are $18.2 million. On July 12, 2011, the U.S. Trustee for the District of Massachusetts appointed the Official Committee of Unsecured Creditors. Counsel to the Creditors' Committee is Jeffrey D. Sternklar, Esq., at Duane Morris LLP, in Boston, Massachusetts. Deloitte Financial Advisory Services LLC is the financial advisor to the Creditors' Committee. R&G FINANCIAL: Court OKs Kurtzman Carson as Balloting Agent ----------------------------------------------------------- R&G Financial Corporation sought and obtained permission from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Kurtzman Carson Consultants LLC as its notice and balloting agent. The Debtor proposes to engage KCC to assist with the noticing, balloting and tabulation services, including mailing out Solicitation Packages and Ballots, processing returned Ballots and Master Ballots, and mailing other required notices. The fees to be charged by KCC in connection with the chapter 11 case are set forth in a Services Agreement. The Debtor proposes that the cost of KCC's services be paid from the Debtor's estate as provided by 28 U.S.C. Sec. 156(c) and 11 U.S.C. Sec. 503(b)(I (A). Drake Foster -- dfoster@kccllc.com -- general counsel of KCC, attest that KCC neither holds nor represents an interest materially adverse to the Debtor's estate nor has a material connection to the Debtor, its creditors or its related parties with respect to any matter for which KCC will be employed. KCC may have relationships with certain of the Debtor's creditors as vendors or in connection with cases in which KCC serves or has served in a neutral capacity as claims and noticing agent for another chapter 11 debtor. About R&G Financial San Juan, Puerto Rico-based R&G Financial Corporation was the direct parent of R-G Premier Bank of Puerto Rico, a state- chartered nonmember bank, through which RGFC primarily conducted its business. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 10-04124) on May 14, 2010. Brent R. McIlwain, Esq., Robert W. Jones, Esq., Esq., at Patton Boggs LLP, in Dallas; and Jorge I. Peirats, Esq., at Pietrantoni, Mendez & Alvarez, in Hato Rey, P.R., serve as the Debtor's bankruptcy counsel. The Debtor disclosed US$40,213,356 in assets and US$420,687,694 in debts as of the Petition Date. RDA HOLDING: S&P Lowers Corporate Credit Rating to 'CCC+' --------------------------------------------------------- On Aug. 31, 2011, Standard & Poor's Ratings Services lowered its ratings on Reader's Digest Assn. Inc. to 'CCC+' from 'B', but due to an error did not contemporaneously lower the rating on the holding company, RDA Holding Co. "For the complete rationale for our downgrade of Reader's Digest, see our research update published Aug. 31, 2011," S&P said. Ratings List Downgraded To From RDA Holding Co. Corporate credit rating CCC+/Negative/-- B/Negative/-- REDDY ICE: Receives Non-Compliance Notice From NYSE --------------------------------------------------- Reddy Ice Holdings, Inc., had been notified by NYSE Regulations, Inc. that it is not in compliance with one of the continued listing standards of the New York Stock Exchange. Reddy Ice is considered below the continued listing criteria established by the NYSE because the Company's total market capitalization has been less than $50 million over a consecutive 30 trading-day period and its last reported shareholders' equity was less than $50 million. In accordance with NYSE procedures, Reddy Ice has 45 days from the receipt of the notice to submit a plan to the NYSE demonstrating how it intends to comply with the NYSE's continued listing standards within 18 months. Upon receipt of the Company's plan, the NYSE will review and determine whether the Company has made a reasonable demonstration of its ability to come into conformity with the relevant standards within the 18 month period. The NYSE will either accept the plan, at which time the Company will be subject to ongoing monitoring for compliance with this plan, or the NYSE will not accept the plan and the Company will be subject to suspension and delisting proceedings. As required by the NYSE's rules, the Company plans to notify the NYSE within 10 days of receipt of the non-compliance notice of the Company's intent to submit a plan to remedy its non-compliance. The Company's common stock remains listed on the NYSE under the symbol "FRZ," but will be assigned a ".BC" indicator by the NYSE to signify that the Company is not currently in compliance with the NYSE's continued listing standards. The Company is required to maintain compliance with other applicable NYSE continued listing requirements, including the minimum global market capitalization standard, which requires the Company to maintain an average global market capitalization of at least $15 million over a consecutive 30 trading-day period. Failure to maintain compliance with this requirement would result in the NYSE promptly initiating suspension and delisting procedures. On September 26, 2011, Reddy Ice's common stock had a closing price of $1.63 per share, equating to a market capitalization of approximately $38.1 million. About Reddy Ice Reddy Ice Holdings, Inc. is the largest manufacturer and distributor of packaged ice in the United States. With approximately 1,500 year-round employees, the Company sells its products primarily under the widely known Reddy Ice(R) brand to a variety of customers in 34 states and the District of Columbia. The Company provides a broad array of product offerings in the marketplace through traditional direct store delivery, warehouse programs and its proprietary technology, The Ice Factory(R). Reddy Ice serves most significant consumer packaged goods channels of distribution, as well as restaurants, special entertainment events, commercial users and the agricultural sector. RENAISSANCE SURGICAL: Files List of 20 Largest Unsecured Creditors ------------------------------------------------------------------ Renaissance Surgical Arts at Newport Harbor, LLC, has filed with the U.S. Bankruptcy Court for the Central District of California a list of its 20 largest unsecured creditors. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Vascular Resources Inc. Goe & Forsythe, LLP 18101 Von Karman Avenue Suite 510 Irvine CA 92612 Tel. (949) 798-2460 Trade Debt $2,200,000 Gary Savlov c/o Robert P. Goe, Esq. Goe & Forsythe, LLP 18101 Von Karman Avenue Suite 510 Irvine CA 92612 Tel. (949) 798-2460 Loan $345,000 Control Air Conditioning 5200 La Palma Avenue Anaheim, CA 92807 Tel. (714) 777-8600 Subcontractor $282,000 Trumpf Group Trade Debt $230,000 WoltersKluwer - ProVation Trade Debt $193,941 Medical Steris Corp. Trade Debt $170,760 McKesson Corporation Trade Debt $149,114 J&J Health Care Systems, Inc. Trade Debt $105,831 Kendrick, Jackson & Kearl Legal Services $100,000 Tandem Receivable Solutions Trade Debt $86,488 Bard Peripheral Vascular, Inc. Trade Debt $83,875 Quiring Construction Construction Mgr $70,935 Fresno Plumbing Subcontractor $69,000 Architectural Wood Subcontractor $60,000 Rumex Trade Debt $55,733 Zeiss Trade Debt $39,763 Bausch & Lomb Trade Debt $38,000 Jani-King of California, Inc. Services $35,038 Boston Scientific Trade Debt $34,434 Allergan Sales Inc. Trade Debt $33,509 About Renaissance Surgical Arts at Newport Harbor An involuntary Chapter 11 petition was filed against Costa Mesa, California-based Renaissance Surgical Arts at Newport Harbor (Bankr. C.D. Calif. Case No. 11-19749) on July 11, 2011. On Aug. 2, 2011, the Court entered an order for relief. Judge Erithe A. Smith presides over the case. The petitioners are Dr. Gary Reiter, allegedly owed $907,515; Vascular Resources Inc., allegedly owed $2,462,492; and Anthony C. Pings, allegedly owed $266,169. The Petitioners are represented by Robert P. Goe, Esq., at Goe & Forsythe, LLP. Michael D. Good, Esq., at South Bay Law Firm, in Torrance, Calif., is the proposed counsel for the Debtor. RIVERCREST, LLC: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Rivercrest, LLC 133 S. WaterSound Parkway Panama City Beach, FL 32413 Bankruptcy Case No.: 11-17612 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Michael G. Williamson Debtor's Counsel: Scott A. Stichter, Esq. STICHTER, RIEDEL, BLAIN & PROSSER 110 E. Madison Street, Suite 200 Tampa, FL 33602-4700 Tel: (813) 229-0144 Fax: (813) 229-1811 E-mail: sstichter.ecf@srbp.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb11-17612.pdf The petition was signed by Bryan W. Duke, chief restructuring officer. ROBERT ROOD: Maryland Court Rules in Chapter 7 Trustee's Suit ------------------------------------------------------------- Bankruptcy Judge Paul Mannes issued various rulings in the complaint filed by Gary A. Rosen -- the Chapter 7 Trustee of Robert F. Rood IV and his debtor-affiliates -- and Southern Management Corporation Retirement Trust against the Debtors. SMCRT is a trust that was created to manage the pension funds of employees and officers of Southern Management Corporation. SMCRT holds a nondischargeable judgment, entered by default, against Mr. Rood for $13,876,353. The judgment arose out of a fraudulent scheme whereby funds placed in Mr. Rood's hands to invest on behalf of SMCRT were misappropriated. The Complaint was filed by the Plaintiffs on April 1, 2009. The Plaintiffs also filed an Emergency Motion for Temporary Restraining Order and Preliminary Injunction, seeking to enjoin the Defendants and any agent or representative acting for them directly or indirectly from taking any action or making any transfers of any property or assets or engaging in any financial or business transactions including, but not limited to, any transactions involving, directly or indirectly, any and all assets of Mr. Rood and various entities owned by Mr. Rood, Kore Holdings Inc., and First Washington Equities LLC. The case is, GARY A. ROSEN, CHAPTER 7 TRUSTEE and SOUTHERN MANAGEMENT CORPORATION RETIREMENT TRUST, v. KORE HOLDINGS, INC; ARCADIAN, INC.; FIRST WASHINGTON FINANCIAL CORPORATION; LEVEL ONE MORTGAGE CAPITAL; MORTGAGE AMERICAN BANKERS; SOURCE BIO-PLASTICS, INC. SUNVOLT; WHIPLASH MOTOR SPORTS, LLC; ROBERT FULTON ROOD, IV; CHARLES TIMOTHY JEWELL; NIK HEPLER; GRACE ANN ROOD; ROBERT F. ROOD, III; WARREN A. HUGHES, JR.; and FIRST WASHINGTON EQUITIES, LLC, Adv. Proc. No. 09-0188 (Bankr. D. Md.). A copy of the Court's Sept. 26, 2011 Memorandum of Decision is available at http://is.gd/k6Fvqifrom Leagle.com. Robert F. Rood IV and his various corporate entities filed for Chapter 7 bankruptcy (Bankr. D. Md. Lead Case No. 08-17199) in 2008. Those related entities are The Source LLC, Blue Horseshoe Portfolio Services LLC, Level One Capital Partners LLC, Blue Horseshoe Capital LLC, Mattehorn Financial LLC, Level One Capital Partners. Southern Management Corporation Retirement Trust in May 2008 sued Mr. Rood, Blue Horseshoe and Level One in the Circuit Court for Montgomery County, seeking the appointment of a receiver. SMCRT had learned that Rood et al. were commingling and misusing SMCRT loan proceeds for personal gain. Mr. Rood filed for Chapter 7 on the day before a hearing in the Circuit Court regarding the appointment of a permanent receiver and the granting of a preliminary injunction. After Rood's bankruptcy filing, the Circuit Court took no further action as to him but entered an Order appointing Thomas Murphy, Esq., as receiver, together with an Order enjoining the Debtor Entities from misappropriating funds and dissipating assets. Mr. Rood acting pro se filed a second bankruptcy case, this time under Chapter 11 (Bankr. S.D. Fla. Case No. 10-18984) on April 7, 2010. The case was transferred to the Maryland Bankruptcy Court (Bankr. D. Md. Case No. 10-22378), and consolidated with Mr. Rood's existing Chapter 7 case. While Rood thereafter sought to dismiss the Chapter 11 case, the court converted it to a case under Chapter 7 on Aug. 31, 2010. Mr. Rood filed a Chapter 11 case on behalf of Kore (Bankr. D. Nev. 10-_____) on April 7, 2010. That case was transferred to Maryland (Bankr. D. Md. Case No. 10-19436) and converted to a case under Chapter 7 on motion of the U.S. Trustee on Aug. 23, 2010. SANTA FE GOLD: Stark Schenkein Raises Going Concern Doubt --------------------------------------------------------- Santa Fe Gold Corporation filed on Sept. 13, 2011, its annual report on Form 10-K for the fiscal year ended June 30, 2011. Stark Schenkein, LLP, in Denver, Colorado, expressed substantial doubt about Santa Fe Gold's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, has no current significant source of operating revenues, has a working capital deficit and needs to secure financing to remain a going concern. The Company reported a net loss of $4.6 million on $6.4 million of sales for fiscal 2011, compared with a net loss of $1.2 million on $320,145 of sales for fiscal 2010. The Company's balance sheet at June 30, 2011, showed $27.2 million in total assets, $27.7 million in total liabilities, and stockholders' equity of $537,450. A complete text of the Form 10-K is available for free at: http://is.gd/tBwNsA Albuquerque, New Mexico-based Santa Fe Gold Corporation (OTC BB: SFEG) -- http://www.santafegoldcorp.com/-- is a mining and exploration enterprise focused on acquiring and developing gold, silver, copper and industrial mineral properties. Santa Fe controls: (i) the Summit mine and Lordsburg mill in southwestern New Mexico, which began processing operations in 2010; (ii) a substantial land position near the Lordsburg mill, comprising the core of the Lordsburg Mining District; (iii) the Ortiz gold property in north-central New Mexico; (iv) the Black Canyon mica deposit and processing equipment near Phoenix, Arizona; and (v) a deposit of micaceous iron oxide (MIO) in western Arizona. SAVANNAH OUTLET: U.S. Trustee Objects to Disclosure Statement ------------------------------------------------------------- Donald F. Walton, the United States Trustee for Region 21, objects to the disclosure statement explaining the proposed Chapter 11 plan filed by Savannah Outlet Shoppes, LLC. Joel Paschke, Esq., representing the U.S. Trustee, states that the Disclosure Statement fails to include data showing the Debtor's postpetition financial performance. Without the information, creditors have no ability to judge for themselves whether the Debtor's cash flow projections are feasible, Mr. Paschke says. Mr. Paschke notes that the Debtor's bankruptcy schedules report roughly $52,000 in unsecured claims. However, the Debtor proposes to pay some but not all (only $22,000) of these claims in full but without interest. The disclosure statement should specifically identify those claims that the debtor proposes to pay in full as well as those claims which will not receive any distribution under the plan. In the Plan, Mr. Paschke states that the Debtor fails to specify what constitutes property of the estate if the plan is confirmed and the case is subsequently converted to Chapter 7. The following language should be added to the plan: "If the plan is confirmed and the case is subsequently converted to chapter 7, all of the property that vested in the reorganized debtor at confirmation, and any proceeds of such property, shall revest in the chapter 7 estate." Comm 2006-C8 Gateway Boulevard Limited Partnership also objects to the Disclosure Statement for the Debtor's Chapter 11 Plan and to the valuation of real estate property. The Lender is the Debtor's senior secured creditor, and holds a first priority perfected security interest in and to the Debtor's real property, a commercial shopping center located in Savannah, Georgia. The Debtor assumes, without any disclosed basis, that the value of the Property is $10,133,747. The Lender objects to that valuation as inaccurate. The Lender believes that the disclosure statement should state whatever basis or support the Debtor has for that valuation. The Debtor estimates that prepetition non-insider, non-priority unsecured claims "total approximately $22,000," but provides no further detail. The Lender states that the Debtor should be required to provide a list of unsecured creditors whose claims are still outstanding, with amounts due. The disclosure statement does not include any description of the lease status of the major tenants on the Property, which pertains directly to the value of the Property and the feasibility of the proposed plan. The Lender contends that the lease status of at least the major tenants should be disclosed. The Debtor's plan proposes to extend the maturity of its obligations to Lender from 2016 to 2021, but the disclosure statement includes financial projections only through June 2012, which are inadequate for making any informed judgment about the Debtor's ability to perform the plan. The Debtor states that it knows of no preference or fraudulent conveyance actions for which the possibility of material recovery for the estate exists, but provides no further detail to support this conclusion. The Debtor's Statement of Financial Affairs lists $179,846 in transfers to various insiders within one year of the bankruptcy filing. The Lender tells the Court that the Debtor should at least explain why none of these is recoverable. Comm 2006-C8 Gateway Boulevard Limited is represented by: Thomas M. Byrne, Esq. SUTHERLAND ASBILL & BRENNAN LLP 999 Peachtree Street, NE Atlanta, Georgia 30309 Tel: (404) 853-8026 Fax: (404) 853-8806 E-mail: tom.byrne@sutherland.com - and - Kathleen Horne (GSB # 367450) INGLESBY FALLIGANT, HORNE, COURINGTON, & CHISHOLM, P.C. 17 West McDonough Street Savannah, Georgia 31402 Tel: (912) 232-7000 Fax: (912) 238-0286 E-mail: khorne@ifhlaw.com The hearing on the Disclosure Statement is scheduled on Nov. 15, 2011 at 10 A.M. About Savannah Outlet Shoppes Claremont, California-based Savannah Outlet Shoppes, LLC, owns and operates a business related to the management and leasing of a commercial shopping center located in Savannah, Georgia. Savannah Outlet filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ga. Case No. 10-42135) on Oct. 4, 2010. Karen F. White, Esq., at Cohen Pollock Merlin & Small PC, represents the Debtor. The Debtors' professionals include Bulovic Law Firm, LLC, as local co-counsel, and Steven H. Spears as accountant. The Debtor estimated assets and debts at $10 million to $50 million. SEA HORSE: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Sea Horse Realty & Construction, Inc. P.O. Box 2410 Kill Devil Hills, NC 27948 Bankruptcy Case No.: 11-07223 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: J. Rich Leonard Debtor's Counsel: George M. Oliver, Esq. OLIVER FRIESEN CHEEK, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 E-mail: efile@ofc-law.com Scheduled Assets: $1,782,650 Scheduled Debts: $3,075,537 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb11-07223.pdf The petition was signed by Rickard B. Mercer, president. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Rickard B. Mercer 09-04088 05/18/09 SIGNATURE STYLES: Court Approves Assets Sale to Artemis ------------------------------------------------------- Signature Styles, LLC obtained approval from the U.S. Bankruptcy Court for the District of Delaware to sell substantially all of its assets to Artemis, LLC. Artemis is an affiliate of private equity firm Patriarch Partners LLC, which owned and was the secured lender to Signature Styles before it filed for bankruptcy in June of this year. It will acquire the assets pursuant to the stalking horse asset purchase agreement it entered into with Signature Styles. Signature Styles initially planned to hold an auction for the assets on Sept. 1. The auction was cancelled after the company did not receive any qualified competing bids for the assets. As reported in the Troubled Company Reporter on Sept. 12, 2011, the assets will be sold in exchange for a large chunk of debt and a small sliver of cash. The buyer will assume specified debt, including $30 million on a term loan and revolving credit. The buyer will also honor some customer obligations. At the sale closing, Patriarch Partners and its affiliates including the buyer, will be deemed to have waived their claims against Signature Styles and its estate. Any proof of claim filed by Patriarch will be deemed expunged. A full-text copy of the sale order is available without charge at http://bankrupt.com/misc/Signature_SaleOrderArtemis.pdf About Signature Styles 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., 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 stalking-horse purchase agreement requires approval of bidding procedures by July 7 and approval of a sale by Aug. 4. Roberta A. Deangelis, United States Trustee for Region 3, under 11 U.S.C. SEC 1102(a) and (b), appointed the following amended unsecured creditors who are willing to serve on the Official Committee of Unsecured Creditors of Signature Styles LLC. SIGNATURE STYLES: Seeks First Exclusivity Extension --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Signature Styles LLC is requesting a first extension of the exclusive right to propose a Chapter 11 plan. At the Oct. 18 hearing on the exclusivity motion, the company will explain how efforts are now focused on “addressing obstacles” to a liquidating Chapter 11 plan. A wind-down officer has been named to work on a plan and distribution of the remaining assets. About Signature Styles 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. Christopher A. Ward, 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. Signature Styles completed the bankruptcy sale of the Spiegel catalogue business to the secured lender on Sept. 12, 2011. The business was purchased by a fund associated with Patriarch Partners LLC, the owner and lender through affiliated funds. The contract with Patriarch was negotiated before the Chapter 11 filing. The Patriarch fund paid $2 million cash and assumed specified liabilities, including $30 million outstanding on a term loan and revolving credit. The U.S. Trustee has formed an Official Committee of Unsecured Creditors. SOUTHWEST GEORGIA: Disclosure Statement Hearing Set for Oct. 5 -------------------------------------------------------------- Judge James D. Walker, Jr., of the U.S. Bankruptcy Court for the Middle District of Georgia will convene a hearing on Oct. 5, 2011, at 2:00 p.m., to consider approval of the disclosure statement explaining Southwest Georgia Ethanol, LLC's plan of reorganization. Written objections to the Disclosure Statement or to whether "adequate information" is provided thereby may be filed on or before Sept. 29. The Plan proposes a 3% recovery to holders of general unsecured claims, estimated at $2,100,000. Holders of prepetition senior secured lender claims, estimated at $107,644,144, will receive a 97.5% recovery of their claims. Each holder of an allowed prepetition senior secured lender claim will receive their pro rata share of new preferred units and new Class B units. Holders of other secured claims, estimated at $2,744,833, will recover 100% of their claims. There are several holders of Other Secured Claims for equipment used at the Debtor's facility. Mitchell County has filed a secured tax claim, and has submitted invoices to the Debtor for 2011 ad valorem property taxes owing. Administrative Expense Claims, DIP Financing Claims, Professional Fee Claims, and Priority Tax Claims will be paid in full in cash. About Southwest Georgia Ethanol 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. SOVRAN LLC: Court Okays Bullivant Houser as Bankruptcy Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington authorized, on a final basis, Sovran LLC to employ Bullivant Houser Bailey, PC as counsel. As reported in the Troubled Company Reporter on Sept. 21, 2011, the Debtor previously obtained a temporary order authorizing the employment of the firm. To the best of the Debtor's knowledge, Bullivant Houser is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. Sovran LLC, filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 11-45107) on June 23, 2011. SOVRAN LLC: GVA Kidder Approved as Commercial Real Estate Brokers ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Washington authorized, on a final basis, Sovran LLC to employ GVA Kidder Mathews as commercial real estate brokers for the Debtor. As reported in the Troubled Company Reporter on Sept. 21, 2011, the Debtor previously obtained a temporary order authorizing the employment of the firm. To the best of the Debtor's knowledge, GVA Kidder is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Sovran LLC Sovran LLC, filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 11-45107) on June 23, 2011. Richard G. Birinyi, Esq., and Lawrence R. Ream, Esq., at Bullivant Houser Bailey PC, in Seattle, Washington, serve as counsel. SPANISH INN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Spanish Inn Inc. aka Spanish Inn & Villas Spanish Inn Hotel & Villas dba Spanish Inn & Villas Spanish Inn Hotel and Villas 640 N. Indian Canyon Road Palm Springs, CA 92262 Bankruptcy Case No.: 11-39840 Chapter 11 Petition Date: September 22, 2011 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Wayne E. Johnson Debtor's Counsel: B. Kwaku Duren, Esq. B. KWAKU DUREN & ASSOCIATES, PC 4716 Crenshaw Boulevard Los Angeles, CA 90043 Tel: (323) 290-6146 Fax: (323-290-1645 E-mail: bkwakuduren@msn.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/cacb11-39840.pdf The petition was signed by Ramy Hormoz, president. SPECTRAWATT INC: Okayed to Access A-1 Noteholder's Cash Collateral ------------------------------------------------------------------ The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York authorized, on a final basis, Spectrawatt, Inc., to use cash collateral of A-1 Noteholders. All funds and cash investments of the Debtor, including any funds on deposit at any institutions, are asserted as cash collateral of the Series A-1 Noteholder Agent and the Series A-1 Noteholders. The Series A-1 Notes are secured by valid, enforceable, perfected and unavoidable first liens in favor of the Series A-1 Noteholders on substantially all of the Debtor's assets pursuant to the prepetition loan documents. The Debtor would use the cash collateral to continue it business operations postpetition. The Debtor has stipulated that pursuant to the Prepetition Loan Documents, the Debtor was indebted and liable to the Series A-1 Noteholder Agent and the Series A-1 Noteholders, in the aggregate principal amount of $25,397,113 plus fees and expenses, as of Aug. 19, 2011, in respect of loansmade by the Series A-1 Noteholder Agent and the Series A-1 Noteholders. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant the A-1 Noteholders with adequate protection liens and superpriority administrative expense claims status, subject to carve out on certain expenses. The Debtor's cash collateral use is subject to the occurrence of an Event of Default, which includes, among other things: a) the issuance of an order staying, reversing, modifying or vacating this order or any further cash collateral order, as applicable; b) with respect to a sale of substantially all of the Debtor's assets, (i) the Debtor's failure to obtain entry of a bid procedures order by Sept. 30, 2011, in a manner acceptable to the Series A-1 Noteholder Agent, or (ii) absent the prior written consent of the Series A-1 Noteholder Agent, the Debtor's failure to obtain approval of an asset sale under Bankruptcy Code section 363 by Oct. 31, 2011; c) the entry of an order dismissing the Debtor's chapter 11 case, converting the case to chapter 7, or appointing a chapter 11 trustee or an examiner with expanded powers in the case; d) any action by the Debtor, including the filing of an application, in support of any of the foregoing Events of Default; e) the breach by the Debtor of any term or provision of this order or any further cash collateral order; f) the acquisition by any postpetition lender to the Debtor of a postpetition security interest in or lien upon any property of the Debtor having parity with or priority over the security interest and liens in such property held by the Series A-1 Noteholder Agent or any Series A-1 Noteholder; or g) the entry of an order by any court that terminates the authority of the Debtor to conduct all or any material part of its business. About SpectraWatt Based in Hopewell Junction, New York, SpectraWatt Inc. was spun off from Intel in June 2008 and raised $50 million through a sale of preferred stock to its former parent and other investors including Goldman Sachs Group Inc.'s Cogentrix Energy LLC, PCG Clean Energy and Berlin-based solar panel maker Solon SE. The Company has also issued about $36.7 million in senior secured convertible notes. The Company has a manufacturing facility in Hopewell Junction designed to generate over 200 megawatts of production per year. The plant began operations in January 2010 with an initial capacity of only 30 megawatts per year. The Company began winding down its affairs late last year after encountering setbacks and shut down the lone manufacturing facility in March, and fired all its workers. SpectraWatt filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 11-37366) on Aug. 19, 2011, in Poughkeepsie, New York. SpectraWatt estimated as much as $50 million in both debt and assets as of the Chapter 11 filing. Mark W. Wege, Esq., and Scott Davidson, Esq., at King & Spalding LLP, in Houston, Texas, is the proposed counsel for the Debtor. SSI GROUP: U.S. Trustee Appoints 7–Member Creditors Committee ------------------------------------------------------------- Chapter11Cases.com says that the United States Trustee filed a notice with the Delaware bankruptcy court Tuesday which identified the creditors that have been appointed to the Official Committee of Unsecured Creditors in the chapter 11 bankruptcy cases of SSI Group Holding Corp. and its affiliates. The members of the Creditors' Committee are: * The Coca-Cola Company (Atlanta, Georgia) * Accel Networks, LLC (St. Petersburg, Florida) * Pyro Brand Development, LLC (Dallas, Texas) * DDR Corp. (Beechwood, Ohio) * Glazier Foods Company, Inc. (Houston, Texas) * Valassis, Inc. (Windsor, Connecticut) * Performance Food Group, Inc. d/b/a Vistar Corporation (Centennial, Colorado) According to a notice of appearance filed later in the day, Chapter11Cases.com notes, the Creditors' Committee has selected the law firm of Pachulski Stang Ziehl & Jones LLP as its counsel. Attorneys in the firm's Los Angeles, California and Wilmington, Delaware offices are listed as representing the Committee. About SSI Group On Sept. 14, 2011, SSI Group Holding Corp. sought bankruptcy protection (Bankr. D. Del. Case No. 11-12917) in Wilmington, Delaware, after months of lackluster performance at its two struggling restaurant chains, which combined operate about 120 locations, and its debts mounted to $47.5 million. Judge Mary F. Walrath presides over the case. SSI reported $23.9 million in assets as of Aug. 28, 2011. The Debtor is represented by Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan Joseph TriArtisan LLC as financial advisors. SSI is behind two southern restaurant chains -- the healthy Souper Salad chain and "comfort food"-serving Grandy's restaurants. Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC (Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920), also sought Chapter 11 protection on Sept. 14, 2011. The Debtors hope to use the bankruptcy cases to sell their Grandy's chain to an affiliate of Sun Capital Partners (or a higher bidder) and to sell their Souper Salad chain to a to-be determined buyer (no stalking horse bidder has been identified). STONEHEATH RE: Fitch Puts Rating on $350 Mil. Preferred at 'BB+' ---------------------------------------------------------------- Fitch Ratings has assigned a 'BBB' rating to XL Group Ltd.'s (XL) recently announced $400 million issue of senior notes due 2021. Fitch has also affirmed its existing ratings on XL and its property/casualty (re)insurance subsidiaries. The Rating Outlook is Stable. The rating assigned to the newly issued senior unsecured notes is equivalent to Fitch's ratings on the company's currently outstanding senior unsecured securities. XL expects to use the net proceeds from the offering as partial funding to repay the $600 million XL Capital Finance (Europe) PLC senior notes at maturity in January 2012. Fitch's rationale for the affirmation of XL's ratings reflects the company's solid capitalization, reasonable financial leverage and stable competitive position. The ratings also reflect anticipated challenges in a competitive property/casualty market and soft rate environment, poor underwriting results in the first half of 2011 and the potential drag from the remaining run-off life business. XL's capitalization remains favorable with GAAP shareholders' equity of $10.6 billion at June 30, 2011, unchanged from year-end 2010. XL continues to maintain reasonable financial leverage with an equity-credit adjusted debt-to-total capital ratio (including accumulated other comprehensive income) of 16.8% at both June 30, 2011, and at Dec. 31, 2010. Following XL's $400 million senior note issuance and August 2011 repurchase of its series C preference ordinary shares ($71 million) and conversion of its equity security units ($575 million) from senior debt to common equity, pro forma equity credit adjusted debt-to-total capital increases slightly to about 17.1% at June 30, 2011, remaining below Fitch's expected range of 20% - 25%. XL's competitive position remains stable, with total property/casualty net premiums written up 11% in the first six months of 2011 and 5% for full year 2010, with both XL's Insurance and Reinsurance segments experiencing premium growth. The increases are due to targeted new business growth, strong mid-to upper 80% retentions at historical levels across all lines of business and the recapture of some of the previously lost business, partially offset by the continuing competitive market environment and overall flat rate environment. Following net income posted by XL in 2010 and 2009, the company recorded a slight net loss of $1.6 million in the first half of 2011 due to sizable catastrophe losses from the Japanese and New Zealand earthquakes and the Australian floods. As a result, XL's core property/casualty operations posted a higher GAAP combined ratio of 110.1% for the first six months of 2011 compared to a 96.4% combined ratio for the first six months of 2010. Excluding the impact of catastrophes (17.6 points) and favorable reserve development (7.7 points), XL's combined ratio for the first six months of 2011 was 100.2%, up 4.9 points from the first six months of 2010. This deterioration was primarily driven by higher large loss activity in the Insurance segment's energy and property business and a large marine loss in the Reinsurance segment. Key rating triggers that could lead to an upgrade include operating earnings that remain in line with higher rated peers, overall flat to favorable loss reserve development, continued moderate level of volatility in the investment portfolio, debt-to total capital maintained below 20% and continued improvement in insurance subsidiary capitalization. Key rating triggers that could lead to a downgrade include significant charges for reserves, investments, or runoff business that affect equity and the capitalization of the insurance subsidiaries, debt-to-total capital maintained above 25% and future earnings that are significantly below industry levels. Fitch assigns the following rating: XL Group Ltd. -- $400 million 5.75% senior notes due 2021 'BBB'. Fitch affirms the following ratings with a Stable Outlook: XL Group Ltd. -- IDR at 'BBB+'; -- $600 million 5.25% senior notes due 2014 at 'BBB'; -- $350 million 6.375% senior notes due 2024 at 'BBB'; -- $325 million 6.25% senior notes due 2027 at 'BBB'; -- $1,000 million 6.375% series E preferred ordinary shares at 'BB+'. XL Capital Finance (Europe) PLC -- IDR at 'BBB+'; -- $600 million 6.5% guaranteed senior notes due 2012 at 'BBB'. Stoneheath Re -- IDR at 'BBB+'; -- $350 million non-cumulative perpetual preferred at 'BB+'. Fitch has also affirmed at 'A' the IFS ratings of the following XL Group Ltd. (re)insurance subsidiaries with a Stable Outlook: -- XL Insurance (Bermuda) Ltd; -- XL Re Ltd; -- XL Insurance Switzerland; -- XL Re Latin America Ltd; -- XL Insurance Company Limited; -- XL Insurance America, Inc.; -- XL Reinsurance America Inc.; -- XL Re Europe Limited; -- XL Insurance Company of New York, Inc.; -- XL Specialty Insurance Company; -- Indian Harbor Insurance Company; -- Greenwich Insurance Company; -- XL Select Insurance Company. STRONGBUILT INC: Slapped With $977T Product Liability Judgment -------------------------------------------------------------- In the case, DOUGLAS TAYLOR and TONYA TAYLOR, v. STRONGBUILT, INC., and STRONGBUILT INTERNATIONAL, LLC., Civil Action No. 09-0806-KD-C (S.D. Ala.), District Judge Kristi K. DuBose granted the plaintiffs' motions for default judgment and ordered that default judgment in the total amount of $977,426 be entered against the defendants StrongBuilt and SBI and in favor of the Taylors pursuant to Fed.R.Civ.P. 55(b)(2). The Taylors assert a products liability claim after a tree stand manufactured by StrongBuilt and sold at Wal-Mart failed causing Douglas to incur spinal cord injuries. A copy of the Court's Sept. 23, 2011 Order is available at http://is.gd/QeMOrTfrom Leagle.com. StrongBuilt filed for Chapter 11 bankruptcy (Bankr. W.D. La. Case No. 03-31317) in 2003. The case was closed March 14, 2006. StrongBuilt International, LLC, in Waterproof, Louisiana, filed for Chapter 11 bankruptcy (Bankr. W.D. La. Case No. 09-30633) on April 1, 2009. Wade N. Kelly, Esq. -- wnkellylaw@yahoo.com -- represented the Debtor. In its petition, it estimated $1 million to $10 million in both assets and debts. The 2009 petition was signed by Kenneth K. Killen, managing member of the company. SYLVESTER HOMES: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Sylvester Homes Lot 2 LLC P.O. Box 1167 Solana Beach, CA 92075 Bankruptcy Case No.: 11-15783 Chapter 11 Petition Date: September 23, 2011 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Louise DeCarl Adler Debtor's Counsel: Julian McMillan, Esq. MCMILLAN LAW GROUP 5402 Ruffin Road, Suite 205 San Diego, CA 92123 Tel: (858) 499-8951 Fax: (619) 241-8291 E-mail: julian@mcmillanlawgroup.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's five largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/casb11-15783.pdf The petition was signed by James Dale Sylvester, president. TAYLOR BEAN: Creditors' Trustee Sues Deloitte & Touche ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that when Taylor Bean & Whitaker Mortgage Corp. implemented its Chapter 11 plan on Aug. 10, the case was really only beginning for Deloitte & Touche LLP, which had been outside auditors for what was once the largest independent mortgage originator in the U.S. In a lawsuit begun Sept. 26 in state court in Miami, a trust created for creditors sued the former auditors, saying they ignored red flags that a fraud was being conducted. The Confirmed Plan In addition to creating the creditors’ trust, the plan ultimately is to administer $322 million to $521 million, according to the disclosure statement. Once claims with higher priority are paid, the disclosure statement explained that between $264 million and $354 million would remain for unsecured creditors with claims totaling more than $8 billion. Unsecured creditors were expected to have a distribution between 3.3 percent and 4.4 percent, the disclosure statement said. The largest claim, $3.25 billion, belongs to the Federal Deposit Insurance Corp. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. TELX GROUP: S&P Assigns 'B' Rating to $340-Mil. Sr. Secured Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issue-level and '2' recovery ratings to New York City-based The Telx Group Inc.'s proposed $340 million senior secured credit facilities. "The proposed facilities consist of a $50 million revolving credit facility due 2016, which we expect to be undrawn at the close of the transaction, and a $290 million term loan due 2017. The '2' recovery rating indicates expectations for substantial (70%-90%) recovery in the event of a payment default. The company plans to use proceeds from the proposed term loan, along with an unrated $145 million senior unsecured note issuance and $301 million in cash, to finance the $710 million purchase of Telx by private equity sponsors ABRY Partners and Berkshire Partners from GI Partners," S&P related. "In addition, we affirmed our 'B-' corporate credit rating on the company. We will withdraw our ratings on the existing credit facility when the transaction closes and the facility is repaid. The rating outlook is stable," S&P stated. "The affirmation of the 'B-' corporate credit rating incorporates our expectation that the company's free operating cash flow (FOCF) will remain negative into 2013 due to its significant capital expansion plans, keeping leverage elevated," said Standard & Poor's credit analyst Naveen Sarma. TEXAS STAR: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Texas Star Refreshments, LLC 8903 Avenue P Lubbock, TX 79423 Bankruptcy Case No.: 11-50367 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Northern District of Texas (Lubbock) Judge: Robert L. Jones Debtor's Counsel: R. Byrn Bass, Jr., Esq. Compass Bank Building 4716 4th St., Suite 100 Lubbock, TX 79416 Tel: (806) 785-1250 Fax: (806) 771-1260 E-mail: bbass@bbasslaw.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/txnb11-50367.pdf The petition was signed by Rodney W. Wilson, manager. TGJP ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: TGJP Enterprises, Inc. dba Patio Grill 1115 Oak Lane Winter Springs, FL 32708 Bankruptcy Case No.: 11-14322 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Judge: Arthur B. Briskman Debtor's Counsel: Kenneth D Herron, Jr., Esq. WOLFF, HILL MCFARLIN & HERRON, P.A. 1851 West Colonial Drive Orlando, FL 32804 Tel: (407) 648-0058 Fax: (407) 648-0681 E-mail: kherron@whmh.com 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/flmb11-14322.pdf The petition was signed by Thomas Gekas, president. THOS M MADDEN: Laborers' Pension Fund Wins $116T Judgment --------------------------------------------------------- District Judge Joan B. Gottschall granted Laborers' Pension Fund, et al.'s motion for summary judgment against Robert J. Madden, Jr., and awarded the Fund $116,067 in unpaid contributions, wages, and attorneys' fees and expenses. The Fund sued Mr. Madden and Thos. M. Madden Co. under the Employee Retirement Income Security Act, 29 U.S.C. Sections 1132(e)(1)-(2), 1145 (2006), and the Labor Management Relations Act as amended, 29 U.S.C. Sec. 185 (2006), seeking recovery of $116,067. The Fund, a multiemployer plan, is authorized to receive and administer pension, training, and welfare funds for employees of the Company and other businesses in the same field who are members of the Construction and General Laborers' District Council of Chicago and Vicinity. The Fund is also authorized to collect contributions for several other funds and associations. The Union has an existing Collective Bargaining Agreement with the Illinois Road and Transportation Builders Association. As a member of IRBA, the Company is obligated to abide by the terms of the CBA. The terms of the CBA dictate the parameters for the Company's contributions to the Fund. The Company was delinquent on its payments to the Fund from January 2006 through 2009. The lawsuit is, LABORERS' PENSION FUND and LABORERS' WELFARE FUND OF THE HEALTH AND WELFARE DEPARTMENT OF THE CONSTRUCTION AND GENERAL LABORERS' DISTRICT COUNCIL OF CHICAGO AND VICINITY, and JAMES S. JORGENSEN, Administrator of the Funds, v. THOS. M. MADDEN CO., an Illinois corporation, and ROBERT J. MADDEN, JR., individually, No. 09 C 7601 (N.D. Ill.). A copy of the District Court's Sept. 21, 2011 Memorandum Opinion and Order is available at http://is.gd/zuqmbNfrom Leagle.com. Thos. M. Madden Co., based in Carol Stream, Illinois, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 10-18837) on April 27, 2010. Judge A. Benjamin Goldgar presides over the case. Abraham Brustein, Esq. -- abrustein@dimonteandlizak.com -- at Dimonte & Lizak, LLC, serves as the Debtor's counsel. In its petition, the Debtor estimated under $50,000 in assets and under $10 million in debts. The petition was signed by Robert J. Madden Jr., president. TRADE UNION: Wins Confirmation of Reorganization Plan ----------------------------------------------------- Trade Union International Inc. won confirmation of a reorganization plan this month where the owners maintain control in return for a contribution of about $500,000. The secured bank debt of some $11.5 million was rolled over into a new secured obligation. Unaffiliated unsecured creditors with claims of about $900,000 will be paid $750,000 in installments through 2016. The owners in effect subordinated unsecured claims of some $9 million. About Trade Union Montclair, California-based Trade Union International Inc. supplies aftermarket aluminum alloy wheels and wheel and truck accessories. It filed for Chapter 11 bankruptcy protection on January 31, 2011 (Bankr. C.D. Calif. Case No. 11-13071). In its schedules, the Debtor disclosed $11,350,971 in assets and $19,826,869 in liabilities. Affiliate Duck House, Inc., a California corporation, filed a separate Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-13072)on Jan. 27, 2011 . Duck House, Inc., specializes is designing products for sports enthusiasts. Trade Union and Duck House are each owned one-half by Wen Pin Chang and one-half by Mei Lien Chang. The Debtors sought bankruptcy protection after the bank cut off access to the bank account and said sought appointment of a receiver. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, in Irvine, Calif., serves as the Debtor's bankruptcy counsel. Winthrop Couchot PC serves as the general insolvency counsel of the Official Committee of Unsecured Creditors. TRIBUNE CO: Wants to Clarify March 25, 2009 Bar Date Order ---------------------------------------------------------- Tribune Co. and its affiliates and the Official Committee of Unsecured Creditors jointly ask the Court to: (i) confirm that indemnification or contribution claims asserted by current directors and officers of the Debtors are not subject to the June 12, 2009 Bar Date; and (ii) establish a deadline by which directors and officers who cease to be employed by the Debtors may timely file indemnification or contribution claims. The Employee Compensation Defendants Group, composed of 80 current employees of the Debtors named as defendants in the Creditors' Committee's insider preference actions and in some cases, the state law constructive fraudulent claims actions believes it hold claims against the Debtors for indemnification or contribution for defense costs related to the Adversary Proceedings. The ECDG however has not filed indemnification or contribution claims against the Debtors but asserts that there is an ambiguity in the Bar Date Order. The Bar Date Order provides that current officers and directors of the Debtors who assert claims for indemnification or contribution arising as a result of those officers' or directors' prepetition or postpetition services are among those persons or entities not required to file a proof of claim on or before the General Claims Bar Date. The ECDG asserts that the payments made by the Debtors to members of the ECDG identified directly or indirectly to the Adversary Proceedings or the SLCFC Actions could be argued to "arise" as a result of the 2007 leveraged buyout and not "as a result of the officers' or directors' prepetition or postpetition services." The ECDG further notes that no deadline to file a proof of claim or indemnification or contribution has been established for current directors and officers who cease to be employed by the Debtors. Against this backdrop, the Debtors and the Creditors' Committee propose that any director or officer who ceases to be employed by the Debtors will have until the later of 60 days after: (i) their last day of employment and (ii) if a director or officer who was employed by the Debtors prepetition ceased to be employed by the Debtors prior to the time the order on the Motion to Clarify is entered, the date the order on the Motion to Clarify is entered. J. Kate Stickles, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, asserts that the relief sought in the joint request is designed only to establish procedural deadlines related to the timeliness of filing of certain proofs of claim and should not be construed as affecting the underlying merits of those claims. More importantly, the 60- day proposed limit is consistent with due process and the Bar Date Order established in these Chapter 11 cases, he assures the Court. A hearing on the Motion to Clarify, originally scheduled for September 22, 2011, is rescheduled to October 4, 2011. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Two competing Chapter 11 plans are being pursued in the Chapter 11 cases of Tribune. One plan is being co-proposed by the Debtors, the Official Committee of Unsecured Creditors, Oaktree Capital Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase Bank, N.A. A second plan is being pursued by Aurelius Capital Management LP, on behalf of its managed entities; Deutsche Bank Trust Company Americas, in its capacity as successor indenture trustee for certain series of senior notes; Law Debenture Trust Company of New York, in its capacity as successor indenture trustee for certain series of senior notes; and Wilmington Trust Company, in its capacity as successor indenture for the PHONES Notes. Judge Kevin J. Carey has not issued a ruling on the plan. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Proposes Stipulation to Resolve Late D&O Claims ----------------------------------------------------------- Tribune Co. and its affiliates and the Official Committee of Unsecured Creditors jointly ask the Court to approve a stipulation treating certain late-filed indemnification claims of certain former directors and officers as timely-filed. The D&O Claimants are: (i) Tom E. Ehlmann; John Birmingham; Mark W. Hianik and Peter Knapp -- Initial D&O Defendants; and (ii) Kathleen Waltz; John Vitanovec; Timothy Landon; Richard Malone; Luis Lewin; David Hiller; Thomas Leach; John Reardon and Scott Smith -- Additional D&O Defendants. The D&O Claimants, each of whom is a former director or officer of the Debtors, recently notified the Debtors that they have either filed or intend to file: (a) indemnification claims against the Debtors in connection with the Creditors' Committee's adversary proceedings and the state law constructive fraudulent conveyance claims actions in which they have been or may subsequently be named defendants, and any other litigation pending or hereafter filed, and arising from or relating to the D&O Claimants' service as directors or officers of the Debtors at the time of the transactions at issue in the D&O Litigation; and (b) motions to allow their late-filed D&O Indemnification Claims to be treated as timely if an agreement cannot be reached among the parties. To resolve the issue of timeliness of the D&O Indemnification Claims without further contested proceedings before the Court, the parties entered into the stipulation. The salient terms of the Parties' Stipulation are: (A) So long as the D&O Claimants either have (i) filed their D&O Indemnification Claims within 30 days of the entry of an Order approving the Parties Stipulation; or (ii) amended their previously filed D&O Indemnification Claims within 30 days of the entry of an Order approving the Parties' Stipulation, the D&O Indemnification Claims will be deemed timely-filed pursuant to Rule 9006(b) of the Federal Rules of Bankruptcy Procedure. (B) The D&O Claimants will file their D&O Indemnification Claims in the Tribune Company bankruptcy case and will identify in their proofs of claim each of the subsidiary Debtors potentially implicated by the D&O Indemnification Claims. (C) In the event that any Initial D&O Defendant or Additional D&O Defendant did not identify subsidiary Debtors in its original proof of claim, the Initial D&O Defendants and the Additional D&O Defendants will have 30 days from entry of an order granting the Joint Motion to file an amendment to their proofs of claim to include relevant subsidiary Debtors, and that claim will be deemed timely-filed pursuant to Rule 9006(b). Certain other former directors and officers of the Debtors have been named in the Adversary Proceedings, or have been or may be named in the SLCFC Litigation, but have not contacted the Debtors or the Creditors' Committee regarding potential indemnification claims. Consequently, the Other Potential D&O Claimants are not included as Parties to the current stipulation. The Debtors intend to serve all former directors and officers named in the Adversary Proceedings with the Joint Motion and all former directors and officers who have been or may be named in the SLCFC Litigation. Accordingly, the Debtors and the Creditors' Committee ask the Court to approve uniform procedures for entry into similar stipulations with the Other Potential D&O Claimants. If any of the Other Potential D&O Claimants wish to enter into identical stipulations with the Debtors and the Creditors' Committee, the Other Potential D&O Claimants should: (i) contact the Debtors or the Creditors' Committee within 15 days of the entry of an Order approving the Joint Motion to arrange to enter into an identical stipulation; and (ii) thereafter file their indemnification claims or amend their previously-filed proofs of claim within the same timeframe as the D&O Claimants that is within 30 days of the entry of an Order approving the Joint Motion. Promptly after the 30-day period following the entry of an Order approving the Joint Motion, the Debtors and the Creditors' Committee will assemble any stipulations entered into with the Other Potential D&O Claimants and will file those stipulations with the Court in a consolidated manner so as to fully disclose them to all parties in interest. J. Kate Stickles, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, asserts that the resolution of the issues raised by the D&O Claimants with respect to the timeliness of their indemnification claims likely would require additional legal and factual development. Thus, the expense, uncertainty and delay of litigating the timeliness of the D&O Indemnification Claims support approval of the Stipulation, she avers. Moreover, the proposed procedures will ensure that the indemnification claims of former directors and officers receive uniform treatment and that any disputes regarding those claims are processed in a unified and cost- effective manner, she assures the Court. A hearing on the Joint Motion, originally scheduled for Sept. 22, 2011, is rescheduled to Oct. 4, 2011. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Two competing Chapter 11 plans are being pursued in the Chapter 11 cases of Tribune. One plan is being co-proposed by the Debtors, the Official Committee of Unsecured Creditors, Oaktree Capital Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase Bank, N.A. A second plan is being pursued by Aurelius Capital Management LP, on behalf of its managed entities; Deutsche Bank Trust Company Americas, in its capacity as successor indenture trustee for certain series of senior notes; Law Debenture Trust Company of New York, in its capacity as successor indenture trustee for certain series of senior notes; and Wilmington Trust Company, in its capacity as successor indenture for the PHONES Notes. Judge Kevin J. Carey has not issued a ruling on the plan. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Hearing on ERISA Class Suit Postponed to Oct. 19 ------------------------------------------------------------ The Bankruptcy Court adjourned the hearing to consider approval of the ERISA Class Action Settlement from September 14, 2011 to October 19, 2011. As reported in the TCR on Sept. 1, 2011, Tribune Company disclosed a multi-party agreement to settle claims alleging violations of the Employee Retirement Income Security Act of 1974 (ERISA) in connection with Tribune's Employee Stock Ownership Plan (ESOP). The claims were initially brought in 2008 in a lawsuit against the ESOP Trustee, GreatBanc Trust, by former Tribune employees. The agreement also resolves claims asserted by the United States Department of Labor (DOL) in connection with the ESOP and the DOL's and GreatBanc's objections to Tribune's proposed plan of reorganization. Under the terms of the agreement, there has been no finding of fault on the part of Tribune, nor any admission of wrongdoing or liability by the company or its officers, directors or employees. The proposed agreement resolves the lawsuit as a non-opt-out class action settlement for a payment of $32 million for the benefit of ESOP participants and to cover expenses. The payment will be funded by insurers in the amount of $26.4 million, Tribune in the amount of $4.45 million, and GreatBanc Trust in the amount of $1 million. The multi-party agreement must be approved by the United States Bankruptcy Court for the District of Delaware and by the United States District Court for the Northern District of Illinois. "We are pleased to resolve the Department of Labor's objections to the pending plans of reorganization for Tribune as part of GreatBanc's settlement of the litigation," said Don Liebentritt, Tribune chief restructuring officer. "This is a good result for all parties and ensures a smoother exit from bankruptcy once we have a confirmed plan." About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Two competing Chapter 11 plans are being pursued in the Chapter 11 cases of Tribune. One plan is being co-proposed by the Debtors, the Official Committee of Unsecured Creditors, Oaktree Capital Management, L.P., Angelo Gordon & Co., L.P. and JPMorgan Chase Bank, N.A. A second plan is being pursued by Aurelius Capital Management LP, on behalf of its managed entities; Deutsche Bank Trust Company Americas, in its capacity as successor indenture trustee for certain series of senior notes; Law Debenture Trust Company of New York, in its capacity as successor indenture trustee for certain series of senior notes; and Wilmington Trust Company, in its capacity as successor indenture for the PHONES Notes. Judge Kevin J. Carey has not issued a ruling on the plan. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TUCSON COUNTY: Moody's Reviews Ba1 Rating For Possible Downgrade --------------------------------------------------------------- Moody's Investors Service has placed the Ba1 rating of Pima and Tucson County, AZ Industrial Development Authority Single Family Mortgage Revenue Bonds Series 2007A-2 under review for possible downgrade. The rating action, affecting approximately $675,000 of outstanding debt, was based on declining mortgage portfolio performance. WHAT COULD MAKE THE RATING GO DOWN * If projections of loan losses exceed the break even rate of subordinate loans defaults the bonds can withstand * Further deterioration of the loan portfolio * Weakness in the Pima and Tucson, AZ housing market, the region in which the mortgages reside, add further negative credit pressures to the portfolio. Principal Methodology Used The principal methodology used in this rating was Moody's Rating Approach for Single Family, Whole-Loan Housing Programs published in May 18, 1999. ULURU INC: Receives NYSE Amex Notice of Non-Compliance ------------------------------------------------------ ULURU Inc. has received notice from the NYSE Amex, dated September 21, 2011, indicating that the Company is below the Exchange's stockholders' equity continued listing standards. The Exchange Staff indicated that its review of the Company's Form 10-Q for the period year ended June 30, 2011, indicates that the Company does not meet the provisions of Section 1003(a)(iii) since the Company reported stockholders' equity of less than $6,000,000 at June 30, 2011 and has incurred losses from continuing operations and/or net losses in its five most recent fiscal years ended December 31, 2010. The Company was afforded the opportunity to submit a plan of compliance to the Exchange by October 21, 2011, that demonstrates the Company's ability to regain compliance with Section 1003(a (iii) of the Company Guide by March 21, 2013. If the Company does not submit a plan of compliance, or if the plan is not accepted by the Exchange, the Company will be subject to delisting procedures as set forth in Section 1010 and part 12 of the Company Guide. The Company believes it can provide the Exchange with a satisfactory plan by October 21, 2011, to show that it will be able to return to compliance with the minimum stockholder equity requirement. While the notifications from NYSE Amex does not affect the current listing of the Company's common stock, the Company's failure to submit a plan of compliance with Section 1003(a)(iii) by October 21, 2011, or the failure of the NYSE Amex to accept any plan of compliance submitted, are likely to result in the Company no longer being listed on the NYSE Amex. About ULURU Inc. ULURU Inc. -- http://www.Altrazeal.com/ -- is a specialty pharmaceutical company focused on the development of a portfolio of wound management and oral care products to provide patients and consumers improved clinical outcomes through controlled delivery utilizing its innovative Nanoflex(TM) Aggregate technology and OraDisc(TM) transmucosal delivery system. UNI-PIXEL INC: To Present at Craig-Hallum Annual Conference ----------------------------------------------------------- UniPixel, Inc., has been invited to present at Craig-Hallum's Annual Alpha Select Conference. The conference will be held at the Roosevelt Hotel in New York City on Oct. 6, 2011. UniPixel's president and chief executive officer, Reed Killion, is scheduled to present on Thursday, Oct. 6, 2011, at 2:50 p.m. Eastern time, with one-on-one meetings held throughout the day. Killion will discuss the Company's major milestones and breakthroughs with its performance engineered films, including UniBoss, a flexible electronic film technology. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. The Company reported a net loss of $3.81 million on $243,519 of thin film revenue for the year ended Dec. 31, 2010, compared with a net loss of $5.37 million on $0 of thin film revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $10.93 million in total assets, $64,742 in total liabilities and $10.86 million total shareholders' equity. PMB Helin Donovan, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has sustained losses and negative cash flows from operations since inception. UNILIFE CORPORATION: KPMG LLP Raises Going Concern Doubt -------------------------------------------------------- Unilife Corporation filed on Sept. 13, 2011, its annual report on Form 10-K for the fiscal year ended June 30, 2011. KPMG LLP, in Harrisburg, Pennsylvania, expressed substantial doubt about Unilife's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring losses from operations and estimates that its existing cash and cash equivalents will last only through the third quarter of fiscal 2012. The Company reported a net loss of $40.7 million of $6.7 million of revenues for fiscal 2011, compared with a net loss of $29.7 million on $11.4 million of revenues for fiscal 2010. The Company's balance sheet at June 30, 2011, showed $89.5 million in total assets, $35.9 million in total liabilities, and stockholders' equity of $53.6 million. A complete text of the Form 10-K is available for free at: http://is.gd/5NFIXb Unilife Corporation is a U.S.-based developer, manufacturer and supplier of advanced drug delivery systems with state-of-the-art facilities in Pennsylvania. UNITED CONTINENTAL: ALPA Pilots Rally on Slow Pace of Talks ----------------------------------------------------------- United and Continental pilots, represented by the Air Line Pilots Association, Int'l. (ALPA) will conduct informational picketing today in New York's financial district to highlight management's poor performance in advance of the one-year anniversary of the corporate merger close date. There has been little progress with negotiations on the pilots' joint collective bargaining agreement, one of the keys to completely unlocking the synergies from the transaction, thus allowing the investment community, employees and passengers to truly benefit from the merger. More than 700 Continental and United pilots are expected to participate in the event, joined additionally by pilots from other ALPA carriers and independent pilot unions. Captain Jay Pierce, chairman of the Continental pilots union, stated, "Management may be attempting to portray success with the progress of the merger, but the reality is that it takes more than painting airplanes, hanging new airport signs and revamping a frequent-flier program. We are ready to begin the real work of creating the world's largest and best airline, and that starts with reaching agreement on a pilot contract. Real progress with implementing the merger requires the involvement of pilots and an acknowledgement by management of the contributions that pilots make in creating a successful airline." "United management continues to squander this golden opportunity to create the world class airline it promised to the employees, to the shareholders and to the flying public nearly 17 months ago when the United/Continental merger was announced," said United MEC Chairman Captain Wendy Morse. "The longer these negotiations toward a joint collective bargaining agreement drag on, the less likely the company will be able to enjoy the benefits this merger offers. "The company has wallowed in the weeds long enough. It's time for management to stop focusing on the minutia and turn its attention toward the issues that really matter to the pilots of United and get this contract completed. The days of our pilots laboring under a bankruptcy contract have to end." Negotiations for a joint collective bargaining agreement that would cover both United and Continental pilots have been underway since August 2010. Agreements in principle have been reached for only nine of 25 sections and one Letter of Agreement. None of the major sections dealing with work rules, pay, scope/job protection or retirement/benefits has been resolved. ALPA represents over 53,000 pilots at 39 airlines in the United States and Canada, including approximately 5000 at Continental and nearly 6000 at United. About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/,and follow each company on Twitter and Facebook. UAL Corp and its affiliates including United Airlines filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec. 9, 2002 . James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B' issuer default rating from Fitch. Fitch upgraded United Continental's IDR from 'B-' to 'B' in September 2011, citing, "The upgrade follows a year of significant debt reduction and strong free cash flow (FCF) generation since the closing of the United-Continental merger on Oct. 1, 2010. In the face of heavy fuel cost pressure during the first half of 2011, UAL has consistently reported industry-leading revenue per available seat mile (RASM) growth while funding heavy debt maturities out of internally generated cash flow. UNITED CONTINENTAL: To Resume Contract Talks With AFA, IBT ---------------------------------------------------------- The Association of Flight Attendants and United Continental Holdings, Inc. jointly announced on September 2, 2011 that they agreed on a new expedited mediation process modeled on the National Mediation Board's Expedited Mediation Program. The company and the AFA will start an intense mediation focusing on limited issues. The negotiations will aim to reach agreement for a new contract covering approximately 12,000 flight attendants working at the United Airlines subsidiary. An agreement is already in effect covering flight attendants at the Continental subsidiary. "We are committed to reaching an agreement that is fair to our co-workers and fair to the company," said Sam Risoli, senior vice president of Inflight for United. "This action is a good step forward and serves the immediate and long-term interests of our flight attendants and the company." "We are ready to embark on an innovative approach to reach a new contract, and this process provides an opportunity to put our negotiations on a fresh path," said Greg Davidowitch, President - Master Executive Council for the AFA at United. "While we are optimistic about Expedited Mediation, we don't underestimate the challenges before us. We are confident that this process affords us the best opportunity to move forward together." After reaching an agreement for the United flight attendants, the company and AFA have agreed on a time frame to begin negotiations on a joint contract for all flight attendants. The AFA represents more than 21,000 flight attendants at the United and Continental subsidiaries. In a related development, United Continental and the International Brotherhood of Teamsters announced on September 2, 2011, an agreement to return to negotiations in advance of mediation scheduled with the NMB in November. During these negotiations, the company and IBT will focus on reaching an agreement covering the approximately 4,700 technicians at the United Airlines subsidiary. United and Continental employ more than 8,300 technicians who are represented by the Teamsters. Continental technicians ratified their collective bargaining agreement in November 2010. IAM Seeks to Represent Passenger Service Workers at United The International Association of Machinists and Aerospace Workers filed on September 20, 2011 an application with the NMB, asking the Board to rule that United Airlines, Continental Airlines and Continental Micronesia are now operating as a single transportation system for union representation purposes in the Passenger Service classification. Such a ruling is a necessary first step before union representation issues can be resolved. "Passenger Service and Reservations employee at the combined carrier deserve the same union protection that almost 80% of the workforce already enjoys," said IAM General Vice President Robert Roach, Jr. "United employees remember what it was like before they joined the Machinists Union, and Continental employees have seen the advantages of being unionized." The Machinists Union already represents 9,400 United Airlines Passenger Service employees, while Continental's 7,000 employees in the classification are unrepresented. Another 175 Continental Micronesia employees are represented by another union. Unlike most elections prompted by the merger of the three airlines, Passenger Service employees will likely be choosing between the Machinists Union and no union. The Passenger Service classification includes Reservation Agents at each airline, as well as airport Customer Service and Sales Agents at the carriers. "We look forward to working with the Passenger Service employees at the combined airline," said IAM District 141 President Rich Delaney. "As the union representing the combined group, the IAM will leverage our bargaining power, experience and resources to ensure Passenger Service employees are rewarded in this merger, and do not become casualties of it." In accordance with NMB guidelines, separate single carrier applications and determinations must be made for each employee classification following an airline merger. There is no time frame set for the NMB to rule on the IAM's application. The Machinists Union is the largest airline union in North America. More information about the IAM is available at www.voteiam.com Pilots: United Should Set Serious About Joint Contract The United and Continental Airlines pilots, represented by the Air Line Pilots Association International, announced that they will conduct a rally at New Street at Exchange Place on September 27, 2011 with the message that despite management rhetoric, all is not well at the new United Airlines. "Real progress with implementing the merger takes the involvement of pilots and an acknowledgement by management of the contributions that pilots make in creating a successful airline. It is past time for management to get serious about negotiating a fair joint contract that will help unlock the synergies from the transaction and allow the investment community, employees and passengers to benefit. Pilots are key to a successful merger," according to the pilots. Hundreds of pilots, in uniform, will be conducting informational picketing in the Financial District, followed by a group rally in Battery Park. About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/,and follow each company on Twitter and Facebook. UAL Corp and its affiliates including United Airlines filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec. 9, 2002 . James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B' issuer default rating from Fitch. Fitch upgraded United Continental's IDR from 'B-' to 'B' in September 2011, citing, "The upgrade follows a year of significant debt reduction and strong free cash flow (FCF) generation since the closing of the United-Continental merger on Oct. 1, 2010. In the face of heavy fuel cost pressure during the first half of 2011, UAL has consistently reported industry-leading revenue per available seat mile (RASM) growth while funding heavy debt maturities out of internally generated cash flow. UNITED CONTINENTAL: Resolves Last 9/11 Wrongful Death Suit ---------------------------------------------------------- United Continental Holdings, Inc. and security contractor Huntleigh USA Corp. agreed to resolve the last wrongful death lawsuit in New York arising from the September 11, 2001 terrorist attacks, Bob Van Voris of Bloomberg News reports. Mary Bavis, whose son Mark Bavis was on board United Flight 175 when it crashed into the South Tower of New York's World Trade Center, agreed to dismiss the lawsuit in the U.S. District Court for the Southern District of New York, according to court papers, Bloomberg relates. The terms of the settlement were not disclosed, the report notes. "A resolution was reached out of court between the Bavises and the defendants," Joseph Rice, Esq., counsel for the Bavises, stated in a phone interview with Bloomberg. The lawsuit was the last of 95 wrongful death lawsuits filed after the 9/11 attacks that was pending before Judge Alvin Hellerstein of the District Court, who is overseeing the lawsuits, Bloomberg relates. The lawsuit, which was scheduled for trial for November 7, alleged that United and Huntleigh were negligent in permitting five terrorists to board the flight at Boston's Logan International Airport and take control of the plane, the report states. United Continental spokesperson Megan McCarthy stated, "The tragic events of 9/11 impacted all of us, and we are pleased to resolve this case," the report says. As of March 2009, 92 of the 95 Sept. 11 lawsuits had been settled for a total of $500 million, the report adds. About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/,and follow each company on Twitter and Facebook. UAL Corp and its affiliates including United Airlines filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec. 9, 2002 . James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B' issuer default rating from Fitch. Fitch upgraded United Continental's IDR from 'B-' to 'B' in September 2011, citing, "The upgrade follows a year of significant debt reduction and strong free cash flow (FCF) generation since the closing of the United-Continental merger on Oct. 1, 2010. In the face of heavy fuel cost pressure during the first half of 2011, UAL has consistently reported industry-leading revenue per available seat mile (RASM) growth while funding heavy debt maturities out of internally generated cash flow. UNITED CONTINENTAL: Spent $680,000 in Lobbying for Q2 ----------------------------------------------------- United Continental Holdings Inc. spent $680,000 in the second quarter of 2011 on lobbying for issues, including funding for the Federal Aviation Administration and regulation of baggage fees, The Associated Press reported. United Continental also monitored legislative and regulatory activity relating to merger integration, air cargo security and air traffic control, the report cited. Moreover, United Continental lobbied for rules that govern flights from Reagan National airport in Washington, which is located near one of its hubs, Dulles airport, the report added. United's lobbying cost for the second quarter is lower to $1.02 million it spent in the first quarter and $810,000 in the fourth quarter of 2010, the report noted. About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/,and follow each company on Twitter and Facebook. UAL Corp and its affiliates including United Airlines filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 02-8191) on Dec. 9, 2002 . James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B' issuer default rating from Fitch. Fitch upgraded United Continental's IDR from 'B-' to 'B' in September 2011, citing, "The upgrade follows a year of significant debt reduction and strong free cash flow (FCF) generation since the closing of the United-Continental merger on Oct. 1, 2010. In the face of heavy fuel cost pressure during the first half of 2011, UAL has consistently reported industry-leading revenue per available seat mile (RASM) growth while funding heavy debt maturities out of internally generated cash flow. UNITED STATES NAT'L: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: United States National Slavery Museum P.O. Box 1354 Richmond, VA 23218 Bankruptcy Case No.: 11-36013 Chapter 11 Petition Date: September 21, 2011 Court: United States Bankruptcy Court Eastern District of Virginia (Richmond) Judge: Douglas O. Tice Jr. Debtor's Counsel: Sandra Renee Robinson, Esq. ROBINSON LAW & CONSULTING FIRM, P.C. P.O. Box 503 Richmond, VA 23218 Tel: (804) 928-5458 Fax: (804) 303-3499 E-mail:sandra.robinson@robinsonlawconsulting.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 nine largest unsecured creditors filed t gether with the petition is available for free at http://bankrupt.com/misc/vaeb11-36013.pdf The petition was signed by Lawrence Douglas Wilder, chairman. UNITED STATES OIL: Cancels Annual Meeting of Stockholders --------------------------------------------------------- United States Oil and Gas Corp canceled its Annual Meeting of Stockholders, because the Company did not meet the quorum requirement in order to hold the meeting. The meeting had been scheduled for Sept. 23, 2011, and the Company does not have any current plans to reschedule the meeting. About United States Oil United States Oil and Gas Corp. OTC QB: USOG) -- http://www.usaoilandgas.com/-- is an oil and gas products, services and technology company headquartered in Austin, Texas. Through its subsidiaries, the Company markets and distributes refined oil and gas (diesel, gasoline, propane, high octane racing fuels and lubricants) to wholesale and retail customers in the United States. As reported in the TCR on April 27, 2011, M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt about United States Oil and Gas Corp.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has accumulated losses resulting in an accumulated deficit as of Dec. 31, 2010. The Company's balance sheet at June 30, 2011, showed $7.44 million in total assets, $7.34 million in total liabilities and $103,875 total stockholders' equity. The Company reported a net loss of $1.3 million on $24.7 million of revenue for 2010, compared with a net loss of $1.5 million on $9.4 million of revenue for 2009. US CORRUGATED: Acquisition No Impact on B3 Rating, Moody's Says -------------------------------------------------------------- Moody's Investors Service commented that U.S. Corrugated, Inc.'s announcement that it has signed a definitive agreement to be acquired by KapStone Paper and Packaging Corporation will not immediately impact USC's B3 Corporate Family Rating or B3 rating on its senior secured notes. The principal methodology used in rating U.S. Corrugated was the Global Paper and Forest Products Methodology published in September 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. Headquartered in Newark, NJ, U.S. Corrugated, Inc. manufactures recycled linerboard, corrugated medium, corrugated sheets, boxes, and point-of-sale displays. USC has a partially integrated system that includes a 100% recycled containerboard mill, two sheet feeders, nine sheet plants, eight box plants, and one point of purchase display plant. The company primarily serves the U.S. corrugated packaging market east of the Rocky Mountains. US CORRUGATED: S&P Puts B Corp. Credit Rating on Watch Positive --------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B' corporate credit and issue ratings on New Jersey-based U.S. Corrugated Inc. on CreditWatch with positive implications. "The CreditWatch placement follows the recent announcement that the privately held company had entered into an agreement under which KapStone Paper and Packaging Corp. would acquire the stock and most of U.S. Corrugated's assets for $330 million," said Standard & Poor's credit analyst Tobias Crabtree. The transaction could have positive rating implications given that the combined company could have lower leverage than U.S. Corrugated currently on a standalone basis, based on KapStone's publicly disclosed financing plan. Standard & Poor's expects that the transaction, which is expected to close in October 2011, could trigger customary change of control provisions under the terms of the company's senior secured notes. "We assume that U.S. Corrugated's senior unsecured notes will be retired at or near the close," S&P said. "We will resolve our CreditWatch at the close of this transaction, possibly based on KapStone's publicly filed documents. Illinois based KapStone is a publicly traded and currently unrated firm," S&P added. VULCAN MATERIALS: S&P Affirms 'BB' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Alabama-based Vulcan Materials Co. to negative from stable. "At the same time, we affirmed our ratings on the company, including the 'BB' corporate credit rating," S&P related. "The outlook revision to negative reflects weaker year-to-date operating results for Vulcan and our assessment that credit measures are not likely to improve to levels in-line with our previous expectations as overall construction activity in the U.S. remains sluggish," said Standard & Poor's credit analyst Thomas Nadramia. "We had expected a slight recovery in construction activity as 2011 progressed and a more robust recovery beginning in 2012. This assumed an increase in new housing starts and improved infrastructure spending flows from a new highway bill and remaining stimulus funds. However, new housing starts have remained at trough levels, bad weather in much of the country has delayed or reduced construction activity, and the recent reauthorization of the highway trust fund extends spending only at existing levels for six months, leaving continued uncertainty over future spending levels. As a result, we now expect Vulcan will produce about $400 million of EBITDA for full-year 2011 compared with prior forecast of more than $500 million. Furthermore, we now expect Vulcan's results in 2012 to only show modest improvement over 2011, with EBITDA of perhaps $450 million. Given these operating expectations, adjusted debt to EBITDA would remain over 7x for 2011 and still about 6x by the end of 2012, with more significant improvement not occurring until 2013. This compares with our expectation in early 2011 that an economic recovery could lead to EBITDA of $700 million or more in 2012," S&P stated. "We believe demand for Vulcan's products will be flat to slightly up in 2012 and aggregates pricing should experience modest increases. We now expect a more robust recovery possibly beginning in 2013, assuming that a new highway bill is put in place after the 2012 presidential election, which in our view would partially address current uncertainty regarding future infrastructure spending. We also incorporate the expectation that residential and commercial nonresidential construction will begin to recover by 2013," S&P related. "The ratings on Vulcan reflect the combination of what we consider to be the company's satisfactory business risk profile and aggressive financial risk profile. We view the aggregates business as having favorable long-term growth prospects given the supply and demand characteristics, barriers to new entrants, and our expectations that public infrastructure spending and overall construction levels will likely increase in future years. Our rating reflects Vulcan's exposure to cyclical construction end markets, its limited product scope, and very high debt levels, offset somewhat by the company's leading position in the highly fragmented U.S. aggregates industry (crushed stone, sand, and gravel), its presence in higher growth geographic markets, the long-term need for increased infrastructure spending, and the high operating margins inherent in the aggregates business," according to S&P. Vulcan Materials is the nation's largest producer of construction aggregates, primarily crushed stone, sand, and gravel. The company is also a major producer of asphalt mix and ready-mixed concrete in certain states as well as a leading producer of cement in Florida. The company operates over 300 aggregates facilities and its primary operations are located across the Southern and Western U.S. "The negative rating outlook reflects our view that demand for aggregates will increase only modestly in 2012 over 2011 levels. As a result, we expect Vulcan's operating performance will only marginally improve next year, with EBITDA of about $450 million due to slightly higher volumes and improved pricing and mix in some markets. We expect credit measures will remain weak for the rating in the near term with adjusted leverage in excess of 7x at the end of 2011 and FFO to debt less than 15%. We anticipate credit measures will improve slightly in 2012 with adjusted leverage debt/EBITDA improving to 6x, as market conditions begin to slowly improve," S&P said. "We could take a negative rating action in the event Vulcan fails to show improvement in its operating margins and results over the next year, such that leverage remains near current elevated levels 7x EBITDA. We currently consider a positive rating action unlikely in the near term, given our expectation that the company's credit measures will remain weak for the rating. However, we would consider a positive rating action if residential and non residential construction markets were to recover faster than expected, increasing demand for Vulcan's products and increasing earnings such that leverage trended to 5x or below in the near term," S&P added. UTEX COMMUNICATIONS: Court Rules on AT&T Claim Dispute ------------------------------------------------------ Bankruptcy Judge Craig A. Gargotta ruled on competing motions for summary judgment filed by UTEX Communications Corp., d/b/a FeatureGroup IP, and AT&T Texas in connection with the claims alleged by AT&T against the Debtor's estate. UTEX, a competitive local exchange carrier, provides "wholesale telecommunications services" to carriers that wish to take advantage of UTEX's interconnection with AT&T Texas. UTEX charges its customers a monthly fee to take those parties' telecommunications traffic and deliver it to AT&T to run through AT&T's network so that it can reach its ultimate destination. The Federal Telecommunications Act of 1996 requires incumbent local exchange carriers like AT&T, to enter into interconnection agreements with CLECs like UTEX. These interconnection agreements establish terms and conditions on which ILECs provide their competitors with, among other things, interconnection and other telecommunication services on a wholesale basis. In August 2000, AT&T and UTEX entered into an ICA setting forth the terms, conditions, and prices under which AT&T agreed to provide UTEX with (a) the ability to purchase on a wholesale basis all of AT&T's telecommunications services for resale to end users on a retail basis, (b) "Unbundled Network Elements," (c) "Ancillary Functions", and (d) "Interconnection" services. AT&T and UTEX have been litigating for many years in various federal courts and before the Public Utility Commission of Texas. On June 1, 2009, the Public Utility Commission of Texas entered a $3.77 million arbitration award in favor of AT&T, which UTEX has appealed. In July 2010, AT&T filed a Proof of Claim for $9,570,642.76 (Claim No. 15) on account of pre-petition amounts owed by UTEX under the ICA based on the amount of the Arbitration Award plus those charges incurred subsequent to the award. UTEX objected and AT&T countered. In August 2010, AT&T filed its Motion (A) For Allowance and Immediate Payment of Administrative Claims and (B) For Entry of An Order Compelling the Debtor to Immediately Assume or Reject the Interconnection Agreement with the Debtor and (C) For Relief From the Automatic Stay so that AT&T Texas May Suspend or Terminate the Interconnection Agreement. AT&T alleges that UTEX owed AT&T $102,000 for post-petition services as of the date they filed the motion. At the time AT&T filed their Motion for Summary Judgment, AT&T alleged that figure grew to $162,020.79. UTEX objected. In January 2011, both parties filed competing motions for summary judgment. In its motion for summary judgment, UTEX seeks to deny AT&T's claim for pre- and post-petition services and to compel discovery and an evidentiary hearing on the amounts due under the terms of the ICA. AT&T, in its motion for summary judgment, requests that the Court allow its claims in the amounts filed and direct immediate payment of all outstanding post-petition invoices, in addition to terminating the automatic stay to allow AT&T to terminate or suspend the ICA. Judge Gargotta held that AT&T is entitled to an administrative expense for the ongoing use of its services by UTEX. In a Sept. 21, 2011 Memorandum Opinion available at http://is.gd/gl7pirfrom Leagle.com, Judge Gargotta ruled that for the arguments that any administrative claim held by AT&T is not immediately payable, that UTEX should not be compelled to immediately assume or reject the ICA, and that the automatic stay should not be lifted to allow AT&T to suspend or terminate the ICA, the Debtor's Motion for Summary Judgment is granted. For all other requested relief, it is denied. For the argument that any administrative claim held by AT&T is immediately payable, that UTEX should be compelled to immediately assume or reject the ICA, and that the automatic stay should be lifted to allow AT&T to suspend or terminate the ICA, AT&T's Motion for Summary Judgment is denied. For all other requested relief, AT&T's Motion for Summary Judgment is granted. UTEX's Objection to the Claim is denied. About UTEX Communications Austin, Texas-based UTEX Communications Corp., dba FeatureGroup IP, is a Competitive Local Exchange Carrier. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 10-10599) on March 3, 2010. Joseph D. Martinec, Esq., and Martinec, Winn, Vickers & McElroy, P.C., represents the Debtor in its restructuring effort. The Company estimated assets at $100 million to $500 million and debts at $10 million to $50 million. VIZSTARA LLC: Landlord May Continue Eviction Suit & Collect Rent ---------------------------------------------------------------- Jonathan Schultz, in his capacity as the state court-appointed rent receiver for landlord, 300 Sylvan Avenue, LLC, seeks (1) relief from the automatic stay in the bankruptcy cases of Vizstara LLC and Vizstara Professional LLC to continue eviction proceedings against them; (2) allowance of an administrative expense for post petition rent; and (3) to compel the Debtors to make payments for post-petition use and occupancy. Vizstara objects, asserting that that no rent is due because the Debtors' principal and sole member, Dr. Nicholas Elian, made over $5 million in pre-petition payments to the Landlord that were used for debt service, carrying costs, and capital improvements on the property at 300 Sylvan Avenue, Englewood Cliffs, New Jersey. The Debtors assert a right to offset those payments against rents or, alternatively, the Court should treat the payments by Dr. Elian as rent paid on the Debtors' behalf under equitable principles and the quasi-contract doctrine. The Debtors also seek to assume the nonresidential real estate leases at issue, pursuant to 11 U.S.C. Sec. 365(a). Vizstara leased space in an office building pursuant to three separate agreements with 300 Sylvan Avenue. The Landlord is a single-purpose limited liability corporation formed by the Elians and Anthony Classi and Jeni Classi-Glavicic to own and operate the Property at which the Debtors do business. The Elians own a two thirds interest in the Landlord and the Classis own the remaining one-third interest. Dr. Elian is the sole Managing Member of the Landlord, with responsibility for the day-to-day operations and the sole power and authority to execute instruments on its behalf. Dr. Elian also was the sole member of both Debtors. As of the Petition Date, the Debtors owed a combined $57,328.17 in unpaid rent and late fees under their Leases with the Landlord. The Receiver notes that the Leases were executed by Dr. Elian on both sides of the transactions, in his respective capacities as Managing Member of the Landlord and as the Debtors' sole principal. The Receiver alleges that the Leases contain below market rent rates and terms, including an absence of any security for performance of the Debtors' obligations. He also argues that the Debtors' failure to pay post-petition rent, cure the default, or otherwise provide adequate protection or adequate assurance of future performance under the Leases amounts to cause to lift the stay. In addition, he argues that the Debtors have no equity in the Property and it is not necessary for an effective reorganization. The Receiver submits that the Debtors, who presently employ only two dentists, can seek a smaller, less extravagant facility for their practice and related educational services. The Debtors argue that the payments made to the Landlord on their behalf should be treated as rent under equitable principles and the quasi-contract doctrine. They are asking the Court to impose an agreement between the parties that would treat the payments as rent, regardless of the parties' intent. Absent such treatment, the Debtors submit that the Landlord will be unjustly enriched. In a Sept. 20, 2011-dated Letter Opinion, Bankruptcy Judge Donald H. Steckroth said the Receiver's motion for relief from the automatic stay is granted, post-petition rent is to be paid by the Debtors, and the Debtors' motion to assume the leases is deemed moot. A copy of Judge Steckroth's decision is available at http://is.gd/T5gPO6from Leagle.com. Judge Steckroth said employing the quasi-contract doctrine in the case is made difficult by the fact that Dr. Elian cannot easily be separated from the Debtors and the Landlord. Dr. Elians directed and oversaw all of the relevant transactions and was in a position to structure the transactions in a way that was most beneficial to his own interests. The Court noted that Dr. Elians chose to record the payments as "loans" to the Debtors from himself and his wife. In doing so, Dr. Elian expected to be repaid by the Debtors if the businesses were successful. On the contrary, if the payments had been advanced and treated as pre-paid rent, they would have become an asset of the Landlord, in which Dr. Elian held only a two-thirds ownership interest, and could only have been repaid commensurate with that interest. According to Judge Steckroth, it appears that Dr. Elian is attempting to utilize the legal fiction of quasi-contract for a purpose for which it was not designed, namely, to retroactively benefit himself and the Debtors. The fact that Dr. Elian continued to inject funds into the Debtors and the Property after the guaranty expired does not prove he expected to be compensated in the way he now seeks. Rather, it is equally plausible, and the Court finds it more likely, that he was simply seeing an extensive and long-running project through to the finish. Undoubtedly, Dr. Elian believed he would recoup his investment many times over from the successful operation of the Debtors and an increase in the value of the Property. "It is unfortunate that Dr. Elian's dream did not become his reality. He was unable to pay the mortgage in late 2009, which resulted in the default that has yet to be cured. Since that time, including over seven months post-petition, no rent has been paid. Moreover, the Debtors continue to operate in the Property, yet they have failed to escrow monies for rent in the event the present motion was decided against them," Judge Steckroth said. As to the $3.5 million spent on improvements to the Property, Judge Steckroth said the expenditures are irrelevant because Dr. Elian should not have expected remuneration. Improvements to a property are not credited against mortgage debt, no matter how greatly the property's value increases as a result. Real estate is routinely foreclosed upon default and improvements to the property are not considered to unjustly enrich the mortgagor or lessor. About Vizstara Vizstara LLC and Vizstara Professional LLC operate a specialized dental practice and provide professional education for dentists. Vizstara employed Dr. Elian and his wife, Martha Miqueo-Elian, and eight other persons, including dentists Anthony Classi and Jeni Classi-Glavicic. Vizstara and Vizstara Professional their chapter 11 petitions (Bankr. D. N.J. Case Nos. 10-49434 and 10-49456) on Dec. 22, 2010, listing under $1 million in assets and debts each. On the same day, Dr. Elian and his wife, Martha Miqueo-Elian, filed their own joint petition for relief under chapter 7. Dr. Elian is the sole member of Vizstara and Vizstara Professional. The Elians are individual creditors in the chapter 11 cases. John P. Di Iorio, Esq. -- jdiiorio@shapiro-croland.com -- at Shapiro, Croland, Reiser, Apfel & Di Iorio, LLP, serves as counsel for Vizstara and Vizstara Professional. The Law Office of Patrick W. Turner represents Jonathan Schultz, State Court Appointed Rent Receiver for 300 Sylvan Avenue LLC, the Debtors' Landlord. Eric R. Perkins, Esq. -- eperkins@mdmc-law.com -- at McElroy, Deutsch, Mulvaney & Carpenter LLP, represents creditor 300 Sylvan Avenue LLC. WASHINGTON MUTUAL: Hedge Funds Appeal Plan Denial Order ------------------------------------------------------- The Associated Press reports that hedge fund investors that supported Washington Mutual Inc.'s reorganization plan are appealing Judge Mary F. Walrath's rejection of the plan. They filed notices of appeal on Tuesday. As reported by the Troubled Company Reporter on Sept. 15, Judge Walrath rejected the proposed plan for a second time, saying there could be merit to the claims of some equity holders that the hedge funds had traded on inside information they obtained in court. The hedge funds have denied the allegations. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- was the holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500 million to $1 billion with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. The Debtor tapped Valuation Research Corporation as valuation service provider for certain assets. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York, and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. The official committee of equity security holders also tapped BDO USA as its tax advisor. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which acquired the WaMu bank unit's assets prior to the Petition Date. On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion determining that the global settlement agreement, among certain parties including WMI, the Federal Deposit Insurance Corporation and JPMorgan, upon which the Plan is premised, and the transactions contemplated therein, are fair, reasonable, and in the best interests of WMI. However, the Opinion and related order denied confirmation, but suggested certain modifications to the Company's Sixth Amended Joint Plan of Affiliated Debtors that, if made, would facilitate confirmation. WaMu filed a Modified Sixth Amended Joint Plan and a related Supplemental Disclosure Statement, which it believes would address the Bankruptcy Court's concerns. On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's Modified Sixth Amended Plan and granted equity committee standing to prosecute claims for equitable disallowance but stayed the ruling pending mediation. Judge Walrath scheduled a status hearing for Oct. 7, 2011, at 11:30 a.m. to consider the issues to be referred to a mediator. WaMu said it would seek confirmation of a revised plan "as soon as practicable." The Plan proposes to pay more than $7 billion to creditors and incorporates a global settlement agreement resolving issues among the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp. in its corporate capacity and as receiver for WaMu Bank, certain large creditors, certain WMB senior noteholders, and the creditors' committee. The Settlement Noteholders are Appaloosa Management, L.P., Aurelius Capital Management LP, Centerbridge Partners, LP, and Owl Creek Asset Management, L.P. WAVE SYSTEMS: Acquires Safend for $12.8 Million ----------------------------------------------- Wave Systems Corp. completed the acquisition of Safend Ltd., a leading provider of endpoint data loss protection solutions, including port and device control, encryption for removable media, content inspection and discovery, for approximately $12.8 million. The addition of Safend's complementary product suite creates strong cross-selling opportunities into the healthcare, financial and government verticals where data loss protection is a high priority. Safend's reseller channel, combined with its direct sales force and strong presence in EMEA, gives Wave new sales resources with access to new market opportunities. Headquartered in Tel Aviv, Israel, with offices in Philadelphia, Safend has approximately 70 employees. Prior to the acquisition, Safend was backed by prominent technology venture capital investors including Elron Electronics Industries Ltd. (Tel Aviv Stock Exchange: ELRN), Intel Capital and Walden Israel Venture Capital. "With the escalation of cyber threats and an increasingly mobile workforce, many customers are looking for an integrated and cohesive security solution across the data lifecycle—from data-at rest to data-in-motion and, ultimately, to archiving," said Steven Sprague, Wave CEO and President. "Safend's award-winning suite of DLP, port control and removable media encryption software strengthens our existing portfolio of data encryption and device authentication solutions. The acquisition will enable Wave to deliver a holistic trusted computing management platform that roots software security to trusted computing hardware and provides the enterprise with interoperability across all platforms. "Having gotten to know the Safend principals, the technical team, their products and the market opportunity over the last several months, the benefits of joining forces became clear to all of us," Mr. Sprague continued. Wave will retain Safend's experienced executive team, including Safend Founder Gil Sever. "Wave and Safend share a complementary vision for the future of data security, work with the same types of industry-leading customers, and have a respect for each other's cultures of innovation," said Mr. Sever. "Joining Wave is a strategic move that we believe will deliver significant benefit for Safend customers, partners and employees. Together, we have an opportunity to further strengthen our leadership position in data security by creating new, innovative and integrated products and capabilities to solve our customers' most complex security challenges." "With this acquisition Wave has a unique opportunity to advance our relationships with our OEMs, customers and channel partners, as the Wave portfolio increases in depth and breadth," commented Brian Berger, Wave's Executive Vice President of Marketing and Sales. "Safend has cultivated relationships with an extensive network of distributors, resellers and VARs that we believe will provide expanded sales opportunities, especially those in key vertical markets and in regions of the world where Wave has had a limited footprint." The $12,761,966 purchase price consisted of $1.1 million in cash and 5,267,374 shares of Wave's common stock valued at the trailing 10-day average closing price of $2.214 per share. Wave plans to file a registration statement to register shares being issued in the transaction. About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave's independent registered public accounting firm has issued a report dated March 16, 2010, that includes an explanatory paragraph referring to its significant operating losses and substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $4.12 million on $26.05 million of total net revenues for the year ended Dec. 31, 2010, compared with a net loss of $3.34 million on $18.88 million of total net revenues during the prior year. The Company's balance sheet at June 30, 2011, showed $16.47 million in total assets, $13.07 million in total liabilities and $3.39 million in total stockholders' equity. WEBMEDIABRANDS: Receives Nasdaq Notification Letter --------------------------------------------------- WebMediaBrands, Inc., an Internet media company that provides content, education, and career services to media and creative professionals, disclosed that on September 22, 2011, it received a notice from the Nasdaq Stock Market indicating that it no longer complies with the requirements of Nasdaq Marketplace Rule 5450(a (1) for continued listing on the Nasdaq Global Market. The rule requires that shares of WebMediaBrands's stock maintain a minimum bid price of $1.00 per share. WebMediaBrands has 180 calendar days, or until March 20, 2012, in which to regain compliance with the listing requirement. If WebMediaBrands does not regain compliance prior to the expiration of the 180-day grace period, Nasdaq will provide written notice that WebMediaBrands's securities are subject to delisting. Alternatively, WebMediaBrands may be eligible for an additional 180-day grace period if it meets the initial listing standards, with the exception of bid price, for the Nasdaq Capital Market. To avail itself of this option, WebMediaBrands will need to submit an application to transfer its securities to the Nasdaq Capital Market. About WebMediaBrands Inc. WebMediaBrands Inc. is an Internet media company that provides content, education and career services to media and creative professionals. YRC WORLDWIDE: Stephen Freidheim Discloses 20.3% Equity Stake ------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Stephen C. Freidheim and his affiliates disclosed that they beneficially own 447,860,113 shares of common stock of YRC Worldwide, Inc., representing 20.3% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/8UIejS About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that through wholly owned operating subsidiaries offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. KPMG LLP's audit reports on the consolidated financial statements of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each contain an explanatory paragraph that states that the Company has experienced significant declines in operations, cash flows and liquidity and these conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at June 30, 2011, showed $2.59 billion in total assets, $2.91 billion in total liabilities and a $328.79 million in shareholders' deficit. * * * In January 2011, Standard & Poor's Ratings Services placed its 'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on CreditWatch developing. At the same time, S&P is withdrawing the existing issue level ratings on Yellow Corp.'s senior unsecured debt, given the negligible amounts outstanding. "The ratings on Overland Park, Kan.-based YRCW reflect its near- term liquidity challenges, meaningful off-balance-sheet contingent obligations related to multiemployer pension plans, as well as its participation in the competitive, capital-intensive, and cyclical trucking industry," said Standard & Poor's credit analyst Anita Ogbara. "YRCW's substantial (albeit deteriorating) market position in the less-than-truckload (LTL) sector, which has high barriers to entry, partially offsets these characteristics. We characterize YRCW's business profile as weak, financial profile as highly leveraged, and liquidity as weak." In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR") to Caa2\LD ("Limited Default") from Caa3 in recognition of the agreed debt restructuring which will result in losses for certain existing debt holders. In a related action Moody's has raised YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest but critical improvements in the company's credit profile that should result from its recently-completed financial restructuring. The positioning of YRCW's PDR at Caa2\LD reflects the completion of an offer to exchange a substantial majority of the company's outstanding credit facility debt for new senior secured credit facilities, convertible unsecured notes, and preferred equity, which was completed on July 22, 2011. As reported by the TCR on May 5, 2011, Fitch Ratings downgraded YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior unsecured rating affirmed at 'C/RR6'. In addition, Fitch has removed YRCW's ratings from Rating Watch Negative. Fitch said that although it appears increasingly likely that the company will successfully complete the restructuring, until the transactions constituting the restructuring close, which is not anticipated until late July 2011, there exists a potential for the transaction to fail, in which case Fitch expects the company would be forced to file for Chapter 11 bankruptcy protection. YRC WORLDWIDE: Catalyst Fund Discloses 10.1% Equity Stake --------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Catalyst Fund Limited Partnership II and its affiliates disclosed that they beneficially own 205,039,063 shares of common stock of YRC Worldwide Inc. representing 10.1% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/Y1KGvQ About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that through wholly owned operating subsidiaries offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. KPMG LLP's audit reports on the consolidated financial statements of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each contain an explanatory paragraph that states that the Company has experienced significant declines in operations, cash flows and liquidity and these conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at June 30, 2011, showed $2.59 billion in total assets, $2.91 billion in total liabilities and a $328.79 million in shareholders' deficit. * * * In January 2011, Standard & Poor's Ratings Services placed its 'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on CreditWatch developing. At the same time, S&P is withdrawing the existing issue level ratings on Yellow Corp.'s senior unsecured debt, given the negligible amounts outstanding. "The ratings on Overland Park, Kan.-based YRCW reflect its near- term liquidity challenges, meaningful off-balance-sheet contingent obligations related to multiemployer pension plans, as well as its participation in the competitive, capital-intensive, and cyclical trucking industry," said Standard & Poor's credit analyst Anita Ogbara. "YRCW's substantial (albeit deteriorating) market position in the less-than-truckload (LTL) sector, which has high barriers to entry, partially offsets these characteristics. We characterize YRCW's business profile as weak, financial profile as highly leveraged, and liquidity as weak." In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR") to Caa2\LD ("Limited Default") from Caa3 in recognition of the agreed debt restructuring which will result in losses for certain existing debt holders. In a related action Moody's has raised YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest but critical improvements in the company's credit profile that should result from its recently-completed financial restructuring. The positioning of YRCW's PDR at Caa2\LD reflects the completion of an offer to exchange a substantial majority of the company's outstanding credit facility debt for new senior secured credit facilities, convertible unsecured notes, and preferred equity, which was completed on July 22, 2011. As reported by the TCR on May 5, 2011, Fitch Ratings downgraded YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior unsecured rating affirmed at 'C/RR6'. In addition, Fitch has removed YRCW's ratings from Rating Watch Negative. Fitch said that although it appears increasingly likely that the company will successfully complete the restructuring, until the transactions constituting the restructuring close, which is not anticipated until late July 2011, there exists a potential for the transaction to fail, in which case Fitch expects the company would be forced to file for Chapter 11 bankruptcy protection. * Nondisclosure Results in Total Fee Disgorgement ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that lawyers representing bankrupt companies in the Middle District of Pennsylvania should be careful to make complete disclosure in view of a Sept. 23 opinion by U.S. District Judge Christopher C. Conner in Scranton, Pennsylvania. The case involved a lawyer who had represented a company for several years before filing in Chapter 11. In his application to represent the company during bankruptcy, the lawyer disclosed his retainer, although not fees he’d received in the year before bankruptcy. The bankruptcy judge disqualified the lawyer and required him to return a $17,500 retainer. On appeal, Judge Conner upheld disqualification and disgorgement. Judge Conner ruled that disclosure had not been complete. He also held that the lawyer had an actual, undisclosed conflict of interest because of involvement in a pre-bankruptcy corporate transaction resulting in a lawsuit. The case is Geisenberger v. U.S. Trustee, 10-01660, U.S. District Court, Middle District Pennsylvania (Scranton). * Absolute Priority Rule Terminated in Individual Cases ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the absolute priority rule was deleted for individuals in Chapter 11 as a result of 2005 amendments to the Bankruptcy Code, U.S. District Judge Susan Bucklew from Tampa, Florida ruled on Sept. 21. Judge Bucklew also held that the unsecured deficiency claim of the secured creditor was properly in a separate class. The case, SPCP Group LLC v. Biggins, Case No. 10-2381, M.D. Fla. (Tampa), involved individuals who were owners of a company in Chapter 11. The Company confirmed a plan paying the secured creditor in full over time. According to Mr. Rochelle, when the secured creditor sued the individuals on personal guarantees, they filed in Chapter 11 and later confirmed a plan where the lender would be paid by the company. Contending the absolute priority rule was violated, the secured creditor argued it was improper to cram down the plan. The report relates that Judge Bucklew upheld the ruling of the bankruptcy court confirming the individuals' Chapter 11 plans. Although courts disagree, Judge Bucklew said the governing language in Section 1129(b)(2)(B)(ii) is plain on its face. As revised in 2005, the statute says that an individual can cram down on a dissenting class while retaining property that was in the estate before bankruptcy or acquired later. She said Congress therefore "has done away with the absolute priority rule in the context of individual cases." * RBS Appoints New Property Leader in Restructuring Unit -------------------------------------------------------- Dow Jones' DBR Small Cap reports that Royal Bank of Scotland Group PLC said it appointed Aubrey Adams as head of property in its toxic-assets division, with the former chief executive of real estate consultants Savills PLC set to take up the newly created role in November. The Royal Bank of Scotland Group plc (NYSE:RBS) -- http://www.rbs.com/-- is a holding company of The Royal Bank of Scotland plc (Royal Bank) and National Westminster Bank Plc (NatWest), which are United Kingdom-based clearing banks. The company's activities are organized in six business divisions: Corporate Markets (comprising Global Banking and Markets and United Kingdom Corporate Banking), Retail Markets (comprising Retail and Wealth Management), Ulster Bank, Citizens, RBS Insurance and Manufacturing. On October 17, 2007, RFS Holdings B.V. (RFS Holdings), a company jointly owned by RBS, Fortis N.V., Fortis SA/NV and Banco Santander S.A. (the Consortium Banks) and controlled by RBS, completed the acquisition of ABN AMRO Holding N.V. (ABN AMRO). In July 2008, the company disposed of its entire interest in Global Voice Group Ltd. * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- In Re Vergie Musgrave Bankr. D. Ariz. Case No. 11-26154 Chapter 11 Petition filed September 13, 2011 In Re Sheila Booker Bankr. C.D. Calif. Case No. 11-48691 Chapter 11 Petition filed September 13, 2011 In Re Ultra-Flex Moulding, Inc. Bankr. S.D. Calif. Case No. 11-15263 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/casb11-15263.pdf In Re ABM Investment Inc. dba Rick’s Tavern Bankr. D. Dela. Case No. 11-12906 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/deb11-12906.pdf In Re G. Jakes Bankr. M.D. Ga. Case No. 11-31495 Chapter 11 Petition filed September 13, 2011 In Re Mark Zimel Bankr. D. Ore. Case No. 11-37940 Chapter 11 Petition filed September 13, 2011 In Re Fidel Jones Bankr. D. Mass. Case No. 11-18709 Chapter 11 Petition filed September 13, 2011 In Re James Quinlan Margaret Loomis Bankr. E.D. Mich. Case No. 11-64276 Chapter 11 Petition filed September 13, 2011 In Re Infinity Resources Corporation aka Alouette Bankr. S.D.N.Y. Case No. 11-14309 Chapter 11 Petition filed September 13, 2011 filed pro se In Re MJ Patrick, Inc. aka The Dan Trust Bankr. E.D. Pa. Case No. 11-17133 Chapter 11 Petition filed September 13, 2011 filed pro se In Re Pentecostal Bridegroom Temple, Inc. Bankr. E.D. Pa. Case No. 11-17113 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/paeb11-17113.pdf In Re Women of War Ministries Bankr. E.D. Pa. Case No. 11-17152 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/paeb11-17152.pdf In Re Mark Stout Bankr. W.D. Pa. Case No. 11-25775 Chapter 11 Petition filed September 13, 2011 In Re Vassilios Maniotis Bankr. D. S.C. Case No. 11-05684 Chapter 11 Petition filed September 13, 2011 In Re Amos Willis Bankr. E.D. Va. Case No. 11-16696 Chapter 11 Petition filed September 13, 2011 In Re D & R Nolan Investments, Inc. dba Brickhouse Pub Bankr. W.D. Wash. Case No. 11-20836 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/wawb11-20836.pdf In Re Robin's Bagel & Cafe, Inc. dba Zat's A Better Bagel Bankr. W.D. Wash. Case No. 11-20837 Chapter 11 Petition filed September 13, 2011 See http://bankrupt.com/misc/wawb11-20837.pdf In Re R&P Properties I, LLC Bankr. D. Ariz. Case No. 11-26361 Chapter 11 Petition filed September 14, 2011 See http://bankrupt.com/misc/azb11-26361.pdf In Re 8945 Research Drive LLC Bankr. C.D. Calif. Case No. 11-22907 Chapter 11 Petition filed September 14, 2011 filed pro se In Re Eun Cho Bankr. C.D. Calif. Case No. 11-49013 Chapter 11 Petition filed September 14, 2011 In Re Sharon Fine Bankr. C.D. Calif. Case No. 11-22944 Chapter 11 Petition filed September 14, 2011 In Re Let's Go Aero, Inc. Bankr. D. Colo. Case No. 11-31850 Chapter 11 Petition filed September 14, 2011 See http://bankrupt.com/misc/cob11-31850.pdf In Re Tesco Resources, Inc. Bankr. D. Conn. Case No. 11-32373 Chapter 11 Petition filed September 14, 2011 See http://bankrupt.com/misc/ctb11-32373.pdf In Re Matthew Scannapieco Bankr. D. Del. Case No. 11-12911 Chapter 11 Petition filed September 14, 2011 In Re Edgar Jimenez Bankr. M.D. Fla. Case No. 11-13905 Chapter 11 Petition filed September 14, 2011 In Re Donna Bragassa Bankr. S.D. Fla. Case No. 11-35465 Chapter 11 Petition filed September 14, 2011 In Re Javier Perez Bankr. S.D. Fla. Case No. 11-35475 Chapter 11 Petition filed September 14, 2011 In Re Ramon Batista Bankr. S.D. Fla. Case No. 11-35472 Chapter 11 Petition filed September 14, 2011 In Re Libali, Inc. dba Slack's Restaurant & Bar Bankr. N.D. Ga. Case No. 11-76749 Chapter 11 Petition filed September 14, 2011 See http://bankrupt.com/misc/ganb11-76749.pdf In Re Paul Genovese Brigitte Genovese Bankr. D. Md. Case No. 11-28527 Chapter 11 Petition filed September 14, 2011 In Re One Thousand North Fifth Street, LLC Bankr. E.D. Pa. Case No. 11-17173 Chapter 11 Petition filed September 14, 2011 See http://bankrupt.com/misc/paeb11-17173.pdf In Re Garry Love Bankr. M.D. Tenn. Case No. 11-0919 Chapter 11 Petition filed September 14, 2011 In Re D & S Truck Repair, Inc. Bankr. E.D. Ark. Case No. 11-15946 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/areb11-15946.pdf represented by Andrew L. Clark, Esq. Clark, Byarlay & Sparks E-mail: lawyerclark@msn.com In Re Diaz Oei Bankr. D. Ariz. Case No. 11-26442 Chapter 11 Petition filed September 15, 2011 In Re Catalina Anday Bankr. C.D. Calif. Case No. 11-49213 Chapter 11 Petition filed September 15, 2011 In Re James Smith Bankr. C.D. Calif. Case No. 11-20965 Chapter 11 Petition filed September 15, 2011 In Re Mercury Resources Bankr. C.D. Calif. Case No. 11-49107 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/cacb11-49107.pdf represented by Kahlil J. McAlpin, Esq. Law Offices of Kahlil J. McAlpin E-mail: kahlil24@aol.com In Re Sahag-Mesrob Armenian Christian School Bankr. C.D. Calif. Case No. 11-49127 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/cacb11-49127.pdf represented by Kenneth G. Lau, Esq. Queenie K. Ng, Esq. E-mail: kenneth.g.lau@usdoj.gov E-mail: queenie.k.ng@usdoj.gov In Re Ernest Bezley Bankr. E.D. Calif. Case No. 11-42346 Chapter 11 Petition filed September 15, 2011 In Re Miguel Correa Bankr. S.D. Fla. Case No. 11-35585 Chapter 11 Petition filed September 15, 2011 In Re SAC of Griffith, Inc. dba Pepe's Mexican Restaurant Bankr. N.D. Ind. Case No. 11-23621 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/innb11-23621p.pdf See http://bankrupt.com/misc/innb11-23621c.pdf represented by David E. Woodward, Esq. Casale, Woodward & Buls, LLP E-mail: dwoodward@cwblawfirm.com In Re MC Associates, LP Bankr. D. Maine Case No. 11-21352 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/meb11-21352.pdf represented by J. Scott Logan, Esq. Law Office of J. Scott Logan, LLC E-mail: scott@southernmainebankruptcy.com In Re Salon America, Inc. dba Music City Event Center Bankr. M.D. N.C. Case No. 11-11409 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/ncmb11-11409.pdf represented by Samantha K. Brumbaugh, Esq. Brumbaugh & Stroupe, P.L.L.C. E-mail: cfslaw@hotmail.com In Re Max Aragon Bankr. D. N.M. Case No. 11-14090 Chapter 11 Petition filed September 15, 2011 In Re Liza Rappaport Bankr. D. N.J. Case No. 11-37107 Chapter 11 Petition filed September 15, 2011 In Re Stephen Lankenau Bankr. D. N.J. Case No. 11-37127 Chapter 11 Petition filed September 15, 2011 In Re 207 Essex Corp. Bankr. E.D.N.Y. Case No. 11-47890 Chapter 11 Petition filed September 15, 2011 filed pro se In Re KTM&B, Inc. Bankr. W.D. N.Y. Case No. 11-13201 Chapter 11 Petition filed September 15, 2011 filed pro se In Re Morteza Gerani Bankr. W.D. Tenn. Case No. 11-29631 Chapter 11 Petition filed September 15, 2011 In Re F Fitch Bankr. S.D. Texas Case No. 11-20525 Chapter 11 Petition filed September 15, 2011 In Re Electronic Service Provider, Inc. aka ESP Bankr. W.D. Wash. Case No. 11-20929 Chapter 11 Petition filed September 15, 2011 See http://bankrupt.com/misc/wawb11-20929.pdf represented by Patrick H. Brick, Esq. E-mail: bricklaw@msn.com In Re M Suki Co LLC dba Inn at Port Hadlock Bankr. W.D. Wash. Case No. 11-20951 Chapter 11 Petition filed September 15, 2011 filed pro se In Re Marie Pierron Bankr. D. Ariz. Case No. 11-26502 Chapter 11 Petition filed September 16, 2011 In Re Nathan Laflesch Bankr. D. Ariz. Case No. 11-26569 Chapter 11 Petition filed September 16, 2011 In Re Niles Lipin Bankr. D. Ariz. Case No. 11-26500 Chapter 11 Petition filed September 16, 2011 In Re David Fee Bankr. C.D. Calif. Case No. 11-14420 Chapter 11 Petition filed September 16, 2011 In Re William Wilson Bankr. C.D. Calif. Case No. 11-49424 Chapter 11 Petition filed September 16, 2011 In Re 55 Old State Road Property, LLC Bankr. D. Conn. Case No. 11-32408 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/ctb11-32408.pdf represented by Russell Gary Small, Esq. Merritt Medical Center E-mail: Russell@rgsmall.com In Re Smiley Real Estate, LLC Bankr. D. Conn. Case No. 11-32401 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/ctb11-32401.pdf represented by Peter L. Ressler, Esq. Groob Ressler & Mulqueen E-mail: ressmul@yahoo.com In Re Mountain Tracts, Inc. Bankr. M.D. Fla. Case No. 11-17440 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/flmb11-17440.pdf represented by Christopher C. Todd, Esq. McIntyre, Panzarella, Thanasides, et al E-mail: chris@mcintyrefirm.com In Re Mimi Vail Bankr. S.D. Fla. Case No. 11-35731 Chapter 11 Petition filed September 16, 2011 In Re Andrew Burress Bankr. M.D. Ga. Case No. 11-52951 Chapter 11 Petition filed September 16, 2011 In Re Quinn River, LLC Bankr. W.D. La. Case No. 11-51333 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/lawb11-51333.pdf represented by Thomas E. St. Germain, Esq. E-mail: ecf@weinlaw.com In Re Darryl Garvin Bankr. D. Mass. Case No. 11-18871 Chapter 11 Petition filed September 16, 2011 In Re Hilson Rodriguez Bankr. D. Mass. Case No. 11-18869 Chapter 11 Petition filed September 16, 2011 In Re Larry Cruel Bankr. S.D. Miss. Case No. 11-03250 Chapter 11 Petition filed September 16, 2011 In Re Edwin Balecha Bankr. D. Nev. Case No. 11-24634 Chapter 11 Petition filed September 16, 2011 In Re Bay Ridge Real Estate Development LLC Bankr. D. N.H. Case No. 11-13438 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/nhb11-13438.pdf represented by Robert L. O'Brien, Esq. O'Brien Law E-mail: robjd@mail2firm.com In Re JDN Properties @ Lebanon, LLC dba JDN Properties At Lebanon, LLC Bankr. D. N.J. Case No. 11-37161 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/njb11-37161.pdf represented by Stuart D. Gavzy, Esq. E-mail: mainmail@gavzylaw.com In Re JDN Properties II, LLC Bankr. D. N.J. Case No. 11-37162 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/njb11-37162.pdf represented by Stuart D. Gavzy, Esq. O'Brien Law E-mail: mainmail@gavzylaw.com In Re Julio M. Almeida Holding Corporation Bankr. D. N.J. Case No. 11- 37216 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/njb11-37216.pdf represented by Rosemarie E. Matera, Esq. Kurtzman Matera, P.C. E-mail: law@klmgs.com In Re Julio And V. Corporation dba Pearl of Lisbon Bankr. D. N.J. Case No. 11-37218 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/njb11-37218.pdf represented by Rosemarie E. Matera, Esq. Kurtzman Matera, P.C. E-mail: law@klmgs.com In Re Eagle Realty, LLC Bankr. E.D.N.Y. Case No. 11-47909 Chapter 11 Petition filed September 16, 2011 filed pro se In Re GEL LLC Bankr. E.D.N.Y. Case No. 11-47910 Chapter 11 Petition filed September 16, 2011 filed pro se In Re Mat & Hi Corp. dba Hampton Deli Bankr. E.D.N.Y. Case No. 11-76572 Chapter 11 Petition filed September 16, 2011 See http://bankrupt.com/misc/nyeb11-76572.pdf represented by Robert J. Spence, Esq. Ackerman Spence, PLLC E-mail: rspence@mklawnyc.com In Re Chad Heidecker Bankr. S.D. Texas Case No. 11-37953 Chapter 11 Petition filed September 16, 2011 In Re Holly Global Investment Inc. dba Rainier Inn Bankr. W.D. Wash. Case No. 11-47381 Chapter 11 Petition filed September 16, 2011 filed pro se In Re Duplin OB-GYN, P.A. Bankr. E.D. N.C. Case No. 11-07141 Chapter 11 Petition filed September 18, 2011 See http://bankrupt.com/misc/nceb11-07141.pdf represented by J.M. Cook, Esq E-mail: J.M.Cook@jmcookesq.com In Re Bayside Acquisitions, LLC Bankr. M.D. Fla. Case No. 11-17468 Chapter 11 Petition filed September 18, 2011 See http://bankrupt.com/misc/flmb11-17468p.pdf See http://bankrupt.com/misc/flmb11-17468c.pdf represented by Timothy M. Grogan, Esq. E-mail: tgroganlaw@tampabay.rr.com In Re Clarke County Healthcare, LLC Bankr. S.D. Ala. Case No. 11-03851 Chapter 11 Petition filed September 19, 2011 See http://bankrupt.com/misc/alsb11-03851.pdf represented by Lawrence B. Voit, Esq. E-mail: lvoit@silvervoit.com In Re I & J Enterprises, Inc. Bankr. C.D. Calif. Case No. 11-49613 Chapter 11 Petition filed September 19, 2011 See http://bankrupt.com/misc/cacb11-49613.pdf represented by Michael Jay Berger, Esq. E-mail: michael.berger@bankruptcypower.com In Re Tip Top Novelties Bankr. N.D. Calif. Case No. 11-58743 Chapter 11 Petition filed September 19, 2011 filed pro se In Re Edemco Dryers, Inc. Bankr. D. Colo. Case No. 11-32212 Chapter 11 Petition filed September 19, 2011 See http://bankrupt.com/misc/cob11-32212p.pdf See http://bankrupt.com/misc/cob11-32212c.pdf represented by Lee M. Kutner, Esq. Ackerman Spence, PLLC E-mail: lmk@kutnerlaw.com In Re A-1 Fire Equipment, Corp. dba A-1 Electric Company Bankr. S.D. Fla. Case No. 11-35798 Chapter 11 Petition filed September 19, 2011 See http://bankrupt.com/misc/flsb11-35798.pdf represented by Peter D. Russin, Esq E-mail: prussin@melandrussin.com In Re Wilton Corporation Bankr. W.D. La. Case No. 11-31791 Chapter 11 Petition filed September 19, 2011 See http://bankrupt.com/misc/lawb11-31791.pdf represented by Ralph Scott Bowie, Jr., Esq Daye, Bowie & Beresko, APLC E-mail: rsbowie@bellsouth.net In Re G.M. Transfer Inc. Bankr. S.D.N.Y. Case No. 11-14395 Chapter 11 Petition filed September 19, 2011 filed pro se In Re Progress Avenue Limited Partnership Bankr. M.D. Pa. Case No. 11-06411 Chapter 11 Petition filed September 19, 2011 filed pro se In Re Pier 96 Corporation Bankr. W.D. Wash. Case No. 11-21042 Chapter 11 Petition filed September 19, 2011 filed pro se In Re James Wasson Bankr. D. Ariz. Case No. 11-26802 Chapter 11 Petition filed September 20, 2011 In Re Marcelle Lawando Bankr. D. Ariz. Case No. 11-26823 Chapter 11 Petition filed September 20, 2011 In Re Ryse Construction, Inc. dba Coombs Awnings Bankr. D. Ariz. Case No. 11-26778 Chapter 11 Petition filed September 20, 2011 See http://bankrupt.com/misc/azb11-26778.pdf represented by James M. Laganke, Esq James M. Laganke, PLLC E-mail: jameslaganke@aol.com In Re Todd Simmons Bankr. D. Ariz. Case No. 11-26811 Chapter 11 Petition filed September 20, 2011 In Re Darryl Boyd Bankr. C.D. Calif. Case No. 11-49776 Chapter 11 Petition filed September 20, 2011 In Re Alba Ruiz Bankr. S.D. Calif. Case No. 11-15626 Chapter 11 Petition filed September 20, 2011 In Re James Webb Willyn Webb Bankr. D. Colo. Case No. 11-32302 Chapter 11 Petition filed September 20, 2011 In Re John Gibson Caryn Gibson Bankr. D. Colo. Case No. 11-32305 Chapter 11 Petition filed September 20, 2011 In Re Michael Hu Joanne Hu Bankr. D. Colo. Case No. 11-32313 Chapter 11 Petition filed September 20, 2011 In Re Robert Webb Charlotte Webb Bankr. D. Colo. Case No. 11-32299 Chapter 11 Petition filed September 20, 2011 In Re Webb Family Partnership, LLLP Bankr. D. Colo. Case No. 11-32296 Chapter 11 Petition filed September 20, 2011 See http://bankrupt.com/misc/cob11-32296p.pdf See http://bankrupt.com/misc/cob11-32296c.pdf represented by Lee M. Kutner, Esq. E-mail: lmk@kutnerlaw.com In Re Sixto Figueroa Bankr. S.D. Fla. Case No. 11-35956 Chapter 11 Petition filed September 20, 2011 In Re Christian Hammersen Bankr. N.D. Ga. Case No. 11-23889 Chapter 11 Petition filed September 20, 2011 In Re Future Construction Inc. Bankr. S.D. Ind. Case No. 11-11835 Chapter 11 Petition filed September 20, 2011 See http://bankrupt.com/misc/insb11-11835.pdf represented by Eric C. Redman, Esq Redman Ludwig PC E-mail: ksmith@redmanludwig.com In Re William Zarnoch Bankr. E.D. N.C. Case No. 11-07193 Chapter 11 Petition filed September 20, 2011 In Re A.M.Y. Realty, Inc. Bankr. D. N.J. Case No. 11-37479 Chapter 11 Petition filed September 20, 2011 filed pro se In Re Sassano Properties, Inc. Bankr. S.D.N.Y. Case No. 11-23849 Chapter 11 Petition filed September 20, 2011 See http://bankrupt.com/misc/nysb11-23849.pdf represented by Todd S. Cushner, Esq. Cushner & Garvey, LLP E-mail: Todd@cushnergarvey.com In Re David Ginsberg Bankr. E.D. Pa. Case No. 11-17314 Chapter 11 Petition filed September 20, 2011 In Re Nathan Nevils Bankr. M.D. Tenn. Case No. 11-09428 Chapter 11 Petition filed September 20, 2011 In Re Community Investment Syndicate, LC Bankr. E.D. Va. Case No. 11-35986 Chapter 11 Petition filed September 20, 2011 See http://bankrupt.com/misc/vaeb11-35986.pdf represented by D. Brooke Stephenson, Esq. Harry Jernigan CPA Attorney, P.C. E-mail: bstephenson@hjlaw.com In Re Keswick Acquisitions, LLC Bankr. E.D. Va. Case No. 11-16831 Chapter 11 Petition filed September 20, 2011 filed pro se In Re Alan Albertini Bankr. D. Ariz. Case No. 11-26928 Chapter 11 Petition filed September 21, 2011 In Re C&M Russell, LLC Bankr. C.D. Calif. Case No. 11-49889 Chapter 11 Petition filed September 21, 2011 filed pro se In Re Chung Monroe Bankr. C.D. Calif. Case No. 11-14466 Chapter 11 Petition filed September 21, 2011 In Re Harvinder Suri Bankr. C.D. Calif. Case No. 11-49911 Chapter 11 Petition filed September 21, 2011 In Re Jeffrey Masonek Bankr. C.D. Calif. Case No. 11-23223 Chapter 11 Petition filed September 21, 2011 In Re Kevin Booker Bankr. C.D. Calif. Case No. 11-49887 Chapter 11 Petition filed September 21, 2011 In Re Robert Sotello Bankr. C.D. Calif. Case No. 11-14476 Chapter 11 Petition filed September 21, 2011 In Re First Allegiance Limited Partnership Bankr. E.D. Calif. Case No. 11-42801 Chapter 11 Petition filed September 21, 2011 filed pro se In Re Ravi Sanwal Bankr. E.D. Calif. Case No. 11-42776 Chapter 11 Petition filed September 21, 2011 In Re Commercial Door International, Inc. Bankr. M.D. Fla. Case No. 11-17614 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/flmb11-17614.pdf represented by James L. Clark, Esq. James L. Clark, PA E-mail: fedcourt@clarklawyer.com In Re LAX LLC Bankr. M.D. Fla. Case No. 11-14317 Chapter 11 Petition filed September 21, 2011 filed pro se In Re Frederick Barofsky Bankr. N.D. Ill. Case No. 11-38356 Chapter 11 Petition filed September 21, 2011 In Re Michael Rule Bankr. N.D. Ill. Case No. 11-38294 Chapter 11 Petition filed September 21, 2011 In Re Morning Star Village, Inc. Bankr. N.D. Ill. Case No. 11-84096 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/ilnb11-84096p.pdf See http://bankrupt.com/misc/ilnb11-84096c.pdf represented by George P. Hampilos, Esq. Hampilos & Langley, Ltd. E-mail: georgehamp@aol.com In Re Richard Nielsen Bankr. N.D. Ind. Case No. 11-13570 Chapter 11 Petition filed September 21, 2011 In Re Bennie Atkinson Bankr. D. Md. Case No. 11-28958 Chapter 11 Petition filed September 21, 2011 In Re Waterproofing By Experts, Inc. As successor by Merger To Construction Labor Force, Inc. dba Rite-Way Waterproofing Bankr. D. Minn. Case No. 11-46210 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/mnb11-46210.pdf represented by Will R. Tansey, Esq. Ravich Meyer Kirkman McGrath & Nauman E-mail: wrtansey@ravichmeyer.com In Re Jeffrey Adams Patricia Adams Bankr. W.D. Miss. Case No. 11-09672 Chapter 11 Petition filed September 21, 2011 In Re Hylander Krista, LLC Bankr. D. Nev. Case No. 11-24850 Chapter 11 Petition filed September 21, 2011 filed pro se In Re Lilin Cai Bankr. D. Nev. Case No. 11-24884 Chapter 11 Petition filed September 21, 2011 In Re Richard Panzarella Bankr. D. Nev. Case No. 11-24856 Chapter 11 Petition filed September 21, 2011 In Re William Fleming Bankr. D. N.H. Case No. 11-13511 Chapter 11 Petition filed September 21, 2011 In Re James Bruce Bankr. D. N.M. Case No. 11-14184 Chapter 11 Petition filed September 21, 2011 In Re James G. Bruce Sharon K. Bruce Bankr. D. N.M. Case No. 11-14184 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/nmb11-14184.pdf represented by Daniel J. Behles, Esq. Moore, Berkson & Gandarilla, P.C. E-mail: dan@behles.com In Re MRS Properties LLC Bankr. E.D.N.Y. Case No. 11-48027 Chapter 11 Petition filed September 21, 2011 filed pro se In Re Prince of Bronze aka Art Foundry Inc. Bankr. E.D.N.Y. Case No. 11-48030 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/nyeb11-48030.pdf represented by Neil R. Flaum, Esq. Flaum & Associates, P.C. E-mail: flaumandassociatespc@gmail.com In Re 531 Franklin Street Revocable Trust Bankr. W.D. N.Y. Case No. 11-13273 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/nywb11-13273.pdf represented by Robert B. Gleichenhaus, Esq. Gleichenhaus, Marchese & Weishaar, P.C. E-mail: RBG_GMF@hotmail.com In Re Skyway Restaurant & Lounge, LLC Bankr. N.D. Ohio Case No. 11-35130 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/ohnb11-35130.pdf represented by Steven L Diller, Esq. E-mail: sdiller@dillerandricellc.com In Re Susan Thwaite Bankr. N.D. Ohio Case No. 11-35128 Chapter 11 Petition filed September 21, 2011 In Re United Realty & Development, Inc. Bankr. M.D. Pa. Case No. 11-06462 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/pamb11-06462.pdf represented by Craig A. Diehl, Esq. E-mail: cdiehl@cadiehllaw.com In Re Team Wightman, LLC Bankr. W.D. Pa. Case No. 11-25909 Chapter 11 Petition filed September 21, 2011 See http://bankrupt.com/misc/pawb11-25909.pdf represented by Francis E. Corbett, Esq. Calaiaro & Corbett, P.C. E-mail: fcorbett@calaiarocorbett.com In Re Anthony Gottlieb Bankr. M.D. Tenn. Case No. 11-09484 Chapter 11 Petition filed September 21, 2011 In Re Bruce Levy Bankr. M.D. Tenn. Case No. 11-09494 Chapter 11 Petition filed September 21, 2011 In Re Ezell's Catfish Cabin Bessemer, LLC Bankr. N.D. Ala. Case No. 11-04786 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/alnb11-04786.pdf represented by Frederick Mott Garfield, Esq. Sexton & Associates, PC E-mail: fmgarfield@sextonattorneys.com In Re David Zachary Bankr. E.D. Calif. Case No. 11-42866 Chapter 11 Petition filed September 22, 2011 In Re Richard Garcia Bankr. E.D. Calif. Case No. 11-42830 Chapter 11 Petition filed September 22, 2011 In Re Noriko Belmont Bankr. N.D. Calif. Case No. 11-58859 Chapter 11 Petition filed September 22, 2011 In Re Rodolfo Cadotte Bankr. N.D. Calif. Case No. 11-58858 Chapter 11 Petition filed September 22, 2011 In Re William St Clair Bankr. S.D. Calif. Case No. 11-15753 Chapter 11 Petition filed September 22, 2011 In Re Eldorado Canyon Properties LLC Bankr. D. Mass. Case No. 11-19006 Chapter 11 Petition filed September 22, 2011 filed pro se In Re Rodney Lancaster Bankr. N.D. Miss. Case No. 11-14330 Chapter 11 Petition filed September 22, 2011 In Re Charles Dowdy Bankr. S.D. Miss. Case No. 11-03329 Chapter 11 Petition filed September 22, 2011 In Re Leslie MarNa RaChelNi MarNa Bankr. E.D. Mo. Case No. 11-50167 Chapter 11 Petition filed September 22, 2011 In Re John Fanuzzi Bankr. D. Mont. Case No. 11-61848 Chapter 11 Petition filed September 22, 2011 In Re Stephen Anderson Bankr. D. Mont. Case No. 11-61845 Chapter 11 Petition filed September 22, 2011 In Re Bay Cleaners, Inc. Bankr. D. N.J. Case No. 11-37768 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/njb11-37768.pdf represented by Seung H. Shin, Esq. Shin & Jung LLP E-mail: shinjunglaw@gmail.com In Re Lucky Joy Restaurant Inc. Bankr. E.D.N.Y. Case No. 11-48092 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/nyeb11-48092.pdf represented by William X. Zou, Esq. E-mail: xfzou@aol.com In Re Wendy Alexis Bankr. E.D.N.Y. Case No. 11-48052 Chapter 11 Petition filed September 22, 2011 In Re Yeshiva Chofetz Chaim Inc. Bankr. S.D.N.Y. Case No. 11-23864 Chapter 11 Petition filed September 22, 2011 filed pro se In Re PGH Real Estate Company LLC Bankr. W.D. Pa. Case No. 11-25933 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/pawb11-25933p.pdf See http://bankrupt.com/misc/pawb11-25933c.pdf represented by Michael J. Hudock, III, Esq. Michael J. Hudock and Associates PC E-mail: michaelhudock@comcast.net In Re Nancy Miller Bankr. M.D. Tenn. Case No. 11-09529 Chapter 11 Petition filed September 22, 2011 In Re Derrell Cox Bankr. E.D. Texas Case No. 11-50166 Chapter 11 Petition filed September 22, 2011 In Re Murphy Distribution, Inc. Dba Interstate Collision & Service Center Bankr. S.D. Texas Case No. 11-38043 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/txsb11-38043.pdf represented by L Mickele Daniels, Esq. E-mail: seminole85@peoplepc.com In Re The 20-20 Leadership Foundation Bankr. W.D. Texas Case No. 11-31819 Chapter 11 Petition filed September 22, 2011 See http://bankrupt.com/misc/txwb11-31819.pdf represented by Carlos A. Miranda, III, Esq. Carlos A. Miranda, III & Associates P.C E-mail: cmiranda@mirandafirm.com In Re Rickey Bowler Bankr. W.D. Wash. Case No. 11-47518 Chapter 11 Petition filed September 22, 2011 In Re Romuald Zuchowski Bankr. W.D. Wash. Case No. 11-21213 Chapter 11 Petition filed September 22, 2011 In Re Lois Boykin Bankr. S.D. Ala. Case No. 11-03915 Chapter 11 Petition filed September 23, 2011 In Re Arlene Matthews Bankr. C.D. Calif. Case No. 11-40038 Chapter 11 Petition filed September 23, 2011 In Re Linda Mackay Bankr. C.D. Calif. Case No. 11-23321 Chapter 11 Petition filed September 23, 2011 In Re Alvin Sacks Bankr. N.D. Calif. Case No. 11-58892 Chapter 11 Petition filed September 23, 2011 In Re Frank Campos Bankr. S.D. Calif. Case No. 11-15800 Chapter 11 Petition filed September 23, 2011 In Re Suresh Mehta Bankr. S.D. Calif. Case No. 11-15852 Chapter 11 Petition filed September 23, 2011 In Re SYMKA Inc. Bankr. D. Colo. Case No. 11-32598 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/cob11-32598.pdf represented by Kevin D. Heupel, Esq. Sexton & Associates, PC E-mail: kevin@heupellaw.com In Re Mark Adams Bankr. N.D. Ill. Case No. 11-38722 Chapter 11 Petition filed September 23, 2011 In Re Absolute Disposal & Recycling, LLC Bankr. N.D. Ind. Case No. 11-33717 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/innb11-33717.pdf represented by John W. VanLaere(EH), Esq. Jones Obenchain, LLP E-mail: jvl@jonesobenchain.com In Re Philip Reiner Bankr. N.D. Ind. Case No. 11-23725 Chapter 11 Petition filed September 23, 2011 In Re Sandwich Service Center, Inc. Bankr. D. Mass. Case No. 11-19067 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/mab11-19067.pdf represented by Jennifer D. Joakim, Esq. Law Office of Jennifer D. Joakim E-mail: atyjdj@aol.com In Re Charles Pasqualini Bankr. D. Md. Case No. 11-29131 Chapter 11 Petition filed September 23, 2011 In Re TAL Investments, LLC fka A & L Investments, LLC Bankr. D. Md. Case No. 11-29199 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/mdb11-29199.pdf represented by Ronald J. Drescher, Esq. Drescher & Associates E-mail: ecf@drescherlaw.com In Re TCI Dedeaux Road, Inc. Bankr. D. Nev. Case No. 11-25069 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/nvb11-25069.pdf represented by Richard F. Holley, Esq. Moore, Berkson & Gandarilla, P.C. E-mail: rholley@nevadafirm.com In Re Harmony Property Maintenance LLC Bankr. D. N.J. Case No. 11-37916 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/njb11-37916.pdf represented by Andre L. Kydala, Esq. Andre Kydala, Esq. E-mail: kydalalaw@aim.com In Re Robert Birch Bankr. E.D. N.C. Case No. 11-07304 Chapter 11 Petition filed September 23, 2011 In Re 56 Walker LLC Bankr. S.D.N.Y. Case No. 11-14480 Chapter 11 Petition filed September 23, 2011 filed pro se In Re Frank Pascoe Bankr. W.D. Pa. Case No. 11-25985 Chapter 11 Petition filed September 23, 2011 In Re Lendon Hart Bankr. E.D. Tenn. Case No. 11-34396 Chapter 11 Petition filed September 23, 2011 In Re Gerrit Lozeman Bankr. E.D. Texas Case No. 11-42905 Chapter 11 Petition filed September 23, 2011 In Re Texasbearandbull, LLC Bankr. E.D. Texas Case No. 11-42911 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/txeb11-42911.pdf represented by Eric A. Liepins, Esq. E-mail: eric@ealpc.com In Re Tracy Pipkin Bankr. N.D. Texas Case No. 11-36008 Chapter 11 Petition filed September 23, 2011 In Re Circle Supply, LLC Bankr. S.D. Texas Case No. 11-38077 Chapter 11 Petition filed September 23, 2011 See http://bankrupt.com/misc/txsb11-38077.pdf represented by Bennett G. Fisher, Esq. Fisher and Associates PC E-mail: bgf@fisherlaw.net In Re Edward Kardong Bankr. W.D. Wash. Case No. 11-21251 Chapter 11 Petition filed September 23, 2011 In Re Deborah Edwards Bankr. W.D. Pa. Case No. 11-25986 Chapter 11 Petition filed September 24, 2011 In Re Jose Pantoja Bankr. S.D. Texas Case No. 11-50220 Chapter 11 Petition filed September 24, 2011 In Re Anthony Harned Bankr. S.D. Fla. Case No. 11-36456- Chapter 11 Petition filed September 25, 2011 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2011. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***