/raid1/www/Hosts/bankrupt/TCR_Public/111006.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, October 6, 2011, Vol. 15, No. 277
Headlines
1665 MILWAUKEE: Voluntary Chapter 11 Case Summary
3 G PROPERTIES: Plan Solicitation Exclusivity Expires Nov. 15
78 FIRST: Sec. 341 Creditors' Meeting Set for Oct. 31
78 FIRST: Directed to Pay Taxes or Face Case Dismissal
ADVENTURE BUS: Case Summary & 20 Largest Unsecured Creditors
ALEXANDER GALLO: Wants to Hire DLA Piper as Bankruptcy Counsel
ALEXANDER GALLO: Proposes Gordian Group as Investment Banker
ALEXANDER GALLO: Wins Approval to Hire KCC as Claims Agent
ALION SCIENCE: Sells $1.5 Million Common Shares to ESOP Trust
ALLIED MORTGAGE: Judge Denies PIIC's Bid for Fast Win in Suit
ALTER MARINE: Moody's Says Acquisition Does Not Affect 'B2' CFR
AMARANTH II: Voluntary Chapter 11 Case Summary
AMR CORP: Shares Dive on Renewed Fears of Bankruptcy
ANCHOR BANCORP: Welcomes Two New Directors to Board
APEX HOLDING: Case Summary & 12 Largest Unsecured Creditors
ASSOCIATED NURSING: Voluntary Chapter 11 Case Summary
BANK OF AMERICA: Countrywide Bondholders to Recover in Bankruptcy
BARBETTA LLC: Wants Plan Filing Period Extended to Oct. 18
BEECHNUT FEC: Case Summary & 19 Largest Unsecured Creditors
BELTWAY ONE: Hires Sklar Williams to Help Negotiate Leases
BERNARD L MADOFF: Appeals Hold Back Distribution of $8.7 Billion
BESO LLC: Judge OKs Sale of Eva Longoria's Steakhouse for $1MM
BIOLIFE SOLUTIONS: Q3 Revenue up 36% Year Over Year at $715,000
BIOVEST INTERNATIONAL: To Present at MD Becker Cancer Conference
BLUEKNIGHT ENERGY: Commences Previously-Announced Rights Offering
BORDERS GROUP: Files Committee-Backed Liquidating Plan
BORDERS GROUP: Consumer Privacy Ombudsman Files Report on Sale
BORDERS GROUP: AP Services' Etlin Expands Role in Debtor
BRISTOW GROUP: Moody's Rates Secured Credit Facilities at 'Ba1'
BROOKE CORP: Judge Won't Move $10-MM Kutak Malpractice Suit
CAMPANA FAMILY: Court Dismisses Chapter 11 Case
CANYON COUNTRY: Case Summary & 20 Largest Unsecured Creditors
CASCADE BANCORP: Bank Completes Sale of Non-Performing Assets
CASSTLE INVESTMENT: Case Summary & 14 Largest Unsecured Creditors
CENTRAL BUILDING: Case Summary & 19 Largest Unsecured Creditors
CIMA LLC: Bank of the Ozarks Wants Venue Transfer to S.D. Ala.
CLIVER DEVELOPMENT: Amends List of Largest Unsecured Creditors
CLIVER DEVELOPMENT: Section 341(a) Meeting Scheduled for Oct. 24
CLIVER DEVELOPMENT: Files Schedules of Assets and Liabilities
COMPOSITE TECHNOLOGY: Court Extends Plan Filing Deadline to Dec. 6
CONTEST PROMOTIONS-NY: Voluntary Chapter 11 Case Summary
CDC CORPORATION: Case Summary & 16 Largest Unsecured Creditors
COOPER & SONS: Case Summary & 20 Largest Unsecured Creditors
CORSICA VI: Case Summary & Largest Unsecured Creditor
CRAWFORD FURNITURE: Taps Buffante Whipple as Accountants
CYBERDEFENDER CORP: Inks 2nd Waiver & Forbearance Pact with GRM
CYBERDEFENDER CORP: Completes 2nd Tranche of $2-Mil. Notes Sale
DALLAS STARS: Combined Hearing on Pre-Packaged Plan Nov. 23
DALLAS STARS: Court OKs Oct. 22 Deadline for Bids
DALLAS STARS: Court OKs Garden City Group as Claims & Notice Agent
DALLAS STARS: Wins Interim Court Approval to Use Cash Collateral
DECORATOR INDUSTRIES: Case Summary & Creditors List
DRINKS AMERICAS: Pays Balance of $55,000 Note in Full
EAST PARIS: Case Summary & 11 Largest Unsecured Creditors
ELECTRIC MAINTENANCE: Case Summary & Creditors List
ENCORIUM GROUP: Incurs $9.1 Million Net Loss in 2010
ENIVA USA: Has Until Nov. 10 to File Plan and Disclosure Statement
ENIVA USA: Can Continue Using Bank's Cash Collateral Until Jan. 6
FAGERDALA USA: Case Summary & 7 Largest Unsecured Creditors
FANNIE MAE: Knew Early of Abuses, FHFA Report Says
FLAT ROCK: Case Summary & 4 Largest Unsecured Creditors
FRIENDLY ICE CREAM: Files for Chapter 11 to Sell to Sun Capital
FRIENDLY ICE CREAM: Case Summary & 20 Largest Unsecured Creditors
FRITO BANDITO: Case Summary & 8 Largest Unsecured Creditors
GENERAL GROWTH: Boulevard Assoc, 4 Other Cases Closed
GENERAL GROWTH: Eurohypo Asks Appellate Court Certification
GENERAL MARITIME: Amends Credit Facilities with Oaktree Capital
GERALD CHAMPION: Court OKs Cash Collateral Stipulation with BofA
HAMPTON ROADS: Completes Sale of Harbour Point to Sonabank
HCA HOLDINGS: Inks $500MM Underwriting Pact with Barclays, et al.
HERCULES OFFSHORE: Liftboat Struck by Waterspouts in Louisiana
HORIZON LINES: Completes Out-Of-Court Refinancing
HOMEGOLD FINANCIAL: Ex-Chairman Presses High Court for Acquittal
HUSSEY COPPER: Hiring Donlin Recano as Claims & Balloting Agent
HUSSEY COPPER: Seeks Extension of Schedules Filing Deadline
HUDSON HEALTHCARE: Creditors Committee OKs Medical Center Sale
INNER CITY MEDIA: U.S. Trustee Unable to Form Committee
JAI HANUMAN: Case Summary & 9 Largest Unsecured Creditors
JAVA VILLAGE: Case Summary & 9 Largest Unsecured Creditors
JC 2020: Case Summary & 4 Largest Unsecured Creditors
JOHN L. UNDERWOOD: Case Summary & 20 Largest Unsecured Creditors
JOHN MAWYER: Involuntary Chapter 11 Case Summary
KERRIGAN AVENUE: Voluntary Chapter 11 Case Summary
LAKE AT FAUSETT: Case Summary & 11 Largest Unsecured Creditors
LIASET COMPANY: Case Summary & 3 Largest Unsecured Creditors
LITHIUM TECHNOLOGY: Executes Joint Venture with Hawker GmbH
LODGENET INTERACTIVE: Mark Cuban Discloses 9.5% Equity Stake
MADISON 92ND: Section 341(a) Meeting Adjourned Due to Holiday
MARITIME COMMS: U.S. Trustee Appoints 3-Member Creditors' Panel
MAYSVILLE INC: Can Hire Bast Amron as Counsel on a Final Basis
MCDONALD BROTHERS: Can Access BB&T Cash Collateral Until Oct. 16
MECHANICAL INSULATION: Case Summary & 9 Largest Unsec Creditors
MRA PELICAN: Withdraws Cash Collateral/Property Turnover Motions
NET TALK.COM: Issues $3.5 Million 10% Senior Debenture
NORTEL NETWORKS: Disability Committee Retains Elliott Greenleaf
NORTEL NETWORKS: Disability Committee Retains Delaware Counsel
NORTEL NETWORKS: Retiree Committee Retains Togut Segal as Counsel
OLD CORKSCREW: Wants to Borrow $1.5-Mil. from OCP-DIP Lender
PENINSULA HOSPITAL: U.S. Trustee Names 5-Member Creditors Panel
PIEDMONT CENTER: Court Appoints John Northen as Chap. 11 Trustee
QUALTEQ INC: Seeks to Hire Goldstein & McClintock as Lead Counsel
R.E. LOANS: U.S. Trustee Appoints 12-Member Noteholders' Panel
REALOGY CORPORATION: Moody's Affirms 'Caa2' Corp. Family Rating
REGENCY COMMONS: Voluntary Chapter 11 Case Summary
SAVANNAH OUTLET: Can Continue Using Lender's Cash Until Oct. 31
SHINER CHEMICALS: Involuntary Chapter 11 Case Summary
SHINER WAREHOUSE: Involuntary Chapter 11 Case Summary
SOUTHWEST GEORGIA: Wants Solicitation Period Extended to Nov. 30
STAR BUFFET: Case Summary & 20 Largest Unsecured Creditors
STELLAR GT: Agreement Resolving U.S. Trustee Dismissal Motion OK'd
SUMMIT FAMILY: Case Summary & 4 Largest Unsecured Creditors
SUPERIOR PROPERTY: Wants Wellman & Warren as Special Counsel
SUSSER HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating
SYNTERRA 3020: Court Dismisses Chapter 11 Case
TAWK DEVELOPMENT: Plan Due Tomorrow, Pursuant to Stipulation
TBS INTERNATIONAL: Receives Non-Compliance Notice from Nasdaq
TELX MERGER: Moody's Maintains 'B3' CFR; Outlook Stable
TOTAL SAFETY: Moody's Assigns 'B2' Rating to Credit Facilities
TRADEPORT BUSINESS: Case Summary & 11 Largest Unsecured Creditors
TRAVELPORT HOLDINGS: Wins Support for Out-of-Court Restructuring
TRIBUNE CO: Judge Carey Says He Hopes to Issue Plan Ruling "Soon"
TRIBUNE CO: Wins Nod to Make Changes to Confirmation Transcript
TRIBUNE CO: Wins Nod to Implement 2011 Management Incentive Plan
TROPICANA ENT: Hearing on Claims Reserve Continued to Nov. 22
TROPICANA ENT: Lazard Freres Fees Approved After Settlement
TROPICANA ENT: Steering Committee Objecst to Cole, JH Cohn Fees
TTC PLAZA: Case Summary & Largest Unsecured Creditor
UNIQUE IMPRESSIONS: Voluntary Chapter 11 Case Summary
VITESSE SEMICONDUCTOR: Expects $29MM to $30MM Q4 Revenues
WAGSTAFF MINNESOTA: Hires Jones & Malhotra as Auditor
WARNER MUSIC: Makes Technical Corrections to 2009 Security Pact
WASHINGTON LOOP: Wants to Borrow up to $3.5MM from Davis Capital
WASHINGTON MUTUAL: Seeks Quick Approval of Latest Ch. 11 Plan
WESTERN COMMUNICATIONS: Employs Davis Wright as Special Counsel
WESTERN COMMUNICATIONS: Hires Grove Mueller as Accountants
WESTERN COMMUNICATIONS: Employs Tonkon Torp as Ch. 11 Counsel
WESTERN COMMUNICATIONS: Employs Zinser as Special Counsel
WPCS INTERNATIONAL: Forbearance Pact with BOA Extended to Nov. 30
ZWC PROPERTIES: Case Summary & 8 Largest Unsecured Creditors
* FASB Weighs "Going Concern" Self-Test for U.S. Firms
* Consumer Bankruptcy Filings Down 10% Through Nine Months of 2011
* Personal Bankruptcy Filings Continue to Decline in September
* Investors See Continued Dim Outlook for Solar-Panel Industry
* Lenders Pursue Homeowners for Post-Foreclosure Payments
* Number of Troubled Homeowners Rises, Federal Regulator Says
* California Deals Serious Blow to Foreclosure Negotiations
* Orrick NY Office Adds 5 Deals, Bankruptcy Pros
* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
*********
1665 MILWAUKEE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: 1665 Milwaukee, Inc.
1336 N. Western Avenue, Suite 100
Chicago, IL 60622
Bankruptcy Case No.: 11-39492
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Carol A. Doyle
Debtor's Counsel: Patience R. Clark, Esq.
LAW OFFICE OF PATIENCE R. CLARK P.C.
30 N. LaSalle Street, Suite 3400
Chicago, IL 60602
Tel: (312) 332-0133
Fax: (312) 332-0144
E-mail: prc@clarklawchicago.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Robert Farnik, president.
3 G PROPERTIES: Plan Solicitation Exclusivity Expires Nov. 15
-------------------------------------------------------------
The Hon. J. Rich Leonard of the U.S. Bankruptcy Court for the
Eastern District of North Carolina extended 3 G Properties LLC's
exclusive period to solicit acceptances of its proposed Chapter 11
plan until Nov. 15, 2011.
As reported in the Sept. 8, 2011 edition of the the Troubled
Company Reporter, the Debtor has already presented to the court a
proposed plan but the plan was denied.
On July 12, 2011, the bankruptcy judge denied confirmation of the
Chapter 11 Plan, filed on Dec. 13, 2010, on the basis that "the
court does not foresee any change in the Debtor's circumstances
that would allow it to propose a plan to cure the defects
identified."
With the denial of the Plan, the bankruptcy court approved Capital
Bank's motion for the lifting of the stay so that it can pursue
its remedies with respect to its collateral. The Court also
reconsidered its earlier denial of Southern Community Bank's
motion for relief from stay, dated Nov. 5, 2010, and allowed that
motion.
On July 26, 2011, the Debtor asked the Court to reconsider its
July 12, 2011 order as it pertains to the motion for relief from
automatic stay filed by Capital Bank. According to the Debtor,
the Court made the determination despite not having heard any
argument or presentation from it regarding its intent or ability
to propose a revised plan of reorganization, following the
granting of relief from automatic stay to Southern Community Bank.
Judge Leonard has approved a stipulation between the Debtor and
Capital Bank extending the deadline by 60 days, or up to October
13, 2011, for Capital Bank to file any response to the Debtor's
motion for reconsideration on the denial of its reorganization
plan. Judge Leonard also ordered that the hearing will not be
scheduled before Capital Bank can file any response to the motion
for reconsideration.
Capital Bank is represented by:
Kevin L. Sink, Esq.
Gregory B. Crampton, Esq.
NICHOLLS & CRAMPTON, P.A.
P.O. Box 18237
Raleigh, North Carolina 27619
Tel: (919) 827-0994
Fax: (919) 782-0465
- and -
Paul A. Fanning, Esq.
Ward & Smith, P.A.
P.O. Box 8088
Grenville, North Carolina 27835
Phone: (252) 215-4027
Fax: (252) 215-4077
E-mail: paf@wardandsmith.com
About 3 G Properties
Wake Forest, North Carolina-based 3 G Properties, LLC, filed for
Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 10-04763) on
June 14, 2010. 3 G Properties is a North Carolina limited
liability company formed as a result of the statutory merger of
three existing North Carolina limited liability companies: (1)
Lake Glad Road Partners, LLC, (2) Lake Glad Road Commercial, LLC,
and (3) Granville Park Partners, LLC. The Debtor principally
operates two real estate projects located primarily in Granville
County, North Carolina: Triangle North Development and Highland
Trails Development.
Gregory B. Crampton, Esq., and Kevin L. Sink, Esq., at Nicholls &
Crampton, P.A., in Raleigh, N.C., represent the Debtor in its
restructuring effort. The Company estimated its assets and debts
at $10 million to $50 million as of the Petition Date.
78 FIRST: Sec. 341 Creditors' Meeting Set for Oct. 31
-----------------------------------------------------
The United States Trustee for the Northern District of California
will convene a Meeting of Creditors in the bankruptcy case of
78 First Street, LLC, on Oct. 31, 2011, at 9:00 a.m. at Oakland
U.S. Trustee Office.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Proofs of claim are due in the case by Jan. 30, 2012.
About 78 First Street
Oakland, California-based 78 First Street, LLC, and various
affiliates filed for Chapter 11 bankruptcy (Bankr. N.D. Case No.
11-70224) on Sept. 23, 2011.
Debtor-affiliates that simultaneously sought Chapter 11 protection
are 88 First Street LLC and 518 Mission LLC (Case Nos. 11-70228
and 11-70229) and First/Jessie LLC, JP Capital LLC, Peninsula
Towers LLC, and Sixty-Two First Street LLC (Case Nos. 11-70231 to
11-70234).
Judge Roger L. Efremsky oversees the case, taking over from Judge
Edward D. Jellen. Iain A. Macdonald, Esq., at MacDonald and
Associates, serves as the Debtors' counsel. 78 First Street
estimated $10 million to $50 million in assets and debts. The
petition was signed by Graham Seel, SVP of CMR Capital, LLC,
manager.
78 FIRST: Directed to Pay Taxes or Face Case Dismissal
------------------------------------------------------
The Bankruptcy Court has issued an order directing 78 First Street
LLC to pay state and federal taxes. Specifically the order
directed the Debtors to:
1. To segregate and hold separate and apart from all other
funds, all withholding, social security (both employees', and
employer's portions), excise and agricultural taxes or other
monies collected, received or withheld for or on behalf of the
United States or the State of California;
2. To submit proof of timely payment of amounts owing to the
Internal Revenue Service, an agency of the United States;
3. To make timely payments to the State of California,
Department of Benefit Payments, of all unemployment insurance,
disability insurance and withheld State of California personal
income taxes within seven days after the debtor has paid wages or
salaries creating the tax obligations;
4. To make timely payment to the State of California, Board
of Equalization, of all sales and use taxes which are due to it,
at the time required by law, and to make timely payment to the
State of California, Franchise Tax Board, of all income taxes
which are due to it, at the time required by law;
5. To file all Federal and State tax returns on a timely
basis.
If the debtor fails to comply with the order, the case may be
dismissed or an order may be entered converting the proceeding to
a Chapter 7 liquidation.
The Court will hold a Status Conference in the case on Oct. 25 at
1:30 p.m. at Oakland Room 201.
About 78 First Street
Oakland, California-based 78 First Street, LLC, and various
affiliates filed for Chapter 11 bankruptcy (Bankr. N.D. Case No.
11-70224) on Sept. 23, 2011.
Debtor-affiliates that simultaneously sought Chapter 11 protection
are 88 First Street LLC and 518 Mission LLC (Case Nos. 11-70228
and 11-70229) and First/Jessie LLC, JP Capital LLC, Peninsula
Towers LLC, and Sixty-Two First Street LLC (Case Nos. 11-70231 to
11-70234).
Judge Roger L. Efremsky oversees the case, taking over from Judge
Edward D. Jellen. Iain A. Macdonald, Esq., at MacDonald and
Associates, serves as the Debtors' counsel. 78 First Street
estimated $10 million to $50 million in assets and debts. The
petition was signed by Graham Seel, SVP of CMR Capital, LLC,
manager.
ADVENTURE BUS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Adventure Bus Charters & Tours, Inc.
P.O. Box 1540
Sumiton, AL 35148
Bankruptcy Case No.: 11-04967
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Northern District of Alabama (Birmingham)
Debtor's Counsel: Jamie Alisa Wilson, Esq.
BENTON & CENTENO, LLP
2019 Third Avenue North
Birmingham, AL 35203
Tel: (205) 278-8000
Fax: (205) 278-8008
E-mail: jwilson@bcattys.com
- and ?
Lee R. Benton, Esq.
BENTON & CENTENO, LLP
2019 3rd Avenue North
Birmingham, AL 35203
Tel: (205) 278-8000
E-mail: lbenton@bcattys.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company?s list of its 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/alnb11-04967.pdf
The petition was signed by Glenda Cummings, secretary/treasurer.
ALEXANDER GALLO: Wants to Hire DLA Piper as Bankruptcy Counsel
--------------------------------------------------------------
Alexander Gallo Holdings, LLC and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of New York for
permission to employ DLA Piper LLP as their bankruptcy counsel.
As bankruptcy counsel, DLA Piper will:
(1) advise the Debtors of their rights, powers and duties while
operating and managing their businesses and properties
under Chapter 11 of the Bankruptcy Code;
(2) prepare court papers and review reports to be filed in the
Debtors' cases;
(3) prepare responses to and advise the Debtors concerning
applications, motions and other court papers that may be
filed by other parties in the Debtors' cases;
(4) advise and assist the Debtors in the negotiation and
documentation of financing agreements and related
transactions;
(5) review the nature and validity of any liens asserted
against the Debtors and advise them concerning the
enforceability of those liens;
(6) advise the Debtors regarding their ability to initiate
actions to collect and recover property for their estates;
(7) advise and asslst the Debtors in connection with any
potential property dispositions;
(8) advise the Debtors concerning executory contract and
unexpired lease assumptions, assignments and rejections as
well as lease restructurings and recharacterizations;
(9) advise the Debtors in connection with the formulation,
negotiation and promulgation of a plan or plans of
reorganization and related documents;
(10) assist the Debtors in reviewing, estimating and resolving
claims asserted against their estates; and
(11) commence and conduct litigation to assert rights held by
the Debtors, protect assets of their estates or further the
goal of completing their reorganization.
DLA Piper will be paid for its services on an hourly basis and
will be reimbursed for its expenses. The firm's professionals and
paraprofessionals expected to be most active in the Debtors'
bankruptcy cases and their hourly rates are:
Professionals Hourly Rates
------------- ------------
Thomas Califano $885
Jeremy Johnson $760
Daniel Egan $550
Julie Sobel $455
Sarah Castle $395
Evelyn Rodriguez $255
In a declaration, Thomas Califano, Esq., a partner at DLA Piper,
assured the Court that his firm does not hold or represent
interest adverse to the Debtors or their estates, and that the
firm is a "disinterested person" under Section 101(14) of the
Bankruptcy Code.
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. Kurtzman Carson Consultants LLC
serves as the Debtor's claims agent.
ALEXANDER GALLO: Proposes Gordian Group as Investment Banker
------------------------------------------------------------
Alexander Gallo Holdings LLC and its affiliated debtors seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to employ Gordian Group LLC as their investment
banker.
As investment banker, Gordian will assist the Debtors in raising
new or replacement capital and in discussing with their directors,
creditors or stockholders regarding any potential financial
transaction. The firm will also assist the Debtors in preparing
proposals as well as in the development and implementation of
those financial transactions.
Gordian will also be tasked to evaluate the Debtors' valuation and
debt capacity and will assist the Debtors in determining the
appropriate capital structure for them.
In exchange for its services, Gordian will receive a one-time
transaction fee in the sum of $2.15 million payable concurrently
with and as a condition to the consummation of any financial
transaction. It will also receive monthly fees and transaction
fees, and will be reimbursed for its expenses.
The Debtors agreed to indemnify the firm for any claims, damages,
and liabilities arising from its employment.
In a declaration, Peter Kaufman, president and head of
Restructuring and Distressed M&A in Gordian, assured the Court
that the firm does not hold or represent interest adverse to the
Debtors or their estates.
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. Kurtzman Carson Consultants LLC
serves as the Debtor's claims agent.
ALEXANDER GALLO: Wins Approval to Hire KCC as Claims Agent
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Alexander Gallo Holdings LLC and its affiliated debtors
to employ Kurtzman Carson Consultants LLC as claims and noticing
agent.
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. Kurtzman Carson Consultants LLC
serves as the Debtor's claims agent.
ALION SCIENCE: Sells $1.5 Million Common Shares to ESOP Trust
-------------------------------------------------------------
Alion Science and Technology Corporation, on Sept. 30, 2011, sold
$1.5 million worth of common stock to the Alion Science and
Technology Corporation Employee Ownership, Savings and Investment
Trust. The per share price to be ascribed to the common stock for
that sale will be determined in a valuation of the common stock to
be performed as of Sept. 30, 2011. The trustee of the ESOP Trust,
State Street Bank & Trust Company, has engaged an independent
third-party valuation firm to assist in establishing a value for
the Company's common stock as of Sept. 30, 2011. The Company
expects the valuation to be completed by Nov. 10, 2011.
The shares of common stock were sold pursuant to an exemption from
registration under Section 4(2) of the Securities Act of 1933.
About Alion Science
Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis. Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.
Alion Science reported a net loss of $15.23 million on
$833.98 million of contract revenue for the year ended Sept. 30,
2010, compared with a net loss of $17.04 million on
$802.22 million of contract revenue during the prior year.
The Company's balance sheet at June 30, 2011, showed
$616.44 million in total assets, $722.39 million in total
liabilities, $154.78 million in redeemable common stock, $20.78
million in common stock warrants, $177,000 in accumulated other
comprehensive loss, and a $281.34 million in accumulated deficit.
* * *
Alion carries 'Caa3' corporate family and probability of default
Ratings, with stable outlook, from Moody's. Alion carries a 'B-'
corporate credit rating, with stable outlook, from Standard &
Poor's. Moody's said in March 2010, "The Caa1 corporate family
rating would balance the continued high leverage against a
promising business backlog that could sustain the good 2009
revenue growth rate, though credit challenges would remain
pronounced."
As reported by the TCR on Sept. 8, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on McLean, Va.-based
Alion Science and Technology Corp. to 'CCC+' from 'B-'. The
rating outlook is negative.
"The downgrade of Alion is a result of the company's recent
operational weakness," said Standard & Poor's credit analyst
Alfred Bonfantini, "and the prospect of further pressure on
revenues, which stem from the continuing resolution on the 2011
Federal government budget that wasn't settled until April 2011,
the subsequent specter of a U.S. government default during the
debt ceiling debate, and the ongoing uncertainty over future
budget cuts and levels."
ALLIED MORTGAGE: Judge Denies PIIC's Bid for Fast Win in Suit
-------------------------------------------------------------
Christopher Norton at Bankruptcy Law360 reports that U.S. District
Judge Adalberto Jordan on Friday denied Philadelphia Indemnity
Insurance Co.'s bid for a quick win in its suit against Allied
Mortgage & Financial Corp. seeking to dodge professional liability
coverage for investor actions, rejecting the insurer's reliance on
a bankruptcy clause.
Judge Jordan declined to grant PIIC's bid for summary judgment on
its claims that it does not owe Allied coverage for investors'
negligent misrepresentation actions, in which PIIC argued that
because the investors' claims arose out of Allied's insolvency,
according to Law360.
Allied Mortgage & Financial Corporation, a collateral-based
lender, provides hard money lending services for the commercial,
correspondent, and residential sectors.
ALTER MARINE: Moody's Says Acquisition Does Not Affect 'B2' CFR
---------------------------------------------------------------
Moody's Investors Service said the recent acquisition of the six
push boat fleet of Alter Marine, Inc. is positive for Marquette
Transportation Company LLC's business profile and does not affect
the B2 Corporate Family rating assigned to its parent Marquette
Transportation Holdings, Inc.
RATINGS RATIONALE
The principal methodology used in rating Marquette Transportation
Company, LLC was the Global Shipping Industry Methodology
published in December 2009. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.
Marquette Transportation Company, LLC, headquartered in Paducah,
Kentucky, is a leading provider of outsourced power to the inland
and offshore barge freight shipping sectors.
AMARANTH II: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Amaranth II, LP
1329 Breamar Drive
Carrollton, TX 75007
Bankruptcy Case No.: 11-43068
Chapter 11 Petition Date: October 4, 2011
Court: U.S. Bankruptcy Court
Eastern District of Texas (Sherman)
Debtor's Counsel: Bruce E. Turner, Esq.
BENNETT WESTON LAJONE & TURNER, P.C.
1750 Valley View Lane, Suite 120
Dallas, TX 75234
Tel: (972) 862-2332
Fax: (972)862-2331
E-mail: bturner@bennettweston.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Carmelita D. Dolores, president of
Stonebriar Investment, Inc., its general partner.
AMR CORP: Shares Dive on Renewed Fears of Bankruptcy
----------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that shares in American
Airlines parent AMR Corp. collapsed Monday on renewed fears that
the nation's third-largest airline by traffic might ultimately be
forced to seek bankruptcy protection in a worsening economy.
About AMR Corp.
Headquartered in Fort Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline. As of Dec. 31, 2009, American provided scheduled jet
service to approximately 160 destinations throughout North
America, the Caribbean, Latin America, Europe and Asia.
Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle." American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.
AMR recorded a net loss of $471 million in the year 2010, a net
loss of $1.5 billion in 2009, and a net loss of $2.1 billion in
2008. The Company also reported a net loss of $722 million for
the six months ended June 30, 2011.
The Company's balance sheet at June 30, 2011, showed
$25.78 billion in total assets, $30.29 billion in total
liabilities, and a $4.51 billion stockholders' deficit.
* * *
AMR carries a 'CCC' issuer default rating from Fitch Ratings,
'Caa1' corporate family and probability of default ratings from
Moody's, and a 'B-' corporate credit rating from Standard &
Poor's.
In November 2010, Standard & Poor's Ratings Services revised its
outlook on AMR Corp. and its major operating subsidiary, American
Airlines Inc., to stable from negative, based on AMR's improved
operating performance, which has bolstered credit quality. S&P
also affirmed its 'B-' corporate credit rating and most issue
ratings on the two companies and lowered selected ratings on
American's enhanced equipment trust certificates.
ANCHOR BANCORP: Welcomes Two New Directors to Board
---------------------------------------------------
Anchor BanCorp Wisconsin, Inc. announced the addition of two new
Directors to its Board of Directors, effective immediately.
Messrs. Duane Morse and Leonard Rush have been appointed by the
Department of the Treasury, Anchor's sole preferred stockholder.
The preferred shares were issued as part of Anchor's participation
in the Treasury's Capital Purchase Program.
"We welcome Mr. Morse and Mr. Rush to the Board and look forward
to building a successful future with their guidance and input,"
says Anchor BanCorp Chief Executive Officer Chris Bauer.
"Together, they bring skills and experience that will enhance and
complement the current Board composition. Their backgrounds will
be particularly helpful as we carry out our plans for new
capital," added Bauer.
Mr. Morse, J.D., formerly of WilmerHale, Washington, D.C., has
practiced corporate law since 1980. Most recently he served in
the positions of Chief Risk and Compliance Officer and Chief
Counsel for the United States Treasury's Office of Financial
Stability from November 2008 to November 2009. Morse is a
graduate of Northwestern University (B.A. 1972) and the University
of Michigan (J.D. 1979).
Mr. Rush, a CPA, is the former Chief Financial Officer of Robert
W. Baird & Co. Inc. in Milwaukee. He also served as Chief
Compliance Officer and Assistant Treasurer to Fidelity Funds at
FMR Corp. in Boston. Rush holds a BBA from the University of
Wisconsin-Madison, with a focus in Accounting, and received his
MBA from New York University.
Though appointed by Treasury, both Directors will receive the same
compensation and will be required to maintain the same fiduciary
duties and obligations to Anchor and its shareholders as Anchor's
other directors.
About Anchor Bancorp
Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. is a
registered savings and loan holding company incorporated under the
laws of the State of Wisconsin. The Company is engaged in the
savings and loan business through its wholly owned banking
subsidiary, AnchorBank, fsb.
The Company's balance sheet at June 30, 2011, showed $3.24 billion
in total assets, $3.24 billion in total liabilities, and
$4.99 million of stockholders' equity.
Anchor BanCorp and its wholly-owned subsidiaries, AnchorBank fsb,
each consented to the issuance of an Order to Cease and Desist by
the Office of Thrift Supervision. The Corporation and the Bank
continue to diligently work with their financial and professional
advisors in seeking qualified sources of outside capital, and in
achieving compliance with the requirements of the Orders. The
Corporation and the Bank continue to consult with the successors
to the OTS, Federal Reserve, the the Office of the Comptroller of
the Currency and Federal Deposit Insurance Corporation on a
regular basis concerning the Corporation's and Bank's proposals to
obtain outside capital and to develop action plans that will be
acceptable to federal regulatory authorities, but there can be no
assurance that these actions will be successful, or that even if
one or more of the Corporation's and Banks proposals are accepted
by the Federal regulators, that these' proposals will be
successfully implemented. While the Corporation's management
continues to exert maximum effort to attract new capital,
significant operating losses in fiscal 2009, 2010 and 2011,
significant levels of criticized assets and low levels of capital
raise substantial doubt as to the Corporation's ability to
continue as a going concern. If the Corporation and Bank are
unable to achieve compliance with the requirements of the Orders,
or implement an acceptable capital restoration plan, and if the
Corporation and Bank cannot otherwise comply with those
commitments and regulations, the OCC or FDIC could force a sale,
liquidation or federal conservatorship or receivership of the
Bank.
As reported by the TCR on July 5, 2011, McGladrey & Pullen, LLP,
in Madison, Wisconsin, expressed substantial doubt about Anchor
Bancorp Wisconsin's ability to continue as a going concern after
auditing the Company's financial results for fiscal year ended
March 31, 2011. The independent auditors noted that at March 31,
2011, all of the subsidiary bank's regulatory capital amounts and
ratios are below the capital levels required by the consent order.
"The subsidiary bank has also suffered recurring losses from
operations. Failure to meet the capital requirements exposes the
Corporation to regulatory sanctions that may include restrictions
on operations and growth, mandatory asset dispositions, and
seizure of the subsidiary bank."
APEX HOLDING: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Apex Holding, Inc.
dba Baymeadows Inn & Suites
8050 Baymeadows Circle West
Jacksonville, FL 32256
Bankruptcy Case No.: 11-07176
Chapter 11 Petition Date: September 29, 2011
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Debtor's Counsel: Bradley R Markey, Esq.
STUTSMAN, THAMES & MARKEY P.A.
50 N Laura Street Suite 1600
Jacksonville, FL 32202-3614
Tel: (904) 358-4000
Fax: (904) 358-4001
E-mail: BRM@stmlaw.net
Scheduled Assets: $1,808,560
Scheduled Debts: $1,906,095
A copy of the list of 12 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb11-07176.pdf
The petition was signed by Bharat N. Patel, president.
ASSOCIATED NURSING: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Associated Nursing, Inc.
P.O. Box 1607
Batesville, MS 38606
Bankruptcy Case No.: 11-14433
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Northern District of Mississippi (Aberdeen)
Debtor's Counsel: Craig M. Geno, Esq.
HARRIS JERNIGAN & GENO, PLLC
P.O. Box 3380
Ridgeland, MS 39158-3380
Tel: (601) 427-0048
E-mail: cmgeno@hjglawfirm.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Kathy Short, president.
BANK OF AMERICA: Countrywide Bondholders to Recover in Bankruptcy
-----------------------------------------------------------------
Stephen J. Lubben, the Daniel J. Moore Professor of Law at Seton
Hall Law School and an expert on bankruptcy, discussed in The New
York Times' DealBook how bondholders would fare in a Countrywide
bankruptcy, noting that Bloomberg News and DealBook?s Deal
Professor have reported on the idea of Bank of America putting its
Countrywide unit into bankruptcy to escape some liabilities and
litigation losses.
According to Prof. Lubben, a Countrywide bankruptcy would only
address its total debt picture if it also involved a bankruptcy of
Bank of America's holding company. In a November 2008 filing with
the Securities and Exchange Commission, the holding company, Bank
of America Corporation, said that, in connection with the
integration of Countrywide with BofA's other businesses and
operations, Countrywide and its subsidiary Countrywide Home Loans,
Inc., transferred substantially all of their assets and operations
to BofA Corp., and as part of the consideration for such transfer,
BofA Corp. assumed debt securities and related guarantees of
Countrywide in an aggregate amount of roughly $16.6 billion.
However, Prof. Lubben says a BofA Corp. filing appears quite
unlikely and it would be quite messy, since the holding company is
no doubt a ?credit support provider? on countless derivatives on
the Merrill Lynch side of the company -- maybe on the bank side as
well.
Prof. Lubben explains that a bankruptcy filing by a credit support
provider would set off a right to terminate in all these swaps.
That means the bank would essentially be stuck in a place not
unlike that of Lehman Brothers? parent company, where lots of
counterparties terminate the swaps if it is in their interest, and
others simply refuse to perform.
"In short, a filing by the parent company would be highly
unattractive," Prof. Lubben says.
"That would leave a bankruptcy filing for just Countrywide only.
But that also would mean that Bank of America would have to make
good on the guarantee to the bondholders," he adds.
According to Prof. Lubben, bondholders have the benefit of the
guarantee, but other creditors -- like those who argue that
Countrywide committed fraud in connection with their mortgages or
foreclosures -- do not.
"In short, bondholders would be repaid what they are owed in any
Countrywide bankruptcy. Others are not likely to be so lucky," he
says.
BARBETTA LLC: Wants Plan Filing Period Extended to Oct. 18
----------------------------------------------------------
Barbetta, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of North Carolina to extend its exclusive period to file
a Plan of Reorganization until Oct. 18, 2011.
The deadline for creditors to file a proof of claim is on Oct. 11,
2011. The Debtor said it needs additional time to allow creditors
to file proofs of claims to properly formulate and propose a Plan
and Disclosure Statement.
About Barbetta LLC
Based in Selma, North Carolina, Barbetta, LLC -- formerly doing
business as Hester 1996 Family Limited Partnership, South Pollock
Street Development & Sign Co., LLC, Hester 5, LLC, and Hester 8,
LLC -- filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No.
11-04370) on June 6, 2011. The Debtor is in the business of
owning and renting real property located in Cabarrus County,
Johnston County, Buncombe County, Mecklenburg County, Stanly
County, Bladen County, Durham County, Alamance County, Cumberland
County, Randolph County, Rowan County, Watauga County, Pasquotank
County, and Chatham County, North Carolina.
Judge J. Rich Leonard presides over the case. Trawick H. Stubbs,
Jr., Esq., and Laurie B. Biggs, Esq., at Stubbs & Perdue, P.A.,
represent the Debtor in its restructuring efforts. The Debtor
tapped Charles E. Hester, as member-manager of the Debtor, and the
accounting firm of David J. Bradley, CPA, as accountants. In its
schedules filed together with the petition, the Debtor disclosed
$24,889,321 in total assets and $12,855,596 in total liabilities.
The petition was signed by Charles E. Hester, member manager.
Charles and Barbetta Hester also filed a separate Chapter 11
petition (Bankr. E.D.N.C. Case No. 11-04375) on June 6, 2011.
BEECHNUT FEC: Case Summary & 19 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Beechnut FEC, LLC
1618 Keenen Court
Houston, TX 77077
Bankruptcy Case No.: 11-38472
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of Texas (Houston)
Judge: David R. Jones
Debtor's Counsel: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
909 Fannin, Suite 3810
Houston, TX 77010
Tel: (713) 659-1333
Fax: (713) 658-0334
E-mail: margaret@mmmcclurelaw.com
Scheduled Assets: $7,025,587
Scheduled Debts: $6,728,282
The petition was signed by Farooq Khan, managing member.
Debtor's List of Its 19 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Property Tax Lending Property Taxes $398,000
17950 Preston Road, #650
Dallas, TX 75252
GSL Investments, Inc. -- $100,000
c/o Mr. Jay S. Ginsburg
Jay S. Ginsburg, P.C.
4545 Bissonnet Street, Suite 291
Bellaire, TX 77401
Financial Marketing Associates, -- $75,000
Inc.
John Finlay
c/o Mr. Bradford W. Irelanm,
Attorney
440 Louisiana, Suite 1800
Houston, TX 77002
Performance BH, L.P. -- $60,000
Star Electricity, Inc. -- $27,304
Brittain Electric -- $26,500
Pappas Restaurants -- $20,000
RSC Equipment Rental -- $15,715
Salcar Corporation -- $10,150
3rd India Bazaar, LLC -- $10,000
Kashou Architecture, Inc. -- $9,998
Facility Solutions Group -- $7,783
Allied Specialty Insurance of Texas-- $7,729
Elizabeth M. Guffy -- $7,691
Internal Revenue Service -- $5,312
Houston North Air Conditioning & -- $3,136
Refrigeration
United A/C Services -- $2,562
Hudson Energy -- $1,922
Frazier & Frazier -- $1,638
BELTWAY ONE: Hires Sklar Williams to Help Negotiate Leases
----------------------------------------------------------
Beltway One Development Group LLC asks permission from the U.S.
Bankruptcy Court for the District of Nevada to employ and
compensate Sklar Williams in the ordinary course of business.
Prior to the Petition Date, the Debtor employed Sklar Williams LLP
to assist in the negotiation of leases between the Debtor and
tenants in its commercial properties. Prepetition, the Debtor
negotiated the financial arrangements with Sklar Williams at arm's
length, and these arrangements represent the prevailing market
rates for such services or, in certain instances, more favorable
rates than generally are available for comparable services.
Moreover, Sklar Williams has specialized knowledge with respect to
the Debtor's leasing negotiations and leasing practices.
The Debtor wants to continue to employ Sklar Williams to render
lease negotiation services to the estate in the same manner and
for the same purposes as Sklar Williams did prior to the Petition
Date.
The Debtor seeks authority to employ and to compensate Sklar
Williams in the ordinary course of business and without further
compliance with the provisions of 11 U.S.C. Sections 327 or 330.
The Debtor believes that Sklar Williams does not qualify as a
"professional person" within the meaning of Section 327 given the
limited nature of the services, the minimal effect of the services
upon administration of the Debtor's estate, and the ancillary
nature of their role to the Debtor's reorganization. Furthermore,
the added administrative cost of compensating Sklar Williams
pursuant to fee application procedures would be unnecessarily
burdensome on and costly to the Debtor's estate.
Sklar Williams certified that it does not represent or hold any
interest adverse to the Debtor or its estate with respect to the
matter on which each it is to be employed are filed
contemporaneously herewith.
The Debtor proposes that it be permitted to pay Sklar Williams,
without a prior application to the Court, 100% of the fees and
disbursements incurred. However, if any amount owed for Sklar
William's fees and disbursements exceeds a total of $7,500 per
month on a "rolling basis," then the payments for the excess
amounts will be subject to prior Court approval. Paying fees on a
"rolling basis" would mean that an where fees and disbursements
were less than $7,500 in any month this difference remaining in
such month could be applied to any subsequent month in which fees
and disbursements exceed $7,500.
About Horizon Village Square et al.
Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011. The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.
Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson. The property includes five
retail buildings with nearly 43,000 square feet of space.
Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson.
Beltway One Development Group LLC (Bankr. D. Nev. Case No. 11-
21026) owns the Desert Canyon Business Park at Russell Road and
the Las Vegas Beltway. It has two buildings and 15 acres.
Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.
Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.
Judge Mike K. Nakagawa presides over the cases. Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel. The bankruptcy
petitions estimated assets and debts from $1 million to $10
million each for Nigro HQ; and from $10 million to $50 million in
both assets and debts for Horizon Village, Ten Saints and Beltway
One.
A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.
BERNARD L MADOFF: Appeals Hold Back Distribution of $8.7 Billion
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee liquidating Bernard L. Madoff Investment
Securities Inc. said he will make a first interim distribution of
$313 million to customers, representing 4.6% of their claims for
principal.
The report relates that although the trustee collected
$8.7 billion, he can't distribute the remainder mostly on account
of pending appeals, the trustee said on his Web site. The
$8.7 billion represents more than half of the $17.3 billion in
customers' approved claims for return of principal.
Mr. Rochelle discloses that the largest part of the holdback,
$5 billion, results from appeals two customer are taking from
approval of a settlement with the estate of the late Jeffrey M.
Picower. Another $1.65 billion can't be distributed as a result
of efforts by some customers to overturn a ruling by the U.S.
Court of Appeals upholding the trustee's method of determining the
amount of customers' claims. Another appeal is holding up
distribution from a separate $220 million settlement.
The distribution, according to the report, is going to 1,230
customers. In May, the trustee estimated he would distribute
$272 million. Resolved disputes in the meantime allowed for
increasing the distribution, the trustee said.
According to the report, the $8.7 billion doesn't include an
additional $2.2 billion ultimately flowing to customers from the
government's portion of the Picower settlement. Under
arrangements with the government, the trustee will distribute the
$2.2 billion.
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.
BESO LLC: Judge OKs Sale of Eva Longoria's Steakhouse for $1MM
--------------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Mike Nakagawa on Monday approved the $1 million sale of Eva
Longoria's Las Vegas company Beso LLC to Landry's Restaurants Inc.
subsidiary CHLN Inc. in a deal to pull the company?s Beso
steakhouse and Eve nightclub out of bankruptcy.
Though some of Longoria's partners at Beso had opposed the sale,
Judge Nakagawa said it was "reasonable and appropriate" in light
of the company?s expired lease on its current premises, Law360
relates.
About Beso LLC
Beso, LLC, co-owned by "Desperate Housewives" star Eva Longoria,
filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case
No. 11-10202) on Jan. 6, 2011. Beso, LLC, runs a Las Vegas
restaurant that opened two years ago. It disclosed assets of
$2,512,007 and liabilities of $5,680,339 in the schedules attached
to the Chapter 11 petition. Lenard E. Schwartzer, Esq., at
Schwartzer & McPherson Law Firm, in Las Vegas, Nevada, serves as
counsel to the Debtor. The petition was signed by William M.
Braden, manager.
BIOLIFE SOLUTIONS: Q3 Revenue up 36% Year Over Year at $715,000
---------------------------------------------------------------
BioLife Solutions, Inc., announced preliminary record revenue of
$715,000 for its third quarter ended Sept. 30, 2011; an increase
of 36 percent compared to revenue of $525,000 reported in the same
period last year. Sequentially, third quarter 2011 revenue
increased 15 percent from the second quarter of 2011.
Mike Rice, Chairman and CEO, commented on BioLife's fifth
consecutive quarter of record revenue by stating, "Despite the
sustained sluggish worldwide economy, our revenue and customer
base continued to grow as we shipped orders for BloodStor,
CryoStor, and HypoThermosol to several new and most existing
customers in our strategic markets of regenerative medicine,
biobanking, and drug discovery."
In leveraging its GMP production capacity and facility, BioLife
also generates contract manufacturing revenue by performing
aseptic media formulation, fill, and finish services for strategic
customers, including OriGen Biomedical, a leading provider of
biologic packaging products and biopreservation reagents, and also
for a multi-billion dollar revenue life sciences and industrial
filtration products company.
Rice continued, "We had a solid quarter of contract manufacturing
revenue and are aggressively pursuing new business opportunities.
We also received significant orders from our distribution
partners, with revenue for nine months of 2011 from distributors
at 200 percent of our total revenue from this channel for all of
2010. We are completely focused on growing our top line revenue
to enable the Company to reach operating profitability. Our third
quarter performance illustrates the sustained progress we have
made."
BioLife will be exhibiting and presenting at the AABB Annual
Meeting and Cellular Therapy and Transfusion Medicine Expo,
Oct. 23-25, 2011, in San Diego, CA. For more information, please
visit http://aabb.org/annualmeeting.
The Company now provides updates via Twitter. Follow BioLife
here: http://twitter.com/#!/biolifesol
About BioLife Solutions
Bothell, Washington-based BioLife Solutions, Inc. develops and
markets patented hypothermic storage and cryopreservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.
The Company reported a net loss of $1.98 million on $2.08 million
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $2.77 million on $1.58 million of total revenue during
the prior year.
The Company's balance sheet at June 30, 2011, showed $1.47 million
in total assets, $11.95 million in total liabilities, and a
$10.48 million total stockholders' deficiency.
The Company has been unable to generate sufficient income from
operations in order to meet its operating needs and has an
accumulated deficit of approximately $53 million at June 30, 2011.
This raises substantial doubt about the Company's ability to
continue as a going concern.
Peterson Sullivan LLP, in Seattle, Wash., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the 2010 financial results. The accounting firm noted
that the Company has been unable to generate sufficient income
from operations in order to meet its operating needs and has an
accumulated deficit of approximately $52 million at Dec. 31, 2010.
BIOVEST INTERNATIONAL: To Present at MD Becker Cancer Conference
----------------------------------------------------------------
Biovest International, Inc., a majority-owned subsidiary of
Accentia Biopharmaceuticals, Inc., announced that Biovest is
scheduled to present at the MD Becker Partners Cancer
Immunotherapy Conference at the New York Academy of Medicine on
October 6th. The presentation will be webcast with the live and
archived versions of the broadcast available at the Media Center
on Biovest's corporate website.
Biovest's Senior Vice President, Product Development & Regulatory
Affairs, Dr. Carlos F. Santos, Ph.D., will present on BiovaxID,
the Company's late-stage personalized cancer vaccine for the
treatment of non-Hodgkin's lymphoma and will provide a regulatory
strategy update. If approved, BiovaxID would represent the very
first non-immunosuppressive consolidation therapy option for
patients with follicular lymphoma.
To meet with Biovest at the MD Becker Meeting, please contact
Douglas Calder at 813-507-2633 or dwcalder@biovest.com.
About Biovest International
Biovest International, Inc. -- http://www.biovest.com/-- is an
emerging leader in the field of active personalized
immunotherapies. In collaboration with the National Cancer
Institute, Biovest has developed a patient-specific, cancer
vaccine, BiovaxID(R), with three clinical trials completed,
including a Phase III study, demonstrating evidence of safety and
efficacy for the treatment of indolent follicular non-Hodgkin's
lymphoma.
Headquartered in Tampa, Florida, with its bio-manufacturing
facility based in Minneapolis, Minnesota, Biovest is publicly-
traded on the OTCQB(TM) Market with the stock-ticker symbol
"BVTI", and is a majority-owned subsidiary of Accentia
Biopharmaceuticals, Inc. (OTCQB: "ABPI").
Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID,
Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11
bankruptcy protection on Nov. 10, 2008 (Bankr. M.D. Fla. Case
No. 08-17796).
As reported in the Troubled Company Reporter on Nov. 19, 2010,
Biovest emerged from Chapter 11 protection, and its reorganization
plan became effective, on Nov. 17, 2010.
The Company's balance sheet at June 30, 2011, showed $6.7 million
in total assets, $37.9 million in total liabilities, and a
stockholders' deficit of $31.2 million.
As of June 30, 2011, the Company had an accumulated deficit of
approximately $159.3 million and working capital of approximately
$1.2 million. This figure does not include those liabilities
which are subject to compromise through the Company's Chapter 11
proceedings, the ultimate outcome of which is expected to be
determined by the Court prior to the quarter ending March 31,
2012.
As reported in the Troubled Company Reporter on Dec. 20, 2010,
Cherry, Bekaert & Holland, L.L.P., in Tampa, Fla., expressed
substantial doubt about Biovest International's ability to
continue as a going concern, following the Company's results for
the fiscal year ended Sept. 30, 2010. The independent auditors
noted that the Company incurred cumulative net losses since
inception of roughly $149 million and cash used in operating
activities of roughly $2.7 million during the two years ended
Sept. 30, 2010, and had a working capital deficiency of roughly
$79.6 million at Sept. 30, 2010.
BLUEKNIGHT ENERGY: Commences Previously-Announced Rights Offering
-----------------------------------------------------------------
Blueknight Energy Partners, L.P., has distributed, at no charge,
to the common unitholders of record as of the close of business on
Sept. 27, 2011, 0.5412 freely-tradable rights for every common
unit owned on the Record Date. Each whole Right entitles the
holder thereof to acquire, for an exercise price of $6.50, a
newly-issued Series A Preferred Unit of the Partnership. In
addition, holders of the Rights will be entitled, subject to
limitations, to subscribe for additional Series A Preferred Units
that remain unsubscribed as a result of any unexercised Basic
Subscription Rights at a subscription price of $6.50 per unit, as
described more fully in the prospectus supplement that the
Partnership filed with the Securities and Exchange Commission on
Sept. 27, 2011.
The Rights will begin trading on the NASDAQ Global Market on
Oct. 3, 2011, under the symbol "BKEPR" and can be traded until the
close of business on Oct. 31, 2011, the expiration date of the
rights offering, unless the rights offering is extended. Any
Rights that are not exercised on or before Oct. 31, 2011, unless
the rights offering is extended, will expire and have no further
value. The rights offering will be made only by means of the
prospectus supplement, which the Partnership filed with the
Securities and Exchange Commission on Sept. 27, 2011.
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.
BORDERS GROUP: Files Committee-Backed Liquidating Plan
------------------------------------------------------
Borders Group, Inc. and its debtor affiliates and the Official
Committee of Unsecured Creditors submitted to Judge Martin Glenn
of the U.S. Bankruptcy Court for the Southern District of New
York a Joint Plan of Liquidation and accompanying disclosure
statement on October 3, 2011.
BGI President Holly Felder Etlin relates that the purpose of the
Plan is to liquidate, collect, and maximize the Cash value of the
remaining assets of the Debtors and make distributions in respect
of any Allowed Claims against the Debtors' estates. The Plan is
premised on the satisfaction of Claims through creation of a
Liquidating Trust and distribution of the proceeds raised from
the sale and liquidation of the Debtors' remaining assets, claims
and causes of action, she says.
Liquidating Trust
On the effective date of the Plan, the Liquidating Trust will be
created to:
(A) investigate and, if appropriate, pursuing trust claims
and causes of action;
(B) administer and pursuing the liquidating trust assets;
(C) resolve all disputed claims; and
(D) make all distributions from the Liquidating Trust as
provided for in the Plan and a Liquidating Trust
Agreement.
On the Effective Date, the Debtors will transfer and assign to
the Liquidating Trust substantially all property and assets of
the Debtors, which will then be referred to as the Liquidating
Trust Assets. While the Debtors, in consultation with the
Creditors' Committee, may designate that certain assets remain
with the Debtors, proceeds of those assets will constitute
Liquidating Trust assets. The Debtors also intend to market
their 5,000,000 shares of Kobo, Inc.'s common stock for sale, the
proceeds of which will be transferred to the Liquidating Trust
for distribution to general unsecured creditors.
The Liquidating Trust will pay all Allowed Priority Claims and
Administrative Expense Claims in full that have not previously
been paid by the Debtors. To the extent there are assets
remaining in the Liquidating Trust after payment of all Allowed
Priority Claims, Administrative Expense, and expenses of the
Liquidating Trust, all holders of Allowed General Unsecured
Claims will receive a pro rata share distribution of the
remaining assets of the Liquidating Trust.
Liquidating Trust Interests will be reserved for holders of
Disputed General Unsecured Claims and issued by the Liquidating
Trust to, and held by the Liquidating Trustee in, the disputed
claims reserve pending allowance or disallowance of those Claims.
No other entity will have any interest -- legal, beneficial, or
otherwise -- in the Liquidating Trust, its assets or causes of
action upon their assignment and transfer to the Liquidating
Trust.
Distributions under the Plan are categorized into:
(1) Initial Distributions. The Liquidating Trustee will make
adequate reserves in the Disputed Claims Reserve for, the
Distributions required to be made under the Plan to Holders
of Allowed Administrative Claims, Allowed Priority Tax
Claims, Allowed Priority Non-Tax Claims, Allowed General
Unsecured Claims and Allowed Secured Claims.
(2) Interim Distributions. The Liquidating Trustee will make
interim Distributions of Cash (A) to Holders of the
Liquidating Trust Interests at least once each calendar
year, but solely in accordance with the Liquidating Trust
Agreement; and (B) from the Disputed Claims Reserve.
(3) Final Distributions. The Liquidating Trust will be
dissolved and its affairs wound up and the Liquidating
Trustee will make the Final Distributions, upon the earlier
of: (A) the date which is five years after the Effective
Date, and (B) that date when:
(x) in the reasonable judgment of the Liquidating Trustee,
substantially all of the assets of the Liquidating
Trust have been liquidated and there are no substantial
potential sources of additional Cash for Distribution;
and
(y) there remain no substantial Disputed Claims.
On the Trust Termination Date, which is the date on which the
Final Distributions are made, the Liquidating Trustee will: (1)
distribute all remaining Cash to the Holders of Liquidating Trust
Interests in accordance with the Plan and Liquidating Trust
Agreement; and (2) promptly thereafter, ask that the Court enter
an order closing the Debtors' Chapter 11 cases.
After Final Distributions have been made in accordance with the
terms of the Plan and the Liquidating Trust Agreement, if the
amount of remaining cash is less than $50,000, the Liquidating
Trustee, after consultation with the Liquidating Trust Committee,
may donate the amount to a charity approved by the Liquidating
Trust Committee.
The Court may extend the term of the Liquidating Trust if an
extension is necessary to the liquidating purpose of the
Liquidating Trust.
Classification and Treatment of Claims
The Plan designates five classes of claims and interests in the
Debtors' case and provides for the treatment of each claim class:
Claim/Equity Entitled to Estimated
Class Interest Vote Recovery
----- --------------------- ----------- ----------
N/A Administrative Claims No 100%
N/A Priority Tax Claims No 100%
1 Priority Non-Tax Claims No 100%
2 Secured Claims No 100%
3 General Unsecured Claims Yes [___%]
4 Equity Interests No 0%
5 Intercompany Claims No 0%
Pursuant to the Plan, holders of Claims in Class 1 Priority Non-
Tax Claims and Class 2 Secured Claims are unimpaired, and are
"conclusively presumed" to have voted to accept the Plan.
Holders of Claims in Class 3 General Unsecured Claims are
impaired and are entitled to vote on the Plan. Holders of Equity
Interests in Class 4 and Claims in Class 5 are deemed to have
rejected the Plan.
Holders of Class 1 Priority Non-Tax Claims will receive, in full
and final satisfaction of the Claims, in the sole discretion of
the Debtors or the Liquidating Trustee: (i) full payment in Cash
of the Allowed Priority Non-Tax Claims, or (ii) treatment of the
Allowed Priority Non-Tax Claims in a manner that leaves the Claim
Unimpaired.
Holders of Class 2 Secured Claims will be placed in a separate
subclass, and each subclass will be treated as a separate class
for Distribution purposes. Except to the extent that a Holder of
an Allowed Secured Claim agrees to a different treatment, each
holder of an Allowed Secured Claim will receive, in full and
final satisfaction of the Claim, in the sole discretion of the
Debtors or the Liquidating Trustee: (i) the collateral securing
the Allowed Secured Claim; (ii) Cash in an amount equal to the
value of the collateral securing the Allowed Secured Claim; or
(iii) other treatment required under Section 1124(2) of the
Bankruptcy Code for the Claim to be rendered Unimpaired.
Holders of Class 3 General Unsecured Claims will receive, in full
and final satisfaction of their Claims, their Pro Rata Share of
the Liquidating Trust Interests.
Holders of Class 4 Equity Interests and Class 5 Intercompany
Claims will not receive any distributions from the Liquidating
Trust.
Best Interests of Creditors Test,
Plan Feasibility
In any event, whether by the Liquidating Trust or a Chapter 7
trustee, the Debtors' estates' assets will be liquidated,
according to Ms. Etlin. Accordingly, she notes, there is no
reorganization value to be calculated or related distribution
scenarios. More importantly, the Debtors determined that the
recoveries to creditors will be maximized by completing the
liquidation of any remaining assets of the Debtors under Chapter
11 of the Bankruptcy Code and making distributions pursuant to
the Plan. The Debtors believe that their estates have value that
would not be fully realized by creditors in a Chapter 7
liquidation primarily because, among other reasons:
(i) additional administrative expenses would be incurred in a
Chapter 7 liquidation, specifically those of a Chapter 7
trustee charging statutory fees of up to 3% of
disbursements and any costs of counsel to the Chapter 7
trustee to become familiar with these Chapter 11 cases;
and
(ii) the additional delay in distributions that would occur if
the Debtors' Chapter 11 cases were converted to a case
under Chapter 7.
The ability to make distributions described in the Plan thus does
not depend on future earnings or operations of the Debtors, but
only on the orderly liquidation of the Debtors' remaining assets,
Ms. Etlin says. Accordingly, the Debtors believe that the Plan
is feasible and meets the requirements of Section 1129(a)(11) of
the Bankruptcy Code.
Proposed Disclosure Statement Hearing
and Confirmation Deadlines
The Plan Proponents ask the Court to set the hearing to consider
the adequacy of the Disclosure Statement on November 10, 2011.
The Plan Proponents also propose to fix November 10, 2011, as the
voting record date on which the identity of Holders of Claims
against the Debtors will be determined for the purpose of
establishing an entitlement, if any, to receive certain notices
and vote on the Plan.
The Plan Proponents further ask the Court to fix December 9,
2011, as the deadline to vote on the Plan.
The Plan Proponents ask the Court to consider confirmation of the
Plan on December 19, 2011. Objections, if any, to confirmation
of the Plan must be filed and served so that they are received on
or before December 14, 2011.
Full-text copies of the Plan and Disclosure Statement are
available for free at:
http://bankrupt.com/misc/Borders_Oct3Plan.pdf
http://bankrupt.com/misc/Borders_Oct3DS.pdf
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
BORDERS GROUP: Consumer Privacy Ombudsman Files Report on Sale
--------------------------------------------------------------
Michael St. Patrick Baxter, the court-appointed consumer privacy
ombudsman of Borders Group, filed with the Bankruptcy Court a
supplemental report in connection with the recent sale and
transfer of personally identifiable information or PII of the
Debtors' customers to Barnes & Noble, Inc.
On September 28, 2011, Barnes & Noble provided the Consumer
Privacy Ombudsman with a draft of a notice to Borders' customers
regarding their choice to opt out of having their customer data
transferred to Barnes & Noble on or before October 15, 2011.
The Consumer Privacy Ombudsman asserted that the draft of the
Opt-Out Notice was deficient, and stated that the New York
Attorney General's Office and the Federal Trade Commission shared
his concerns. In this light, the Consumer Privacy Ombudsman
informed Barnes & Noble of these concerns and proposed limited
changes to the draft Opt-Out Notice to address the deficiencies.
Barnes & Noble refused to accept two important changes proposed
by the Consumer Privacy Ombudsman. The Consumer Privacy
Ombudsman told Barnes & Noble that: (a) without the two proposed
changes, the Opt-Out Notice was materially deficient; (b) if the
Opt-Out Notice were sent without the proposed changes, the
Consumer Privacy Ombudsman intended to bring the matter to the
attention of the Court; and (c) if the Opt-Out Notice were sent
without the proposed changes, it was possible that Barnes & Noble
may have to send a second opt-out notice to address the
deficiencies of the first notice.
On September 30, 2011, Barnes & Noble advised the Consumer
Privacy Ombudsman that it believed the Opt-Out Notice sent
complied with the Sale Order and that the transaction had closed.
A full-text copy of an actual Opt-Out Notice received by a former
Borders customer is available for free at:
http://bankrupt.com/misc/Borders_B&NOptOutNotice.pdf
The Consumer Privacy Ombudsman maintains that the Opt-Out Notice
is deficient because it failed to:
(1) alert Borders customers that the transferred PII included
not only customers' names but e-mail addresses and
purchase histories. The Consumer Privacy Ombudsman says a
Borders customer receiving the Opt-Out Notice referring
only to the Borders "customer list" may reasonably assume
that only his or her "name" (and perhaps e-mail address)
was transferred to Barnes & Noble. Barnes & Noble's
failure to provide the relevant and material information
in the Opt-Out Notice may defeat the very purpose of the
notice, according to the Consumer Privacy Ombudsman.
(2) inform Borders customer that the right to opt out was
ordered by the Court. Barnes & Noble's failure to include
this important information in the Opt-Out Notice conveys
the incorrect impression that the right to opt out is a
privilege offered to Borders customers out of the
generosity of Barnes & Noble, rather than a right granted
to them by the Court, the Consumer Privacy Ombudsman
states.
For these reasons, the Consumer Privacy Ombudsman asserts that
the Opt-Out Notice did not include important information to
enable Borders customers to make an informed decision whether to
opt out.
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
BORDERS GROUP: AP Services' Etlin Expands Role in Debtor
--------------------------------------------------------
Judge Martin Glenn authorized Borders Group Inc. and its
affiliates to amend the engagement letter with AP Services, LLC,
to permit their appointment of Holly Felder Etlin:
(A) As President of each of these entities:
* Borders Group, Inc.
* Borders, Inc.
* Borders Direct, LLC
* Borders International Services, Inc.
* Borders Fulfillment, Inc.
* Borders Online, Inc.
* Borders Online, LLC
(B) As the sole Director of these entities:
* Borders, Inc.
* Borders Direct, LLC
* Borders International Services, Inc.
* Borders Fulfillment, Inc.
* Borders Online, Inc.
* Borders Online, LLC
(C) As a director of Kobo, Inc., in which the Debtors hold
9.9% of the total outstanding shares.
The Engagement Letter is also deemed amended to provide that Ms.
Etlin will report to the Board of Directors of Borders Group,
Inc., but will not be appointed as a Director of Borders Group,
Inc.
The Engagement Letter is further amended to permit the Debtors'
appointment of Ojas Shah as chief financial officer and treasurer
of Borders Group, Inc.
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
BRISTOW GROUP: Moody's Rates Secured Credit Facilities at 'Ba1'
---------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Bristow Group
Inc.'s senior secured $200 million term loan and $175 million
revolving credit facility, and assigned a first-time SGL-2
Speculative Grade Liquidity rating. At the same time, Moody's
affirmed Bristow's Ba2 Corporate Family Rating (CFR) and
downgraded the senior unsecured notes rating to Ba3. The rating
outlook is stable.
RATINGS RATIONALE
The secured term loan and revolver are rated Ba1, one notch above
the CFR given their preferential claim to Bristow's assets. The
credit facilities are secured by Bristow's U.S. assets, including
cash and cash equivalents, accounts receivable, inventories, non-
aircraft equipment, prepaid expenses and other intangibles assets,
and the capital stock of certain domestic and international
subsidiaries. However, the majority of the company's helicopter
fleet is owned by, and the consolidated cash flows are generated
by, the international non-guarantor subsidiaries. Under Moody's
Loss Given Default Methodology (LGD), the senior unsecured notes
are notched down from the CFR because of their subordinated
position and the substantial size of prior ranking secured debt in
the capital structure.
Bristow's Ba2 CFR reflects the company's significant market
presence as a helicopter transportation provider to the offshore
oil and gas industry, its global scope of operations, intrinsic
value in its mostly owned fleet of helicopters and solid
liquidity. With 571 aircraft (372 owned) in 20 countries Bristow
ranks as one of two top players in most major offshore markets and
has long standing relationships with a diverse group of large
companies engaged in the exploration, development and production
of oil and gas. The rating also benefits from the continued
strength in global offshore demand for medium and heavy
helicopters, particularly for use in the deepwater market, for
which the majority of Bristow's new aircraft are suited.
The Ba2 rating is tempered by Bristow's indirect exposure to oil
and gas prices and to the cyclical nature of the oilfield services
sector, the capital intensity of its operations and the relatively
long (up to 18-24 months) timeframe between the order of new
helicopters and their deployment in revenue generating operations.
The rating also considers the continued uncertainly in the Gulf of
Mexico permitting and drilling situation.
Bristow spent aggressively in the last five years to right-size
its fleet to facilitate migration to deepwater markets, which are
more profitable and present better growth prospects. The fleet
renewal is largely complete as medium and heavy helicopters now
represent approximately 70% of Bristow's fleet compared to about
50% in 2006. The company also reduced the average life of its
fleet to 11 years from 19 years during this timeframe. Moody's
anticipates a relatively restrained expansion program going
forward and expect newbuilids to be largely funded with internal
cash flow and operating leases.
Bristow should have good liquidity through the end of 2012, which
is captured in Moody's SGL-2 Speculative Grade Liquidity rating.
At June 30, 2011 the company had a cash balance of $117 million
and revolver availability of $120 million. Cash flow from
operations, cash on hand and revolver availability should
sufficiently cover Bristow's capital commitments through 2012,
including aircraft purchases. The company should have ample
headroom under its two financial covenants (maximum debt/EBITDA of
4x and minimum interest coverage of 3x) governing the credit
facilities. Moody's notes that there is substantial value in
Bristow's owned aircraft, which are well maintained and retain
strong resale value over many years, typically even in weak
economic times.
The stable outlook reflects Moody's expectation that demand in the
offshore helicopter markets will remain robust and that Bristow
will manage the growth and operations of its helicopter fleet
without increasing leverage.
The ratings could be upgraded if Bristow can sustain adjusted
debt/EBITDA below 2.5x and keep its significant market position
and high fleet utilization.
The rating could be downgraded if adjusted debt/EBITDA appears
that it will remain elevated above 3.5x during an upcycle.
The principal methodology used in rating Bristow Group was the
Global Oilfield Services Industry Methodology published in
December 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Bristow Group Inc. headquartered in Houston, Texas, is a leading
provider of helicopter transportation services to the oil and gas
industry worldwide.
BROOKE CORP: Judge Won't Move $10-MM Kutak Malpractice Suit
-----------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that U.S. District Judge
J. Thomas Marten on Monday refused to remove from bankruptcy court
a $10 million suit filed by Brooke Corp.'s trustee alleging law
firm Kutak Rock LLP helped the insurance holding company's
executives mislead investors about its deteriorating finances.
About Brooke Corp.
Albert Riederer was appointed special master of Brooke Corporation
in prepetition federal court proceedings. Shortly after Brooke
Corporation filed for Chapter 11 bankruptcy protection (Bankr. D.
Kansas Lead Case No. 08-22786) on October 28, 2008, Mr. Riederer
was appointed Chapter 11 Trustee. When the case was converted to
Chapter 7 on June 29, 2009, Mr. Riederer was appointed Chapter 7
Trustee. On October 29, 2008, the Court granted a motion to
jointly administer the bankruptcies of Brooke Corporation, Brooke
Capital Corporation, and Brooke Investment, Inc., with the Brooke
Corporation bankruptcy case being the lead case.
CAMPANA FAMILY: Court Dismisses Chapter 11 Case
-----------------------------------------------
Upon the motion of Campana Family, LLC, the Honorable Sarah S.
Curley entered an order dismissing the Debtor's Chapter 11 case.
All scheduled hearings and pending proceedings in this case are
vacated.
Scottsdale, Arizona-based Campana Family, LLC, is a real estate
developer in Arizona. The Company owns a partially completed
real estate subdivision in Kingman, Mohave County, Arizona known
as Castlerock Village, consisting of 75 improved residential lots.
It also owns 213 partially improved premilinary platted lots. The
Company owns 23 additional acres adjoining Castlerock Village,
part of which is zoned R-2 for multi-unit apartments, part as C-2
zoning for mini-storage and part as C-1 for commercial
development. The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 11-00530) on Jan. 8, 2011.
The Hendrickson Law Firm, PLLC, represents the Debtor in its
restructuring effort. The Debtor disclosed $11,077,036 in assets
and $3,241,510 in liabilities as of the Chapter 11 filing.
CANYON COUNTRY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Canyon Country Hospitality SPE, LLC
500 North State College Boulevard, Suite 127
Orange, CA 92868
Bankruptcy Case No.: 11-78792
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: William A. Rountree, Esq.
Macey, Wilensky, Kessler & Hennings LLC
230 Peachtree Street, NW, Suite 2700
Atlanta, GA 30303-1561
Tel: (404) 584-1200
Fax: (404) 681-4355
E-mail: mharris@maceywilensky.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-78792.pdf
The petition was signed by Hitesh Bhakta, corporate designee.
CASCADE BANCORP: Bank Completes Sale of Non-Performing Assets
-------------------------------------------------------------
Bank of the Cascades, a wholly owned subsidiary of Cascade
Bancorp, completed the bulk sale of certain non-performing,
substandard and related performing loans of the Bank as well as
certain other real estate owned pursuant to the Bank's previously
announced agreement with NW Bend, LLC, on Sept. 22, 2011.
About Cascade Bancorp
Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its
wholly-owned subsidiary, Bank of the Cascades, offers full-service
community banking through 32 branches in Central Oregon, Southern
Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho.
Cascade Bancorp has no significant assets or operations other than
the Bank.
Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank
of The Cascades. The rating company says that the institution
currently demonstrates what it considers to be significant
weaknesses and has also failed some of the basic tests it uses to
identify fiscal stability. "Even in a favorable economic
environment," Weiss says, "it is our opinion that depositors or
creditors could incur significant risks." As of March 31, 2010,
the bank's balance sheet showed $2.088 billion in assets.
The Company reported a net loss of $13.65 million on
$84.98 million of total interest and dividend income for the year
ended Dec. 31, 2010, compared with a net loss of $114.83 million
on $106.81 million of total interest and dividend income during
the prior year.
The Company's balance sheet at June 30, 2011, showed $1.56 billion
in total assets, $1.35 billion in total liabilities, and
$212.61 million of stockholders' equity.
CASSTLE INVESTMENT: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Casstle Investment LLC
18375 Ventura Blvd., #852
Tarzana, CA 91356
Bankruptcy Case No.: 11-21486
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Victoria S. Kaufman
Debtor's Counsel: Stephen L. Burton, Esq.
15260 Ventura Blvd Ste 640
Sherman Oaks, CA 91403
Tel: (818) 501-5055
Fax: (818) 501-5849
E-mail: steveburtonlaw@aol.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-21486.pdf
The petition was signed by Albert Ahdoot, authorized agent.
CENTRAL BUILDING: Case Summary & 19 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Central Building LLC
dba Central Building Camelback, LLC
301 Village Square
Orinda, CA 94563
Bankruptcy Case No.: 11-27970
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: George B. Nielsen, Jr.
Debtor's Counsel: Alisa C. Lacey, Esq.
STINSON MORRISON HECKER LLP
1850 N. Central Avenue, #2100
Phoenix, AZ 85004
Tel: (602) 279-1600
Fax: (602) 240-6925
E-mail: alacey@stinson.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Neal Smither, member.
Affiliate that filed separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Crow Partners LLC -- 10/03/11
Debtor's List of Its 19 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Maricopa County Treasurer -- $140,084
P.O. Box 52133
Phoenix, AZ 85072-2133
Contra Costa Tax Collector -- $119,353
P.O. Box 7002
San Francisco, CA 94120-7002
Busby Construction -- $89,992
P.O. Box 1007
Martinez, CA 94553
Contra Costa Tax Collector -- $44,367
Grubb & Ellis Company -- $41,976
AEI Consultants Environmental & -- $22,764
Engineer
Maricopa County Treasurer -- $19,401
Maricopa County Treasurer -- $11,263
Maricopa County Treasurer -- $11,015
L. Everett & Associates -- $6,582
Environmental
Maricopa County Treasurer -- $6,221
ADT/Sensormatic Electronics Corp -- $2,706
Contra Costa Tax Collector -- $2,401
Chubb Fire & Security Inc. -- $2,177
Rentschler/Tursi LLP -- $1,433
Johnson Lyman Architects LLP -- $497
Frank Bonetti Plumbing Inc. -- $276
JP Morgan Chase -- Unknown
Key Bank Real Estate Capital -- Unknown
CIMA LLC: Bank of the Ozarks Wants Venue Transfer to S.D. Ala.
--------------------------------------------------------------
Bank of the Ozarks, the largest creditor of CIMA, LLC, and the
Debtor's secured lender, asks the U.S. Bankruptcy Court for the
Southern District of Florida Court, pursuant to 28 U.S.C. Section
1412 and Bankr.R. 1014, to transfer venue of the Debtor's case to
the U.S. Bankruptcy Court for the Southern District of Alabama.
In support of its request for transfer of venue, the Bank states:
* the Debtor's primary asset is a large tract of land
situated along Interstate 65 outside of Mobile, Alabama.
* The Debtor, according to the public records of the State of
Alabama, is an Alabama limited liability company.
* The records of the Secretary of State of the State of
Alabama show that the Debtor's address is in Alabama
notwithstanding the Debtor's allegation that its principal
place of business is in Fort Lauderdale, Florida.
* Furthermore, the Debtor is not authorized to do business in
Florida, notwithstanding its allegation that it is based
here.
* There is not a single creditor listed with an address that
is within 300 miles of the Southern District of Florida
Court. The address the Debtor attempts to use for the Bank
is a branch office and is not the Bank's principal place of
business.
* The Debtor's prepetition activities will necessitate the
application of Alabama's real property law, which a
bankruptcy court in Alabama will be much more familiar with
from the outset.
* Should liquidation become necessary, a trustee in the
Southern District of Alabama will have a much easier task
of securing the property and otherwise monitoring the
property while fulfilling the rest of his or her
obligations.
* Finally, the State of Florida has little, if any, interest
in the Debtor's case, while the State of Alabama has an
interest in the case given that the vast majority of the
creditors are in Alabama and the Debtor's assets are in
Alabama.
About CIMA LLC
Based in Ft. Lauderdale, Florida, CIMA, L.L.C., is the developer
and current owner of a 200-acre parcel of land located in Mobile,
Alabama, with frontage on Interstate 10, a major thoroughfare.
The parcel has been subdivided into parcels, and some
infrastructure work has been done. CIMA is finalizing plans with
one or more investor groups for further development of this
parcel.
CIMA filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No.
11-33279) on Aug. 22, 2011. Judge Raymond B. Ray presides over
the case. Leslie Gern Cloyd, Esq. -- lcloyd@bergersingerman.com ?
at Berger Singerman, P.A., in Ft. Lauderdale, Fla., represents the
Debtor in its restructuring effort. In its petition, the Debtor
estimated $10 million to $50 million in assets and $1 million to
$10 million in debts. The petition was signed by J. Marion Uter,
manager. In its schedules, the Debtor disclosed $18,435,000 in
assets and $8,282,783 in liabilities.
Bank of the Ozarks, the largest creditor of CIMA, LLC, and the
Debtor's secured lender, is represented by Robert F. Reynolds,
Esq. -- rreynolds@slatkinreynolds.com -- at Slatkin & Reynolds,
P.A., in Fort Lauderdale, Fla.
CLIVER DEVELOPMENT: Amends List of Largest Unsecured Creditors
--------------------------------------------------------------
Cliver Development, Inc., has filed with the U.S. Bankruptcy Court
for the District of Colorado an amended list of largest unsecured
creditors. The Debtor took out Great Midwest Banks, Community
Banks of Colorado, LBX Financial Services, and Caterpillar
Financial Services Corporation from the list, and added Scott And
Alice Cliver.
Debtor's List of Its Four Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
Scott And Alice Cliver
1182 Beard Creek Road
Edwards, CO 81632 $4,600,000
Concierge Auctions, LLC
126 E. 56th Street, 25th Floor
New York, NY 10022 $650,000
Robert L. Patton, Jr.
4916 Camp Bowie Boulevard, Suite 200
Fort Worth, TX 76107 $0
Slifer Smith & Frampton Real Estate
90 Benchmark Road, Suite 105
Avon, CO 81620 $0
About Cliver Development
Cliver Development, Inc., engages in single family homes
construction. It was incorporated in 1999 and is based in
Edwards, Colorado.
Cliver Development filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 11-31857) on Sept. 14, 2011. The Hon.
Howard R. Tallman presides over the case. David Wadsworth, Esq.,
and Regina Ries, Esq., at Sender & Wasserman, P.C., serve as the
Debtor's bankruptcy counsel. The Debtor estimated its assets at
$10 million to $50 million and debts at $1 million to $10 million.
CLIVER DEVELOPMENT: Section 341(a) Meeting Scheduled for Oct. 24
----------------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of creditors
of Cliver Development, Inc. on Oct. 24, 2011, at 2:00 p.m. The
meeting will be held at the Office of the U.S. Trustee, 999 18th
St., Ste. 1551, Denver, Colorado.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Cliver Development Inc. filed a Chapter 11 petition (Bankr. D.
Colo. Case No. 11-31857) on Sept. 14, 2011, in Denver. Judge
Howard R. Tallman presides over the case. David Wadsworth, Esq.,
at Sender & Wasserman, P.C., serves as the Debtor's counsel. The
Debtor disclosed $10,301,727 in assets and $11,276,483 in
liabilities.
CLIVER DEVELOPMENT: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
Cliver Development Inc. filed with the Bankruptcy Court for the
District of Colorado schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $10,000,000
B. Personal Property $301,727
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $6,026,483
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $5,250,000
----------- -----------
TOTAL $10,301,727 $11,276,483
Cliver Development Inc. filed a Chapter 11 petition (Bankr. D.
Colo. Case No. 11-31857) on Sept. 14, 2011, in Denver. Judge
Howard R. Tallman presides over the case. David Wadsworth, Esq.,
at Sender & Wasserman, P.C., serves as the Debtor's counsel.
COMPOSITE TECHNOLOGY: Court Extends Plan Filing Deadline to Dec. 6
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
extended the exclusive periods of Composite Technology Corporation
to file a Chapter 11 plan until Dec. 6, 2011, and solicit
acceptances of that plan until Feb. 6, 2012. The Debtors told the
Court that they need additional time to structure and negotiate
the ultimate terms of a chapter 11 plan.
About Composite Technology
Headquartered in Irvine, California, Composite Technology
Corporation - http://www.compositetechcorp.com/-- develops,
produces, markets and sells energy efficient and renewable energy
products for the electrical utility industry. As of March 31,
2011, the Company has one business segment: CTC Cable Corporation.
CTC Cable produces and sells ACCC(R) conductor products and
related ACCC(R) hardware products. ACCC(R) conductor has been
sold commercially since 2005 and is currently marketed worldwide
to electrical utilities, transmission companies and transmission
design/engineering firms.
Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case. The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011. BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, serves as investment banker to provide exclusive
equity financing services and debt financing services. Composite
Technology disclosed $5,855,670 in assets and $12,395,916 in
liabilities as of the Chapter 11 filing.
CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and
Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed
for Chapter 11 protection.
The cases are jointly administered, with Composite Technology as
the lead case. Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel. The Debtors also
tapped Marsch Fischmann & Breyfogle LLP as special intellectual
property approval counsel; Knobbe, Martens, Olson & Bear, LLP as
special patent litigation counsel; McIntosh Group as special
intellectual property counsel.
Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the official committee of unsecured creditors in the
Debtor's cases. Steptoe & Johnson LLP represents the Committee.
CONTEST PROMOTIONS-NY: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Contest Promotions-NY LLC
116 West 23rd Street, Suite 500
New York, NY 10011
Bankruptcy Case No.: 11-14652
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of New York (Manhattan)
Judge: James M. Peck
Debtor's Counsel: Robert D. Raicht, Esq.
HALPERIN BATTAGLIA RAICHT, LLP
555 Madison Avenue
New York, NY 10022
Tel: (212)765-9100
Fax: (212) 765-0964
E-mail: rraicht@halperinlaw.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Gary Shafner, member.
CDC CORPORATION: Case Summary & 16 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: CDC Corporation
dba Chinadotcom
2002 Summit Boulevard, Suite 700
Atlanta, GA 30319
Bankruptcy Case No.: 11-79079
Chapter 11 Petition Date: October 4, 2011
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: James C. Cifelli, Esq.
LAMBERTH, CIFELLI, STOKES & STOUT, PA
East Tower, Suite 550
3343 Peachtree Road, NE
Atlanta, GA 30326
Tel: (404) 262-7373
E-mail: jcifelli@lcsenlaw.com
Estimated Assets: $100,000,001 to $500,000,000
Estimated Debts: $100,000,001 to $500,000,000
The petition was signed by John Clough, interim CEO.
Debtor's List of Its 16 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Evolution CDC SPV Ltd. Judgment $65,356,061
Aaron M. Zeisler, Satterlee Stephen
230 Park Avenue, 11th Floor
New York, NY 10169
Deloitte Audit Fees $600,000
191 Peachtree Street, Suite 2000
Atlanta, GA 30303
Wilmer Hale Legal Fees $251,485
60 State Street
Boston, MA 02109
Fisher & Phillips Legal Fees $247,000
Brown Eassa and McLeod LLP Legal Fees $185,520
Paul Hastings Janofsky & Walker Legal Fees $179,635
LLP
California Business Law Office Legal Fees $85,497
Olshan Grundman Frome Rosenzweig Legal Fees $74,544
Nagivant Consulting Consulting Fees $49,775
Fensterstock & Partners LLP Legal Fees $42,668
Covington & Burlington Legal Fees $38,228
Chorey Taylor & Fell nka Legal Fees $14,899
Weinstein Smith Legal Fees $11,642
Ellenoff Grossman & Schole LLP Legal Fees $2,915
Coleman Talley LLP Legal Fees $1,194
Kasowitz Benson Torres & Friedman Legal Fees $835
COOPER & SONS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Cooper & Sons, Inc.
dba Inn of the Seven Clans
fdba Ramada Limited
P.O. Drawer 1390
Cherokee, NC 28719
Bankruptcy Case No.: 11-20194
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Western District of North Carolina (Bryson City)
Judge: George R. Hodges
Debtor's Counsel: D. Rodney Kight, Jr., Esq.
KIGHT LAW OFFICE PC
7 Orchard Street, Suite 100
Asheville, NC 28801
Tel: (828) 255-9881
Fax: (828) 255-9886
E-mail: info@kightlaw.com
Scheduled Assets: $386,385
Scheduled Debts: $1,488,281
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb11-20194.pdf
The petition was signed by Lawana E. Almond, POA of sole
shareholder, Priscilla Cooper.
CORSICA VI: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: Corsica VI, LLC
123 Coursevall Drive
Centreville, MD 21617
Bankruptcy Case No.: 11-29438
Chapter 11 Petition Date:
Court: United States Bankruptcy Court
District of Maryland (Baltimore)
Judge: Duncan W. Keir
Debtor's Counsel: Tate Russack, Esq.
RUSSACK ASSOCIATES, LLC
100 Severn Ave., Ste 101
Annapolis, MD 21403
Tel: (410) 505-4150
Fax: (410) 510-1390
E-mail: tate@russacklaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
In its list of 20 largest unsecured creditors, the Company placed
only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
BB&T $2,272,699
200 West Second Street
Winston Salem, NC 27101
The petition was signed by Daniel K., resident agent.
CRAWFORD FURNITURE: Taps Buffante Whipple as Accountants
--------------------------------------------------------
Crawford Furniture Mfg. Corp. and Crawford Furniture Retail
Outlet, Inc. ask the U.S. Bankruptcy Court for the Western
District of New York for authority to employ Buffamante Whipple
Buttafaro, P.C., to act as the Debtors' accountants and
consultants with respect to the preparation of the Debtors'
federal and state tax returns for the fiscal years ending January
31, 2008, 2009, 2010 and 2011 and the preparation of the Debtors'
financial statements for the 2010 fiscal year.
In connection with services rendered on these matters,
compensation will be made at a fixed-price fee equal to $15,000
for the preparation of the federal and state tax returns and a
separate fee based on BWB's standard hourly rates for the
preparation of the 2010/2011 financial statements.
John B. Lloyd, a member of BWB, assures the Court that his firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.
About Crawford Furniture
Crawford Furniture Manufacturing Corp., of Jamestown, New York,
has been a leading manufacturer for more than 120 years of quality
100% solid wood furniture. Manufacturing was started in 1883 by
two Swedish craftsmen and was originally known as the Swedish
Furniture Manufacturing Corporation. Manufacturing specializes in
the manufacture of bedroom and dining room furniture from solid
wood, specifically ash, cherry, maple and oak, that is purchased
within a 150-mile radius of its factory in Jamestown.
Crawford Furniture Retail Outlet, Inc., has operated five retail
stores in western New York since 2004. Retail also operates a
warehouse/delivery depot at Benderson Development Park, in
Cheektowaga, New York.
Crawford Furniture Manufacturing filed for Chapter 11 bankruptcy
(Bankr. W.D.N.Y. Lead Case No. 11-12945) on Aug. 25, 2011.
Camille W. Hill, Esq., at Bond, Schoeneck & King, PLLC, serves as
the Debtors' counsel. Crawford Furniture Manufacturing estimated
assets at $10 million to $50 million and debts at $1 million to
$10 million. Retail filed a separate Chapter 11 petition on the
same day. The cases are jointly administered.
CYBERDEFENDER CORP: Inks 2nd Waiver & Forbearance Pact with GRM
---------------------------------------------------------------
Cyberdefender Corporation and GRM entered into a Second Waiver and
Forbearance Agreement effective as of Sept. 23, 2011. Pursuant to
the Agreement, the Company, among other things:
(i) acknowledged its failure to make interest payments payable
on July 1, 2011, under that certain 9% Secured Convertible
Promissory Note dated March 31, 2010, and issued by the
Company in favor of GRM;
(ii) acknowledged its failure to make interest payments payable
on July 1, 2011, under that certain Amended and Restated 9%
Secured Convertible Promissory Note dated Feb. 25, 2011,
and issued by the Company in favor of GRM; and
(iii) acknowledged certain other defaults in connection with the
Notes.
Pursuant to the Agreement, GRM, among other things, agreed: (i) to
capitalize the unpaid interest payments and payable on July 1,
2011, conditioned upon the Company's payment of the interest
payments due Oct. 1, 2011, on the Notes; (ii) for a period of one
hundred and twenty days through and including Jan. 24, 2012, and
for that period only, to waive its rights and remedies under the
Notes and certain related documents and not to assert that the
Company is in default of the Notes and related documents.
Pursuant to the Agreement, GRM's waiver and forbearance are
conditioned upon the Company's compliance with its obligations
under the Notes and related documents, subject to certain
exclusions. In the event of the Company's default, GRM reserves
the right to terminate the Agreement and pursue its rights and
remedies with respect to any previously existing or subsequent
default.
Pursuant to the Agreement, GRM also agreed to consider, in good
faith, exercising that number of its outstanding warrants
necessary to acquire shares of the Company's common stock having
an aggregate exercise price of at least $1 million if the Company
is profitable for any future quarterly period and a material
adverse change has not occurred after the date of the Agreement.
In addition, on Sept. 30, 2011, the Company and GRM entered into:
* a First Amendment to Warrant amending that certain Warrant to
Purchase Common Stock of the Company dated May 6, 2009, upon
the exercise of which GRM has the right to purchase 8,000,000
shares of common stock of the Company;
* a First Amendment to Warrant amending that certain Warrant to
Purchase Common Stock of the Company dated May 6, 2009, upon
the exercise of which GRM has the right to purchase 1,000,000
shares of common stock of the Company; and
* a First Amendment to Warrant amending that certain Amended
and Restated Warrant to Purchase Common Stock of the Company
dated May 6, 2009, upon the exercise of which GRM has the
right to purchase 1,000,000 shares of common stock of the
Company.
Each of the amendments results in a decrease in the exercise price
of the warrants to $0.30 per share.
About CyberDefender
Los Angeles, Calif.-based CyberDefender Corporation is a provider
of remote LiveTech services and security and computer optimization
software and to the consumer and small business market. The
Company's mission is to bring to market advanced solutions to
protect computer users against Internet viruses, spyware, identity
theft and related security threats.
The Company's balance sheet at June 30, 2011, showed $7.9 million
in total assets, $40.6 million in total liabilities, and a
stockholders' deficit of $32.7 million.
May Consider Bankruptcy
"We are presently engaged in active discussions for additional
investments by existing and prospective investors but we have no
funding commitments in place at this time and we can give no
assurance that such capital will be available on favorable terms,
or at all. If we cannot obtain financing, then we may be forced
to further curtail our operations, or possibly be forced to
evaluate a sale or consider other strategic alternatives such as
bankruptcy."
CYBERDEFENDER CORP: Completes 2nd Tranche of $2-Mil. Notes Sale
---------------------------------------------------------------
Cyberdefender Corporation, on Sept. 28, 2011, completed the second
tranche of a private sale of up to $2 million of 9% Subordinated
Convertible Promissory Notes to 15 accredited investors, including
one of the Company's independent directors, pursuant to Securities
Purchase Agreements. The aggregate principal amount of the 9%
Notes sold in the second tranche is $450,712. The 9% Notes are
convertible, at the election of the holders, into shares of the
Company's common stock at a conversion price of $0.72 per share.
The 9% Notes are due and payable on Oct. 27, 2012, and are
subordinate to certain senior debt owed by the Company to GRM
pursuant to the terms and conditions of a Subordination Agreement
among each investor, the Company and GRM.
Each investor will receive one incentive share of the Company's
common stock for each dollar invested. Mr. Gary Guseinov, a co-
founder and the Company's former chief executive officer and
former chairman of the board of directors, recently transferred 2
million shares of common stock to the Company and the incentive
shares will be issued by the Company to the investors from its
treasury. In the case of the independent director, the issuance
of the incentive shares is subject to approval by the Company?s
stockholders.
Neither the 9% Notes nor the common stock that may be issued upon
the conversion of the 9% Notes nor the incentive shares that will
be issued have been registered under the Securities Act of 1933,
as amended, and may not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements.
There were no underwriting discounts or commissions paid in
connection with the offering.
In connection with the sale of the 9% Notes and to secure their
repayment, the Company entered into a Security Agreement with each
investor pursuant to which it granted to the investors security
interests subordinated to the security interest of GRM in the
Company's assets.
On Sept. 30, 2011, the Company completed the first of three
tranches of a private sale of an aggregate of $3 million of 10.5%
Subordinated Convertible Promissory Notes to Mr. Sean P. Downes,
an investor in the Company, pursuant to a Securities Purchase
Agreement. Mr. Downes purchased a Note in the face amount of $1
million. Each of the three Notes is convertible, at Mr. Downes'
election, into shares of the Company's common stock at a
conversion price of $0.30 per share. The second and third
tranches of the sale will close on Oct. 31, 2011, and Nov. 30,
2011, respectively. Each of the Notes is due and payable thirteen
months after the date of issuance and each is subordinate to
certain senior debt owed by the Company to GRM, pursuant to the
terms and conditions of a Subordination Agreement among Mr.
Downes, the Company and GRM. Mr. Downes received a warrant to
purchase one-half of one share of the Company's common stock for
each share of common stock he is entitled to receive upon
conversion of a Note. The Warrants are exercisable at $0.375 per
share of common stock.
During the terms of the Notes purchased and to be purchased by Mr.
Downes, he has the right, upon prior written notice to the
Company, to cause the Company's Board of Directors to appoint to
the Board: (a) him or one of his representatives acceptable to the
Company; and (b) subject to the requirements of the Nasdaq
Marketplace Rules or approval by the Company's stockholders, one
additional representative who at all times will: (i) qualify as an
"independent" director, as that term is defined in the Nasdaq
Marketplace Rules and the applicable rules of the Securities and
Exchange Commission; (ii) be acceptable to the Company; and (iii)
be subject to approval by GRM, which approval will not be
unreasonably withheld.
Neither the Notes nor the common stock that may be issued upon the
conversion of the Notes nor the shares that may be issued upon the
exercise of the Warrants have been registered under the Securities
Act, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements.
There were no underwriting discounts or commissions paid in
connection with the offering.
In connection with the sales of the Notes, the Company entered
into a First Amendment to Security Agreement with Mr. Downes
pursuant to which Mr. Downes has a subordinated security interest
in the Company's assets to secure the payments of the Notes.
The offerings are exempt from the registration requirements of the
Securities Act pursuant to Section 4(2) of the Securities Act and
Rule 506 of Regulation D promulgated under the Securities Act
because the securities were issued only to accredited investors
without any general solicitation or general advertising.
Meanwhile, the Company and Mr. Greg Thomas have reached an
agreement in principle, subject to the execution of an employment
agreement, pursuant to which Mr. Thomas will be appointed, for a
term of one year, interim chief executive officer. Since May
2011, Mr. Thomas has been an independent consultant to the
Company.
About CyberDefender
Los Angeles, Calif.-based CyberDefender Corporation is a provider
of remote LiveTech services and security and computer optimization
software and to the consumer and small business market. The
Company's mission is to bring to market advanced solutions to
protect computer users against Internet viruses, spyware, identity
theft and related security threats.
The Company's balance sheet at June 30, 2011, showed $7.9 million
in total assets, $40.6 million in total liabilities, and a
stockholders' deficit of $32.7 million.
May Consider Bankruptcy
"We are presently engaged in active discussions for additional
investments by existing and prospective investors but we have no
funding commitments in place at this time and we can give no
assurance that such capital will be available on favorable terms,
or at all. If we cannot obtain financing, then we may be forced
to further curtail our operations, or possibly be forced to
evaluate a sale or consider other strategic alternatives such as
bankruptcy."
DALLAS STARS: Combined Hearing on Pre-Packaged Plan Nov. 23
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware is set to
hold a hearing on Nov. 23, 2011, to consider approval of the
disclosure statement and confirmation of the Joint Prepackaged
Plan of Reorganization proposed by Dallas Stars L.P. and its
affiliated debtors.
The primary purpose of the prepackaged plan is to effectuate the
sale of the NHL Stars franchise and certain related assets.
The sale of the hockey team is currently open for parties
interested in making a qualified bid or offer through late
October. Dallas Sports & Entertainment, L.P., et al., serves as
the stalking horse bidder for the Debtors' assets.
Objections, if any, to the Disclosure Statement, the Solicitation
Procedures, the Prepackaged Plan, any filed supplements, or the
assumption and assignment of executory contracts and unexpired
leases should be made in writing and be served on the notice
parties so as to be actually received by 4:00 p.m. Eastern Time on
Oct. 25, 2011.
The meeting pursuant to Section 341(a) of the Bankruptcy Code will
not be convened and is hereby cancelled unless the Prepackaged
Plan is not confirmed by the Court within 90 days after the
Commencement Date, the Court ruled.
The Debtors are also not required to file reports pursuant to Rule
2015.3 of the Federal Rules of Bankruptcy Procedure unless the
U.S. Trustee convenes a meeting under Section 341.
The Plan
The plan provides for the classification and treatment of holders
of these claims and interests:
Class Designation Impairment
----- ----------- ----------
Classes 1A-1D Priority Non-Tax Claims Unimpaired
Classes 2A-2D First Lien Secured Claims Impaired
Classes 3A-3D Second Lien Secured Claims Impaired
Class 4A CFV Claim Unimpaired
Classes 5A-5D Secured Tax Claims Unimpaired
Classes 6A-6D Other Secured Claims Unimpaired
Classes 7A-7D Assumed General Unsecured Claims Unimpaired
Classes 8A-8D Non-Assumed General Impaired
Unsecured Claims
Classes 9A-9D Equity Interests in Debtors Impaired
Holders of impaired claims are entitled to vote on the plan.
The prepackaged plan does not impair tax claims, priority claims,
administrative expense claims or assumed general unsecured claims.
Holders of assumed general unsecured claims will be paid in full
under the plan while trade vendors will be paid in the ordinary
course of business throughout the pendency of the Debtors' Chapter
11 cases.
A summary of the prepackaged plan is available without charge at
http://bankrupt.com/misc/DallasStars_Summaryplan.pdf
The Court will also consider at the November 23 hearing approval
of the prepetition solicitation process and the proposed sale of
the Debtors' assets pursuant to the prepackaged plan.
Prior to the hearing, the Debtors will hold an auction for the
assets on November 21, 2011, at 10:00 a.m. (Central Time), at the
offices of Weil, Gotshal & Manges LLP located at 200 Crescent
Court, Suite 300, in Dallas, Texas.
Interested buyers have until October 22, 2011, at 4:00 p.m.
(Eastern Time), to submit bids for the assets.
About Dallas Stars
Frisco, Texas-based Dallas Stars, L.P. -- http://stars.nhl.com/
-- operates as a professional men's ice hockey team. The company
was formerly known as Minnesota North Stars and changed its name
to Dallas Stars, L.P., in 1993.
Dallas Stars and three affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 11-12935 to 11-12938) on Sept. 15, 2011.
The affiliates are Dallas Arena LLC, Dallas Stars U.S. Holdings
Corporation, and StarCenters LLC. Judge Peter J. Walsh presides
over the cases. Martin A. Sosland, Esq., and Ronit J. Berkovich,
Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel
to the Debtors. John H. Knight, Esq., at Richards Layton &
Finger, P.A., serves as the Debtors' Delaware counsel. The Garden
City Group, Inc., as their notice, claims, and solicitation agent.
Dallas Stars estimated $100 million to $500 million in assets and
debts in its petition. The petitions were signed by Robert L.
Hutson, chief financial officer.
The team is owned by Dallas businessman Thomas O. Hicks' HSG
Sports Group. Mr. Hicks was the former owner of the Texas
Rangers. The Texas Rangers were sold in a bankruptcy court-
supervised auction to a group led by Hall of Fame pitcher Nolan
Ryan for $593 million.
The Stars are the second NHL team to file for bankruptcy since
2009, after the Phoenix Coyotes.
Counsel to JP Morgan Chase Bank, N.A., as Prepetition First Lien
Agent, is Mitchell A. Seider, Esq., and Joseph Fabiani, Esq., at
Latham & Watkins LLP. Its Delaware counsel is Michael R.
Lastowski, Esq., at Duane Morris LLP.
First lien lender Monarch Alternative Capital LLC is represented
by Andrew M. Leblanc, Esq., at Milbank Tweed Hadley and McCloy
LLP.
Counsel to the NHL are Thomas W. Gowan, Esq., and J. Gregory
Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.
Counsel to GSP Finance LLC, as successor in interest to Barclays
Bank PLC, as Prepetition Second Lien Agent, is Jason Young, Esq.,
at Clifford Chance US LLP.
DALLAS STARS: Court OKs Oct. 22 Deadline for Bids
-------------------------------------------------
The Honorable Peter Walsh of the U.S. Bankruptcy Court for the
District of Delaware approved bidding procedures to govern the
sale of substantially all of the assets of Dallas Stars, L.P., et
al., subject to higher and better bids.
The Debtors are selling their assets and equity interests in
certain entities, including the rights necessary to operate the
Dallas Stars National Hockey League hockey franchise (the Team) as
a National Hockey League franchise in the Team's current home
territory.
Dallas Sports & Entertainment, L.P., et al., will serve as the
stalking horse bidder for the Debtors' assets under the parties'
agreement dated Sept. 15, 2011.
Each bid from a potential bidder or bidder group must be in
writing and must be received by the Debtors, the NHL, and the
notice parties on or before Oct. 22, 2011. Potential bidders are
required to submit to the Debtors a $15 million good faith
deposit.
If more than one qualified bid is received, an auction will be
conducted 60 days following the entry of the Bidding Procedures
Order.
The stalking horse bidder will be entitled to a $4 million break-
up fee if the Debtors the sale with another bidder. In such an
event, the stalking horse bidder will be also be entitled to a
reimbursement of their transaction expenses in an amount not to
exceed %500,000.
A full-text copy of the Bidding Procedures is available for free
at http://bankrupt.com/misc/DALLASSTARS_stlknghorsePA.pdf
A full-text copy of the Stalking Horse Bid Purchase Agreement is
available for free at:
http://bankrupt.com/misc/DALLASSTARS_biddingprocs.pdf
About Dallas Stars
Frisco, Texas-based Dallas Stars, L.P. -- http://stars.nhl.com/
-- operates as a professional men's ice hockey team. The company
was formerly known as Minnesota North Stars and changed its name
to Dallas Stars, L.P., in 1993.
Dallas Stars and three affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 11-12935 to 11-12938) on Sept. 15, 2011.
The affiliates are Dallas Arena LLC, Dallas Stars U.S. Holdings
Corporation, and StarCenters LLC. Judge Peter J. Walsh presides
over the cases. Martin A. Sosland, Esq., and Ronit J. Berkovich,
Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel
to the Debtors. John H. Knight, Esq., at Richards Layton &
Finger, P.A., serves as the Debtors' Delaware counsel. The Garden
City Group, Inc., as their notice, claims, and solicitation agent.
Dallas Stars estimated $100 million to $500 million in assets and
debts in its petition. The petitions were signed by Robert L.
Hutson, chief financial officer.
The team is owned by Dallas businessman Thomas O. Hicks' HSG
Sports Group. Mr. Hicks was the former owner of the Texas
Rangers. The Texas Rangers were sold in a bankruptcy court-
supervised auction to a group led by Hall of Fame pitcher Nolan
Ryan for $593 million.
The Stars are the second NHL team to file for bankruptcy since
2009, after the Phoenix Coyotes.
Counsel to JP Morgan Chase Bank, N.A., as Prepetition First Lien
Agent, is Mitchell A. Seider, Esq., and Joseph Fabiani, Esq., at
Latham & Watkins LLP. Its Delaware counsel is Michael R.
Lastowski, Esq., at Duane Morris LLP.
First lien lender Monarch Alternative Capital LLC is represented
by Andrew M. Leblanc, Esq., at Milbank Tweed Hadley and McCloy
LLP.
Counsel to the NHL are Thomas W. Gowan, Esq., and J. Gregory
Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.
Counsel to GSP Finance LLC, as successor in interest to Barclays
Bank PLC, as Prepetition Second Lien Agent, is Jason Young, Esq.,
at Clifford Chance US LLP.
DALLAS STARS: Court OKs Garden City Group as Claims & Notice Agent
------------------------------------------------------------------
Dallas Stars, L.P., and its debtor-affiliates sought and obtained
permission from the U.S. Bankruptcy Court to employ The Garden
City Group, Inc., as their notice, claims, and solicitation agent.
Prior to the Petition Date, the Debtors paid GCG an initial
retainer of $15,000 and a subsequent retainer of $50,000.
GCG's hourly billing rates are:
Title Standard Hourly Rates
----- ---------------------
Administrative & Data Entry $45-$55
Mailroom and Claims Control $55
Customer Service Representatives $57
Project Administrators $70-$85
Quality Assurance Staff $80-$125
Project Supervisors $95-$110
Systems & Technology Staff $100-$200
Graphic Support for web site $125
Project Managers $125-$175
Directors, Sr. Consultants
and Asst VP $200-$295
Vice President and above $295
The GCG engagement agreement provides that the Debtors will
indemnify and hold harmless GCG and its directors, officers,
employees, affiliates, and agents.
Craig E. Johnson, Senior Director at GCG, attests that GCG is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code, as modified by section 1107(b) of the
Bankruptcy Code. GCG has represented to the Debtors that GCG will
not represent any entities or individuals other than the Debtors
in these Chapter 11 cases or in connection with any matters that
would be adverse to the interests of the Debtors.
GCG may be reached at:
Craig Johnson
THE GARDEN CITY GROUP INC.
1985 Marcus Ave, Ste 200
Lake Success, NY 11042
Tel: 631-470-5000
Fax: 631-940-6544
E-mail: craig.johnson@gcginc.com
info@gcginc.com
About Dallas Stars
Frisco, Texas-based Dallas Stars, L.P. -- http://stars.nhl.com/--
operates as a professional men's ice hockey team. The company was
formerly known as Minnesota North Stars and changed its name to
Dallas Stars, L.P. in 1993.
Dallas Stars and three affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 11-12935 to 11-12938) on Sept. 15, 2011.
The affiliates are Dallas Arena LLC, Dallas Stars U.S. Holdings
Corporation, and StarCenters LLC. Judge Peter J. Walsh presides
over the cases. Martin A. Sosland, Esq., and Ronit J. Berkovich,
Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel
to the Debtors. John H. Knight, Esq., at Richards Layton &
Finger, P.A., serves as the Debtors' Delaware counsel.
Dallas Stars estimated $100 million to $500 million in assets and
debts in its petition. The petitions were signed by Robert L.
Hutson, chief financial officer.
The team is owned by Dallas businessman Thomas O. Hicks' HSG
Sports Group. Mr. Hicks was the former owner of the Texas
Rangers. The Texas Rangers were sold in a bankruptcy court-
supervised auction to a group led by Hall of Fame pitcher Nolan
Ryan for $593 million.
The Stars are the second NHL team to file for bankruptcy since
2009, after the Phoenix Coyotes.
Counsel to JP Morgan Chase Bank, N.A., as Prepetition First Lien
Agent, is Mitchell A. Seider, Esq., and Joseph Fabiani, Esq., at
Latham & Watkins LLP. Its Delaware counsel is Michael R.
Lastowski, Esq., at Duane Morris LLP.
First lien lender Monarch Alternative Capital LLC is represented
by Andrew M. Leblanc, Esq., at Milbank Tweed Hadley and McCloy
LLP.
Counsel to the NHL are Thomas W. Gowan, Esq., and J. Gregory
Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.
Counsel to GSP Finance LLC, as successor in interest to Barclays
Bank PLC, as Prepetition Second Lien Agent, is Jason Young, Esq.,
at Clifford Chance US LLP.
DALLAS STARS: Wins Interim Court Approval to Use Cash Collateral
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware issued an
interim order authorizing Dallas Stars L.P. and its affiliated
debtors to use the cash collateral of their pre-bankruptcy
lenders.
The Debtors are allowed to access the cash collateral from Sept.
15, 2011, to the earliest of (i) the day after the conclusion of
the final hearing, or (ii) the date of the occurrence of so-called
"events of default."
As adequate protection for any diminution in the value of the cash
collateral, the lenders are granted valid and perfected
replacement security interest in, and lien on all of the Debtors'
rights, title and interest in all present and after-acquired
property and assets of the Debtors. Each lender is also granted
an allowed administrative claim against the Debtors' estates,
among other things.
The Court will hold a hearing on October 17, 2011, to consider
final approval of the Debtors' request.
About Dallas Stars
Frisco, Texas-based Dallas Stars, L.P. -- http://stars.nhl.com/
-- operates as a professional men's ice hockey team. The company
was formerly known as Minnesota North Stars and changed its name
to Dallas Stars, L.P., in 1993.
Dallas Stars and three affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 11-12935 to 11-12938) on Sept. 15, 2011.
The affiliates are Dallas Arena LLC, Dallas Stars U.S. Holdings
Corporation, and StarCenters LLC. Judge Peter J. Walsh presides
over the cases. Martin A. Sosland, Esq., and Ronit J. Berkovich,
Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel
to the Debtors. John H. Knight, Esq., at Richards Layton &
Finger, P.A., serves as the Debtors' Delaware counsel. The Garden
City Group, Inc., as their notice, claims, and solicitation agent.
Dallas Stars estimated $100 million to $500 million in assets and
debts in its petition. The petitions were signed by Robert L.
Hutson, chief financial officer.
The team is owned by Dallas businessman Thomas O. Hicks' HSG
Sports Group. Mr. Hicks was the former owner of the Texas
Rangers. The Texas Rangers were sold in a bankruptcy court-
supervised auction to a group led by Hall of Fame pitcher Nolan
Ryan for $593 million.
The Stars are the second NHL team to file for bankruptcy since
2009, after the Phoenix Coyotes.
Counsel to JP Morgan Chase Bank, N.A., as Prepetition First Lien
Agent, is Mitchell A. Seider, Esq., and Joseph Fabiani, Esq., at
Latham & Watkins LLP. Its Delaware counsel is Michael R.
Lastowski, Esq., at Duane Morris LLP.
First lien lender Monarch Alternative Capital LLC is represented
by Andrew M. Leblanc, Esq., at Milbank Tweed Hadley and McCloy
LLP.
Counsel to the NHL are Thomas W. Gowan, Esq., and J. Gregory
Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.
Counsel to GSP Finance LLC, as successor in interest to Barclays
Bank PLC, as Prepetition Second Lien Agent, is Jason Young, Esq.,
at Clifford Chance US LLP.
DECORATOR INDUSTRIES: Case Summary & Creditors List
---------------------------------------------------
Debtor: Decorator Industries, Inc.
dba Specialty Window Coverings
Superior Drapery
fdba Doris Lee Draperies
12240 SW 53rd Street, Suite 502
Cooper City, FL 33330
Bankruptcy Case No.: 11-37641
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of Florida (Fort Lauderdale)
Judge: John K. Olson
Debtor's Counsel: Mariaelena Gayo-Guitian, Esq.
GENOVESE JOBLOVE & BATTISTA, P.A.
200 E. Broward Boulevard, #1110
Ft Lauderdale, FL 33301
Tel: (954) 453-8000
Fax: (954) 453-8010
E-mail: mguitian@gjb-law.com
- and ?
Paul J. Battista, Esq.
GENOVESE JOBLOVE & BATTISTA, P.A.
100 SE 2 Street, #4400
Miami, FL 33131
Tel: (305) 349-2300
Fax: (305) 349-2310
E-mail: pbattista@gjb-law.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by William A. Johnson, president and CEO.
Debtor's List of Its 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Design Craft Fabrics -- $220,196
P.O. Box 95022
Palatine, IL 60095-0022
Hanes Fabrics Company -- $93,476
L&P Financial Services Co
P.O. Box 60984
Charlotte, NC 28260
Fabricut Contract -- $91,616
P.O. Box 470490
Tulsa, OK 74147
Crestmont Fabrics -- $65,133
Louis Plung & Company -- $59,000
Integra Fabrics -- $48,280
Tietex International Ltd ? GA -- $41,502
C.H. Robinson -- $28,309
Vytec, Incorporated -- $18,928
Northeast Contract -- $17,736
Rockland Industries, Inc. -- $15,215
Dirigo Stitching, Inc. -- $14,573
Northeast Textiles Inc. -- $14,244
Heritage House Fabrics -- $13,013
Robert Allen Group -- $12,691
R Equal, LLC -- $12,043
Louroth Industries -- $11,807
Encore Poly Corporation -- $11,579
Architex International -- $11,418
Choice Hotels International -- $11,280
DRINKS AMERICAS: Pays Balance of $55,000 Note in Full
-----------------------------------------------------
Drinks Americas Holdings, Ltd., on Nov. 17, 2010, borrowed $55,000
from an investor under a convertible promissory note at an annual
interest rate of 8%. On Sept. 19, 2011, the Company paid to the
Investor in cash the balance due under the Note resulting in a pay
off of the Note in full.
About Drinks Americas
Headquartered in Wilton, Conn., Drinks Americas Holdings, Ltd. --
http://www.drinksamericas.com/-- through its majority-owned
subsidiaries, Drinks Americas, Inc., Drinks Global, LLC, D.T.
Drinks, LLC, and Olifant U.S.A Inc., imports, distributes and
markets unique premium wine and spirits and alcoholic beverages
associated with icon entertainers, celebrities and destinations,
to beverage wholesalers throughout the United States.
The Company reported a net loss of $4.58 million on $497,453 of
net sales for the year ended April 30, 2011, compared with a net
loss of $5.61 million on $890,380 of net sales during the prior
year.
Bernstein & Pinchuk, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted that the Company has incurred
significant losses from operations since its inception and has a
working capital deficiency.
The Company's balance sheet at July 31, 2011, showed $1.09 million
in total assets, $5.10 million in total liabilities and a $4.01
million total stockholders' deficiency.
EAST PARIS: Case Summary & 11 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: East Paris Shoppes, LP
117 East Washington Street, 3rd Floor
Indianapolis, IN 46204
Bankruptcy Case No.: 11-12189
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Southern District of Indiana (Indianapolis)
Judge: Basil H. Lorch III
Debtor's Counsel: Deborah Caruso, Esq.
Meredith R. Thomas, Esq.
DALE & EKE P.C.
9100 Keystone Xing Ste 400
Indianapolis, IN 46240-2159
Tel: (317) 844-7400
Fax: (317) 574-9426
E-mail: dcaruso@daleeke.com
mthomas@daleeke.com
Scheduled Assets: $3,595,804
Scheduled Debts: $3,900,620
A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/insb11-12189.pdf
The petition was signed by Joyce A. Bradley, assistant secretary
of East Paris Shoppes Management, Inc., Debtor's general partner.
ELECTRIC MAINTENANCE: Case Summary & Creditors List
---------------------------------------------------
Debtor: Electric Maintenance and Construction, Inc.
9513 North Trask Street
Tampa, FL 33624
Bankruptcy Case No.: 11-18670
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Richard J. McIntyre, Esq.
MCINTYRE, PANZARELLA, THANASIDES & ELEFF
6943 East Fowler Avenue
Temple Terrace, FL 33617
Tel: (813) 899-6059
Fax: (813) 899-6069
E-mail: rich@mcintyrefirm.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb11-18670.pdf
The petition was signed by Edward A. Roseman, president.
ENCORIUM GROUP: Incurs $9.1 Million Net Loss in 2010
----------------------------------------------------
Encorium Group, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$9.08 million on $15.37 million of total revenue for the year
ended Dec. 31, 2010, compared with a net loss of $3.87 million on
$21.16 million of total revenue during the prior year.
The Company's balance sheet at Dec. 31, 2010, showed $7.97 million
in total assets, $11.73 million in total liabilities and a $3.76
million total stockholders' deficit.
Asher & Company, LTD, in Philadelphia, Pennsylvania, noted that
the Company's recurring losses from operations, current available
cash, and anticipated level of capital requirements necessary to
fund its current operations raise substantial doubt about its
ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/B5fejC
About Encorium Group
Encorium Group, Inc., is a clinical research organization that
engages in the design and management of complex clinical trials
for the pharmaceutical, biotechnology and medical device
industries. The Company was initially incorporated in August 1998
in Nevada. In June 2002, the Company changed its state of
incorporation to Delaware. In November 2006, it expanded its
international operations with the acquisition of its wholly-owned
subsidiary, Encorium Oy, a clinical research organization founded
in 1996 in Finland, which offers clinical trial services to the
pharmaceutical and medical device industries. Since 2006 the
Company has conducted substantially all of its European operations
through Encorium Oy and its wholly-owned subsidiaries located in
Denmark, Estonia, Sweden, Lithuania, Romania, Germany and Poland.
On July 16, 2009 the Company sold substantially all of the assets
relating to the Company's US line of business to Pierrel Research
USA, Inc., the result of which the Company no longer has any
employees or significant operations in the United States. Due to
this sale, for the three and nine months ended Sept. 30, 2010 and
2009, the results of the U.S. business have been presented as
discontinued operations in the consolidated condensed financial
statements.
ENIVA USA: Has Until Nov. 10 to File Plan and Disclosure Statement
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Minnesota has
extended the period during which Eniva USA, Inc., must file a
proposed disclosure statement and plan of reorganization to
no later than Nov. 10, 2011, and the period during which the
Debtor must obtain confirmation of its plan to no later than
Jan. 10, 2012.
About Eniva USA
Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998. It is a wholly owned subsidiary of
Wellspring International, Inc. It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor. It also sells its products
in Mexico, Puerto Rico, Bermuda, Canada and the U.K. through non
Debtor affiliates owned by Wellspring.
Eniva USA filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-41414) on March 1, 2011. Michael F. McGrath,
Esq., and Will R. Tansey, Esq. -- mfmcgrath@rqavichmeyer.com and
wrtansey@ravichmeyer.com -- at Ravich Meyer Kirkman Mcgrath &
Nauman, serve as the bankruptcy counsel. Leslie A. Anderson,
Ltd., is special counsel in connection with the appeal or
amendment of prior year sales tax returns. GuideSource serves as
financial consultant. The Debtor estimated its assets and debts
at $10 million to $50 million.
Habbo G. Fokkena, the U.S. Trustee for Region 12, appointed three
members to the official committee of unsecured creditors in the
Chapter 11 cases.
Richard D. Anderson, Esq. -- randerson@briggs.com -- at Briggs and
Morgan, P.A., in Minneapolis, Minn., represents Home Federal
Savings and Loan as counsel.
ENIVA USA: Can Continue Using Bank's Cash Collateral Until Jan. 6
-----------------------------------------------------------------
On Sept. 7, 2011 the U.S. Bankruptcy Court for the District of
Minnesota authorized Eniva USA, LLC, to use cash collateral in
accordance with a budget through Jan. 6, 2012. The Debtor is also
authorized to enter into the amended stipulation for use of cash
collateral with Home Federal Savings & Loan dated Sept. 7, 2011,
and the terms and conditions of the stipulation for use of cash
collateral are approved.
As of Aug. 31, 2011, a total of $223,089.22 was owed to the Bank
under the loan documents. The forgoing sum is exclusive of
attorney's fees, costs of collection, recording fees and other
charges payable under the Loan Documents.
For purposes of adequate protection and to the extent of use of
pre-petition cash collateral in which Home Federal has a security
interest, the Debtor is authorized to grant to Home Federal
replacement liens pursuant to 11 U.S.C. Section 552 in the
Debtor's post-petition assets of the same type and nature as are
subject to the pre-petition liens of the creditor. Each lien
granted under the order will have the same priority, dignity and
effect as the pre-petition liens of Home Federal on the pre-
petition property of the Debtor. The replacement liens will not
extend to any avoidance rights under Chapter 5 of the Bankruptcy
Code.
A copy of the amended stipulation for use of cash collateral dated
Sept. 7, 2011, is available for free:
http://bankrupt.com/misc/eniva.amendedsipulationoncashuse.pdf
Home Federal is represented by:
BRIGGS AND MORGAN, P.A.
Richard D. Anderson, Esq.
2200 IDS Center
80 South 8th Street
Minneapolis, MN 55402
Tel: (612) 977-8640
Fax: (612) 977-8650
E-mail: randerson@briggs.com
About Eniva USA
Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998. It is a wholly owned subsidiary of
Wellspring International, Inc. It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor. It also sells its products
in Mexico, Puerto Rico, Bermuda, Canada and the U.K. through non
Debtor affiliates owned by Wellspring.
Eniva USA filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-41414) on March 1, 2011. Michael F. McGrath,
Esq., and Will R. Tansey, Esq. -- mfmcgrath@rqavichmeyer.com and
wrtansey@ravichmeyer.com -- at Ravich Meyer Kirkman Mcgrath &
Nauman, serve as the bankruptcy counsel. Leslie A. Anderson,
Ltd., is special counsel in connection with the appeal or
amendment of prior year sales tax returns. GuideSource serves as
financial consultant. The Debtor estimated its assets and debts
at $10 million to $50 million.
Habbo G. Fokkena, the U.S. Trustee for Region 12, appointed three
members to the official committee of unsecured creditors in the
Chapter 11 cases.
Richard D. Anderson, Esq. -- randerson@briggs.com -- at Briggs and
Morgan, P.A., in Minneapolis, Minn., represents Home Federal
Savings and Loan as counsel.
FAGERDALA USA: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Fagerdala USA Land Holding, Inc.
2700 Wills Street
Marysville, MI 48040
Bankruptcy Case No.: 11-65530
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Steven W. Rhodes
Debtor's Counsel: Geoffrey T. Pavlic, Esq.
STEINBERG SHAPIRO & CLARK
25925 Telegraph Rd., Suite 203
Southfield, MI 48033-2518
Tel: (248) 352-4700
Fax: (248) 352-4488
E-mail: pavlic@steinbergshapiro.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 seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/mieb11-65530.pdf
The petition was signed by John Ballinger, vice-president.
FANNIE MAE: Knew Early of Abuses, FHFA Report Says
--------------------------------------------------
American Bankruptcy Institute reports that the inspector general
of the Federal Housing Finance Agency said Fannie Mae learned as
early as 2003 of extensive foreclosure abuses among the law firms
that it had hired to remove troubled borrowers from their homes,
but the company did little to correct the firms' practices.
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
The Company's balance sheet at Dec. 31, 2010 showed
$3.222 trillion in total assets, $3.224 trillion in total
liabilities and a $2.52 billion total deficit.
Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008. As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets. The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.
FLAT ROCK: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Flat Rock Holdings, LLC
P.O. Box 1051
Flat Rock, NC 28731
Bankruptcy Case No.: 11-10937
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Western District of North Carolina (Asheville)
Judge: George R. Hodges
Debtor's Counsel: David G. Gray, Esq.
81 Central Avenue
Asheville, NC 28801
Tel: (828) 254-6315
E-mail: judyhj@bellsouth.net
Scheduled Assets: $5,000,000
Scheduled Debts: $2,164,600
A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb11-10937.pdf
The petition was signed by Kenneth R. Hodges, member/manager.
FRIENDLY ICE CREAM: Files for Chapter 11 to Sell to Sun Capital
---------------------------------------------------------------
Friendly Ice Cream Corp., the owner and franchiser of about 490
restaurants, filed for Chapter 11 reorganization in Wilmington
(Bankr. D. Del. Lead Case No. 11-13167) to sell the business
mostly in exchange for debt to an affiliate of Sun Capital
Partners Inc. The existing owner and holder of second-lien debt
are also affiliates of Sun Capital.
Harsha V. Agadi, Chairman & CEO of Friendly's, said, "Thanks to
our dedicated employees and franchisees, we have made a lot of
progress, but our Company continued to face significant financial
challenges. This was exacerbated by the weak economy and rapidly
rising commodity costs that have impacted the entire restaurant
industry. The strategic decision to pursue a financial
restructuring will allow us to proactively and quickly improve our
financial position and ensure we have the resources to build a
better and stronger Friendly's for our loyal guests, retail
customers, suppliers and other business partners."
Store Closings
Friendly, based in Wilbraham, Massachusetts, said Oct. 5 it is
closing 63 stores, leaving about 424 operating.
After a thorough analysis of the profitability and contribution of
all Friendly's locations, including the lease costs involved, the
Company made the difficult but necessary decision to close
underperforming restaurants. These closures will help the Company
realize important cost savings and operational efficiencies that
will improve its financial foundation so it can better serve all
constituencies. Friendly's has encouraged employees from closed
locations to apply at nearby operating restaurants, where
available.
The Company said the remaining 424 Friendly's restaurants will be
open for business as usual during the restructuring, and there is
expected to be no impact to manufacturing and distribution
operations.
Franchise operators have about 230 of the locations.
Credit Bid
An affiliate of Boca Raton, Florida-based Sun Capital will pay
about $120 million for the business. The price includes enough
cash to pay first-lien debt and an amount of cash for unsecured
creditors to be negotiated with the official creditors' committee.
Aside from cash, Sun Capital will make a credit bid from the
$267.7 million in second-lien, pay-in-kind notes.
The bid from Sun Capital is subject to higher and better offers
at an auction. Under the proposed time-line, bids would be due
Nov. 24, followed by an auction on Dec. 1. A competing bid must
be at least $122.6 million in cash.
According to the Debtors, the sale of substantially all assets
will preserve the value of the Debtors' business as a going
concern.
DIP Financing
Friendly's has secured $71.3 million in debtor-in-possession
financing, which, along with the Company's cash flow, will provide
the working capital necessary to meet its ongoing obligations
during the restructuring. The Company expects to be able to
continue paying employee salaries and benefits, meet the needs of
its guests and retail customers and honor all gift cards.
The existing lenders are offering $71.3 million in secured
financing for the Chapter 11 case, including $50.6 million to be
advanced on an interim basis.
Road to Bankruptcy
According to the Company, the decision to financially restructure
through a Chapter 11 filing was driven largely by the challenges
of the current economic downturn, significantly increased costs,
particularly in commodities such as cream, rents that exceed
current market rates and certain of the Company's current
unrelated liabilities. The filing will provide Friendly's with
the tools and time to strengthen its balance sheet, close
underperforming restaurants, revisit certain agreements and
reposition the Company for long-term success.
Comparable-store sales have declined 4.5% this year, following a
3.7% drop in 2010.
Revenue during the first eight months of 2011 was $329.7 million.
Earnings before interest, taxes, depreciation and amortization of
$8.6 million in the period resulted in a default on loan
covenants.
Steven C. Sanchioni, chief financial officer, says that as the
Debtors' liquidity has suffered, the Debtors have struggled to
meet their debt service obligations. The Debtors have determined
that rather than continue to pursue temporary forbearances,
chapter 11 would provide the necessary tools to preserve asset
value.
The Company said it had total liabilities of $297 million. The
Pension Benefit Guaranty Corp. was listed as the creditor with the
largest unsecured claim. Wells Fargo Capital Finance Inc. is the
first-lien revolving credit lender owed $21.5 million.
About Friendly's
Friendly's is a full-service, family-oriented restaurant chain and
provider of ice cream products in the Eastern United States.
Friendly's operates roughly 490 restaurants located in 16 states.
In addition to its restaurant operations, Friendly's manufactures
a complete line of premium ice cream products distributed to more
than 7,000 supermarkets and other third party retail locations in
48 states.
Friendly's is the second company under Sun Capital's portfolio to
file for bankruptcy in a span of two days. Mexican-food chain
Real Mex, which operates restaurants such as Chevys, filed in
Wilmington, Delaware bankruptcy court on Oct. 3, 2011.
FRIENDLY ICE CREAM: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Friendly Ice Cream Corporation
1855 Boston Road
Wilbraham, MA 01095
Bankruptcy Case No.: 11-13167
Debtor-affiliates that filed separate Chapter 11 petitions:
Debtor Case No.
------ --------
Friendly's Restaurants Franchise, LLC 11-13166
Friendly's Realty I, LLC 11-13168
Friendly's Realty II, LLC 11-13169
Friendly's Realty III, LLC 11-13170
Type of Business: Founded in 1935, Friendly Ice Cream Corp.
operates a chain of about 500 family-style
restaurants in more than 15 states that
specialize in frozen dairy treats.
Web site: http://www.friendlys.com/
Chapter 11 Petition Date: October 5, 2011
Court: U.S. Bankruptcy Court
District of Delaware
Debtors' Counsel: James A. Stempel, Esq.
Ross M. Kwasteniet, Esq.
Jeffrey D. Pawlitz, Esq.
KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
E-mail: james.stempel@kirkland.com
ross.kwasteniet@kirkland.com
jeffrey.pawlitz@kirkland.com
Debtors'
Co-Counsel: Laura Davis Jones, Esq.
Timothy P. Cairns, Esq.
Kathleen P. Makowski, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
Wilmington, DE 19899-8705
Tel: (302)652-4100
Fax: (302)652-4400
E-mail: ljones@pszjlaw.com
tcairns@pszjlaw.com
kmakowski@pszjlaw.com
Debtors'
Financial
Advisors: ZOLFO COOPER
Grace Building
1114 Avenue of the Americas,
41st Floor
New York, NY 10036
Tel: (212) 561-4000
Debtors'
Claims, Noticing,
Soliciting and
Balloting Agent: EPIQ BANKRUPTCY SOLUTIONS, LLC
Estimated Assets: $100 million to $500 million
Estimated Debts: $100 million to $500 million
The petitions were signed by Steven C. Sanchioni, executive vice
president, chief financial officer, treasurer, and assistant
secretary.
Friendly Ice Cream's List of Its 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
PENSION BENEFIT GUARANTY PENSION UNKNOWN
CORPORATION
P.O. BOX 10308
SAN RAFAEL, CA 94912
BANK OF NEW YORK MELLON SENIOR $7,804,000
101 BARCLAY STREET FLOOR 8 WEST SUBORDINATED
NEW YORK, NY 10286 NOTES
FM FACILITY MAINTENANCE LLC TRADE DEBT $3,487,702
IPT HOLDING COMPANY LLC
DBA FM FACLITY MAINTENANCE
10 COLUMBUS BLVD, 4TH FLOOR
HARTFORD, CT 06106
KSL MEDIA INC TRADE DEBT $3,357,914
387 PARK AVENUE SOUTH
NEWYORK, NY 10016
ADVANTAGE IQ INC TRADE DEBT $1,300,000
5 1313 NORTH ATLANTIC
5TH FLOOR
SPOKANE, WA 99201
MERCURY WERKS TRADE DEBT $787,182
VALENCE PRINT MANAGEMENT LLC
DBA MERCURY WERKS
TOLLWAY PLAZA II,
15950 N. DALLAS PKWY
SUITE 730
DALLAS, TX 75248
THE VIA GROUP LLC TRADE DEBT $753,315
619 CONGRESS STREET
PORTLAND, ME 04101
ROCK-TENN CO TRADE DEBT $735,564
P.O. BOX 102064
ATLANTA, GA 30363
GREAT ATLANTIC & PACIFIC TEA CUSTOMER $699,629
CO INC
PARAGON DRIVE
MONTVALE, NJ 07645
ALL STAR DAIRY ASSOCIATION TRADE DEBT $534,418
P.O. BOX 63 2599
CINCINNATI, OH 45263
KOCH MEAT COMPANY TRADE DEBT $445,407
P.O. BOX 71176
CHICAGO, IL 60694
HEINZ NORTH AMERICA TRADE DEBT $419,920
P.O. BOX 371605
PITTSBURGH, PA 15251
COCA COLA COMPANY TRADE DEBT $391,196
P.O. BOX 102190
68 ANNEX
ATLANTA,GA 30368
ZIMMERMAN & PARTNERS TRADE DEBT $329,711
ADVERTISING INC
2200W. COMMERCIAL BLVD
SUITE 300
FT LAUDERDALE, FL 33309
SARDILLI PRODUCE & DAIRY CO TRADE DEBT $324,211
212 LOCUST STREET
HARTFORD, CT 06114
MCCAIN FOODS INC TRADE DEBT $316,029
P.O. BOX 2464
CAROL STREAM, IL 60132
GARELICK FARMS TRADE DEBT $301,673
DEAN NORTHEAST LLC
PHILADELPHIA, PA 19178
ROCHESTER MEAT COMPANY TRADE DEBT $237,401
CARGILL INC TRADE DEBT $190,052
ECOLAB INC TRADE DEBT $188,009
FRITO BANDITO: Case Summary & 8 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Frito Bandito, LLC
4558 Sherman Oaks Ave., 2nd Floor
Sherman Oaks, CA 91403
Bankruptcy Case No.: 11-21455
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Judge: Alan M. Ahart
Debtor's Counsel: Lewis R Landau, Esq.
23564 Calabasas Rd Ste 104
Calabasas, CA 91302
Tel: (888) 822-4340
Fax: (888) 822-4340
E-mail: lew@landaunet.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's eight largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-21455.pdf
The petition was signed by Jeff Katofsky, managing member.
Affiliate that filed separate Chapter 11 petition:
Petition
Debtor Case No. Date
------ -------- ----
Abby Normal, LLC 10-23417 10/22/10
GENERAL GROWTH: Boulevard Assoc, 4 Other Cases Closed
-----------------------------------------------------
Judge Allan L. Gropper of the U.S. Bankruptcy Court for the
Southern District of New York is deemed to have entered a final
decree closing the Chapter 11 cases, nunc pro tunc to
September 30, 2011, of five debtor affiliates of General Growth
Properties, Inc., pursuant to a final list filed with the Court
on October 3, 2011.
The five Reorganized Debtors referred to as "Group 2 Reorganized
Debtors" with closed Chapter 11 cases are:
Closing Debtor Case No.
-------------- --------
Boulevard Associates 09-12074
Elk Grove Town Center, L.P. 09-12005
Grand Canal Shops II, LLC 09-12157
Howard Hughes Properties, Inc. 09-12170
Victoria Ward Center L.L.C. 09-12302
Judge Gropper entered on September 22, 2011, a final decree
closing the Chapter 11 cases of 115 debtor affiliates referred to
as "Group 1 Reorganized Debtors."
The bankruptcy judge also required the Reorganized Debtors to
submit on or before October 8, 2011, a final list identifying
Group 2 Reorganized Debtors whose Chapter 11 cases that were
finally administered on or before September 30, 2011, but that
were not previously included in the Sept. 22 order.
Pursuant to the Sept. 22 order, 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. The Court will
retain jurisdiction as is provided for in the Project Debtors'
Joint Plan of Reorganization and the TopCo Debtors' Third Amended
Plan of Reorganization.
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.
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 clarified.
Likewise, 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, Judge Gropper held.
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: Eurohypo Asks Appellate Court Certification
-----------------------------------------------------------
General Growth Properties, Inc. and Eurohypo AG, New York Branch
submitted a notice of certification to the U.S. Court of Appeals
for the Second Circuit pursuant to Section 158(d)(2)(A) of the
Judiciary and Judicial Code that the circumstances specified in
Section 158(d)(2) exist.
The parties stated that leave to appeal this matter is not
required under Section 158(a).
This certification arises from an appeal from a final judgment of
the U.S. Bankruptcy Court for the Southern District of New York
entered on August 3, 2011.
Counsel to GGP, Marcia L. Goldstein, Esq., at Weil, Gotshal &
Manges LLP, in New York, averred that the judgment is one of
public importance because it determines the effect of a Chapter
11 filing on contractual rights to default rate interest, a
matter that will have ramifications for many companies and their
creditors as they consider the costs and benefits of Chapter 11
as a financial restructuring mechanism. The effect of the
Bankruptcy Court's judgment in this matter was to require payment
of approximately $89 million in additional interest to the
appellees, she said. Resolution of this issue by the Court of
Appeals will provide greater certainty for both borrowers and
lenders on the effect and ultimate cost of a Chapter 11 filing,
she asserted.
Moreover, an immediate appeal of the judgment to the Court of
Appeals will materially advance the progress of the Reorganized
Debtors' Chapter 11 case, Ms. Goldstein stressed. The Chapter 11
Plan of GGP and its affiliates were confirmed on October 21,
2010, and became effective in November 2010. At this juncture,
the only outstanding contested matters in the bankruptcy cases
are the appeal from the Eurohypo judgment and a companion appeal
which also relates to the appropriate rate of postpetition
interest on an oversecured claim, she said. Expedited resolution
of this appeal will hasten the conclusion of the Chapter 11 cases
and, upon resolution, allow entry of a final decree closing the
Chapter 11 Cases, she told the Court of Appeals.
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 MARITIME: Amends Credit Facilities with Oaktree Capital
---------------------------------------------------------------
General Maritime Corporation entered into amendments to its $550
million revolving credit facility, its $372 million term loan
facility and its $200 million credit facility with affiliates of
Oaktree Capital Management, L.P.
The Credit Agreement Amendments waive the covenant regarding
required minimum balance in cash, cash equivalents and revolver
availability under each of the Credit Facilities through Nov. 10,
2011, unless an event of default under any such Credit Facility
occurs prior to such date.
Under the terms of the amendment to the 2010 Credit Facility, the
amortization payment made on Sept. 30, 2011, will be used to pay
down the revolver loans in lieu of the term loans. The amount of
the Amortization Payment may be reborrowed, subject to the
satisfaction of certain conditions.
The Company also announced it continues to review its financing
options and is currently considering various alternatives with
respect to the restructuring of its capital structure. As a
result, General Maritime has commenced discussions with its
lenders and other creditors concerning a potential restructuring
of its indebtedness. There can be no assurance that the Company
will be able to reach agreement with its lenders and other
creditors on a consensual restructuring of its capital structure.
Jeffrey D. Pribor, Chief Financial Officer of General Maritime
Corporation, stated, "Management continues to take proactive
measures to increase the Company's financial flexibility during a
challenging market environment. We appreciate the ongoing support
from our distinguished lending group and remain focused on
pursuing opportunities to further strengthen our capital
structure."
As previously disclosed, in connection with the Oaktree
transactions, Peter C. Georgiopoulos, the Company's Chairman, was
granted an interest in a limited partnership that holds Oaktree's
investment in the Company. Mr. Georgiopoulos intends to assign
this limited partnership interest to the Company without any
consideration from the Company. Mr. Georgiopoulos determined to
take this step on his own initiative in order to eliminate any
appearance that, as a result of this holding, his interests are
not aligned with those of the Company and to emphasize his focus
on achieving a positive result for the Company in the current
environment. The Oaktree transactions were the result of an
extensive process, overseen by an independent committee of the
Company's Board of Directors, and its financial and legal
advisors. The assignment of the limited partnership interest
remains subject to Oaktree's consent.
Additional information on the Credit Agreement Amendments and
other events is available for free at http://is.gd/ZEY85N
About General Maritime Corp.
Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products. The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels. The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products. The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.
The Company reported a net loss of $216.66 million on $387.16
million of voyage revenue for the year ended Dec. 31, 2010,
compared with a net loss of $11.99 million on $350.52 million of
voyage revenue during the prior year.
The Company's balance sheet at June 30, 2011, showed $1.78 billion
in total assets, $1.44 billion in total liabilities, and
$339.32 million in total shareholders' equity.
Deloitte & Touche LLP, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditor noted that the Company requires additional
financing in order to meet its debt obligations that will come due
over the next year. In addition, the Company has current losses
from operations, a working capital deficit and the expectation
that certain of its loan covenants will not be achieved during
2011 without additional capital being raised, debt being
refinanced or covenants waived or amended.
* * *
Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications. At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.
"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter. If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding. General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011. Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."
In the Sept. 6, 2011, edition of the TCR, Moody's Investors
Service lowered its ratings of General Maritime Corporation:
Probability of Default to Caa3 from Caa1, Corporate
Family to Caa3 from B3 and senior unsecured to Ca from Caa2.
Moody's also affirmed the Speculative Grade Liquidity rating at
SGL-4. The outlook is negative.
The downgrade of the ratings to Caa3 reflects GenMar's still
tightening liquidity notwithstanding the recent issuance of junior
debt capital and relaxation of the minimum liquidity covenant of
its various debt facilities. Moody's believes that seasonal
freight rates will remain close to current levels through most of
2012, because growth in ton-mile demand is unlikely to absorb
continuing excess vessel supply. With the majority of the
company's current time-charter out contracts expiring in the next
12 to 15 months, GenMar will face increasing exposure to the
mainly lower spot market freight rates. Moody's expects the
company to continue to have a difficult time achieving positive
operating cash flow, which could threaten its ability to make cash
interest payments. The resultant overreliance on its cash
balance, which stood at almost $59 million at June 30, 2011 to
meet its operating and debt service requirements, could cause it
to fall out of compliance with the minimum liquidity covenant,
which the lenders recently agreed to lower to $35 million through
Dec. 31, 2011.
GERALD CHAMPION: Court OKs Cash Collateral Stipulation with BofA
----------------------------------------------------------------
Judge Robert H. Jacobvitz approved, on a final basis, a
stipulation between Otero County Hospital Association, Inc., dba
Gerald Champion Regional Medical Center, and Bank of America,
N.A., which:
-- authorizes the Debtors to use cash collateral;
-- provides adequate protection to the BofAk; and
-- addresses other issues with respect to the Debtor's
existing bond financing.
Pursuant to the Prepetition Financing Documents, the Debtor has
granted to BofA, and BofA holds, valid, binding, perfected,
enforceable, first priority Prepetition Liens in all of the
Prepetition Collateral. The Prepetition Liens are not subject to
avoidance, subordination, recharacterization, recovery, attack,
offset, counterclaim, defense or Claim of any kind pursuant to the
Bankruptcy Code or applicable non-bankruptcy law.
In addition to the Prepetition Liens, BofA will have, and has been
granted, the Replacement Liens in the Replacement Collateral as
provided in the Stipulation. To the extent the Replacement Liens
granted to BofA do not provide it with adequate protection from
any diminution in the value of its interests in the Prepetition
Collateral occurring from and after the Petition Date, BofA is
granted and will have Section 507(b) Claims.
The Debtor and BofA agree that the Stipulation Fee will be reduced
to $200,000.
About Gerald Champion
Otero County Hospital Association, Inc., dba Gerald Champion
Regional Medical Center -- http:/www.gcrmc.com/ -- is a not-for-
profit 99-bed acute care facility located in Alamogordo, N.M. It
filed for Chapter 11 bankruptcy (Bankr. N.M. Case No. 11-11-13686)
on Aug. 16, 2011. Craig H. Averch, Esq. (caverch@whitecase.com)
and Ronald Kevin Gorsich, Esq. (rgorsich@whitecase.com) of White &
Case, LLP, as well as John D. Wheeler & Associates, PC (jdw@jdw-
law.com) represent the Debtor.
HAMPTON ROADS: Completes Sale of Harbour Point to Sonabank
----------------------------------------------------------
Hampton Roads Bankshares, Inc., the holding company for Bank of
Hampton Roads and Shore Bank, announced that it has completed the
sale of the Company's Gateway Bank Harbour Point branch to
Southern National Bancorp of Virginia of McLean, Virginia. Under
the definitive agreement announced on June 29, 2011, Sonabank
purchased all deposits and selected assets associated with the
Harbour Point branch in Richmond, Virginia. The terms of the
transaction were not disclosed.
The Company was advised by Sandler O'Neill & Partners, L.P., on
this transaction.
About Hampton Roads Bankshares
Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia. The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961. Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co. Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and fifteen ATMs.
Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission. The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.
Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.
The Company said in its Form 10-Q for the Sept. 30, 2010 quarter
that due to its financial results, the substantial uncertainty
throughout the U.S. banking industry, and the Written Agreement
the Company and BOHR have entered into, doubts existed regarding
the Company's ability to continue as a going concern through the
second quarter of 2010. However, management believes this concern
has been mitigated by the initial closing of the Private Placement
that occurred on Sept. 30, 2010.
The Company reported a net loss of $210.35 million on $122.20
million of total interest income for the year ended Dec. 31, 2010,
compared with a net loss of $201.45 million on $149.44 million of
total interest income during the prior year.
The Company's balance sheet at June 30, 2011, showed $2.59 billion
in total assets, $2.43 billion in total liabilities, and
$161.64 million in total shareholders' equity.
HCA HOLDINGS: Inks $500MM Underwriting Pact with Barclays, et al.
-----------------------------------------------------------------
HCA Holdings, Inc., and HCA Inc., a wholly-owned subsidiary of the
Company, on Sept. 27, 2011, entered into an Underwriting Agreement
with Barclays Capital Inc., Deutsche Bank Securities Inc.,
Goldman, Sachs & Co., Morgan Stanley & Co. LLC, RBC Capital
Markets, LLC, and Wells Fargo Securities, LLC, as representatives
of the several underwriters named in the Underwriting Agreement,
for the issuance and sale by the Company of $500,000,000 aggregate
principal amount of its 8.00% Senior Notes due 2018.
On Oct. 3, 2011, the Notes were issued pursuant to a base
indenture, dated as of Aug. 1, 2011, among the Company, the Parent
Guarantor, Law Debenture Trust Company of New York, as trustee,
and Deutsche Bank Trust Company Americas, as registrar, paying
agent and transfer agent, as amended and supplemented by the
supplemental indenture, dated as of Oct. 3, 2011.
Net proceeds from the offering of Notes, after deducting
underwriter discounts and commissions and estimated offering
expenses, are estimated to be approximately $492 million. The
Company intends to use the net proceeds from the offering of Notes
for general corporate purposes, which may include funding a
portion of the acquisition of the remaining ownership interest in
our HCA-HealthONE LLC joint venture currently owned by the
Colorado Health Foundation and to pay related fees and expenses
The Notes will mature on Oct. 1, 2018. Interest on the Notes will
be payable semi-annually on April 1 and October 1 of each year,
commencing on April 1, 2012, to holders of record on the preceding
March 15 or September 15, as the case may be.
The Notes are the Issuer's senior obligations and: (i) rank senior
in right of payment to any of its future subordinated
indebtedness, (ii) rank equally in right of payment with any of
its existing and future senior indebtedness, (iii) are effectively
subordinated in right of payment to any of its existing and future
secured indebtedness to the extent of the value of the collateral
securing such indebtedness and (vi) are structurally subordinated
in right of payment to all existing and future indebtedness and
other liabilities of its subsidiaries.
A full-text copy of the Underwriting Agreement is available for
free at http://is.gd/Slbjzu
Asset-Based Revolving Credit Agreement
On Sept. 30, 2011, HCA Inc. entered into an asset-based revolving
credit agreement by and among HCA, the subsidiary borrowers party
thereto, the lenders party thereto and Bank of America, N.A., as
administrative agent and collateral agent.
The ABL Credit Agreement refinances and replaces HCA's existing
asset-based revolving credit agreement and, among other things,
provides for these changes:
(i) increases the credit facility from $2,000 million to $2,500
million;
(ii) increases the letter of credit commitment from $200 million
to $250 million and the swingline loan commitment from $100
million to $125 million;
(iii) extends the maturity of the credit facility from Nov. 16,
2012, to Sept. 30, 2016;
(iv) modifies the leverage-based pricing grid, increasing the
applicable margin from 1.25% to 1.50% at HCA's current
leverage ratio, which would be reduced to 1.25% upon HCA's
leverage ratio being lower than 3.50:1.00;
(v) changes the calculation of the commitment fee from a
leverage based calculation to a utilization threshold of
the credit facility;
(vi) provides for additional flexibility in the calculation of
the borrowing base as it relates to eligible accounts
outstanding 181 days or more from the original invoice
date, self-pay accounts and potential Medicaid accounts;
(vii) provides for the immediate available use of the borrowing
base as it relates to $173.456 million of the eligible
accounts in respect of the acquisition of HCA-HealthONE
LLC;
(viii) increases the threshold for ability to make investments,
dividends or repayment of junior debt from having to
maintain excess global availability of at least $250
million or excess facility availability of $125 million to
the greater of (1) 10% of the lesser of the aggregate
commitments outstanding under the ABL Credit Agreement or
the borrowing base effective at any time of determination
and (2) $325 million, (ix) increases the threshold for
triggering a cash dominion event from failure to maintain
excess global availability of at least $250 million or
excess facility availability of $125 million to the greater
of (1) 10% of the lesser of the aggregate commitments
outstanding under the ABL Credit Agreement or the borrowing
base effective at any time of determination and (2) $325
million, in each case for five consecutive business days
and (x) increases the threshold for triggering a springing
interest coverage ratio of less than 1.50:1.00 from failure
to maintain excess facility availability of at least 10% of
the borrowing base to the greater of (1) 10% of the lesser
of the aggregate commitments outstanding under the ABL
Credit Agreement or the borrowing base effective at any
time of determination and (2) $325 million.
The obligations under the ABL Credit Agreement will be secured by
certain account receivables on a first priority basis pursuant to
a security agreement, dated as of Sept. 30, 2011, by and among
HCA, the subsidiary borrowers party thereto and Bank of America,
N.A. as collateral agent.
A full-text copy of the Credit Agreement is available for free at:
http://is.gd/6NnMMC
About HCA Inc.
Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of Sept. 30, 2010. For the 12 months ended
Sept. 30, 2010, the company recognized revenue in excess of
$30 billion.
The Company's balance sheet at June 30, 2011, showed
$23.87 billion in total assets, $31.41 billion in total
liabilities, and a $7.53 billion stockholders' deficit.
* * *
In May 2011, Moody's Investors Service upgraded the Corporate
Family and Probability of Default Ratings of HCA Inc. (HCA) to B1
from B2. "The upgrade of HCA's rating reflects the considerable
progress the company has made in improving financial metrics and
managing the company's maturity profile since the November 2006
LBO," said Dean Diaz, a Moody's Senior Credit Officer. "While the
funding of distributions to shareholders at the end of 2010
increased debt levels, the growth in EBITDA and debt repayment
since the LBO have improved leverage metrics considerably from the
high levels seen just after the company went private," continued
Diaz.
As reported by the Troubled Company Reporter on March 14, 2011,
Moody's Investors Service commented that the completion of the IPO
by HCA Holdings, Inc., has no immediate impact on the company's B2
Corporate Family Rating. The outlook for the ratings remains
positive. While Moody's believes that the completion of the IPO
is a credit positive since proceeds are expected to be used to
repay outstanding debt, the estimated $2.6 billion of proceeds to
the company won't meaningfully reduce HCA's $28.2 billion debt
load.
In the March 16, 2011, edition of the TCR, Fitch Ratings has
upgraded its ratings for HCA Inc. and HCA Holdings Inc., including
the companies' Issuer Default Ratings which were upgraded to 'B+'
from 'B'. The Rating Outlook is revised to Stable from Positive.
The ratings apply to approximately $28.2 billion in debt
outstanding at Dec. 31, 2010. Fitch noted that HCA has made
significant progress in reducing debt leverage since it was taken
private in 2006 in a LBO which added $17 billion to the company's
debt balance; at Dec. 31, 2006, immediately post the LBO, debt-to-
EBITDA was 6.7x. Most of the reduction in debt leverage over the
past four years was accomplished through growth in EBITDA, which
Fitch calculates has expanded by $1.7 billion or 40% to $5.9
billion for 2010 versus $4.2 billion in 2006. Although the
company did not undertake a significant organizational
restructuring post the LBO, management has nevertheless been
successful in growing EBITDA and significantly expanding
discretionary free cash flow (FCF). Fitch believes this was
accomplished through various operational initiatives, including
expansion of profitable service lines and the divestiture of some
under performing hospitals, as well as the generally resilient
operating trend of the for-profit hospital industry during the
recent economic recession despite the pressure of increased levels
of uncompensated care and generally weak organic patient volume
trends.
HERCULES OFFSHORE: Liftboat Struck by Waterspouts in Louisiana
--------------------------------------------------------------
The Starfish, a 140 class liftboat, owned by Hercules Offshore,
Inc., capsized after being struck by multiple waterspouts. The
five crewmembers on the Vessel evacuated and were rescued at sea
shortly after the incident. The crewmembers were treated for
minor injuries and released from a Houma, Louisiana hospital. The
incident occurred at the Ship Shoal Block 116, approximately 30
miles southwest of Port Fourchon, Louisiana. Shortly after the
incident, the Company mobilized a nearby liftboat to the location
to monitor the condition of the Vessel and to coordinate the
salvage efforts, which have already commenced.
The Company is insured for damage to the Vessel up to the insured
value of $2.5 million, subject to a $1.0 million deductible. The
deductible does not apply in the event the Vessel is a total loss.
The Company also carries removal of wreck insurance, subject to a
$250,000 deductible.
About Hercules Offshore
Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally. The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies. The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.
The Company reported a net loss of $134.59 million on $657.48
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $91.73 million on $742.85 million of revenue during
the prior year.
The Company's balance sheet at June 30, 2011, showed $2.09 billion
in total assets, $1.14 billion in total liabilities, and
$944.48 million in stockholders' equity.
The Troubled Company Reporter said on Nov. 17, 2010, Moody's
Investors Service downgraded the Corporate Family Rating of
Hercules Offshore Inc. and the Probability of Default Rating to
Caa1 from B2. Moody's also downgraded Hercules' 10.5% senior
secured notes due 2017, its senior secured revolving credit
facility due 2012, and its senior secured term loan B due 2013,
all to Caa1 with LGD3, 45%. The outlook remains negative.
"The inability of Hercules to generate meaningful free cash flow
despite limited reinvestment in its aging fleet of rigs is cause
for concern," commented Stuart Miller, Moody's Senior Analyst.
"Without a significant de-leveraging of its balance sheet,
Hercules is following a path that could lead to financial hardship
at the first sign of a market softening." Hercules' Caa1 CFR
rating reflects its highly leveraged balance sheet and limited
ability to generate free cash flow. The Caa1 rating on the senior
secured notes reflects their pari passu secured position in
Hercules' capital structure relative to the senior secured credit
facilities.
HORIZON LINES: Completes Out-Of-Court Refinancing
-------------------------------------------------
Horizon Lines, Inc. announced Oct. 5 that it has completed a
comprehensive refinancing of the company's entire capital
structure. The new capital structure addresses the company's
financial needs by providing adequate liquidity to fund continuing
operations and the ability to achieve substantial additional debt
reduction.
"We now have a new capital structure that eliminates the
refinancing uncertainty faced by our company over the past several
months and better positions us for the future," said Stephen H.
Fraser, President and Chief Executive Officer. "We have put in
place a solid financial foundation that affords us the opportunity
to grow our business and significantly reduce debt over time."
The terms of the recapitalization, which results in a $652.8
million financial restructuring, consist of the following:
Certain holders of the 4.25% convertible senior notes due 2012
(the "2012 convertible notes") and certain other parties purchased
$225.0 million of 11.00% first-lien secured notes. The notes
mature in October 2016, and are callable at 101.5% of the
aggregate principal plus accrued and unpaid interest in year one,
and at par plus accrued and unpaid interest thereafter.
Certain holders of the 2012 convertible notes and certain other
parties also purchased $100.0 million of second-lien secured
notes, maturing in October 2016. The second-lien notes bear
interest, payable semi-annually at a rate of 13.00% per annum if
paid in cash, 14.00% per annum if paid 50% in cash and 50% in
kind, and 15.00% per annum if paid in kind, at the company's
option. The $100.0 million amount includes second-lien notes that
were issued in exchange for a $25.0 million bridge loan that was
entered into in September 2011, with the remaining $75.0 million
issued at par. The new second-lien secured notes are non callable
for two years. After that, they are callable at 106% of the
aggregate principal plus accrued and unpaid interest in year
three, at 103% plus accrued and unpaid interest in year four, and
at par plus accrued and unpaid interest thereafter.
Additionally, the company and its subsidiaries entered into a new,
$100.0 million, asset-based revolving credit facility arranged
through Wells Fargo Capital Finance, LLC to provide liquidity for
continuing operations. Availability under the ABL facility is
based on a percentage of eligible accounts receivable, up to a
maximum of $100.0 million. The ABL facility matures in October
2016, although the maturity will accelerate by 90 days if the
first-lien notes and second-lien notes have not been repaid,
refinanced or defeased by such date. The ABL facility bears
interest at a floating rate based on a specified spread over
LIBOR. The initial rate will be LIBOR plus 3.25%. No amounts were
drawn at the closing date, although there were $19.1 million of
outstanding letters of credit under the ABL facility, with $67.1
million available for borrowing.
The company also completed its exchange offer and consent
solicitation, in which $178.8 million of new 6.00% Series A
convertible senior secured notes due April 15, 2017, $99.3 million
of new 6.00% Series B mandatorily convertible senior secured
notes, and $49.7 million of common stock and warrants, issued at
$1.00 par value, were exchanged for the $327.8 million of 2012
convertible notes that were validly tendered in the exchange
offer. In total, 99.3% of the $330.0 million of 2012 convertible
notes were validly tendered in the exchange offer. Interest on the
new notes is payable semi-annually in cash. The Series A Notes are
convertible at the option of the holders, and at the company's
option under certain circumstances beginning on the one-year
anniversary of their issuance, into shares of common stock or
warrants, as described below. The Series B Notes are mandatorily
convertible into shares of the company's common stock or warrants
in two equal installments of approximately $49.7 million each on
the three-month and nine-month anniversaries of the consummation
of the exchange offer, subject to certain conditions, as described
below.
"We greatly appreciate the support of our note holders, previous
lender group and the new lenders to facilitate this comprehensive
and complex refinancing in an orderly and timely manner," said
Michael T. Avara, Executive Vice President and Chief Financial
Officer. "We also are grateful to our teams of advisors from
Kirkland & Ellis LLP and Moelis & Company for their expert advice,
creativity and diligence through this arduous process. Our thanks
further extends to Paul, Weiss, Rifkind, Wharton & Garrison LLP
and Houlihan Lokey, who were the legal and financial advisors,
respectively, to the holders of the 2012 convertible notes, for
their important contributions."
In the exchange offer, the company issued 25.1 million shares of
common stock and 24.6 million warrants, based on the U.S.
citizenship verifications of the participating 2012 convertible
note holders.
Under terms of the new notes, and subject to certain conditions
(including, without limitation, having sufficient authorized
shares of common stock and the continued listing of the common
stock), the company has the right to convert the new Series B
Notes into $49.7 million of common stock or warrants at
approximately $0.73 per share after January 5, 2012, and another
$49.7 million of common stock or warrants at approximately $0.73
per share after July 5, 2012. After October 5, 2012, subject to
certain conditions (including, without limitation, having
sufficient authorized shares of common stock and the continued
listing of the common stock), the company has the right to convert
into common stock or warrants the new Series A Notes at its
option, in whole or in part, and from time to time, at
approximately $0.45 per share, plus accrued and unpaid interest,
provided that the 30-trading-day, volume-weighted average price of
the common stock is at least $0.63 per share at the conversion
date.
Proceeds from the first-lien notes and the second-lien notes were
used, among other things, to satisfy in full the company's
obligations outstanding under its previous first-lien revolving
credit facility and term loan, which totaled $265.0 million in
principal and $1.4 million in accrued interest and fees.
In connection with the consent solicitation noted above, holders
of old notes consented to amend the indenture related to the 2012
convertible notes, and the company and the trustee executed a
supplemental indenture, removing or amending substantially all of
the restrictive covenants, as well as modifying certain of the
events of default and various other provisions contained in the
old indenture.
The company will file with the SEC a Current Report on Form 8-K
containing copies of the various agreements described herein.
.
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.
HOMEGOLD FINANCIAL: Ex-Chairman Presses High Court for Acquittal
----------------------------------------------------------------
Liz Hoffman at Bankruptcy Law360 reports that HomeGold Financial
Inc. former Chairman Jack Sterling asked the state Supreme Court
on Tuesday to overturn his securities fraud conviction and five-
year prison sentence.
According to Law360, Mr. Sterling said the state failed to prove
its case and that the trial judge erred and allowed irrelevant and
unduly prejudicial testimony of investors who lost millions when
HomeGold subsidiary Carolina Investors closed in 2003.
About HomeGold Financial
HomeGold Financial Inc. originated and sold residential mortgages
to homebuyers with credit problems. HomeGold later filed for
Chapter 11 bankruptcy after failing to make repayments of its
inter-company loan to subsidiary Carolina Investors, Inc. More
than 8,000 investors lost $275 million with HomeGold's collapse.
HomeGold Financial and HomeGold Inc. filed for Chapter 11
bankruptcy protection (Bankr. D. S.C. Case No. 03-03865) on
March 31, 2003. William E. Calloway, Esq., at Robinson, Barton,
McCarthy, Calloway & Johnson, P.A., represented the Debtors.
HomeGold Financial estimated assets and debts of more than
$100 million as of the Petition Date.
HUSSEY COPPER: Hiring Donlin Recano as Claims & Balloting Agent
---------------------------------------------------------------
Hussey Copper Corp. and its affiliates sought and obtained the
Bankruptcy Court's authority to employ Donlin Recano & Company
Inc. as their notice, claims and balloting agent.
Pre-bankruptcy, the Debtors paid DRC a $25,000 retainer.
Colleen McCormick, Chief Operating Officer at Donlin Recano --
cmccormick@donlinrecano.com -- attests that DRC neither holds nor
represents an interest adverse to the Debtors' estates.
About Hussey Copper
Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848. The Company and
its affiliates, 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 Company has more than 500 full-time employees.
Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011. Five other affiliates also
filed separate petitions (Case Nos. 11-13012 to 11-13016). Mark
Minuti, Esq., at Saul Ewing LLP, serves as counsel to the Debtors.
Hussey Copper Corp. estimated up to $50,000 in assets and up to
$100 million in debts. Hussey Copper Ltd. estimated $100 million
to $500 million in assets and debts.
HUSSEY COPPER: Seeks Extension of Schedules Filing Deadline
-----------------------------------------------------------
Hussey Copper Corp. and its affiliates are requesting more time to
file their schedules of assets and liabilities, statements of
financial affairs, and statements of executory contracts and
leases.
The Debtors want the deadline extended to 45 days from the
petition date. F.R.B.P. 1007 requires a Chapter 11 debtor to file
its Schedules and Statements together with its voluntary
bankruptcy petition or within 15 days from the petition date.
F.R.B.P. 1001(c) authorizes bankruptcy courts to extend the
deadline "for cause." Local rules in the Delaware bankruptcy
court, where the case is pending, automatically extends the
deadline for an additional 50 days if the debtor has more than 200
creditors and if the petition is accompanied by a creditor list.
Hussey Copper meets the local rule's criteria.
In essence, the Debtors said they're seeking a 15-day extension of
the deadline.
Hussey Copper said an extension is warranted, citing the
complexity and size of their businesses and the limited time and
resources the Debtors had to devote to the preparation of the
Schedules and Statements prior to filing for bankruptcy. The
Debtors believe the automatic 30-day extension may not be
sufficient to complete and verify the accuracy of their Schedules
and Statements since the Debtors need additional time to update
their books and records and collect necessary data.
About Hussey Copper
Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of
the leading manufacturers of copper products in the United States.
Hussey Copper was founded in Pittsburgh in 1848. The Company and
its affiliates, 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 Company has more than 500 full-time employees.
Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del.
Case No. 11-13010) on Sept. 27, 2011. Five other affiliates also
filed separate petitions (Case Nos. 11-13012 to 11-13016). Mark
Minuti, Esq., at Saul Ewing LLP, serves as counsel to the Debtors.
Hussey Copper Corp. estimated up to $50,000 in assets and up to
$100 million in debts. Hussey Copper Ltd. estimated $100 million
to $500 million in assets and debts.
HUDSON HEALTHCARE: Creditors Committee OKs Medical Center Sale
--------------------------------------------------------------
The Official Committee of Unsecured Creditors ("Committee") in the
Hudson Healthcare, Inc. bankruptcy voted to approve the sale of
Hoboken University Medical Center ("HUMC") to HUMC Holdco, LLC and
to approve a global settlement by and among the City of Hoboken,
the Hoboken Municipal Hospital Authority ("HMHA"), HUMC, and the
Committee. This decision, which will save New Jersey's oldest
operating hospital, comes after months of HUMC Holdco working
closely with the HMHA, the Department of Health and Senior
Services, and the NJ State Health Planning Board, which formally
recommended approval of the Certificate of Need for the transfer
of ownership.
HUMC Holdco remains committed to being fair to its employees and
as of today, 1,124 HUMC employees have accepted offers to continue
to serve the community at HUMC following the transition of
ownership to HUMC Holdco, which represents a 99% acceptance rate.
HUMC Holdco is looking forward to making the critical investments
in Hoboken's only community hospital to facilitate its success,
improve patient care and ensure its position as a lifeline, both
physical and financial, to the Hoboken community and its
surrounding neighborhoods. HUMC Holdco announced earlier this
month that they have reached an agreement with Horizon Blue Cross
Blue Shield, New Jersey's largest health insurance provider,
allowing HUMC to remain in-network with Horizon following the
transition of ownership to HUMC Holdco.
HUMC Holdco appreciates the ongoing support of Mayor Zimmer and
the City of Hoboken, the State of New Jersey and Governor
Christie, HMHA Chairwoman Tomarrazzo, and current members of the
HMHA and HUMC Boards. Most importantly, HUMC Holdco is grateful
for the support and loyalty of the physicians, current HUMC
employees who have dealt with the stress of the bankruptcy and an
uncertain future, and the community of Hoboken.
About Hudson Healthcare
Hudson Healthcare Inc. is the nonprofit operator of Hoboken
University Medical Center in Hoboken, New Jersey.
Hudson Healthcare filed for Chapter 11 protection (Bankr. D. N.J.
Case No. 11-33014) in Newark on Aug. 1, 2011, estimating assets
and debt of less than $50 million. Attorneys at Trenk,
Dipasquale, Webster, et al., serve as counsel to the Debtor.
Affiliate Hoboken Municipal Hospital Authority also sought Chapter
11 protection.
INNER CITY MEDIA: U.S. Trustee Unable to Form Committee
-------------------------------------------------------
The United States Trustee said that an official committee under 11
U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of
Inner City Media because an insufficient number of persons holding
unsecured claims against the Debtor has expressed interest in
serving on a committee.
The U.S. Trustee reserves the right to appoint such a committee
should interest developed among the creditors.
On Aug. 23, 2011, affiliates of Yucaipa and CF ICBC LLC, Fortress
Credit Funding I L.P., and Drawbridge Special Opportunities Fund
Ltd., signed involuntary Chapter 11 petitions for Inner City Media
Corp. and its affiliates (Bankr. S.D.N.Y. Case Nos. 11-13967 to
11-13979) to collect on a $254 million debt.
The Petitioning Creditors are party to the senior secured credit
facility pursuant to which they (or their predecessors in
interest) extended $197 million in loans to the Alleged Debtors to
be used for general corporate purposes. More than two years ago,
the Alleged Debtors defaulted under the Senior Secured Credit
Facility, and in any event the entire amount of principal and
accrued and unpaid interest and fees became immediately due and
payable on Feb. 13, 2010.
Inner City Media's affiliates subject to the involuntary Chapter
11 are ICBC Broadcast Holdings, Inc., Inner-City Broadcasting
Corporation of Berkeley, ICBC Broadcast Holdings-CA, Inc., ICBC-
NY, L.L.C., ICBC Broadcast Holdings-NY, Inc., Urban Radio, L.L.C.,
Urban Radio I, L.L.C., Urban Radio II, L.L.C., Urban Radio III,
L.L.C., Urban Radio IV, L.L.C., Urban Radio of Mississippi,
L.L.C., and Urban Radio of South Carolina, L.L.C.
Judge Shelley C. Chapman granted each of Inner City Media
Corporation and its debtor affiliates relief under Chapter 11 of
the United States Code. The decision came after considering the
involuntary petitions, and the Debtors' answer to involuntary
petitions and consent to entry of order for relief and reservation
of rights.
Attorneys for Yucaipa Corporate Initiatives Fund II, L.P. and
Yucaipa Corporate Initiatives (Parallel) Fund II, L.P. are John J.
Rapisardi, Esq., and Scott J. Greenberg, Esq., at Cadwalader,
Wickersham & Taft LLP. Attorneys for CF ICBC LLC, Fortress Credit
Funding I L.P., and Drawbridge Special Opportunities Fund Ltd. are
Adam C. Harris, Esq., and Meghan Breen, Esq., at Schulte Roth &
Zabel LLP.
Akin Gump Strauss Hauer & Feld LLP serves as the Debtors' counsel.
Rothschild Inc. serves as the Debtors' financial advisors and
investment bankers. GCG Inc. serves as the Debtors' claims agent.
JAI HANUMAN: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: JAI Hanuman, Inc.
2805 Safe Harbor Drive
Tampa, FL 33619
Bankruptcy Case No.: 11-18115
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
115 N. MacDill Avenue
Tampa, FL 33609-1521
Tel: (813) 877-4669
Fax: (813) 877-5543
E-mail: Buddy@tampaesq.com
Scheduled Assets: $971,325
Scheduled Debts: $3,430,097
A list of the Company's nine largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-18115.pdf
The petition was signed by Jitendra Makanji, president.
JAVA VILLAGE: Case Summary & 9 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Java Village, LLC
fka Bay Star Estate Services, LLC
4702 East Busch Boulevard
Tampa, FL 33617
Bankruptcy Case No.: 11-18303
Chapter 11 Petition Date: September 29, 2011
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Leon A. Williamson, Jr., Esq.
LEON A. WILLIAMSON, JR., P.A.
306 S. Plant Avenue, Ste. B
Tampa, FL 33606
Tel: (813) 253-3109
Fax: (813) 253-3215
E-mail: leon@lwilliamsonlaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's nine largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-18303.pdf
The petition was signed by Abdul Raouf Dabus, managing member.
JC 2020: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: JC 2020 Corp.
P.O. Box 741475
Los Angeles, CA 90004
Bankruptcy Case No.: 11-50779
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
Central District Of California (Los Angeles)
Judge: Peter Carroll
Debtor's Counsel: James Mortensen, Esq.
SOCAL LAW GROUP PC
8 Corporate Pk Ste 300
Irvine, CA 92606
Tel: (949) 231-7232
Fax: (815) 301-9113
E-mail: pimmsno1@aol.com
Scheduled Assets: $4,683,500
Scheduled Debts: $5,766,970
A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-50779.pdf
The petition was signed by Benjamin An, president.
JOHN L. UNDERWOOD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: John L. Underwood Company, Inc.
4450 Commerce Drive SW
Atlanta, GA 30336
Bankruptcy Case No.: 11-78907
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Brad A. Baldwin, Esq.
BURR & FORMAN LLP
171 Seventeenth Street, NW, Suite 1100
Atlanta, GA 30363
Tel: (404) 685-4332
E-mail: bbaldwin@burr.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company?s list of its 20 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-78907.pdf
The petition was signed by Douglas M. Underwood, president.
Affiliates that filed separate Chapter 11 petitions:
Debtor Case No.
------ --------
John L. Underwood Company, Inc. 11-78907
Underwood Air Systems, Inc. 11-78908
Underwood HVAC, Inc. 11-78909
Underwood Administrative Services, Inc. 11-78911
Lockwood Products, Inc. 11-78913
6000, LLC 11-40368
JOHN MAWYER: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: John C. Mawyer
9 Stoney Point
Charleston, WV 25314
Tel: (304) 610-5543
Bankruptcy Case No.: 11-20697
Involuntary Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of West Virginia (Charleston)
Judge: Ronald G. Pearson
Petitioners' Counsel: Spencer D. Elliott, Esq.
LEWIS, GLASSER, CASEY & ROLLINS PLLC
P.O. Box 1746
Charleston, WV 25326-1746
Tel: (304) 345-2000
E-mail: selliott@lgcr.com
Creditor who signed the Chapter 11 petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
First Bank of Charleston, Inc. Secured Loan $450,221
201 Pennsylvania Avenue
Charleston, WV 25302
Tel: (304) 340-3000
KERRIGAN AVENUE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Kerrigan Avenue Realty Inc.
10 Sandburg Court
Teanceck, NJ 07666
Bankruptcy Case No.: 11-38947
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
District of New Jersey (Newark)
Judge: Rosemary Gambardella
Debtor's Counsel: Nicholas Fitzgerald, Esq.
FITZGERALD & ASSOCIATES
649 Newark Avenue
Jersey City, NJ 07306
Tel: (201) 435-7372
Fax: (201) 435-7361
E-mail: nickfitz.law@gmail.com
Scheduled Assets: $2,400,000
Scheduled Debts: $2,150,000
The Company?s list of its largest unsecured creditors filed with
the petition does not contain any entry.
The petition was signed by Je Y. Yu, president.
LAKE AT FAUSETT: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: The Lake at Fausett Bluffs, LLC
551 Riverstone Parkway, Suite 110
Canton, GA 30114
Bankruptcy Case No.: 11-78676
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Judge: C. Ray Mullins
Debtor's Counsel: Edward F. Danowitz, Jr., Esq.
DANOWITZ & ASSOCIATES, P.C.
300 Galleria Parkway, NW, Suite 960
Atlanta, GA 30339
Tel: (770) 933-0960
E-mail: edanowitz@danowitzlegal.com
Scheduled Assets: $1,057,561
Scheduled Debts: $1,120,082
The Company?s list of its 11 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb11-78676.pdf
The petition was signed by James W. Barr, III, manager.
LIASET COMPANY: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Liaset Company, LLC
dba Black Dog Inn
40 Sharps Circle
Reno, NV 89519
Bankruptcy Case No.: 11-53065
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
District of Nevada (Reno)
Judge: Bruce T. Beesley
Debtor's Counsel: Stephen R Harris, Esq.
BELDING, HARRIS & PETRONI, LTD
417 W Plumb Ln
Reno, NV 89509
Tel: (775) 786-7600
Fax: (775) 786-7764
E-mail: steve@renolaw.biz
Estimated Assets: $0 to $50,000
Estimated Debts: $100,001 to $500,000
A copy of the list of three largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb11-53065.pdf
The petition was signed by John C. Blom, managing member.
LITHIUM TECHNOLOGY: Executes Joint Venture with Hawker GmbH
-----------------------------------------------------------
Lithium Technology Corporation executed definitive agreements on
Sept. 27, 2011, to form a German joint venture limited liability
company with one of its strategic distribution partners, Hawker
GmbH, a subsidiary of EnerSys, to produce large format lithium-ion
battery cells. The closing date for the transaction is Oct. 17,
2011, and the parties anticipate that the JV will commence
operations and production of the battery cells thereafter.
The JV was formed effective as of Sept. 23, 2011, under the name
EAS Germany GmbH. Pursuant to the terms of the Joint Venture
Agreement and the Contribution Agreement between the parties,
EnerSys will contribute cash to the JV and LTC will contribute
certain assets of LTC's German subsidiary, GAIA Akkumulatorenwerke
GmbH, including all machinery and equipment located at its
Nordhausen, Germany facility, which is LTC's primary production
facility, and certain personnel, contracts and liabilities of
GAIA. For its contribution, EnerSys shall receive a 60% interest
in the JV and LTC, through GAIA, will receive a 40% interest for
its contribution.
The JV Agreement further provides that, except for transfers to an
affiliate of a JV Member, neither JV Member may transfer its
ownership interest in the JV for a period of 5 years from the
Closing Date. After that period, each member may transfer its
ownership interest in accordance with the provisions of the JV
Agreement, which includes a right of first refusal, tag-along
rights, drag-along rights and call options. Provided that there
is sufficient cash to fund the future obligations and investments
of the JV as set forth in the JV's business plan approved by the
JV members, the JV members shall have the right to request that up
to 50% of the annual profits of the JV be distributed to the JV
Members in accordance with their respective ownership percentages.
The JV will initially have one managing director, a former EnerSys
employee, constituting the Management Board, and EnerSys will have
the right to appoint one additional managing director. The JV
will also have an Advisory Board consisting of three members, two
of which will be appointed by EnerSys and one will be appointed by
GAIA. The Advisory Board will discuss strategic and business
issues of the JV, will promote cooperation between the JV Members
and shall be the decision-maker for (i) any matters referred to it
by the Management Board pursuant to the rules of procedure of the
JV and (ii) any major corporate actions, including any capital
investments in excess of EUR100,000 (approximately $135,570),
encumbrance of JV assets, amendment or termination of any
agreements between a member and the JV and any mandatory capital
contributions to the JV. EnerSys' right to appointment of the
additional managing director is subject to the prior review of
such person by the Advisory Board of the JV and their approval
thereof, which approval shall be granted except for a finding of
good cause not to approve such appointment by the Advisory Board.
Certain corporate actions of the JV will require approval of at
least 75% of the JV Members, as specified in the JV Agreement.
The JV Agreement is not terminable by either party prior to
March 31, 2016, and thereafter will renew automatically for three
year periods. The JV Agreement is terminable in any renewal
period by a JV Member upon one (1) year advance notice to the
other JV Member.
As part of the transaction, the JV, LTC, and EnerSys also entered
or agreed to enter into intellectual property license agreements,
management and administrative services agreement, supply
agreements, a real property lease agreement and other ancillary
transaction agreements. Pursuant to the terms of these
transaction agreements, LTC, GAIA or Dilo Trading AG:
(a) agree to grant the JV a 10 year non-exclusive, royalty-free
license to certain intellectual property related to large
format high-power rechargeable lithium-ion battery cell
technology for use in the civilian transportation market,
which license can be extended for additional 10 year terms;
(b) agree to grant a subsidiary of EnerSys a 10 year exclusive,
royalty free license to certain intellectual property
related to large format high-power rechargeable lithium-ion
battery cell technology for use in all other markets other
than the civilian transportation market, including the
submarine, defense and industrial markets, which license is
sub-licensable to the JV and can be extended for additional
10 year terms;
(c) agree to purchase products manufactured by the JV at
specified volumes and prices to be distributed to LTC and
GAIA's customers in accordance with their customer orders
or forecasts of customer demand for a term ending on
March 31, 2015;
(d) will receive certain research, development and engineering
services from the JV and transferred employees employed by
the JV following the Closing Date on a monthly basis from
time to time; and
(e) agree to lease the Nordhausen, Germany facility to the JV
for an initial term of five years, with one option to
extend for an additional five year term, for an annual base
rental amount of approximately EUR375,000 (approximately
$508,387).
Pursuant to the terms of the aforementioned transaction
agreements, EnerSys (x) agreed to purchase products manufactured
by the JV to be distributed to EnerSys' customers in accordance
with its customer orders or forecasts of customer demand for a
term ending on March 31, 2015, (y) agreed to provide management
and administrative services to the JV for the payment of
management fees and reimbursement of reasonable expenses, and (z)
agreed to make a one-time payment of 1,500,000 Euros
(approximately $2,033,550) for the intellectual property licenses
on the Closing Date.
About Lithium Technology
Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
mid-volume production stage company that develops large format
lithium-ion rechargeable batteries to be used as a new power
source for emerging applications in the automotive, stationary
power, and national security markets.
The Company reported a net loss of $7.25 million on $6.35 million
of products and services sales for the year ended Dec. 31, 2010,
compared with a net loss of $10.51 million on $7.37 million of
product and services sales during the prior year.
The Company's balance sheet at June 30, 2011, showed $10.29
million in total assets, $37.44 million in total liabilities and a
$27.15 million total stockholders' deficit.
$7 Mil. Funding Needed
As reported by the TCR on April 8, 2011, the Company entered into
a number of financing transactions and is continuing to seek other
financing initiatives. The Company said it will need to raise
additional capital to meet its working capital needs and to
complete its product commercialization process. Such capital is
expected to come from the sale of securities and debt financing.
The Company believes that if it raises approximately $7 million in
debt and equity financings, the Company would have sufficient
funds to meet its needs for working capital and capital
expenditures and to meet expansion plans during 2011. If the
Company is not able to raise such additional capital, the Company
will assess all available alternatives including a sale of the
Company's assets or merger, the suspension of operations and
possibly liquidation, auction, bankruptcy, or other measures.
Going Concern
As reported by the TCR on April 8, 2011, Amper, Politziner &
Mattia, LLP, Edison, New Jersey, after auditing the Company's
financial statements for the year ended Dec. 31, 2010, noted that
the Company has recurring losses from operations since inception
and has a working capital deficiency that raise substantial doubt
about its ability to continue as a going concern.
In the Form 10-Q, the Company acknowledged that as of March 31,
2011, it had an accumulated deficit of approximately $158,555,000.
The Company has financed its operations since inception primarily
through equity financings, loans from shareholders and other
related parties, loans from silent partners and bank borrowings
secured by assets. The Company has recently entered into a number
of financing transactions and are continuing to seek other
financing initiatives. The Company will need to raise additional
capital to meet its working capital needs and to complete its
product commercialization process. Such capital is expected to
come from the sale of securities and debt financing. Continuation
of the Company's operations in the future is dependent upon
obtaining consent from the lenders to extend the respective
maturity date of the debentures.
LODGENET INTERACTIVE: Mark Cuban Discloses 9.5% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Mark Cuban disclosed that he beneficially
owns $2,400,000 shares of common stock of LodgeNet Interactive
Corporation representing 9.5% of the shares outstanding based on
25,209,580 shares of Common Stock reported in the Company's Form
10-Q for the period ended June 30, 2011. A full-text copy of the
filing is available for free at http://is.gd/rz0gcd
About LodgeNet Interactive
Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET), formerly LodgeNet Entertainment Corp. --
http://www.lodgenet.com/-- provides media and connectivity
solutions designed to meet the unique needs of hospitality,
healthcare and other guest-based businesses. LodgeNet Interactive
serves more than 1.9 million hotel rooms worldwide in addition to
healthcare facilities throughout the United States. The Company's
services include: Interactive Television Solutions, Broadband
Internet Solutions, Content Solutions, Professional Solutions and
Advertising Media Solutions. LodgeNet Interactive Corporation
owns and operates businesses under the industry leading brands:
LodgeNet, LodgeNetRX, and The Hotel Networks.
The Company reported a net loss of $11.68 million on $452.17
million of total revenues for the year ended Dec. 31, 2010,
compared with a net loss of $10.15 million on $484.49 million of
total revenue during the prior year.
The Company's balance sheet at June 30, 2011, showed
$419.22 million in total assets, $470.10 million in total
liabilities, and a $50.87 million total stockholders' deficiency.
* * *
Lodgenet carries a 'B3' long term corporate family rating and a
'Caa1' probability of default rating, with 'stable' outlook, from
Moody's. It has 'B' long term foreign and local issuer credit
ratings, with 'stable' outlook, from Standard & Poor's.
"In Moody's opinion, continued cautious investment from LodgeNet's
hotel customers will hamper intermediate term growth in its core
hospitality services business, and over the long term competing
forms of entertainment will pressure this revenue stream as the
company seeks to defend its relevance to both hotel operators and
hotel guests. The B3 corporate family rating incorporates these
weak growth prospects, mitigated somewhat by the company's
moderately high financial risk profile and demonstrated capacity
to generate positive free cash flow throughout challenging
economic conditions, along with a measure of stability from the
monthly fees it receives from hotels regardless of occupancy,"
Moody's said in October 2010.
MADISON 92ND: Section 341(a) Meeting Adjourned Due to Holiday
-------------------------------------------------------------
The U.S. Trustee for Region 2 has adjourned a meeting of creditors
of Madison 92nd Street Associates LLC due to the Jewish Holidays,
and will be rescheduled with a new notice filed on the ECF system.
This meeting of creditors is required under Section 341(a) of the
Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About Madison 92nd
Madison 92nd Street Associates, LLC, owns real property improved
by a hotel located at 410 East 92nd Street, New York, known as the
Upper East Side Courtyard by Marriott. It filed for Chapter 11
bankruptcy protection as lender General Electric Capital Corp.,
owed $74 million, has scheduled a foreclosure sale for Aug. 24,
2011. The petition (Bankr. S.D.N.Y. Case No. 11-13917) was filed
Aug. 16, 2011, before Judge Stuart M. Bernstein. J. Ted Donovan,
Esq., at Goldberg Weprin Finkel Goldstein LLP, serves as the
Debtor's counsel. It scheduled $84,471,069 in assets and
$75,398,580 in debts. The petition was signed by Louis Taic,
managing member of 92nd Hotel Associates, LLC and Jeffrey Kosow,
managing member of JKNY, LLC, members of the Debtor.
Courtyard Management Corporation, which manages and operates the
hotel pursuant to a management agreement, is represented by Thomas
R. Califano, Esq., and William M. Goldman, Esq., at DLA Piper LLP
(US).
The Bankruptcy Judge appointed an examiner to explore the best
route to reorganization for the Debtor amid a rift between two
investor groups.
MARITIME COMMS: U.S. Trustee Appoints 3-Member Creditors' Panel
----------------------------------------------------------------
The United States Trustee for Region 5, pursuant to 11 U.S.C. Sec.
1102(a) and (b), appointed three unsecured creditors to serve on
the Chapter 11 Creditors Committee of Maritime Communications/Land
Mobile, LLC.
The Creditors Committee members are:
1. Justin Shelton
811 8th Avenue North
Columbus, MS 39701
Tel: (662) 364-0007
Fax: (662) 329-8925
E-mail: justinint@hotmail.com
2. Wilshire & Grannis LLP
ATTN: Jonathan Mirsky
1200 Eighteenth Street NW
Washington DC 20036
Tel: (202) 730-1310
Fax: (202) 730-1301
E-mail: jmirsky@wiltshiregrannis.com
3. Sextons, Inc.
ATTN: Britt Sexton
P.O. Box 369
Decatur, AL 35602
Tel: (256)355-3660
Fax: (256)355-1548
E-mail: bsexton@sextonsinc.com
Maritime Communications/Land Mobile, LLC, owns and operates
numerous licenses for wireless and cellular services. Its assets
primarily include Federal Communications licenses. The Company
filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463)
on Aug. 1, 2011, in Aberdeeen, Mississippi. Craig M. Geno, Esq.,
at Harris Jernigan & Geno, PLLC, in Ridgeland, Mississippi, serves
as counsel to the Debtor. In its schedules, the Debtor disclosed
$47,649,673 in assets, and $31,252,752 in liabilities as of the
petition date.
MAYSVILLE INC: Can Hire Bast Amron as Counsel on a Final Basis
--------------------------------------------------------------
The Honorable Laurel M. Isicoff has approved, on a final basis,
the application of Maysville, Inc. to employ Bast Amron LLP as its
counsel, nunc pro tunc to the Petition Date.
Jeffrey Bast, Esq. and Bast Amron hold no interest adverse to the
Debtor or its estate in the matters upon which they are to be
engaged. Mr. Bast and Bast Amron are disinterested persons as the
term is defined pursuant to Section 101(14) of the Bankruptcy
Code.
Counsel can be contacted at:
Jeffrey P. Bast, Esq.
BAST AMRON LLP
SunTrust International Center
One Southeast Third Avenue, Suite 1440
Miami, Florida 33131
Tel: (305) 379-7904
Fax: (305) 379-7905
E-mail: jbast@bastamron.com
About Maysville, Inc.
Maysville, Inc., owns and rents condominium and apartment units in
a property called the Platinum Condominium located at Biscayne
Boulevard and 29th Street in Miami, Florida.
Maysville filed its second voluntary petition under Chapter 11 on
Aug. 11, 2011, with the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) before the Hon. Laurel M. Isicoff.
The bankruptcy case is Maysville, Inc., Case No. 11-32532.
Jeffrey P. Bast, Esq., at Bast Amron LLP, in Miami, Florida --
jbast@bastamron.com -- serves as the Debtor's bankruptcy counsel.
Jeffery J. Pardo, Esq., at Pardo Gainsburg P.L., in Miami,
Florida, is the Debtor's special litigation counsel.
The Debtor disclosed $17,590,927 in assets and $25,076,637 in
liabilities.
Deadline to file a complaint to determine dischargeability of
certain debts is November 14, 2011. Proofs of Claim are due by
Dec. 12, 2011.
MCDONALD BROTHERS: Can Access BB&T Cash Collateral Until Oct. 16
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina has authorized McDonald Brothers, Inc., to use cash
collateral, in which Branch Banking and Trust Company asserts an
interest, on an interim basis through and including Oct. 16, 2011,
in an aggregate amount not to exceed $688,762, for the purposes
and subject to the sub-limits as set forth in a budget for the
period, not to exceed 110% on a line-item cumulative basis,
pending further orders of the Court after notice and hearing.
A copy of the budget is available for free at:
http://bankrupt.com/misc/mcdonald.ckt56.pdf
As adequate protection for the use of cash collateral, BB&T will
have a continuing post-petition lien and security interest in all
property and categories of property of the Debtor in which and of
the same priority as said creditor held a similar, unavoidable
lien as of the Petition Date, and the proceeds thereof, whether
acquired prepetition or postpetition, equivalent to a lien granted
under Sections 364(c)(2) and (3) of the Bankruptcy Code, but only
to the extent of Cash Collateral used.
A further hearing (which may be a final hearing) on the motion for
authority to use cash collateral will be held at 10:00 a.m. on
Oct. 13, 2011.
As reported in the TCR on Sept. 6, 2011, the Debtor entered into a
prepetition loan agreement with Branch Banking and Trust Company,
which provides for (i) a term loan in the principal amount of
$4,606,909, and (ii) a revolving line of credit in the maximum
amount of $3,000,000. The Loans are secured by a first priority
security interest in all of the Debtor's existing and after-
acquired accounts and inventory, liens against real property,
including any income, rents and profits generated by the property,
and security interests or liens against certain property owned by
McDonald Family Farms, LLC, Angus A. McDonald, Jr., and his
mother, Virginia C. L. McDonald.
As of the Petition Date, the outstanding principal, interest and
fees owed under the Term Loan and the Revolver Loan totaled
approximately $4,434,000 and $2,446,600, respectively.
About McDonald Brothers
McDonald Brothers, Inc., in Southern Pines, North Carolina, is a
building materials and services supplier that has been a family-
owned and operated business since 1885. It has three business
operations in North Carolina located in the towns of Southern
Pines, Siler City, and West End. It sells its products and
services throughout the south-central region of North Carolina and
northeastern South Carolina. Over the past few years, its
business has declined as a result of the depressed real estate
market and the recession.
McDonald Brothers filed for Chapter 11 bankruptcy (Bankr. M.D.N.C.
Case No. 11-81363) on Aug. 22, 2011. John A. Northen, Esq., and
Stephanie Osborne-Rodgers, Esq., at Northen Blue, LLP, in Chapel
Hill, N.C., serve as the Debtor's counsel. The Debtor scheduled
$10,540,708 in assets and $10,132,635 in debts. The petition was
signed by Angus A. McDonald, Jr., president.
MECHANICAL INSULATION: Case Summary & 9 Largest Unsec Creditors
---------------------------------------------------------------
Debtor: Mechanical Insulation Specialists, a Nevada Corporation
2925 Brookspark Drive
North Las Vegas, NV 89030
Bankruptcy Case No.: 11-25409
Chapter 11 Petition Date: September 29, 2011
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Mike K. Nakagawa
Debtor's Counsel: Samuel A. Schwartz, Esq
THE SCHWARTZ LAW FIRM, INC.
6623 Las Vegas Blvd. So., Ste 300
Las Vegas, NV 89119
Tel: (702) 385-5544
Fax: (702) 385-2741
E-mail: sam@schwartzlawyers.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
together with the petition is available for free at
http://bankrupt.com/misc/nvb11-25409.pdf
The petition was signed by Cyndie Daley, president.
MRA PELICAN: Withdraws Cash Collateral/Property Turnover Motions
----------------------------------------------------------------
MRA Pelican Pointe Apartments, LLC, has withdrawn its motion for
authority to use cash collateral and emergency motion for turnover
of estate property. The notice to withdraw documents gave no
other details.
As reported in the TCR on Aug 22, 2011, the Debtor is locked in a
battle with Fannie Mae over the Debtor's requests to use cash
collateral and for turnover of property which is currently in the
hands of a receiver.
The Debtor wants to use cash collateral through Sept. 14, 2011, or
until otherwise ordered by the Court, in order to pay employees
and fund other necessary operating expenses.
In a separate motion, the Debtor asked the Court to direct the
turnover of the property, including the cash. The Debtor said the
cash in the BofA account would aid in its reorganization efforts.
The Debtor also wants the receiver to file an accounting of any
property of the Debtor that came into the receiver's position,
custody or control.
Fannie Mae opposes the use of its cash collateral should the
Debtor take back possession of the Property from the state court-
appointed Receiver, but is willing to work out an appropriate cash
collateral order should the Receiver stay in custody of the
Property.
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., in Boca Raton, Fla., represents the Debtor
in its restructuring efforts. In its schedules, the Debtor
disclosed $13,226,852 in assets and $14,809,364 in liabilities.
Fannie Mae is represented by Gary M. Freedman, Esq., and Mark S.
Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A.
NET TALK.COM: Issues $3.5 Million 10% Senior Debenture
------------------------------------------------------
Net Talk.com, Inc., on Sept. 30, 2011, entered into a Security
Purchase Agreement with an accredited institutional investor.
Pursuant to the agreement, one or more 10% Senior Secured
Debentures with principal amount of up to $5,000,000 in the
aggregate may be executed. The Company issued a $3,500,000, 10%
Senior Debenture, in exchange for funding of $3,500,000, leaving
a balance of $1,500,000 to be funded at the discretion of the
investor in the future in exchange for 10% Senior Secured
Debentures pursuant to the attached agreements.
The Series E-4 Common Stock Purchase Warrant certifies that, for
value received, Vicis Capital Master Fund is entitled to subscribe
for and purchase from NetTalk.com, up to 10,000,000 shares of
Common Stock, par value $0.001 per share, of the Company's common
stock.
About Net Talk.com
Based in Miami, Fla., Net Talk.com, Inc., is a telephone company,
who provides, sells and supplies commercial and residential
telecommunication services, including services utilizing voice
over internet protocol ("VoIP") technology, session initiation
protocol ("SIP") technology, wireless fidelity technology,
wireless maximum technology, marine satellite services technology
and other similar type technologies.
Net Talk.com reported a net loss of $6.31 million on $737,498 of
revenues for the fiscal year ended Sept. 30, 2010, compared with a
net loss of $2.74 million on $115,571 of revenues in fiscal 2009.
The Company's balance sheet at June 30, 2011, showed $5.69 million
in total assets, $4.24 million in total liabilities,
$13.24 million in redeemable preferred stock, and a $11.80 million
total stockholders' deficit.
NORTEL NETWORKS: Disability Committee Retains Elliott Greenleaf
---------------------------------------------------------------
Nortel Networks' the Official Committee of Long-Term Disability
Participants has been authorized by the U.S. Bankruptcy Court for
the District of Delaware to retain of Elliott Greenleaf as
counsel, nunc pro tunc to June 22, 2011.
As counsel, Elliott Greenleaf will, among other things:
(a) render legal advice with respect to the powers and duties
of the LTD Committee and the other participants in the
Debtors' cases;
(b) assist the LTD Committee in its investigation of the acts,
conduct, assets, liabilities and financial condition of
the Debtors, the operation of the Debtors' business and
any other matter relevant to the Bankruptcy Cases, as and
to the extent such matters may affect the LTD Plan
Participants; and
(c) participate in negotiations with parties-in-interest with
respect to any disposition of the Debtors' assets, plan of
reorganization and disclosure statement in connection
with such plan, and otherwise protect and promote the
interests of the LTD Plan Participants.
About Nortel Networks
Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.
Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List). Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.
The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.
Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case. James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent. Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.
Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection. On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.
Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.
In June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco
LP, a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July.
Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court. The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.
NORTEL NETWORKS: Disability Committee Retains Delaware Counsel
--------------------------------------------------------------
The Official Committee of Retirees in the Chapter 11 cases of
Nortel Networks, Inc. and its Debtor affiliates has been
authorized by the Court to retain McCarter & English LLP as
Delaware counsel nunc pro tunc to Aug. 26, 2011.
McCarter & English's duties will be:
* Attending meetings of the Retiree Committee;
* Preparing on behalf of the Retiree Committee applications,
motions, notices, draft orders and other pleadings, and
review all materials related to the same;
* Advising the Retiree Committee concerning, and preparing
responses to, applications, motions, other pleadings,
notices and other papers that may affect the rights and
interests of the Retiree Committee in the Chapter 11 Case;
* Assisting in the review, analysis and response to any
pleading filed by the Debtors under Section 1114 of the
Bankruptcy Code to modify or terminate the Retiree Welfare
Plans and related retiree benefits;
* Assisting with the Retiree Committee's communications with
the Debtors, the other committees appointed in these cases,
including the LTD Committee, and their respective
professionals, as well as any other professionals engaged by
the Retiree Committee and the LTD including financial
advisors and actuarial firms regarding all matters
concerning the rights and interests of the Retiree Committee
and its constituency;
* Assisting in the review, evaluation and representation of
the Retiree Committee regarding any proposal by the Debtors,
or any other party in interest in the Chapter 11 Case, that
affects Retirees' ability to be paid on the claims or to
modify or terminate the Retiree Welfare Plans and related
retiree benefits, including reviewing and analyzing
information and documents that the Retiree Committee deems
necessary to evaluate any such proposal and developing
counterproposals;
* Assisting in negotiations and/or litigation regarding the
rights and interests of the Retiree Committee regarding any
matter which may modify or otherwise affect any rights and
benefits under the Debtors' Retiree Welfare Plans including
their ability to be paid;
* Assisting in the Retiree Committee's participation in the
formulation of a disclosure statement and plan of
reorganization or liquidation, and taking other actions as
may be deemed desirable in connection therewith; and
* Performing all other legal services for and on behalf of the
Retiree Committee that may be necessary or appropriate to
assist the Retiree Committee in performing its duties under
Section 1114 of the Bankruptcy Code.
The Debtors' estates will pay McCartner & English's fees based on
these hourly rates:
-- $375 to $825 per hour for partners;
-- $220 to $610 per hour for associates and counsel to
McCarter & English; and
-- $85 to $230 per hour for paralegals and law clerks.
About Nortel Networks
Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.
Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List). Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.
The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.
Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case. James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent. Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.
Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection. On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.
Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.
In June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco
LP, a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July.
Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court. The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.
NORTEL NETWORKS: Retiree Committee Retains Togut Segal as Counsel
-----------------------------------------------------------------
Nortel Networks' official committee of retirees has been
authorized by the U.S. Bankruptcy Court to retain Togut Segal &
Segal (Contact: Albert Togut) as counsel at these hourly rates:
member at $800 to $935, associate/counsel at $215 to $715 and
paraprofessional/law clerk at $145 to $285 and McCarter & English
(Contact: William F. Taylor, Jr.) as Delaware counsel at these
hourly rates: partner at $375 to $825, associate/counsel at $220
to $610 and paraprofessional/law clerk at $85 to $230.
About Nortel Networks
Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.
Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List). Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.
The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.
Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case. James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent. Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.
Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection. On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.
Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.
In June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco
LP, a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July.
Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court. The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.
OLD CORKSCREW: Wants to Borrow $1.5-Mil. from OCP-DIP Lender
------------------------------------------------------------
Old Corkscrew Plantation, LLC, et al., seek authority from the
U.S. Bankruptcy Court for the Middle District of Florida to borrow
an aggregate of $1.5 million from OCP-DIP Lender, LLC, with an
initial funding request of up to $150,000 on an interim basis.
In exchange for the DIP Loan, the Debtors seek to grant the DIP
Lender (i) a first priority mortgage, lien and/or security
interest on all of their unencumbered personal property assets,
and (ii) a junior and subordinate mortgage, lien and/or security
interest on all their personal property assets encumbered solely
in favor of BMO Harris Bank, N.A.; and (iii) a DIP superpriority
claim.
The Debtors also propose to pay the out-of-pocket expenses
incurred by the DIP Lender under the DIP Loan.
The proceeds from the DIP Loan will be used to pay for (1) working
capital, (2) general corporate purposes, (3) payments of adequate
protection to Harris Bank pending confirmation of a plan of
reorganization, (4) payment of costs of administration of the
Chapter 11 case to the extent set forth in a budget, and (5)
payment of interest, fees and costs to the DIP Lender under the
DIP Loan Documents.
The Loan will have an 4.25% interest rate per annum.
Harris Bank is the Debtors' secured prepetition lender, whose
total amount of secured mortgage debt asserted is approximately
$55 million. The Debtors assert that based on current appraisals,
the aggregate market value of their real property and improvements
is approximately $102.85 million. Thus, the Debtors maintain that
Harris Bank has an equity cushion, which among other things,
provides a substantial measure of adequate protection to Harris
Bank.
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.
PENINSULA HOSPITAL: U.S. Trustee Names 5-Member Creditors Panel
---------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 2, 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 Peninsula Hospital Center.
The Creditors Committee members are:
1. Jamaica Hospital
8900 Van Wyck Expressway
Jamaica, NY 11418
ATTN: Patrick McNamara
Tel: (718) 206-6291
2. Sodexo Operations, LLC,
283 Cranes Roost Boulevard, Suite 260
Altamonte Springs, FL 32701
ATTN: Brad Hamman
Tel: (407) 339-3230
3. Medline Industries
1 Medline Industries
Mundelein, IL 60060
ATTN: Shane Reed
Tel: (847) 643-4103
4. Madison Avenue Physician Services, P.C.
66 W. Gilbert Street
Red Bank, NJ 07701
ATTN: Dr. Joseph Calabro
Tel: (732) 212-0060
5. 1199 SEIU Healthcare Workers East
310 West 43rd Street
New York, NY 10036
ATTN: Claire E. Thompson
Tel: (212) 603-1140
Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center in the U.S. Bankruptcy Court for the Eastern
District of New York (Case No. 11-47056) on Aug. 16, 2011. Judge
Elizabeth S. Stong presides over the case. Marilyn Cowhey Macron,
Esq., Macron & Cowhey, represents the petitioners.
PIEDMONT CENTER: Court Appoints John Northen as Chap. 11 Trustee
----------------------------------------------------------------
Pursuant to Section 1104 of the Bankruptcy Code, the Honorable J.
Rich Leonard appointed John A. Northen, Esq. as Chapter 11 trustee
in the case of Piedmont Center Investments, LLC.
The Bankruptcy Administrator filed an emergency motion on Aug. 18,
2011, seeking the appointment of a Chapter 11 trustee pursuant to
Section 1104(a)(1). The Administrator asserted that a Chapter 11
trustee is necessary because "on August 3, 2011, a federal grand
jury in the Eastern District of North Carolina indicted [Roger van
Santvoord Camp] on fifteen felony counts related to bank fraud,
false statements, and identity theft." The allegations in the
indictments are based on Mr. Camp's interactions with four
different financial institutions. The Debtor argued that "there
is no definitive evidence that warrants a finding of cause" as
under Section 1104(a).
Mr. Camp has been a partial owner and the managing member of the
Debtor, making him responsible for all aspects of property
management. He also owns and manages FEC Partners, LLC, which was
established for purposes of opening a bowling alley in a shopping
center owned by the Debtor in Mebane, North Carolina.
The Court found that there is sufficient evidence of prepetition
fraud to meet the high standard associated with the appointment of
a Chapter 11 trustee. Although the indictments are primae facie
evidence of fraud, the Court would not appoint a trustee on this
basis alone. However, in this case, certain pieces of evidence
persuaded the Court that there is sufficient evidence to displace
Mr. Camp as management of the Debtor.
The Chapter 11 Trustee can be reached at:
John A. Northen
NORTHEN BLUE, LLP
PO Box 2208
Chapel Hill, North Carolina 27515?2208
About Piedmont Center Investments
Raleigh, North Carolina-based Piedmont Center Investments, LLC,
owns, leases, and manages seven shopping centers located in (i)
Graham, Alamance County, North Carolina; (ii) Mebane, Alamance
County, North Carolina; (iii) Pittsboro, Chatham County, North
Carolina; (iv) Gibsonville, Guilford County, North Carolina; (v)
Murfreesboro, Hertford County, North Carolina; (vi) Nashville,
Nash County, North Carolina; and (vii) Roxboro, Person County,
North Carolina.
Manager and part-owner Roger Camp signed a Chapter 11 petition
for Piedmont Center Investments, LLC (Bankr. E.D.N.C. Case No.
11-06178) on Aug. 11, 2011. Trawick H. Stubbs, Jr., Esq., at
Stubbs & Perdue, P.A., in New Bern, North Carolina, serves as
counsel to the Debtor. In its schedules, the Debtor disclosed
$27.2 million in assets and $15.5 million in liabilities.
The Debtor's two primary secured creditors are Business Partners,
LLC, and KeySource Commercial Bank. Counsel for KeySource are
James B. Angell, Esq., and Nicolas C. Brown, Esq. --
jangell@hsfh.com and nbrown@hsfh.com -- at Howard, Stallings,
From & Hutson, P.A.
QUALTEQ INC: Seeks to Hire Goldstein & McClintock as Lead Counsel
-----------------------------------------------------------------
QualTeq, Inc., d/b/a VCT New Jersey, Inc., et al., seek to employ
Goldstein & McClintock LLC as their lead counsel to perform legal
services that will be necessary during the Chapter 11 cases,
including:
* Advise the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and
operation of their business and properties;
* Attend meetings and negotiate with representatives of
creditors and other parties-in-interest;
* Take all necessary action to protect and preserve the
Debtors' estates;
* Prepare all motions, applications, answers, orders,
reports, and papers necessary to the administration of the
Debtors' estates and their Chapter 11 cases;
* Take any necessary action on behalf of the Debtors to
obtain approval of a disclosure statement and confirmation
of the Debtors' plan of reorganization;
* Represent the Debtors in connection with obtaining use of
cash collateral and any postpetition financing;
* Advise the Debtors in connection with any potential sale
of assets;
* Appear before the Court, any appellate courts, and the
U.S. Trustee, and protect the interests of the Debtors'
estates before these courts and the U.S. Trustee; and
* Perform all other necessary legal services to the Debtors
in connection with the Chapter 11 cases.
The firm will be paid in accordance with its hourly rates in
effect on the date the services are rendered, and reimbursed for
necessary expenses. The Firm's hourly billing rates for attorneys
for the 2011 calendar are approximately:
Senior partners $645
New associates $225
Legal assistants $65 - $250
Before the Petition Date, K&L Gates LLP received an advance
payment retainer in connection with its prior representation of
the Debtors. K&L Gates was retained prepetition by the Debtors to
provide workout and bankruptcy advice. Harley J. Goldstein and
Matthew E. McClintock were partners at K&L Gates. Messrs.
Goldstein and McClintock had resigned from K&L Gates and formed
the Firm. The Firm understands that, as of the Petition Date, K&L
Gates may hold an unused retainer in this matter. The Firm
requests the Court to authorize K&L Gates to turn over any balance
of its retainer to the Firm as an advance payment retainer. K&L
Gates has no objection to the request, according to the Firm.
The Debtors believe that the Firm does not hold or represent any
interest adverse to the Debtors' estates and that the Firm is a
disinterested person as the term is defined in Section 101(14) of
the Bankruptcy Code.
About QualTeq, Inc.
South Plainfield, New Jersey-based QualTeq, Inc., engages in the
design, manufacture, and personalization of plastic cards in the
United States. The company manufactures magnetic, contact, and
dual interface smart cards.
Qualteq Inc. and 17 affiliated companies filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on
Aug. 14, 2011. Eric Michael Sutty, Esq., and Jeffrey M. Schlerf,
Esq., at Fox Rothschild LLP, serve as local counsel to the
Debtors. K&L Gates LLP is the general bankruptcy counsel.
Scouler & Company is the restructuring advisors. QualTeq
estimated assets of up to $50 million and debts of up to
$100 million as of the Chapter 11 filing.
Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed four
unsecured creditors to serve on the Official Committee of
Unsecured Creditors of QualTeq, Inc.
R.E. LOANS: U.S. Trustee Appoints 12-Member Noteholders' Panel
--------------------------------------------------------------
William T. Neary, the United States Trustee for Region 6, pursuant
to 11 U.S.C. Sec. 1102(a) and (b), appointed 12 members to the
Official Committee of Noteholders of R.E. Loans LLC.
The Noteholders Committee members are:
1. Pearl L. Tom
Tom Enterprise GP
3744 Grove Avenue
Palo Alto, CA 94303
Tel: (650) 494-3871
Fax: (650) 494-3871
E-mail: pearltom17@hotmail.com
2. Sherratt Reicher
3200 Danvielle Blvd., Ste. 200
Alamo, CA 94507
Tel: (925) 314-0914
E-mail: sreicher@hudsonco.com
3. Linda Reilly
Patrick and Linda Reilly, Trustees
30503 Palomares Road
Castro Valeey, CA 94552
E-mail: linda.reilly@sbcglobal.net
4. Barbara Hamrick
749 Superior Avenue
San Leandro, CA 94577
Tel: (510) 914-0650
Fax: (510) 562-5551
E-mail: hamrick.barbara@yahoo.com
5. Gene Rap
North American Financial Corp.
23950 Mission Blvd.
Tel: (510) 504-9085
Fax: (510) 582-4921
E-mail: generapp@aol.com
6. Lisa Khan
2695 Lakeview Drive
San Leandro, CA 94577
Tel: (510) 357-5836
Fax: (510) 357-5836
E-mail: lisaandwaltkran@sbcglobal.net
7. Steve Fong
1030 Shoreline Drive
San Mateo, CA 94404
Tel: (650) 888-8480
E-mail: steve.fong@fong.com
8. Edwin Blue
Edwin and Gertrude M. Blue, Trustee
87 Flood Circle
Atherton, CA 94027-2108
Tel: (650) 323-7309
Fax: (650) 325-9871
9. Allan Cone
Pensco Trust FBO
P.O. Box 2370
Mendocino, CA 95460
Tel: (707) 953-0257
Fax: (707) 829-2411
10. Deborah Kurtin
Deborah B. Kurtin, Trustee, Boody & Kurtin Family Trust
276 Sea View Avenue
Piedmont, CA 94610
Tel: (510) 652-3010
Fax: (510) 263-5763
E-mail: Deborah@kurtin.net
11. Eliott Abrams
Law Offices of Eliott Abrams
2033 North Main Street, Ste 750
Walnut Creek, CA 94596-3374
Tel: (925) 947-1333
Fax: (925) 210-1224
E-mail: elliot@aebramslaw.com
eabrams@pacbell.net
12. Ron Nahans, Ex Offico
Ronald and Mary Trust
3697 Mt. Diablo Blvd., Suite 250
Lafayette, CA 94549
Tel: (925) 254-8800
Fax: (925) 254-8860
E-mail: rnahas@rafnah.com
About R.E. Loans
R.E. Loans LLC was, for many years, in the business of providing
financing to home builders and developers of real property. R.E.
Future LLC and Capital Salvage own the real property obtained
following foreclosure proceedings initiated by R.E. Loans against
its borrowers. R.E. Loans is the sole shareholder of Capital
Salvage and the sole member of R.E. Future. B-4 Partners LLC is
the sole member of R.E. Loans. As a result of the multiple
defaults by R.E. Loans' borrowers, R.E. Loans has transitioned
from being a lender to becoming a property management company.
Lafayette, California-based R.E. Loans, R.E. Future and Capital
Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case
Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011. Judge
Barbara J. Houser presides over the case. Stutman, Treister &
Glatt and Gardere, Wynne and Sewell, represent the Debtors as
counsel. James A. Weissenborn at Mackinac serves as R.E. Loans'
Chief Restructuring Officer. In its petition, R.E. Loans
estimated $100 million to $500 million in assets and debts.
REALOGY CORPORATION: Moody's Affirms 'Caa2' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service downgraded Realogy Corporation's
(Realogy) Speculative Grade Liquidity Rating to SGL-4 from SGL-3
and changed the rating outlook to stable from positive.
Concurrently, Moody's affirmed the Caa2 Corporate Family Rating,
Caa3 Probability of Default Rating and debt instrument ratings
Moody's downgraded this rating:
Speculative grade liquidity, to SGL-4 from SGL-3
Moody's affirmed the following rating (LGD assessments):
Senior secured revolving credit facility due 2013/2016, B1 (LGD 1,
7%)
Senior secured term loan due 2013/2016, B1 (LGD 1, 7%)
Senior secured synthetic letter of credit facility due 2013/2016,
B1 (LGD 1, 7%)
Senior secured notes due 2019, Caa1 (LGD 2, 24%)
Second lien term loan due 2017, Caa2 (LGD 3, 33%)
11.5% senior unsecured notes due 2017, Caa3 (LGD 3, 44%)
12% senior unsecured notes due 2017, Caa3 (LGD 3, 44%)
10.5% senior unsecured cash pay notes due 2014, Caa3 (LGD 3, 44%)
11.00%/11.75% senior unsecured toggle notes due 2014, Caa3 (LGD 3,
44%)
11% senior subordinated convertible notes due 2018, Ca (LGD 5,
70%)
12.375% senior subordinated notes due 2015, Ca (LGD 5, 70%)
Corporate family Rating, Caa2
Probability of Default Rating, Caa3
RATINGS RATIONALE
The downgrade of the liquidity rating to SGL-4 from SGL-3 reflects
Realogy's weak liquidity profile. Moody's expects negative free
cash flow over the next year, decreasing headroom under financial
maintenance covenants, and substantial utilization of the
revolving credit facility. In the first half of 2011, Realogy's
adjusted EBITDA declined about 17% driven by a weak residential
real estate market and the expiration of the home buyer's tax
credit in June 2010. EBITDA cushion under the secured leverage
covenant declined to 8% at June 30, 2011. Although Moody's expects
covenant levels to improve in the third quarter of 2011 due to a
rebound in home sale volumes, covenant headroom could tighten
again in 2012 if real estate sale volumes remain weak. The
revolver is currently sized at $652 million but will decline to
$363 million in April 2013. Absent a solid recovery in residential
home sales in 2012, Moody's does not believe that the $363 million
revolver will be sufficient to meet Realogy's liquidity needs
during 2013. Consequently, Realogy may be required to refinance or
recapitalize by late 2012 or early 2013.
The Caa2 Corporate Family Rating and Caa3 Probability of Default
Rating reflects very high leverage, negative free cash flow and
Moody's view that Realogy's capital structure is unsustainable.
Residential home sale volume and pricing have been weaker than
expected in the first half of 2011 and Moody's anticipates a slow
recovery in home sales in 2012. Debt to EBITDA (reflecting Moody's
standard adjustments) was nearly 13 times in the June 30, 2011 LTM
period. The ratings continues to reflect Moody's view that a
substantial reduction in debt levels will be required to stabilize
the capital structure. It should be noted that the capital
structure includes $2.1 billion of convertible debt and an
affiliate of Apollo Management, L.P. (Apollo), Realogy's equity
sponsor, controls a significant portion of its outstanding debt.
The ratings are supported by the company's leading market
positions, strong brands, solid EBITDA margins and the potential
for EBITDA growth upon a recovery in the housing market.
The change in the rating outlook to stable from positive reflects
Moody's view that a recovery in the residential real estate market
will be slower than previously anticipated. The stable outlook
reflects Moody's expectation for a slow recovery in home sale
volumes and pricing in 2012. Realogy's revenues and profitability
should improve modestly in 2012 and credit metrics should remain
very weak.
The ratings could be upgraded if home sale volumes or pricing
rebounds solidly leading to strong growth in EBITDA, improved
credit metrics and liquidity. A balance sheet restructuring that
meaningfully reduces leverage could also lead to an upgrade. The
ratings could be downgraded if the housing market weakens further
leading to a material decline in Realogy's profitability and
liquidity.
The principal methodology used in rating Realogy was the Global
Business & Consumer Service Industry Methodology, published
October 2010. Other methodologies used include Loss Given Default
for Speculative Grade Issuers in the US, Canada, and EMEA,
published June 2009.
Realogy Corporation is a leading global provider of real estate
and relocation services. Realogy is substantially owned and
controlled by an affiliate of Apollo Management, L.P. (Apollo),
and reported revenues of about $4.0 billion in the twelve months
ended June 30, 2011.
REGENCY COMMONS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Regency Commons Of Broward, Inc.
1920 Hallandale Beach Boulevard, Suite 602
Hallandale Beach, FL 33009
Bankruptcy Case No.: 11-37626
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of Florida (Fort Lauderdale)
Judge: Raymond B. Ray
Debtor's Counsel: Joel M. Aresty, Esq.
JOEL M. ARESTY P.A.
13499 Biscayne Boulevard, #T-3
No. Miami, FL 33181
Tel: (305) 899-9876
Fax: (305) 723-7893
E-mail: aresty@mac.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 Alan Alweiss, president.
SAVANNAH OUTLET: Can Continue Using Lender's Cash Until Oct. 31
---------------------------------------------------------------
On Sept. 13, 2011, the U.S. Bankruptcy Court for the Southern
District of Georgia further extended the authorization granted to
Savannah Outlet Shoppes, LLC, to use Comm 2006-C8 Gateway
Boulevard's cash collateral from July 31, 2011, to the earlier to
occur of Oct. 31, 2011, or the occurrence of an Event of Default,
as defined in the Final Order authorizing the use of cash
collateral entered Nov. 19, 2010, in accordance with a revised
budget.
All provisions of the Final Order remain in full force and effect.
This order is without prejudice to Lender's pending motion to
dismiss [Dkt. No. 111].
A copy of the revised budget for the period is available for free
at http://bankrupt.com/misc/savannahoutlet.dkt152.pdf
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., Brent W. Herrin, Esq., and Mark Bulovic, Esq., at Cohen
Pollock Merlin & Small P.C., in Atlanta, Ga., represent 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.
SHINER CHEMICALS: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Shiner Chemicals LLC
512 West 2nd Avenue
Mesa, AZ 85210
Bankruptcy Case No.: 11-27955
Involuntary Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: George B. Nielsen, Jr.
Creditors who signed the Chapter 11 petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Aaron J. Valenzuela -- --
P.O. Box 44841
Phoenix, AZ 85064
Sherri S. Parkin -- --
530 East Utopia Road
Phoenix, AZ 85024
Peter J. Workman -- --
5728 North Harding Drive
Paradise Valley, AZ 85253
SHINER WAREHOUSE: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Shiner Warehouse L.L.C.
aka Shiner Pool Products
Shiner
534 - E. Leah Lane
Gilbert, AZ 85234
Bankruptcy Case No.: 11-28103
Involuntary Chapter 11 Petition Date: October 4, 2011
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Sarah Sharer Curley
Creditors who signed the Chapter 11 petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Aaron C. Valenzuela -- --
P.O. Box 44841
Phoenix, AZ 85064
Sherri S. Parkin -- --
530 East Utopia Road
Phoenix, AZ 85024
Peter Workum -- --
5728 North Harding Drive
Paradise Valley, AZ 85253
SOUTHWEST GEORGIA: Wants Solicitation Period Extended to Nov. 30
----------------------------------------------------------------
Southwest Georgia Ethanol, LLC, asks the U.S. Bankruptcy Court for
the Middle District of Georgia to further extend its exclusive
period to solicit acceptances of its Chapter 11 Plan from Oct. 4,
2011, to Nov. 30, 2011, with prejudice to the Debtor's right to
seek additional extensions of the exclusive solicitation period
without the consent of the DIP Agent and the Prepetition Agent.
On Aug. 26, 2011, the Debtor filed a plan of reorganization and
disclosure statement explaining the Plan.
As reported in the TCR on Aug. 31, 2011, holders of prepetition
senior secured lender claims, estimated at $107,644,144, will
receive a 97.5% recovery of their claims. If the restructuring
plan is approved, 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.
A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?76bf
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.
Gary W. Marsh, Esq., J. Michael Levengood, Esq., and Bryan E.
Bates, Esq., at McKenna Long & Aldridge LLP, in Atlanta, Georgia,
serve 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.
STAR BUFFET: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Star Buffet, Inc.
1312 N. Scottsdale Road
Scottsdale, AZ 85257
Bankruptcy Case No.: 11-27518
Chapter 11 Petition Date: September 28, 2011
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: George B. Nielsen Jr.
Debtor's Counsel: S. Cary Forrester, Esq.
FORRESTER & WORTH, PLLC
3636 North Central Avenue, Suite 700
Phoenix, AZ 85012
Tel: (602) 271-4250
Fax: (602) 271-4300
E-mail: scf@forresterandworth.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb11-27518.pdf
The petition was signed by Robert E. Wheaton, CEO/president.
STELLAR GT: Agreement Resolving U.S. Trustee Dismissal Motion OK'd
------------------------------------------------------------------
On Sept. 19, 2011, the U.S. Bankruptcy Court for the District of
Maryland entered a Consent Order approving the agreement made by
and among Stellar GT TIC LLC, et al., the United States Trustee,
and the Debtors' mortgage lenders resolving the United States
Trustee's motion to dismiss the Debtors' bankruptcy cases or,
alternatively, to convert the Debtors' cases to cases under
Chapter 7 of the Bankruptcy Code.
Based on this agreement, the Court ordered:
a) that the Debtors' proposed disclosure statement and plan will
be modified to provide that creditor General Electric
Company, GE Home & Business Solutions Business Component
("GE") will be paid at least 25% on its claim (subject to
increase if a third party bid is higher than the applicable
credit bid and funds are available in excess of the secured
mortgage claim), which GE has alleged, in its proof of claim,
is approximately $70,000;
b) that the quarterly fees payable by the Debtors in these cases
pursuant to 28 U.S.C. Section 1930(a)(6) will be determined
based upon all disbursements, after the commencement of these
cases, relating to the Debtors' property (i.e., that certain
891-unit multi-family/mixed use high rise property
(consisting of two 14-story apartment buildings) located at
8750 Georgia Avenue in Silver Spring, Maryland, and commonly
known as "The Georgian"), regardless of whether a party
(other than the Debtors) is named on the accounts used by the
Debtors to make such disbursements; provided, further, that
property of the Debtors' estates will and does include all
rents and other monies collected by the court-approved
receiver, from the tenants at The Georgian;
c) that disbursements (for Section 1930(a)(6) purposes), will
include, among other things, all payments to the Debtors'
mortgage lenders, payments to the receiver, and payments to
third parties; and
d) that the Debtors will reasonably promptly file a motion
seeking approval of their cash management systems.
About Stellar GT TIC and VFF TIC
Stellar GT TIC LLC and VFF TIC LLC, owners of the Georgian
apartments located at 8750 Georgia Avenue in Silver Spring,
Maryland, filed for Chapter 11 bankruptcy protection (Bankr. D.
Md. Case Nos. 11-22977 and 11-22980) on June 22, 2011. Judge
Wendelin I. Lipp oversees the case. Michelle Maloney-Raymond is
the case administrator. Matthew G. Summers, Esq., at Ballard
Spahr LLP, serves as the Debtors' counsel.
The Debtors negotiated a plan of reorganization before filing for
Chapter 11. The proposed plan is premised on either (1) a sale of
the project pursuant to an auction process or (2) a consensual
restructuring of the secured debt. Broker CB Richard Ellis Inc.
has been hired to conduct the sale.
The auction rules provide that a first-round sealed bid would be
required to be submitted by Aug. 24. The broker would then have
until Sept. 5 to negotiate with the first-round bidders. Second-
round sealed bids would be due Sept. 5. The highest second-round
bid would be identified by Sept. 12, 2011. The highest bid would
be submitted for approval at the confirmation hearing in October.
Wells Fargo, the holder of a $207.6 million secured debt, can bid
at the auction. The Lender is represented by Mark Taylor, Esq.,
at Kilpatrick Townsend & Stockton LLP, and Jantra Van Roy, Esq.,
at Zeichner Ellman & Krause LLP.
The U.S. Trustee for Region 4 notified the Court that he has not
appointed an unsecured creditors' committee in the Chapter 11
cases of Stellar GT TIC LLC and VFF TIC LLC.
SUMMIT FAMILY: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Summit Family Restaurants, Inc.
1312 N. Scottsdale Road
Scottsdale, AZ 85257
Bankruptcy Case No.: 11-27713
Chapter 11 Petition Date: September 29, 2011
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Randolph J. Haines
Debtor's Counsel: S. Cary Forrester, Esq.
FORRESTER & WORTH, PLLC
3636 North Central Avenue, Suite 700
Phoenix, AZ 85012
Tel: (602) 271-4250
Fax: (602) 271-4300
E-mail: scf@forresterandworth.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 four largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb11-27713.pdf
The petition was signed by Robert E. Wheaton, CEO/president.
Affiliate that filed separate Chapter 11 petition:
Petition
Debtor Case No. Date
------ -------- ----
Star Buffet, Inc. 11-27518 09/27/11
SUPERIOR PROPERTY: Wants Wellman & Warren as Special Counsel
------------------------------------------------------------
Superior Property of 10621 Sepulveda, LLC, seeks to employ Wellman
& Warrant LLP as its special litigation counsel.
The primary assets of the Debtor's bankruptcy estate consist of
certain real property and the potential proceeds of a lawsuit that
is pending against Home Depot U.S.A., Inc. for breach of contract
relating to a commercial lease agreement. The potential proceeds
from the pending lawsuit total more than $20,000,000.
At trial in the Home Depot Action, the Debtor prevailed against
Home Depot on the issue of liability, but its damages were limited
to $200,000 by an in limine motion. The Debtor is currently
appealing the trial court's decision limiting its damages. The
issue on appeal is a matter of first impression in the state of
California -- whether a termination fee in a lease agreement is,
per se, also a liquidated damages clause.
The firm will render services including:
* Appear at and argue appellate issues on Oct. 19, 2011;
* If the appeal is successful, then prepare status reports;
* If the appeal is successful, then prepare for and attend
status conferences;
* If the appeal is successful, then prepare for and attend
trial;
* If the appeal is successful, then negotiate with Home
Depot U.S.A., Inc. regarding potential settlement; and
* If the appeal is successful, then prepare all pleadings
necessary to document settlement and obtain Court approval
of that settlement.
The Firm will be paid:
(i) An hourly fee of $200;
(ii) 20% of the value of any gross recovery. In the event
there is no recovery, the Firm will receive no
compensation other than reimbursement of expenses, plus
the hourly fee;
(iii) A contingency fee that will be computed before calculation
of costs and expenses paid to the Firm;
(iv) If the recovery for the Estate consists of payments to be
made over a period of time, or other property not entirely
cash or cash-equivalent, the contingency fee will be based
on the present cash value of the recovery as determined by
generally recognized accounting and appraisal standards.
The contingency fee will be paid out of the first funds or
property received by the Estate to the extent that it is
sufficient to cover the fees.
The Debtor believes that the Firm does not have an interest
adverse to the Debtor or the estate, and that the Firm is a
disinterested person within the meaning of Section 101(14) of the
Bankruptcy Code. In the event that an actual conflict of interest
may arise, the Debtor will immediately address that conflict
through the termination of the Firm.
About Superior Property
Based in Mission Hills, California, Superior Property of 10621
Sepulveda, LLC, filed for Chapter 11 protection (Bankr. C.D.
Calif. Case No. 11-20305) on Aug. 29, 2011. Judge Alan M. Ahart
presides over the case. The Debtor estimated both assets and
debts of between $10 million and $50 million.
SUSSER HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service revised Susser Holdings LLC's rating
outlook to stable from negative and affirmed the company's B1
Corporate Family and Probability of Default ratings and B2 senior
unsecured note rating. Susser has an SGL-2 Speculative Grade
Liquidity rating.
These ratings were affirmed and LGD point estimate revised:
Corporate Family Rating at B1
Probability of Default Rating at B1
$425 million senior unsecured notes due 2016 at B2 (LGD 5, 72%)
RATINGS RATIONALE
The rating outlook revision to stable from negative reflects
Moody's view that Susser's earnings will continue to benefit from
the company's store remodel and refurbishment efforts, new store
openings, and shift in sales mix to higher margin products such as
food service products, packaged drinks and private label products.
Combined, these factors have contributed to what Moody's believes
is a sustainable improvement in the company's consolidated Moody's
adjusted operating margins -- to 2.5% from 1.7% -- and have helped
the company reduce its financial leverage to a level more
consistent with Susser's B1 Corporate Family Rating. Moody's
adjusted debt/EBITDA dropped to 4.7 times at end of second quarter
2011 from 6.3 times at fiscal year end 2009, and EBITA/interest
improved to 1.5 times from 1.2 times for that same period.
Susser added 14 new stores in 2010 and 13 new stores in the first
nine months of 2011, a majority of which are large format stores
which tend to generate higher margins than the company's older and
standard size stores. Susser plans to spend $100-$125 million in
2011 to open new stores and upgrade existing stores. Moody's
expects these planned new stores and upgrades will contribute to
further earnings and margins improvement, which should enable the
company to maintain its improved credit profile.
Although not likely in the near-term given the company's capital
spending plans and acquisitive profile, a higher rating would
require a further and sustainable reduction in debt/EBITDA to at
or below 4.25 times and EBITA/interest to at or above 2.5 times.
Susser's B1 Corporate Family Rating continues to reflect it's
significant portfolio of owned real estate which have served as a
source of liquidity and attractive financing in the past along
with Moody's opinion that consumer demand for motor fuel and value
priced convenience items will retain some degree of stability
regardless of economic conditions. Key risks include the
likelihood that the company will continue to make moderately-sized
debt financed acquisitions, exposure to localized risks due to
regional concentration, and high margin volatility related to
motor fuel sales which account for a substantial majority of the
company's revenue.
The principal methodologies used in this rating were Global Retail
Industry published in June 2011. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.
The last rating action for Susser Holdings was the affirmation of
ratings and change in outlook to negative on March 11, 2010.
Susser Holdings LLC, headquartered in Corpus Christi, Texas,
operates 535 convenience stores in Texas, Oklahoma, and New Mexico
under the Stripes and Town & Country nameplates. The company is
also the largest wholesale motor fuel distributor in Texas
supplying approximately 560 independent retailers.
SYNTERRA 3020: Court Dismisses Chapter 11 Case
----------------------------------------------
On Sept. 21, 2011, the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania approved the motion of Synterra 3020
Market, LP, for the voluntary dismissal of its bankruptcy case.
As reported in the TCR on Sept. 6, 2011, the Debtor asked the
Bankruptcy Court for the Eastern District of Pennsylvania to
dismiss its Chapter 11 case.
On July 19, 2011, the Court approved a settlement between the
Debtor and Inland Mortgage Capital Corporation, which provided,
among other things, that the Debtor was to purchase Inland's loan
on or before July 31, 2011, or the Debtor was to cease using cash
collateral and Inland would have relief from the Automatic Stay.
As of Aug. 16, 2011, the Debtor has not paid Inland the funds
required by the Settlement Agreement, Thomas D. Bielli, Esq., at
Ciardi Ciardi & Astin, Philadelphia, Pennsylvania --
tbielli@ciardilaw.com -- told the Court. As a result, on Monday
Aug. 1, 2011, the Debtor ceased using cash collateral.
Because of cessation of use of cash collateral combined with the
fact that the secured creditor, Inland, has relief from the
Automatic Stay and that the Debtor's assets have been transferred
or assigned to Inland, there would likely be no return to
unsecured non-priority creditors should the Debtor's bankruptcy
case be converted, Mr. Bielli says.
Mr. Bielli asserted that cause exists for the dismissal of the
case in that the Debtor no longer has a reasonable likelihood of
reorganization pursuant to Section 1112(b)(4)(A).
About Synterra 3020
Philadelphia-based Synterra 3020 Market, L.P., is the master
lessor of certain real property located in the City of
Philadelphia, 27th Ward, Commonwealth of Pennsylvania and commonly
known as 3020-3052 Market Street, City of Philadelphia,
Philadelphia County, Pennsylvania. Its primary tenants are the
University of Pennsylvania, Level 3 Communications, LLC, Synterra,
Ltd., Lincoln University, and T Mobile, AT&T.
Synterra 3020 filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Pa. Case No. 11-10205) on Jan. 12, 2011. Albert A. Ciardi,
III, Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi &
Astin, P.C., in Philadelphia, Pa., serve as bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to $50
million.
TAWK DEVELOPMENT: Plan Due Tomorrow, Pursuant to Stipulation
------------------------------------------------------------
On Sept. 30, 2011, TAWK Development, LLC, and Avia Real Estate
Investors (Falcon Landing), LLC, the Debtor's principal creditor
and the only creditor that has taken an active role in the
Debtor's bankruptcy case, entered into a stipulation extending the
period during which only the Debtor may file a plan of
reorganization from Sept. 30, 2011, to Oct. 7, 2011.
The Debtor has provided Aviva with a draft plan of reorganization
and the Debtor and Aviva are seeking in good-faith to reach a
consensual resolution as to their respective disputes, which
resolution, to the extent one can be reached, will be incorporated
into said plan.
About Tawk Development
Las Vegas, Nevada-based Tawk Development, LLC, owns and operates a
198-unit resort style apartment complex known as Falcon Landing,
which is located at 5067 Madre Mesa Drive in Las Vegas. It filed
for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-
10584) on Jan. 14, 2011. Gerald M. Gordon, Esq., and Talitha Gray
Kozlowski, Esq., -- ggordon@gordonsilver.com and
tgray@gordonsilver.com -- at Gordon Silver, in Las Vegas,
represent the Debtor as counsel. The Debtor disclosed $22,747,153
in assets and $21,263,119 in liabilities as of the Chapter 11
filing.
Attorneys at Quarles & Brady LLP and Pisanelli Bice PLLC represent
Aviva Real Estate Investors (Falcon Landing), LLC, as counsel.
Aviva is the Debtor's principal secured creditor.
No offical committes have been appointed and no request for the
appointment of a trustee has been made.
TBS INTERNATIONAL: Receives Non-Compliance Notice from Nasdaq
-------------------------------------------------------------
TBS International plc, on Sept. 28, 2011, received formal
notification from The Nasdaq Stock Market that it was not in
compliance with Nasdaq's continued listing standard under Nasdaq
Listing Rule 5450(a)(1). The Company failed to meet this listing
standard because the closing bid price for the Company's ordinary
shares for each trading day in the 30-day period from Aug. 16,
2011, to Sept. 27, 2011, was less than $1.00. The Company has 180
days, or until March 26, 2012, to regain compliance by having the
closing bid price of the Company's ordinary shares be at least
$1.00 for 10 consecutive trading days. If the Company fails to
regain compliance, Nasdaq will provide written notification to the
Company that the Company's ordinary shares will be subject to
suspension and delisting procedures. During the 180 day cure
period, and subject to compliance with the Nasdaq's other
continued listing standards, the Company expects that its ordinary
shares will continue to be listed on Nasdaq.
The Company intends to actively monitor the bid price of its
ordinary shares and, if its ordinary shares do not trade at a
level likely to result in the Company regaining compliance during
the cure period, will consider available options to regain
compliance with Nasdaq's continued listing requirements. Such
options may include modifications of the Company's outstanding
debt obligations or a reverse stock split.
About TBS International plc
Dublin, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- provides worldwide shipping
solutions to a diverse client base of industrial shippers through
its Five Star Service: ocean transportation, projects,
operations, port services and strategic planning. The TBS
shipping network operates liner, parcel and dry bulk services,
supported by a fleet of multipurpose tweendeckers and
handysize/handymax bulk carriers, including specialized heavy-
lift vessels and newbuild tonnage. TBS has developed its
franchise around key trade routes between Latin America and
China, Japan and South Korea, as well as select ports in North
America, Africa, the Caribbean and the Middle East.
The Company's selected balance sheet data at June 30, 2011, showed
$662.84 million in total assets, $336.38 million in total debt,
and $268.43 million in total shareholders' equity.
The Company reported a net loss of US$247.76 million on US$411.83
million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of US$67.04 million on US$302.51 million
of total revenue during the prior year.
PricewaterhouseCoopers LLP expressed substantial doubt about the
Company's ability to continue as a going concern. PwC believes
that the Company will not be in compliance with the financial
covenants under its credit facilities during 2011, which under
the agreements would make the debt callable. According to PwC,
this has created uncertainty regarding the Company's ability to
fulfill its financial commitments as they become due.
As reported in the TCR on Feb. 8, 2011, TBS International on
Jan. 31, 2011, announced that it had entered into amendments to
its credit facilities with all of its lenders, including AIG
Commercial Equipment, Commerzbank AG, Berenberg Bank and Credit
Suisse and syndicates led by Bank of America, N.A., The Royal
Bank of Scotland plc and DVB Group Merchant Bank (the "Credit
Facilities"). The amendments restructure the Company's debt
obligations by revising the principal repayment schedules under
the Credit Facilities, waiving any existing defaults, revising
the financial covenants, including covenants related to the
Company's consolidated leverage ratio, consolidated interest
coverage ratio and minimum cash balance, and modifying other
terms of the Credit Facilities.
The Company currently expects to be in compliance with all
financial covenants and other terms of the amended Credit
Facilities through maturity.
As a condition to the restructuring of the Company's credit
facilities, three significant shareholders who also are key
members of TBS' management agreed on Jan. 25, 2011, to provide up
to US$10 million of new equity in the form of Series B Preference
Shares and deposited funds in an escrow account to facilitate
satisfaction of this obligation. In partial satisfaction of this
obligation, on Jan. 28, 2011, these significant shareholders
purchased an aggregate of 30,000 of the Company's Series B
Preference Shares at US$100 per share directly from TBS in a
private placement.
TELX MERGER: Moody's Maintains 'B3' CFR; Outlook Stable
-------------------------------------------------------
Moody's Investors Service has maintained the B3 CFR and Stable
outlook on Telx Merger Sub, Inc., the entity established to
acquire Telx Group, Inc., following the close of the LBO
transaction.
As previously stated, Moody's has withdrawn all prior ratings
assigned to Telx Group Inc. as it has repaid existing debt with
the new, rated facility at Telx Merger Sub, Inc. With the
completion of the deal, Telx Merger Sub has merged into Telx
Group, Inc and will exist under the name of Telx Group, Inc.
During the financing provess, the company reduced the amount
borrowed under the senior secured term loan to $255 million from
the originally proposed $290 million and increased the unrated
senior unsecured notes by an offsetting amount. This change
results in higher loss absorption for the senior secured credit
facility and a favorable change to Moody's LGD assessment. The LGD
assessment estimates for the B1 rated senior secured debt have
changed to LGD2-27% from LGD3-31%.
Moody's has taken these actions:
Withdrawals:
Issuer: Telx Group, Inc.
-- Corporate Family Rating, Withdrawn, previously rated B2
-- Probability of Default Rating, Withdrawn, previously rated
B3
-- $200 million Senior Secured Term Loan due 2015, Withdrawn,
previously rated B1, LGD3-30%)
-- $25 million Senior Secured Revolver due 2014, Withdrawn,
previously rated B1, LGD3-30%
-- Rating Outlook: Withdrawn, previously Stable
Maintenance:
Issuer: Telx Group, Inc. (name changed from Telx Merger Sub,
Inc.)
-- Corporate Family Rating, Maintained B3
-- Probability of Default Rating, Maintained B3
-- $50 million Senior Secured Revolver due 2016, Maintained B1,
LGD Assessment changed to LGD 2-27% from LGD 3-31%
-- $255 million Senior Secured Term Loan due 2017, Maintained
B1, LGD Assessment changed to LGD 2-27% from LGD 3-31%.
-- Rating Outlook: Maintained Stable
The principal methodology used in rating Telx was the Global
Communications Infrastructure Industry Methodology published in
June 2011. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
TOTAL SAFETY: Moody's Assigns 'B2' Rating to Credit Facilities
--------------------------------------------------------------
Moody's Investors Service assigned B2 ratings to W3 Holdings,
Inc.'s proposed $275 million first lien senior secured credit
facilities. Proceeds from the transaction will help finance the
leveraged purchase of Total Safety U.S., Inc. by affiliates of
Warburg Pincus and refinance existing bank debt. Moody's also
assigned a B2 Corporate Family Rating and B3 Probability of
Default Rating to W3 Holdings, Inc., a holding company that will
own Total Safety U.S., Inc. The assigned ratings are subject to
Moody's review of the final terms and conditions of the proposed
transaction, which is expected to close during the fourth quarter
of 2011. The company's existing ratings, including its B2 CFR and
ratings on existing bank debt, will be withdrawn at closing. The
rating outlook is stable.
Assignments:
Issuer: W3 Holdings, Inc.
-- Corporate Family Rating, Assigned B2
-- Probability of Default Rating, Assigned B3
-- $40 Million Senior Secured Revolving Credit Facility due
2016, Assigned B2 LGD3 31%
-- $235 Million Senior Secured Term Loan due 2018, Assigned B2
LGD3 31%
-- Outlook, Stable
RATINGS RATIONALE
On August 4, 2011, Total Safety entered into a definitive
agreement to be acquired by Warburg Pincus for approximately $485
million (excluding transaction-related fees and expenses). The
transaction is expected to be funded with proceeds from a new $235
million first lien senior secured term loan and an equity
contribution from the new private equity sponsor and management. A
$40 million revolver is expected to be undrawn at closing.
The transaction will result in an increase in debt of
approximately $85 million and a higher interest burden relative to
the company's current capital structure. As a result, Moody's
expects debt leverage to rise to the upper 4 times Debt/EBITDA
range (from low 3 times LTM 6/30/2011) and interest coverage to
decline to the mid 2 times (EBITDA-CapEx)/Interest range (from 4
times LTM 6/30/2011). These metrics incorporate Moody's standard
analytical adjustments including the capitalization of operating
leases, which result in a difference relative to management
estimates for initial leverage in the low-to-mid 4 times
Debt/EBITDA range and coverage in the mid-to-upper 2 times range.
However, the initial deterioration will not cause a change to the
B2 CFR due to anticipated improvement in credit metrics,
expectations for positive free cash flow, and improved liquidity
from the larger $40 million revolving credit facility (as compared
to the current commitment of $15 million).
The B2 CFR is constrained by small size, exposure to cyclical
energy end markets, and prospects for additional acquisition
activity that could limit cash flow generation. Credit metrics are
adequate for the rating category. The CFR favorably considers the
non-discretionary nature of safety services, competitive
advantages derived from operating on site at customer locations,
and good liquidity.
Over the next 12-18 months anticipated free cash flow generation
should provide good coverage of $2.4 million required for annual
term loan amortization. A $40 million revolving credit facility
will provide additional liquidity support. Moody's does not expect
the company to rely on revolving credit for operating needs over
the next year, but could use it to fund acqusition activity.
Moody's expects the senior secured credit agreement will contain
customary financial maintenance covenants, and that the company
will maintain a good cushion of compliance over the near-term.
The stable outlook incorporates expectations that continued
organic and acquisition-based growth will translate into improved
credit metrics during the next 18 months with leverage declining
towards 4 times and coverage in the mid-to-upper 2 times range
over this horizon. The stable outlook also anticipates that the
company will maintain a good liquidity position.
The rating could experience upward pressure if Total Safety
continues to increase and diversify its revenue base, improve
EBITDA generation, expand its free cash flow cushion, and maintain
a good liquidity position. A rating upgrade likely would require
expectations for leverage sustained below 4 times, coverage
sustained above 3 times, and free cash flow in excess of 10% of
debt.
The rating could be downgraded if Moody's expected leverage to be
sustained above 5 times, breakeven-to-negative free cash flow, or
a meaningful deterioration in liquidity.
The principal methodology used in rating Total Safety was the
Global Business & Consumer Services Industry Methodology published
in October 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.
W3 Holdings, Inc. is a holding company controlling Total Safety
U.S., Inc. (collectively "Total Safety"), a global provider of
integrated safety services and products. The company offers
integrated solutions incorporating equipment rentals and sales,
turnaround safety support, respiratory services, gas detection
services and systems, rescue services, safety training, industrial
hygiene, fire services, communications systems, and engineered
system design both in upstream and downstream markets. Total
Safety is privately held and reported revenues of $276million for
the twelve months ended June 30, 2011. Including the impact of
recent acquisitions, management estimates pro forma revenue of
approximately $311 million for the twelve months ended June 30,
2011.
TRADEPORT BUSINESS: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Tradeport Business Center One, LLC
5825 Glenridge Drive
Building Two, Suite 211
Atlanta, GA 30328
Tel: (404) 665-3126
Bankruptcy Case No.: 11-78756
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Wendy Reingold Reiss, Esq.
MCCALLA RAYMER, LLC
Six Concourse Parkway, Suite 2800
Atlanta, GA 30328
Tel: (678) 281-3939
Fax: (866) 392-7778
E-mail: wrr@mccallaraymer.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company?s list of its 11 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ganb11-78756.pdf
The petition was signed by James Sidney Johnson, authorized
officer.
TRAVELPORT HOLDINGS: Wins Support for Out-of-Court Restructuring
----------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review reports that Travelport
Holdings Ltd. said Friday it obtained the unanimous support of its
lenders to extend the repayment terms of its unsecured payment-in-
kind loans to 2016, enabling the company to avoid Chapter 11 and
instead restructure its balance sheet outside of bankruptcy court.
As reported in the TCR on Oct. 4, 2011, Travelport Holdings
Limited filed a second amendment, dated Sept. 28, 2011, to its
Disclosure Statement for the prepetition solicitation of votes
with respect to its Prepackaged Plan of Reorganization.
The Voting Deadline was extended to Sept. 29, 2011, at 5:00 p.m.
prevailing Eastern time. Any parties that have submitted a
Ballots to accept or reject the Plan prior to Sept. 28, 2011, may
seek to withdraw those votes at or prior to the Extended Voting
Deadline by providing written, telegraphic or facsimile
transmission of such withdrawal to Alix Partners, LLP.
The term sheet describing the various consideration to be received
by the Holders of the PIK Loan Unsecured Claims, including without
limitation, a description of the PIK Amendments, PIK Loan Cash
Distribution, the Second Lien OpCo Term Loan, the distribution of
Worldwide's equity, the Shareholders' Agreement, the Registration
Rights Agreement and other key economic and business terms of the
Plan, has been amended and supplemented by the terms in the
amended term sheet. The signatories to the Restructuring Support
Agreement have consented to the Amended Term Sheet.
A full-text copy of the Amendment is available for free at:
http://is.gd/czwp69
About Traveloport Holdings
Travelport Holdings is the direct parent of Travelport Limited, is
a broad-based business services company and a leading provider of
critical transaction processing solutions to companies operating
in the global travel industry. With a presence in 160 countries
and approximately 3,500 employees, Travelport is comprised of the
global distribution system (GDS) business, which includes the
Galileo and Worldspan brands and its Airline IT Solutions
business, which hosts mission critical applications and provides
business and data analysis solutions for major airlines.
Travelport also owns approximately 48% of Orbitz Worldwide (NYSE:
OWW), a leading global online travel company. Travelport is a
private company owned by The Blackstone Group, One Equity
Partners, Technology Crossover Ventures, and Travelport
management.
Travelport Holdings Limited is a holding company with no direct
operations. Its principal assets are the direct and indirect
equity interests it holds in its subsidiaries, including
Travelport Limited.
Travelport Limited, a direct subsidiary of Travelport Holdings
Limited, reported net income of $283 million on $1.061 billion of
of net revenue for the six months ended June 30, 2011, compared
with net income of $1 million on $1.056 billion of net revenue for
the same period of 2010. Results for the six months ended
June 30, 2011, includes gain of $312 million, net of tax, from the
sale of sale of the Gullivers Travel Associates ("GTA") business
to Kuoni Travel Holdings Limited ("Kuoni"). The sale was
completed on May 5, 2011.
Loss from continuing operations was $4 million during the six
months ended June 30, 2011, compared with a loss of $2 million for
the same period of 2010.
Travelport Limited's balance sheet at June 30, 2011, showed
$3.680 billion in assets, $4.136 billion in total liabilities, and
a stockholders' deficit of $456 million.
TRIBUNE CO: Judge Carey Says He Hopes to Issue Plan Ruling "Soon"
-----------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware said he hopes to issue a decision confirming
a reorganization plan for Tribune Company and its debtor
affiliates, Michael Oneal of Chicago Tribune reported.
Judge Carey's prediction, though vague, represented his first
indication on the timing of the confirmation ruling since July,
the report noted.
"Don't sit by your computers yet," Judge Carey told a group of
lawyers at a hearing held October 4, 2011, Chicago Tribune
relayed. "But I hope to have something soon," the bankruptcy
judge said, according to the report.
The bankruptcy judge heard closing arguments with respect to the
Chapter 11 Plans proposed by Tribune and rival noteholders group
led by Aurelius Capital Management, LP, on June 27, 2011. Judge
Carey ended the hearing without saying which of the plans he will
confirm. Instead, Judge Carey urged the rival groups to continue
their talks for a consensual resolution of the Chapter 11 cases.
Judge Carey also indicated that he might issue a confirmation
ruling in July. However, in August 2011, Judge Carey did not
state as to when he intends to rule on any of the Chapter 11
Plans, the report noted.
The bankruptcy judge convened the hearing to consider, among
other things, the Debtors' proposed incentives of up to $42.5
million to 640 employees. The bankruptcy judge approved the 2011
Management Incentive Plan, dubbing it as "reasonable and
sensible," according to the report.
Tribune's bankruptcy counsel, Brian Gold, Esq., at Sidley Austin
LLP, in Chicago, Illinois, told Judge Carey at the Oct. 4 hearing
that despite continued underperformance in the Company's
publishing unit, management is projecting it will be able to
generate about $517 million in cash flow in 2011, $20 million
more than originally projected, the report relayed. This would
translate into a bonus pool of between $26.4 million and $32.4
million based on the plan formula, the report stated.
Mr. Gold further disclosed that the media company continues to
wrestle with declining advertising revenue at its newspapers,
including the Chicago Tribune and Los Angeles Times, the report
pointed out. Comparisons in the broadcast group are under
pressure because 2010 benefited from strong election-year ad
spending, the report added.
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: Wins Nod to Make Changes to Confirmation Transcript
---------------------------------------------------------------
Tribune Co. sought and obtained approval to implement proposed
changes to the official confirmation trial transcript regarding
the Competing Chapter 11 Plans:
* the Second Amended Joint Plan of Reorganization 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.; and
* the Third Amended Joint Plan of Reorganization filed 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
James F. Conlan, Esq., at Sidley Austin LLP, in Chicago,
Illinois, discloses that since the conclusion of the trial on the
confirmation of a plan of reorganization in the Debtors' Chapter
11 cases, the DCL Plan Proponents and the Noteholders have worked
to complete the record of the confirmation proceedings.
Specifically, on June 21, 2011, the Noteholders provided the DCL
Plan Proponents with extensive proposed corrections to the
official trial transcript. The DCL Plan Proponents reviewed the
proposed changes, most of which were non-controversial, noted
their disagreement with respect to some of the proposed changes,
and identified a small number of additional changes that the DCL
Plan Proponents believed should be made. The parties then
conferred and resolved any differences, and the Debtors have
worked with Diaz Data Services to implement the proposed changes.
The parties prepared an Errata to the Official Confirmation Trial
Transcript that reflects the changes that Diaz determined were
correct and that have been implemented, a full-text copy of which
is available for free at:
http://bankrupt.com/misc/Tribune_ErrataSheettoConfTranscript.pdf
Plan Exhibits Released
Judge Carey authorized the Debtors to make publicly available all
trial exhibits except those set forth on Exhibits "E" to "H" to
the Debtors' Motion by posting those exhibits on Epiq Bankruptcy
Solutions, LLC's dedicated Web site related to the Debtors'
Chapter 11 cases.
The Debtors are also authorized to make publicly available all
deposition designations except those set forth on Exhibit "I" to
the Debtors' Motion by posting those deposition designations on
Epiq's Web site related to the Debtors' Chapter 11 cases.
The Court entered the order after a certificate of no objection
to the Debtors' Motion was filed.
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: Wins Nod to Implement 2011 Management Incentive Plan
----------------------------------------------------------------
Bankruptcy Judge Kevin Carey authorized Tribune Co. and its
affiliates to implement their self-funding annual cash Management
Incentive Plan for 2011 for approximately 640 management
employees, including top executives, with an aggregate payout
opportunity of approximately:
(a) $16.4 million -- representing a 50%-of-target payout -- if
the Company achieves "threshold" performance equal to
$450 million of 2011 consolidated operating cash flow or
OCF;
(b) $32.4 million -- representing a 100%-of-target payout --
if the Company achieves "target" performance for 2011 equal
to $525 million of consolidated OCF; and
(c) $42.5 million -- representing a 130%-of-target payout --
if the Company achieves "maximum" performance for 2011 of
$700 million of consolidated OCF.
With respect to the two 2011 MIP Participants named defendants in
the matter of In re The Official Committee of Unsecured Creditors
of Tribune Company v. Fitzsimons, et al. and referred to as Trust
Participants, any payment under the 2011 MIP to any Trust
Participant will be held in an interest-bearing rabbi trust
account established in the complaint filed on or about
November 1, 2010 against the Trust Participant in the Creditors
Committee LBO Litigation and will within 10 days after any
resolution, be paid from the rabbi trust account established for
the Trust Participant to the Trust Participant unless:
(i) the Court or any other court of competent jurisdiction
enters a final order or judgment in the Creditors
Committee LBO Litigation finding that, as part of the
Company's leveraged buy-out transactions in 2007, the
Trust Participant breached his fiduciary duty or committed
an intentional tortious wrong, which event the Trust
Participant's 2011 MIP payment will be forfeited; or
(ii) the Court orders otherwise, in which case the order will
govern the distribution of those amounts.
In the event the Court or any other court of competent
jurisdiction enters a final non-appealable order or judgment
finding that, as part of the 2007 LBO, a 2011 MIP Participant
breached his or her fiduciary duty or committed an intentional
tortious wrong, then the 2011 MIP Participant will within 10 days
after receiving notice from a representative of the Debtors'
estates of the finality of that order, repay to the Company the
full amount of the 2011 MIP award payment received by the 2011
MIP Participant.
For the avoidance of doubt, the granting of the 2011 MIP Motion
does not impact, positively or negatively, any alleged claim of
the Debtors' estates against any 2011 MIP Participants, Judge
Carey clarified.
If, any time prior to the payment of the 2011 MIP award, the
Court identifies, in a decision, order or otherwise, a 2011 MIP
Participant whom, in the Court's opinion, may have acted in a
manner inconsistent with his or her fiduciary duties or who may
have acted with willful misconduct at any time during the course
of these bankruptcy cases, the Creditors' Committee may file a
motion to prohibit the identified 2011 MIP Participant from
receiving all or part of his or her 2011 MIP award payment, Judge
Carey ruled.
Separately, the Court authorized the Debtors to file under seal
the unredacted report of Mercer (U.S.), Inc. as an exhibit to the
2011 MIP Motion.
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)
TROPICANA ENT: Hearing on Claims Reserve Continued to Nov. 22
-------------------------------------------------------------
The hearing with respect to the request of Tropicana entities
known as the LandCo Debtors for the establishment of LandCo claims
reserve procedures has been continued to November 22, 2011. No
response or objection has been filed as of presstime.
The LandCo Debtors, which consist of Tropicana Las Vegas
Holdings, LLC, and its debtor affiliates, previously asked the
Honorable Kevin J. Carey to approve a proposed LandCo claims
reserve procedure, including the amount of a LandCo claims
reserve. They also sought the Court's authority to make interim
distributions to Allowed Class 4 LandCo General Unsecured Claims
based on the LandCo Claims Reserve Procedure and the LandCo
Claims Reserve.
The Court previously set a Sept. 27, 2011 hearing for the claims
reserve request if responses or objections were timely filed by
Sept. 20.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TROPICANA ENT: Lazard Freres Fees Approved After Settlement
-----------------------------------------------------------
The Honorable Kevin J. Carey granted a settlement by Tropicana
entities the Liquidating LandCo Debtors and Tropicana Las Vegas,
Inc. on an objection to the final fee applications of Lazard
Freres.
On behalf of the LandCo Parties, M. Blake Cleary, Esq., at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware,
reiterated that the proposed settlement of the LandCo Fee
Objection is in the best interest of the LandCo Debtors' estates.
Among other things, he emphasized, it will allow the parties to
avoid the incurrence of additional fees and costs associated with
litigation where there is now "substantial agreement among the
Parties regarding various factual issues that gave rise to the
filing of the LandCo Fee Objection."
The Settlement will also reduce the number of outstanding fee
objections remaining to be resolved in these cases and therefore,
conserve valuable judicial resources, Mr. Cleary told the Court.
All objections to the Settlement Motion that have not been
withdrawn, waived or settled, and all reservations of rights
included in the objections, are overruled on the merits. Nothing
in the order will affect, impair, prejudice or otherwise impact
the rights, claims, obligations and defenses, if any, of the
Steering Committee raised in its Objection.
The objection to the Lazard Final Fee Applications set forth in
the LandCo Fee Objection is withdrawn with prejudice.
Lazard Freres will not seek and is prohibited from seeking
reimbursement from the LandCo Parties for any fees and expenses
incurred by Lazard in assessing, analyzing, defending against,
and resolving the LandCo Fee Objection, the Court ruled.
The Settlement
On Aug. 14, 2009, Lazard Freres filed to the Court its final fee
application as investment banker and financial advisor to the
LandCo Debtors for the period from May 5, 2008 through Apr. 22,
2010. On Apr. 22, 2010, Lazard Freres filed its final fee
application as investment banker and financial advisor to the
OpCo Debtors for the period from May 5, 2008 through Apr. 30,
2009.
By its Final Fee Applications, Lazard Freres is seeking final
allowance of all fees and expenses for services rendered to the
OpCo and LandCo Debtors, including a $11,550,000 "completion
fee." Lazard Freres asserted that the terms of the completion
fee was provided in the Court order approving its retention in
the Debtors' Chapter 11 cases. Lazard Freres specifically
proposed an allocation of 16.2% of its total allowed fees and
expenses to the LandCo estates.
The Steering Committee of OpCo Lenders has objected to Lazard
Freres' Final Fee Applications. The Steering Committee disputed
Lazard Freres' entitlement to a completion fee and alleged that
50% of the firm's allowed fees and expenses should be allocated
to the LandCo estates. In response, the firm asserted that it is
entitled to recover the entire completion fee and that only 16.2%
of its allowed fees and expenses should be allocated to the
LandCo estates.
The LandCo Parties also objected to Lazard Freres' Final Fee
Applications, specifically to the allowance of $159,221 of the
firm's expenses that consisted of "legal fees." The LandCo
Parties contended that Lazard Freres provided no explanation for
why it incurred any legal fees in connection with its engagement.
An evidentiary hearing regarding the Allocation Dispute was held
before the Court on May 11, 2011, wherein the Court requested
post-hearing submissions from parties to the Allocation Dispute.
The Court has not yet ruled on the Allocation Dispute.
On Jun. 22, 2011, Lazard Freres filed a summary judgment motion,
which the Court has denied without prejudice, to resolve the Fee
Objections because it "did not believe that any genuine issues of
fact exist." In addition to seeking entry of an order denying
the Fee Objections, the summary judgment motion also requested
reimbursement from the Steering Committee and the LandCo Parties
of their allocable share of an aggregate amount of $444,164, as
of Jun. 1, 2011, in legal fees incurred by the firm in defending
against the Fee Objections. The LandCo Parties disputed Lazard
Freres' entitlement to the legal fees.
The LandCo Parties and Lazard Freres have since engaged in good
faith negotiations for the consensual resolution of the Final Fee
Applications. Lazard Freres has provided information supporting
the "legal fees" that were subject to the LandCo Fee Objection
and has responded to subsequent inquiries of the LandCo parties
regarding the information.
The negotiations ultimately ended in the parties reaching a
settlement agreement to resolve their dispute related to the
Final Fee Applications.
The salient terms of the settlement are:
(a) The LandCo Parties' objection to the Lazard Final Fee
Applications will be withdrawn with prejudice; and
(b) Lazard Freres will not seek and is prohibited from seeking
reimbursement from the LandCo Parties for any fees and
expenses incurred by the firm in assessing, analyzing,
defending against, and resolving the LandCo Fee Objection.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TROPICANA ENT: Steering Committee Objecst to Cole, JH Cohn Fees
---------------------------------------------------------------
The Steering Committee of Lenders for Tropicana entities known s
the OpCo Debtors under a credit agreement, dated January 3, 2007,
as amended, now shareholders of Tropicana Entertainment, LLP,
objects to the final fee applications filed by Cole, Schotz,
Meisel, Forman & Leonard, P.A. and J.H. Cohn LLP, as bankruptcy
professionals of the New Jersey Debtors.
Cole Schotz served as attorneys to the New Jersey Debtors and
submitted fees totaling $1,327,587 for the period covering April
29, 2009 through July 31, 2011.
J.H. Cohn served as the New Jersey Debtors' financial advisors
and submitted fees totaling $847,637 for the period covering
April 29, 2009 through July 31, 2011.
According to its special counsel, James P. Schratz, Esq., in
Sonoma, California, the Steering Committee cited that:
* It cannot determine the amount spent on certain activities
because the Firms have "lumped" time activities together.
As a result, the Steering Committee is unable to evaluate
the reasonableness and the necessity of the services with
times that have been lumped. The Steering Committee
requests the disallowance of $73,260 with respect to Cole
Schotz and $84,485 with respect to J.H. Cohn.
* Many of the time entries of Cole Schotz and J.H. Cohn are
vague and contain little description concerning the
services rendered. The Steering Committee requests the
disallowance of $5,470 with respect to Cole Schotz and
$43,374 with respect to J.H. Cohn.
* The Firms are seeking reimbursement for tasks that are
clerical in nature. Clerical work is generally not
recoverable because it is considered overhead, nor is
clerical work recoverable because an attorney or paralegal
actually does the work. The Steering Committee requests
the disallowance of $24,877 with respect to Cole Schotz
and $7,008 with respect to J.H. Cohn.
* Travel time should be allowed at 50%. The Steering
Committee notes that many Cole Schotz billers charged full
rates for travel time. The Steering Committee requests
the disallowance of $28,110.
* Time spent revising time records is not compensable. The
Steering Committee seeks the disallowance of $11,158
attributable to this task with respect to Cole Schotz.
* The Steering Committee seeks the disallowance of 20% --
equivalent to $29,610 -- of the total time expended on
intra-office conferencing and conferencing where more than
one counsel attended because of the excessive number of
inter-office conferences between the attorneys at Cole
Schotz.
* The Steering Committee seeks the reduction of fees,
amounting to $31,955, for non-beneficial services,
including the objection filed by Cole Schotz to the UNITE
HERE National Retirement Fund administrative claim and the
resulting lengthy litigation. The Steering Committee
asserts that "many of their arguments were unnecessary and
there was no benefit from it" and that the amount billed
far exceeds what is reasonably necessary to vigilantly
address the administrative claim.
To summarize, the Steering Committee asks Judge Carey to allow
only $1,175,007 of Cole Schotz's requested fees and expenses, and
$718,120 of J.H. Cohn's requested fees and expenses.
Cole Schotz and J.H. Cohn React
Cole, Schotz, Meisel, Forman & Leonard, P.A., on behalf of itself
and J.H. Cohn, LLP, filed an omnibus reply to the Steering
Committee's Objection.
"The Steering Committee is controlled by Icahn Partners LP, an
opportunity fund, whose modus operandi in the Tropicana
bankruptcy cases has been to shake down professionals for the
sole purpose of lining its own pockets . . . Icahn's agenda here
in prosecuting the Objection is transparently the same," Ilana
Volkov, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in
Hackensack, New Jersey, contends.
In a case that has been dismissed because there were no assets to
pay unsecured creditors, and where an escrow was established for
the purpose of paying professionals, Icahn Partners' sole
motivation is to obtain "found money" and not to benefit any
estate, Ms. Volkov adds.
The New Jersey Debtors' Chapter 11 cases were successfully
administered by Cole Schotz and J.H. Cohn at a blended hourly
rate of $302 and $451. These blended rates are eminently
reasonable for a case of this size and complexity, Ms. Volkov
asserts. In addition, the Firms remained well below the
professionals' budget agreed to by Icahn Partners, she said,
noting that in March 2010, Icahn Partners agreed to escrow
$750,000 and $300,000 for Cole Schotz's and J.H. Cohn's estimated
post-March 8, 2010 fees and expenses pursuant to that certain
Closing Certificate and the Amended and Restated Purchase
Agreement.
Between the Closing and August 31, 2011, Cole Schotz actually
billed $435,397 in fees and expenses, which represents
approximately 58% of the budgeted amount, and J.H. Cohn actually
billed $204,099 in fees and expenses, which represents
approximately 68% of the budgeted amount.
Accordingly, Ms. Volkov made these clarifications on behalf of
the Firms:
* The Firms' time entries are not lumped to such an extent
that the Court cannot ascertain whether an appropriate
amount of time was spent on each task. To facilitate the
Court's evaluation of the disputed time entries, the Firms
submitted a "point-by-point" response to each of the
disputed entry, illustrating that the tasks supporting the
time entries relate to one issue rather than unrelated
issues.
* With respect to the alleged insufficient detain in time
entries, Cole Schotz and J.H. Cohn also submitted
additional detail regarding each of the disputed entries.
* With respect to the alleged improper billing for clerical
tasks, Ms. Volkov argues that the "analysis and skills
necessary to carry out" the tasks in the disputed time
entries are not merely secretarial or clerical in nature.
Many of the entries identified by the Steering Committee
required professional skills and judgment. Moreover, the
Firms charge their non-bankruptcy clients for the same or
substantially similar tasks.
* There is no Local Bankruptcy Rule or other per se
prohibition against billing for travel time at 100%. In
fact, it is not unusual for travel time to be awarded at
the full rate. Cole Schotz's travel time related to trips
for court hearings and for client meetings. When
appropriate, Cole Schotz appeared at hearings via
telephone to save the NJ Debtors' estates the cost of
travel.
* With respect to revisions to time records, Cole Schotz
already reduced the fees requested for this work. Cole
Schotz will reduce its fees by an additional $5,659 to
resolve the objection of the Steering Committee.
* There is no per se prohibition against awarding
compensation for intra-office conferences. Significantly,
many of the disputed time entries are not even related to
intra-office conferencing -- $81,431 of the time entries
include conferencing with attorneys and parties-in-
interest outside Cole Schotz or entries where intra-office
conferencing followed or related to the completion of
specifically identified tasks in the billing entry. The
internal meetings at issue actually saved the NJ Debtors'
estates significant professional fees because most of the
work was "pushed down" to junior attorneys. Had the work
been performed by the more senior and experienced
attorneys on the case, the NJ Debtors would have incurred
substantially higher fees.
* The issues presented by the UNITE HERE Fund Claim were
highly complex. Consequently, Cole Schotz had to dedicate
a substantial amount of time researching the issues and
writing briefs in support of the challenge to the Fund
Claim. As a result of Cole Schotz's eminently appropriate
and justified efforts, the Fund withdrew its $1,600,000
administrative claim with prejudice. The Steering
Committee's suggestion that Cole Schotz's time spent on
this endeavor was not necessary or did not benefit the NJ
Debtors' estates is absurd and belied by the facts and
circumstances of this case.
The arguments raised by the Steering Committee in its Objection
have no merit and should be overruled, Ms. Volkov maintains.
Cole Schotz has filed certification by Michael D. Sirota, Esq.,
and Bernard A. Katz in further support of the J.H. Cohn
Application.
The matter was set to be heard on September 20, 2011. No order
on the matter has been filed as of presstime.
About Tropicana Entertainment
Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games. In addition, the Company owns a development
property in Aruba. The company is based in Las Vegas, Nevada.
Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts. Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent. AlixPartners LLP is the Debtors'
restructuring advisor. Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case. Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.
The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan. On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn. Judge Judith H. Wizmur
presides over the cases. Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.
A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.
Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as
their claims and notice agent. Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.
Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC. The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.
Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TTC PLAZA: Case Summary & Largest Unsecured Creditor
----------------------------------------------------
Debtor: TTC Plaza Limited Partnership
7171 Harwin Drive, Suite 100
Houston, TX 77036
Bankruptcy Case No.: 11-38381
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
Southern District of Texas (Houston)
Judge: Marvin Isgur
Debtor's Counsel: Jack Nicholas Fuerst, Esq.
JACK N. FUERST, ATTORNEY AT LAW
8955 Katy Freeway, Suite 205
Houston, TX 77024
Tel: (713) 299-8221
Fax: (713) 789-2606
E-mail: jfuerst@sbcglobal.net
Scheduled Assets: $12,016,768
Scheduled Debts: $5,312,263
The petition was signed by William Wu, managing partner.
Debtor's list of its Unsecured Creditors contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Tax Ease Funding, LP Property Taxes $314,263
14901 Quorum Drive, Suite 900
Dallas, TX 75254
UNIQUE IMPRESSIONS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Unique Impressions, Inc.
3032 North 33rd Avenue
Phoenix, AZ 85017
Bankruptcy Case No.: 11-27917
Chapter 11 Petition Date: October 3, 2011
Court: U.S. Bankruptcy Court
District of Arizona (Phoenix)
Judge: Charles G. Case, II
Debtor's Counsel: Allan D. Newdelman, Esq.
ALLAN D NEWDELMAN PC
80 E. Columbus Avenue
Phoenix, AZ 85012
Tel: (602) 264-4550
Fax: (602) 277-0144
E-mail: anewdelman@qwestoffice.net
Estimated Assets: $0 to $50,000
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 Phillip S. Rogers, officer/co-owner.
VITESSE SEMICONDUCTOR: Expects $29MM to $30MM Q4 Revenues
---------------------------------------------------------
Vitesse Semiconductor Corporation updated guidance for the fourth
quarter of fiscal year 2011, which ended on Sept. 30, 2011.
The Company now expects the following ranges for guidance:
revenues $29.0 to $30.5 million; product margins 57 to 59 percent;
and GAAP operating expenses $24.1 to $24.7 million. Operating
expenses include one-time charges of approximately $3.2 million
related to a real estate lease impairment and severance that
occurred in the fourth quarter of fiscal year 2011. Excluding
these one-time charges, operating expenses would be in the range
of $20.9 to $21.5 million.
Vitesse's previous outlook for the fourth fiscal quarter of 2011
was for revenues of $35.0 to $38.0 million; product margins 59 to
61 percent; and GAAP operating expenses of $21.5 to $23.0 million.
"We continue to see softening of global demand as a number of
customers manage through existing inventories and curtail
purchases due to economic conditions that are impacting
performance broadly across our sector, particularly in the Asia
Pacific region," said Chris Gardner, CEO of Vitesse. "A delay in
an intellectual property contract also contributed to our reduced
revenue expectation. In the quarter, we took actions to further
reduce our operating expenses. These measures will reduce 2012
operating expenses by approximately $10 million as compared to
2011."
The Company expects to report complete fourth quarter and full
fiscal year 2011 financial results in early December 2011. Fourth
quarter and full fiscal year 2011 financial results are pending
finalization of the Company's year-end closing, reporting and
audit processes, and, therefore, the guidance reported in this
press release remains subject to change.
About Vitesse
Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.
In October 2009, Vitesse completed a debt restructuring
transaction that resulted in the conversion of 96.7% of the
Company's 2024 Debentures into a combination of cash, common
stock, Series B Preferred Stock and 2014 Debentures. With respect
to the remaining 3.3% of the 2024 Debentures, Vitesse settled its
obligations in cash. Additionally, Vitesse repaid $5.0 million of
its $30.0 million Senior Term Loan, the terms of which were
amended as part of the debt restructuring transactions.
The Company reported a net loss of $7.73 million on $37.45 million
of net revenue for the three months ended Dec. 31, 2010, compared
with a net loss of $33.86 million on $41.65 million of net revenue
for the same period a year ago.
The Company's balance sheet at June 30, 2011, showed $72.02
million in total assets, $96.49 million in total liabilities and a
$24.47 million total stockholders' deficit.
WAGSTAFF MINNESOTA: Hires Jones & Malhotra as Auditor
-----------------------------------------------------
Wagstaff Minnesota, Inc., et al., have been authorized by the U.S.
Bankruptcy Court for the District of Minnesota to employ Jones &
Malhotra as auditor.
Jones & Malhotra will perform the audit of the Debtors' 401(k)
plans. Pursuant to Employee Retirement Income Security Act of
1974, the Department of Labor's rules and regulations, and
Internal Revenue Service, the Debtors are required to perform an
audit of their 401(k) plans.
Jones will perform the required audit for a flat fee of $12,000
and no more than $500 in expenses.
WARNER MUSIC: Makes Technical Corrections to 2009 Security Pact
---------------------------------------------------------------
WMG Acquisition Corp. entered into Amendment No. 1 to the Security
Agreement, dated as of Sept. 28, 2011, which amends the Security
Agreement, dated May 28, 2009, among Warner Music Group, WMG
Holdings Corp., the subsidiary guarantors party thereto and Wells
Fargo Bank, National Association, as collateral agent and notes
authorized representative, to make certain technical corrections
to the Security Agreement.
A full-text copy of the Security Agreement Amendment is available
for free at http://is.gd/TQSpCP
About Warner Music Group
Based in New York, Warner Music Group Corp. (NYSE: WMG)
-- http://www.wmg.com/-- was formed by a private equity
consortium of investors on Nov. 21, 2003. The Company is the
direct parent of WMG Holdings Corp., which is the direct parent of
WMG Acquisition Corp. WMG Acquisition Corp. is one of the world's
major music-based content companies and the successor to
substantially all of the interests of the recorded music and music
publishing businesses of Time Warner Inc.
The Company classifies its business interests into two fundamental
operations: Recorded Music and Music Publishing. The Company's
Recorded Music business primarily consists of the discovery and
development of artists and the related marketing, distribution and
licensing of recorded music produced by such artists. The
Company's Music Publishing operations include Warner/Chappell, its
global Music Publishing company, headquartered in New York with
operations in over 50 countries through various subsidiaries,
affiliates and non-affiliated licensees.
Warner Music reported a net loss of $39 million on $682 million of
revenue for the three months ended March 31, 2011, compared with a
net loss of $28 million on $666 million of revenue for the same
period during the prior year. The Company also reported a net
loss of $57 million on $1.47 billion of revenue for the six months
ended March 31, 2011, compared with a net loss of $44 million on
$1.58 billion of revenue for the same period during the prior
year.
The Company's balance sheet at June 30, 2011, showed $3.58 billion
in total assets, $3.87 billion in total liabilities and a $289
million total deficit.
* * *
In May 2011, Warner Music Group Corp. and Access Industries, the
U.S.-based industrial group, announced the execution of a
definitive merger agreement under which Access Industries will
acquire WMG in an all-cash transaction valued at $3.3 billion.
The purchase includes WMG's entire recorded music and music
publishing businesses.
WASHINGTON LOOP: Wants to Borrow up to $3.5MM from Davis Capital
----------------------------------------------------------------
Washington Loop, LLC, asks the U.S. Bankruptcy Court for the
Middle District of Florida for authorization to obtain post-
petition financing of up to $3,500,000 from Davis Capital, LLC, to
fund (i) the purchase certain equipment for use in the Debtor's
operations, (ii) additional operating capital, and (iii) an
additional post-petition retainer of $125,000.
As security for the post-petition financing, the Debtor proposes
to grant the Lender a priming lien on the Debtor's real and
personal property pursuant to 11 U.S.C. Section 364(d)(1) and a
super-priority administrative expense claim pursuant to U.S.C.
Section 364(c)(1) for all funds advances.
The terms and conditions of the DIP Financing are summarized
below:
Borrower: : Washington Loop, LLC.
Facility Amount : Up to $3,500,000.00.
Interest Rate : 12% per annum, to be paid monthly in
arrears.
Fees : An origination fee equal to 1.0% of the
Facility Amount payable at closing, or
subject to accrual at the election of
Lender.
Payment : Interest-only payments due monthly for
the life of the loan, with a balloon
payment of all principal due at the
conclusion of the loan term.
Loan Term : The DIP Loan will be due and payable,
inclusive of all interest, fees and
premiums, on the earliest of (a) the
conversion of the Case to a Chapter 7
filing; (b) the dismissal of the Case;
(c) upon any event of default by
Borrower; (d) 360 days after the first
funding under the DIP Loan; and (e) the
approval of any other debtor-in-
possession financing by the Court.
Counsel for the Debtor notes that the Debtor does not have
sufficient available sources of working capital and financing to
carry on the operation of its business and preserve the value of
the estate pending confirmation. "In the absence of the DIP
Financing, the operation of the Debtor's business would stop
immediately and serious and irreparable harm to the Debtor and the
estate would occur," counsel said in the motion.
Based on the value of the Debtor's Property, all secured
creditors' secured interests will be adequately protected under
the proposed DIP Financing. Moreover, the secured creditors who
will be primed under the proposed DIP Financing will nevertheless
remain fully secured based on the Debtor's estimates of the value
of the Property.
The Debtor has obtained an appraisal of the Property that values
the Property at between $40,000,000 and $45,000,000 if operating
at full operational capacity. As reflected on the Debtor?s
schedules, the total secured debt on the Property is about
$17,653,753.51.
Specifically, by adding the DIP Financing to the Debtor's current
debt load, the secured positions of each of the secured creditors
will be improved by the addition of the DIP Financing as the
additional equipment and cash flow will enable the Debtor to
operate at levels not previously permitted by the previously
constrained business operations.
About Washington Loop
Punta Gorda, Florida-based Washington Loop, LLC, operates an
aggregate mine in Charlotte County, Flordia. The Company owns two
parcels of real property and improvements -- the Loop Property and
the Mirror Lakes Property ? which, together, comprise
approximately 474 adjoining acres in Punta Gorda, Charlotte
County, Florida. The Company filed for Chapter 11 bankruptcy
protection on March 31, 2011 (Bankr. M.D. Fla. Case No. 11-06053).
Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at Shumaker,
Loop & Kendrick, LLP, in Tampa, Fla., represent the Debtor as
counsel. The Debtor disclosed $45,098,259 in assets and
$19,703,694 in liabilities as of the Chapter 11 filing.
The Debtor was dismissed from a prior Chapter 11 case, (Case
No. 9:10-27981) by order of the Court entered on March 17, 2011.
In the Debtor's prior Chapter 11 case, the Debtor's Schedule F, as
filed under penalty of perjury, listed some 34 general unsecured
creditors totaling claims of $1,953,354. In that case, the
Debtor, under penalty of perjury, listed all Schedule F debts as
non-contingent, liquidated, and undisputed.
The Debtor now declares, under penalty of perjury, that all
Schedule F debts are unliquidated. These schedules were filed no
less than two weeks after the dismissal of the prior Chapter 11
case, and only six weeks after the Debtor filed its Schedule F in
that case.
WASHINGTON MUTUAL: Seeks Quick Approval of Latest Ch. 11 Plan
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Washington Mutual Inc. will tell the bankruptcy judge
at a status conference today, Oct. 6, that the proposed full-
payment reorganization plan can be modified and approved by the
court at a confirmation hearing without having creditors vote
again. WaMu also proposes to move ahead with confirmation while
mediation proceeds on a parallel track.
According to the report, the status conference in bankruptcy court
today will discuss how to move the case forward in light of the
139-page opinion issued on Sept. 13, where U.S. Bankruptcy Judge
Mary F. Walrath ruled for a second time that the WaMu plan has
defects that preclude confirmation.
WaMu, Mr. Rochelle discloses, said in its court filing that the
four defects can be remedied without resoliciting votes from
creditors because none of the changes affects creditors' economic
recoveries. WaMu produced charts showing that projected
recoveries after the changes will exceed what creditors previously
were told. WaMu argues that using the interest rate that Walrath
required will harm no creditor group because the judge concluded
that the reorganized company's valuation is higher, thus enhancing
projected recoveries.
According to the report, WaMu says that pausing for another vote
will delay confirmation by two or three months and result in a $60
million to $90 million loss for the so-called Piers creditors who
are at the bottom of the distribution waterfall. The losses would
result from fees and expenses and the continued accrual of
interest owing to senior creditor classes. The bank holding
company likewise opposes holding up the confirmation process
pending mediation that Judge Walrath required when she denied
confirmation last month. WaMu says that mediation should focus on
the lawsuit that the judge is allowing equity holders to bring
against noteholders who allegedly traded debt using non-public
information.
About WaMu
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.
WESTERN COMMUNICATIONS: Employs Davis Wright as Special Counsel
---------------------------------------------------------------
Western Communications, Inc., has been authorized by the U.S.
Bankruptcy Court for the District of Oregon to employ Davis Wright
Tremaine LLP as special purpose counsel.
The Debtor will compensate DWT on an hourly basis in accordance
with DWT's ordinary and customary hourly rates in effect on the
date services are rendered. DWT's compensation and reimbursement
of expenses will be paid by the Debtor as administrative expenses.
Duane A. Bosworth, Esq., at DWT, disclosed that DWT has received
prepetition payments from the Debtor totaling $139,942. DWT also
received a retainer from the Debtor totaling $5,000. DWT applied
a portion of that amount prepetition. The remaining balance is
held as a retainer.
About Western Communications
Western Communications, Inc., is a family-owned corporation
founded by renowned editor Robert W. Chandler. Headquartered in
Bend, Oregon, Western Communications is a small market newspaper,
niche publishing, printing and digital media company with
publications spread throughout Oregon (six publications) and
California (two publications). The Company produces and publishes
the Bend Bulletin, the Baker City Herald, the La Grande Observer,
the Redmond Spokesman, the Brookings Curry Coastal Pilot, the
Crescent City Daily Triplicate, and the Sonora Union Democrat.
The Company also publishes the Central Oregon Nickel Ads in Bend,
Oregon.
Western Communications filed for Chapter 11 bankruptcy (Bankr.
Ore. Case No. 11-37319) on Aug. 23, 2011. Albert N. Kennedy,
Esq., and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in
Portland, Oregon, serve as the Debtor's bankruptcy counsel. The
Zinser Law Firm, P.C., and Davis Wright Tremaine LLP serve as the
Debtor's special purpose counsel. The petition was signed by
Gordon Black, president.
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Western Communications,
Inc., have expressed interest in serving on a committee.
WESTERN COMMUNICATIONS: Hires Grove Mueller as Accountants
----------------------------------------------------------
Western Communications, Inc., has been authorized by the U.S.
Bankruptcy Court for the District of Oregon's to employ Grove,
Mueller & Swank, P.C., as its accountants.
The Debtor will compensate GM&S on an hourly basis in accordance
with GM&S' ordinary and customary hourly rates in effect on the
date services are rendered. GM&S' compensation and reimbursement
of expenses will be paid by the Debtor as administrative expenses.
On Aug. 22, 2011, GM&S received a $5,000 retainer. Prior to the
filing of the bankruptcy petition, GM&S applied $1,513 of the
retainer against current work-in-progress, leaving a retainer
balance of $3,486.
About Western Communications
Western Communications, Inc., is a family-owned corporation
founded by renowned editor Robert W. Chandler. Headquartered in
Bend, Oregon, Western Communications is a small market newspaper,
niche publishing, printing and digital media company with
publications spread throughout Oregon (six publications) and
California (two publications). The Company produces and publishes
the Bend Bulletin, the Baker City Herald, the La Grande Observer,
the Redmond Spokesman, the Brookings Curry Coastal Pilot, the
Crescent City Daily Triplicate, and the Sonora Union Democrat.
The Company also publishes the Central Oregon Nickel Ads in Bend,
Oregon.
Western Communications filed for Chapter 11 bankruptcy (Bankr.
Ore. Case No. 11-37319) on Aug. 23, 2011. Albert N. Kennedy,
Esq., and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in
Portland, Oregon, serve as the Debtor's bankruptcy counsel. The
Zinser Law Firm, P.C., and Davis Wright Tremaine LLP serve as the
Debtor's special purpose counsel. The petition was signed by
Gordon Black, president.
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Western Communications,
Inc., have expressed interest in serving on a committee.
WESTERN COMMUNICATIONS: Employs Tonkon Torp as Ch. 11 Counsel
-------------------------------------------------------------
Western Communications, Inc., has been authorized by the U.S.
Bankruptcy Court for the District of Oregon to employ Tonkon Torp
LLP as Chapter 11 counsel.
As counsel, Tonkon Torp will advise the Debtor of its rights,
powers and duties as a debtor and debtor-in-possession, take all
actions necessary to protect and preserve the Debtor's bankruptcy
estate, prepare all necessary applications, motions, responses,
notices and other papers, and advise the Debtor with respect to,
and assist in the negotiation and documentation of, financing
agreements, debt and cash collateral orders, and related
transactions, among other tasks.
The Debtor will compensate Tonkon Torp on an hourly basis in
accordance with its ordinary and customary hourly rates:
Attorney Name Status Hourly Rate
------------- ------ -----------
Albert N. Kennedy Partner $450
Michael W. Fletcher Partner $325
Spencer Fisher Paralegal $125
Leslie Hurd Legal Asst/ $90
Paralegal
Tonkon Torp's compensation and reimbursement of expenses will be
paid by the Debtor as administrative expenses.
Within the 12-month period preceding the Petition Date, Tonkon
Torp received retainers on behalf of Debtor in the total amount of
$110,000. Prior to the filing of the bankruptcy petition, Tonkon
Torp applied a portion of the retainer balance for prepetition
services and the Chapter 11 filing fee. The remaining balance is
held as a retainer.
About Western Communications
Western Communications, Inc., is a family-owned corporation
founded by renowned editor Robert W. Chandler. Headquartered in
Bend, Oregon, Western Communications is a small market newspaper,
niche publishing, printing and digital media company with
publications spread throughout Oregon (six publications) and
California (two publications). The Company produces and publishes
the Bend Bulletin, the Baker City Herald, the La Grande Observer,
the Redmond Spokesman, the Brookings Curry Coastal Pilot, the
Crescent City Daily Triplicate, and the Sonora Union Democrat.
The Company also publishes the Central Oregon Nickel Ads in Bend,
Oregon.
Western Communications filed for Chapter 11 bankruptcy (Bankr.
Ore. Case No. 11-37319) on Aug. 23, 2011. Albert N. Kennedy,
Esq., and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in
Portland, Oregon, serve as the Debtor's bankruptcy counsel. The
Zinser Law Firm, P.C., and Davis Wright Tremaine LLP serve as the
Debtor's special purpose counsel. The petition was signed by
Gordon Black, president.
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Western Communications,
Inc., have expressed interest in serving on a committee.
WESTERN COMMUNICATIONS: Employs Zinser as Special Counsel
---------------------------------------------------------
Western Communications, Inc., has been authorized by the U.S.
Bankruptcy Court for the District of Oregon to employ The Zinser
Law Firm, P.C., as special purpose counsel to provide labor and
employment law representation consistent with Zinser's
representation of the Debtor prepetition.
The Debtor will compensate Zinser on an hourly basis in accordance
with Zinser's ordinary and customary hourly rates in effect on the
date services are rendered, and will reimburse the firm of its
necessary expenses.
Within the 12-month period preceding the Petition Date, Zinser
provided accounting services to the Debtor, and the Debtor paid
these amounts to Zinser:
Date Paid Amount
--------- ------
June 29, 2011 $1,016
June 30, 2011 1,643
August 23, 2011 2,000
August 23, 2011 49
Zinser applied a portion of the $2,000 retainer it received from
the Debtor for prepetition services. The remaining balance is
held as a retainer.
About Western Communications
Western Communications, Inc., is a family-owned corporation
founded by renowned editor Robert W. Chandler. Headquartered in
Bend, Oregon, Western Communications is a small market newspaper,
niche publishing, printing and digital media company with
publications spread throughout Oregon (six publications) and
California (two publications). The Company produces and publishes
the Bend Bulletin, the Baker City Herald, the La Grande Observer,
the Redmond Spokesman, the Brookings Curry Coastal Pilot, the
Crescent City Daily Triplicate, and the Sonora Union Democrat.
The Company also publishes the Central Oregon Nickel Ads in Bend,
Oregon.
Western Communications filed for Chapter 11 bankruptcy (Bankr.
Ore. Case No. 11-37319) on Aug. 23, 2011. Albert N. Kennedy,
Esq., and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in
Portland, Oregon, serve as the Debtor's bankruptcy counsel. The
Zinser Law Firm, P.C., and Davis Wright Tremaine LLP serve as the
Debtor's special purpose counsel. The petition was signed by
Gordon Black, president.
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Western Communications,
Inc., have expressed interest in serving on a committee.
WPCS INTERNATIONAL: Forbearance Pact with BOA Extended to Nov. 30
-----------------------------------------------------------------
WPCS International Incorporated and its United States based
subsidiaries, on Sept. 27, 2011, entered into a second amendment
to forbearance agreement with Bank of America, N.A., pursuant to
which the forbearance agreement, dated as of Dec. 22, 2010, was
further amended, whereby BOA agreed to not exercise its rights or
remedies against the Company as a result of certain events of
default pursuant to the loan and security agreements. Pursuant to
the Forbearance Amendment, BOA agreed to forbear as a result of
existing events of default under the Loan Documents until the
earlier of (a) Nov. 30, 2011, or (b) an event of termination under
the Forbearance Agreement.
Pursuant to the Forbearance Amendment, the Company and BOA agreed
that:
1. Available funds pursuant to the Loan Documents will be
limited to the lesser of (a) (i) from Sept. 27, 2011,
through and including Oct. 20, 2011, $3,800,000, (ii) from
Oct. 21, 2011, through and including Nov. 29, 2011,
$3,500,000, and (iii) on Nov. 30, 2011, and all times
thereafter, $0, or (b) the aggregate sum of (i) through and
including Oct. 1, 2011, 70%, and then on and after Oct. 2,
2011, 60%, of eligible accounts receivable which are not
more than 90 days past original invoice date, plus (ii) 30%
percent of eligible inventory, provided that, at no time
will advances against eligible inventory exceed $500,000;
2. The principal balance due under the Loan Documents is due
and payable in full, on or before Nov. 30, 2011;
3. The per annum interest rate was amended to be the Prime Rate
plus (a) 200 basis points through and including Sept. 30,
2011, (b) 300 basis points from Oct. 1, 2011, through and
including Oct. 31, 2011, (c) 400 basis points from Nov. 1,
2011, through and including Nov. 30, 2011, or (d) 500 basis
points, or such higher rate as permitted by the Loan
Documents, from Dec. 1, 2011, until the outstanding loan is
repaid;
4. WPCS agreed to sign over a tax refund due from the Internal
Revenue Service of approximately $1,175,000 to BOA to be
applied against the outstanding loan amount; and
5. The Company will pay (i) a forbearance fee of $125,000, of
which $50,000 was paid upon execution of the Forbearance
Amendment and the other $75,000 is due and payable on
Nov. 30, 2011, which payment will be waived by BOA if the
principal balance of the loan is repaid on or before
Nov. 30, 2011, and the Forbearance Period has not been
previously terminated, and (ii) reimburse BOA for costs and
expenses incurred from the date of the First Amendment
through the date of the Forbearance Amendment.
About WPCS International
Exton, Pennsylvania-based WPCS International Incorporated provides
design-build engineering services that focus on the implementation
requirements of communications infrastructure. The Company
provides its engineering capabilities including wireless
communication, specialty construction and electrical power to the
public services, healthcare, energy and corporate enterprise
markets worldwide.
ZWC PROPERTIES: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ZWC Properties, LLC
P.O. Box 10789
Costa Mesa, CA 92627
Bankruptcy Case No.: 11-23663
Chapter 11 Petition Date: September 29, 2011
Court: United States Bankruptcy Court
Central District of California (Santa Ana)
Judge: Robert N. Kwan
Debtor's Counsel: Jeffrey B. Smith, Esq.
CURD, GALINDO & SMITH, LLP
301 E Ocean Blvd Ste 1700
Long Beach, CA 90802
Tel: (562) 624-1177
Fax: (562) 624-1178
E-mail: jsmith@cgsattys.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's eight largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-23663.pdf
The petition was signed by Alfredo Zarate Jr., managing member.
* FASB Weighs "Going Concern" Self-Test for U.S. Firms
------------------------------------------------------
American Bankruptcy Institute reports that U.S. accounting
rulemakers are expected to revisit soon a 2008 proposal that would
address the knotty issue of "going concern" warnings, seeking to
better assure that alarms are sounded before companies fail.
* Consumer Bankruptcy Filings Down 10% Through Nine Months of 2011
------------------------------------------------------------------
American Bankruptcy Institute reports that U.S. consumer
bankruptcy filings totaled 1,044,722 nationwide during the first
nine months of 2011 (Jan. 1-Sept. 30), a 10% decrease from the
1,165,172 total consumer filings during the same period a year
ago, according to ABI, relying on data from the National
Bankruptcy Research Center (NBKRC).
* Personal Bankruptcy Filings Continue to Decline in September
--------------------------------------------------------------
Dow Jones' Daily Bankruptcy Review that personal bankruptcy
filings continued to slow in September as Americans were less
eager to turn to the courts for financial relief.
* Investors See Continued Dim Outlook for Solar-Panel Industry
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports solar-panel company stocks have
plunged to multiyear lows as slowing demand and a glut of panels
from Asia have squeezed margins, creating a cloud that could hang
over the troubled industry for some time.
* Lenders Pursue Homeowners for Post-Foreclosure Payments
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that Joseph Reilly lost his
Lehigh Acres, Fla., vacation home last year when he was out of
work and stopped paying his mortgage. The report relates that the
bank took the house and sold it. Reilly thought that was the end
of it.
* Number of Troubled Homeowners Rises, Federal Regulator Says
-------------------------------------------------------------
American Bankruptcy Institute reports that the number of
homeowners behind on their mortgages increased during the second
quarter of the year, even as the number of struggling borrowers
who received help with their loans decreased by nearly 20%,
according to a government report released on September 29.
* California Deals Serious Blow to Foreclosure Negotiations
-----------------------------------------------------------
Dow Jones' DBR Small Cap reports that California Attorney General
Kamala D. Harris pulled out of settlement negotiations with the
nation's biggest banks over alleged foreclosure abuses, calling
the proposed deal "inadequate for California homeowners."
* Orrick NY Office Adds 5 Deals, Bankruptcy Pros
------------------------------------------------
Orrick, Herrington & Sutcliffe LLP announced Monday the addition
of five bank finance and high yield partners to its existing
New York acquisition finance practice. Joining the firm will be:
Ronan M. Wicks and Patrick J. Flanagan, formerly partners at
Milbank, Tweed, Hadley & McCloy LLP in New York; Bruce Czachor,
formerly a partner at Shearman & Sterling LLP in New York: Julian
S.H. Chung, formerly a partner at Cadwalader, Wickersham & Taft
LLP in New York; and Jason D. White, head of the leveraged and
high grade finance and credit restructuring practices in the
Americas for the legal department of Barclays Capital. The new
partners will join Orrick?s acquisition finance practice group of
which Ronan Wicks will now serve as global co-head.
The new Orrick partners routinely represent a cross section of
major investment banks in sophisticated financing and
restructuring transactions involving financial sponsors, leveraged
corporates and investment grade companies. Representative clients
have included Barclays Capital, Goldman Sachs, Credit Suisse,
Morgan Stanley, Citibank, and Bank of America.
With over 1,200 lawyers across 23 offices and 8 countries,
Orrick?s representation of financial institutions accounts for
more than one-third of the firm?s total revenues. With this move,
the firm adds a major acquisition finance capability to its
leading financial institution practices in the areas of project
finance, infrastructure finance, structured finance, public
finance, capital markets, tax, and litigation.
"We are delighted to assemble this team of leading practitioners
in the area of acquisition finance," said Ralph Baxter, Chairman
and CEO of Orrick. "This move adds another strong dimension to our
representation of major investment banks and financial
institutions, both in New York and globally."
* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
In Re Charles Brewer
Bankr. D. Ariz. Case No. 11-27322
Chapter 11 Petition filed September 26, 2011
In Re Camtrans LLC
Bankr. C.D. Calif. Case No. 11-21399
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/cacb11-21399.pdf
represented by Laurent G. O'Shea, Esq.
O'Shea & Associates A Professional Corp.
In Re Steven Decker
Bankr. C.D. Calif. Case No. 11-14535
Chapter 11 Petition filed September 26, 2011
In Re Peter Henze
Bankr. N.D. Calif. Case No. 11-13543
Chapter 11 Petition filed September 26, 2011
In Re A&R Food Corporation
dba El Rancho Mexicano
Bankr. M.D. Fla. Case No. 11-07051
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/flmb11-07051.pdf
represented by Ronald Cutler, Esq.
Ronald Cutler PA
E-mail: ronaldcutlerpa@bellsouth.net
In Re Mario Curiale
Bankr. M.D. Fla. Case No. 11-17867
Chapter 11 Petition filed September 26, 2011
In Re Caring Heart Home Health Corp., Inc.
Bankr. S.D. Fla. Case No. 11-36512
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/flsb11-36512.pdf
represented by Alex J. Pearlberg, Esq.
E-mail: alex@fl-wc.com
In Re Rigoberto De La Paz
Bankr. S.D. Fla. Case No. 11-36555
Chapter 11 Petition filed September 26, 2011
In Re Village Square Annex LLC
Bankr. D. Idaho Case No. 11-02909
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/idb11-02909.pdf
represented by D Blair Clark, Esq.
E-mail: dbc@dbclarklaw.com
In Re Charles Moore
Bankr. E.D. Ky. Case No. 11-52664
Chapter 11 Petition filed September 26, 2011
In Re Jacqueline Eugenio
Bankr. E.D. Ky. Case No. 11-61280
Chapter 11 Petition filed September 26, 2011
In Re Tanya Anderson
Bankr. N.D. Ill. Case No. 11-38944
Chapter 11 Petition filed September 26, 2011
In Re Albert Mancini
Bankr. D. Mass. Case No. 11-19090
Chapter 11 Petition filed September 26, 2011
In Re Dollar Deal Plus, LLC
Bankr. D. Md. Case No. 11-29279
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/mdb11-29279.pdf
represented by Jeffrey M. Sherman, Esq.
Jackson & Campbell
E-mail: jsherman@jackscamp.com
In Re Lisa Evans
Bankr. D. Nev. Case No. 11-25141
Chapter 11 Petition filed September 26, 2011
In Re Rachpal Singh
Bankr. D. Nev. Case No. 11-53034
Chapter 11 Petition filed September 26, 2011
In Re Joseph Wiggins
Bankr. E.D. N.C. Case No. 11-07316
Chapter 11 Petition filed September 26, 2011
In Re Irma Lydia Gonzalez-Rivera
Carlos Ramos Sanches
Bankr. D. P.R. Case No. 11-08175
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/prb11-08175.pdf
In Re Lee Ho Chen
Bankr. D. Puerto Rico Case No. 11-08170
Chapter 11 Petition filed September 26, 2011
In Re Child Care Alliance, Inc.
Bankr. M.D. Tenn. Case No. 11-09635
Chapter 11 Petition filed September 26, 2011
See http://bankrupt.com/misc/tnmb11-09635.pdf
represented by Steven L. Lefkovitz, Esq.
Law Offices Lefkovitz & Lefkovitz
E-mail: slefkovitz@lefkovitz.com
In Re Victor Randall
Bankr. E.D. Va. Case No. 11-36091
Chapter 11 Petition filed September 26, 2011
In Re PFC Investment Company, LLC
dba Longleaf Associates
dba Longleaf Green
Bankr. M.D. Ala. Case No. 11-11697
Chapter 11 Petition filed September 27, 2011
See http://bankrupt.com/misc/almb11-11697.pdf
represented by Cameron A. Metcalf, Esq.
Espy, Metcalf & Espy, P.C.
E-mail: cam@espymetcalf.com
In Re Myrian Weil
Bankr. D. Conn. Case No. 11-51930
Chapter 11 Petition filed September 27, 2011
In Re Preferred Property Group, LLC
Bankr. C.D. Ill. Case No. 11-91764
Chapter 11 Petition filed September 27, 2011
See http://bankrupt.com/misc/ilcb11-91764.pdf
represented by Scott R. Clar, Esq.
E-mail: sclar@craneheyman.com
In Re King's Point General Cement, Inc.
Bankr. N.D. Ill. Case No. 11-39098
Chapter 11 Petition filed September 27, 2011
See http://bankrupt.com/misc/ilnb11-39098.pdf
represented by Jon N. Dowat, Esq.
Thinking Outside the Box, Inc.
E-mail: thinkingoutside@comcast.net
In Re Great Lakes Graphics, Inc.
Bankr. E.D. Mich. Case No. 11-65349
Chapter 11 Petition filed September 27, 2011
See http://bankrupt.com/misc/mieb11-65349p.pdf
See http://bankrupt.com/misc/mieb11-65349c.pdf
represented by Leon F. Schmelzer, Esq.
E-mail: masonlawofficespllc@gmail.com
In Re David Burnham
Lisa Burnham
Bankr. E.D. Mo. Case No. 11-50291
Chapter 11 Petition filed September 27, 2011
In Re Dennis Forst
Bankr. W.D. Mo. Case No. 11-44505
Chapter 11 Petition filed September 27, 2011
In Re Oliver Hill
Bankr. D. Nev. Case No. 11-25231
Chapter 11 Petition filed September 27, 2011
In Re Robert Franklin
Bankr. D. Nev. Case No. 11-25146
Chapter 11 Petition filed September 27, 2011
In Re 277-283 W Delevan LLC
Bankr. E.D.N.Y. Case No. 11-48198
Chapter 11 Petition filed September 27, 2011
filed pro se
In Re Joseph Libonati
Bankr. S.D.N.Y. Case No. 11-37711
Chapter 11 Petition filed September 27, 2011
In Re Ricky Williams
Bankr. W.D. N.C. Case No. 11-40607
Chapter 11 Petition filed September 27, 2011
In Re James Woods
Bankr. M.D. Tenn. Case No. 11-09657
Chapter 11 Petition filed September 27, 2011
In Re Gow-Ming Chao
Bankr. S.D. Texas Case No. 11-38131
Chapter 11 Petition filed September 27, 2011
In Re Mark Rodkey
Greta Rodkey
Bankr. W.D. Texas Case No. 11-53328
Chapter 11 Petition filed September 27, 2011
In Re Force Security Solutions LLC
Bankr. E.D. Va. Case No. 11-17013
Chapter 11 Petition filed September 27, 2011
See http://bankrupt.com/misc/vaeb11-17013.pdf
represented by Michael Lawrence Eisner, Esq.
Northern Virginia Law Group, PLLC
E-mail: Michael.Eisner1@gmail.com
In Re Brunson Properties, LP
Bankr. C.D. Calif. Case No. 11-40419
Chapter 11 Petition filed September 28, 2011
See http://bankrupt.com/misc/cacb11-40419.pdf
represented by Daniel C. Sever, Esq.
E-mail: dansever@severlegal.com
In Re JK Shelby
Bankr. C.D. Calif. Case No. 11-21499
Chapter 11 Petition filed September 28, 2011
In Re Richard McCauley
Bankr. C.D. Calif. Case No. 11-23576
Chapter 11 Petition filed September 28, 2011
In Re Phoenix Ventures, LLC
Bankr. D. Conn. Case No. 11-32498
Chapter 11 Petition filed September 28, 2011
filed pro se
In Re Gloria Sykes
Bankr. N.D. Ill. Case No. 11-39381
Chapter 11 Petition filed September 28, 2011
In Re Hee Park
Bankr. N.D. Ill. Case No. 11-39304
Chapter 11 Petition filed September 28, 2011
In Re 1992 Springfield Avenue LLC
Bankr. D. N.J. Case No. 11-38387
Chapter 11 Petition filed September 28, 2011
See http://bankrupt.com/misc/njb11-38387.pdf
represented by Stuart D. Gavzy, Esq.
E-mail: mainmail@gavzylaw.com
In Re Napper LLC
Bankr. E.D.N.Y. Case No. 11-48226
Chapter 11 Petition filed September 28, 2011
filed pro se
In Re Donald Zeller
Bankr. S.D.N.Y. Case No. 11-37737
Chapter 11 Petition filed September 28, 2011
In Re 974 East Delavan, LLC
Bankr. W.D. N.Y. Case No. 11-13358
Chapter 11 Petition filed September 28, 2011
See http://bankrupt.com/misc/nywb11-13358.pdf
represented by Robert B. Gleichenhaus, Esq.
Gleichenhaus, Marchese & Weishaar, P.C.
E-mail: RBG_GMF@hotmail.com
In Re Goss Family Trust
Bankr. E.D. Pa. Case No. 11-17521
Chapter 11 Petition filed September 28, 2011
filed pro se
In Re Andres Elizondo
Bankr. S.D. Texas Case No. 11-20552
Chapter 11 Petition filed September 28, 2011
In Re Woodlawn Landscaping, Inc.
fdba Woodlawn Professional Lawn Care, Inc.
Bankr. E.D. Va. Case No. 11-36150
Chapter 11 Petition filed September 28, 2011
See http://bankrupt.com/misc/vaeb11-36150.pdf
represented by Graham Thornton Jennings, Jr., Esq.
Graham T. Jennings, Jr., P.C.
E-mail: powlaw@juno.com
In Re Steven Capuano
Bankr. C.D. Calif. Case No. 11-14614
Chapter 11 Petition filed September 29, 2011
In Re William Rose & Associates, Inc.
Bankr. C.D. Calif. Case No. 11-50948
Chapter 11 Petition filed September 29, 2011
filed pro se
In Re Cirilo Ramirez
Bankr. N.D. Calif. Case No. 11-33528
Chapter 11 Petition filed September 29, 2011
In Re Francis Barretto
Bankr. N.D. Calif. Case No. 11-13598
Chapter 11 Petition filed September 29, 2011
In Re James Payne
Bankr. N.D. Calif. Case No. 11-33534
Chapter 11 Petition filed September 29, 2011
In Re Michael Dunn
Bankr. N.D. Calif. Case No. 11-13592
Chapter 11 Petition filed September 29, 2011
In Re Ernest Rillman
Bankr. M.D. Fla. Case No. 11-18223
Chapter 11 Petition filed September 29, 2011
In Re Omnicity, Inc.
Bankr. S.D. Ind. Case No. 11-12303
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/insb11-12303.pdf
represented by KC Cohen, Esq.
E-mail: kc@esoft-legal.com
In Re Ana Delgado
Bankr. D. Mass. Case No. 11-19249
Chapter 11 Petition filed September 29, 2011
In Re Jesus Sierras
Bankr. D. Nev. Case No. 11-25420
Chapter 11 Petition filed September 29, 2011
In Re Valley Custom Interior, Inc.
Bankr. D. Nev. Case No. 11-25329
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/nvb11-25329.pdf
represented by David A. Riggi, Esq.
E-mail: darnvbk@gmail.com
In Re Gelin Food Corp.
dba Green Olive Farm Market
Bankr. E.D.N.Y. Case No. 11-76969
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/nyeb11-76969.pdf
represented by Robert J. Spence, Esq.
Ackerman Spence, PLLC
E-mail: rspence@mklawnyc.com
In Re Word of Life Christian Center Church of Newton North
Carolina, Inc.
dba Word of Life Academy
Bankr. W.D. N.C. Case No. 11-51214
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/ncwb11-51214.pdf
represented by Robert P. Laney, Esq.
McELWEE FIRM, PLLC
E-mail: blaney@mcelweefirm.com
In Re Local Motion, LLC
Bankr. S.D. Ohio Case No. 11-35306
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/ohsb11-35306.pdf
represented by Denis E. Blasius, Esq.
E-mail: dblasius@ihtlaw.com
In Re Liquid 891, Inc.
dba L Bar and Lounge
Bankr. M.D. Pa. Case No. 11-06664
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/pamb11-06664p.pdf
See http://bankrupt.com/misc/pamb11-06664c.pdf
represented by Robert E. Chernicoff, Esq.
Cunningham and Chernicoff PC
E-mail: rec@cclawpc.com
In Re Iqbal and Pinky, LLC
tdba Suntex USA, a corporation
Bankr. W.D. Pa. Case No. 11-26066
Chapter 11 Petition filed September 29, 2011
See http://bankrupt.com/misc/pawb11-26066.pdf
represented by Dennis J. Spyra, Esq.
E-mail: attorneyspyra@dennisspyra.com
In Re Sheila Maier
Bankr. W.D. Wash. Case No. 11-21459
Chapter 11 Petition filed September 29, 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 ***