/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/111115.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, November 15, 2011, Vol. 15, No. 317 Headlines 5TH AVENUE: Court Approves R. Kipperman as Replacement CRO 24 HOUR FITNESS: Moody's Says B3 CFR Not Affected by Amendment 28TH LEGISLATIVE: Court Tosses Objections, Accepts Plan 94TH AND SHEA: JPMCC 2007 Wants Case Dismissal or Conversion A-1 MANAGEMENT: Bankr. Court Permits BB&T to Pursue Foreclosure AFFINITY GROUP: Reports $1.9 Million Third Quarter Net Income ALION SCIENCE: Issues Additional 269,506 Shares to ESOP Trust AMARANTH II: Has Access to RRE VIP's Cash Collateral Until Nov. 30 AMARANTH II: Court Approves Bennett Weston as Attorney AMBAC FINANCIAL: Posts $75.5 Million Net Loss in 3rd Quarter AMN HEALTHCARE: Moody's Says Ba3 CFR Not Impacted by Biz Sale APPLETON PAPERS: Files Form 10-Q, Posts $18-Mil. Q3 Net Income B&K COASTAL: Case Summary & 20 Largest Unsecured Creditors BLITZ USA: Meeting to Form Official Creditors' Panel on Nov. 21 BRIDGEVIEW AEROSOL: Settlement With Wells Fargo Bank Approved CAESARS ENTERTAINMENT: Files Form 10-Q, Incurs $173.4MM Q3 Loss CAPITOL BANCORP: Incurs $24.7 Million Net Loss in 3rd Quarter CCT COMMUNICATIONS: Court Says GX Contract Already Ended CDC CORP: Hiring Advisor for Nasdaq Listing; Court OKs CRO CENTRAL FALLS: Retirees Want John Hancock to Produce Docs CENTRAL FALLS: Retired Workers Seek to Probe Financial Firm CHATSWORTH INDUSTRIAL: Hires Delphi Business as Leasing Broker COASTAL PLAINS PORK: Only Dist. Ct. Can Authorize Direct Appeal COLONIAL BANCGROUP: FDIC Resume Sparring Over Tax Refunds COMMANDER PREMIER: Chapter 7 Liquidation Sought COMMONWEALTH BANKSHARES: Common Stock Delisted from NASDAQ COSTA DORADA: Plan Filing Period Extended Until Nov. 15 CROSSOVER FINANCIAL: Taps Home Source as Real Estate Broker CROSSOVER FINANCIAL: Plan Outline Hearing Scheduled for Jan. 4 CROW PARTNERS: Has Access to U.S. Bank's Cash Until March 2012 CROW PARTNERS: Has Until Nov. 30 to Access Chase Cash Collateral CRYSTAL CATHEDRAL: Prefers Chapman's $51-Mil. Offer DALLAS STARS: Working to Fast-track Sale to Gaglardi DALLAS SYMPHONY: Could Become Insolvent Within 90 Days DELTA PETROLEUM: May File for Ch. 11 to Address Liquidity Issue DIRECT BUY: Moody's Lowers Corporate Family Rating to 'Caa2' DOMINION CLUB: Given Until Dec. 14 to Reach Acceptable Plan Terms DOMINION CLUB: Majority of Members Accept Reorganization Plan DYNEGY INC: Filing of Form 10-Q for 2011 3rd Quarter to be Delayed DK AGGREGATES: Files Amended Disclosure Statement EASTMAN KODAK: FMR LLC Discloses 3.9% Equity Stake EASTMAN KODAK: BlackRock Discloses 4.8% Equity Stake EVERGREEN SOLAR: Submits Summary of Bids Made at Nov. 7 Auction EVERGREEN SOLAR: Delays Filing of Form 10-Q for 3rd Quarter EVERGREEN SOLAR: Judge Clears Firm to Sell Assets for $34.5MM EVERGREEN SOLAR: Wins OK to Sell Assets for $35 Million EQUIPMENT FINDERS: Suit v. Insurers Stays in Bankruptcy Court FILENE'S BASEMENT: Shareholders May Get Official Committee FIRST MARINER: Common Stock Delisted from NASDAQ FLORIDA YMCA: Files for Chapter 11 Bankruptcy Protection FPD LLC: Court to Consider Case Dismissal Plea on Dec. 8 FNB UNITED: Files Form 10-Q, Incurs $13.9 Million Q3 Net Loss FREEZE LLC: Files Schedules of Assets and Liabilities FREMONT GENERAL: Pension Fund Seeks 9th Cir. Review of D&O Suit FRIENDLY ICE CREAM: Section 341(a) Meeting Rescheduled to Nov. 21 GATEWAY HOTEL: Wants Sierra Consulting as Interest Rate Expert GATEWAY METRO: Court OKs Skeehan & Company as Accountant GATEWAY METRO: Court Okays PWK as Bankruptcy Counsel GATEWAY METRO: Court FTI Consulting as Financial Advisors GENERAL MARITIME: Delays Filing of Quarterly Report on Form 10-Q GENERAL NUTRITION: Moody's Raises CFR to 'B1'; Outlook Stable GLC LIMITED: Court Confirms Ch. 11 Plan of Liquidation GLOBAL CROSSING: Court Says CCT Communications Already Ended GLOBAL CROSSING: Southeastern Asset Does Not Own Common Shares GMX RESOURCES: Moody's Cuts Rating on Sr. Notes Due 2019 to Caa3 GOURMET EXPRESS: Groupwell Lawsuit Goes to Trial GRAND SOLEIL: Puts Resort and Casino up for Sale GSC GROUP: Trustee Accuses Black Diamond of Tainting Votes HAMPTON ROADS: Completes Sale of Charlottesville Branch to Blue HARBOUR EAST: Plan Confirmation Hearing Scheduled for Dec. 15 HARRISBURG, PA: Has Until Nov. 21 to Present Fin'l Recovery Plan HAWAII MEDICAL: Prime Healthcare to Fund Operations Pending Sale HORIZON LINES: Western Asset Discloses 13.2% Equity Stake HOTEL AIRPORT: Can Hire Franciso Molina as Accountant HUSSEY COPPER: Creditors Want Portion of Sale Proceeds Escrowed IFL INVESTMENT: Announces Portfolio's Liquidation, Dissolution IMAGING CENTER: Voluntary Chapter 11 Case Summary JAMESON INN: Section 341(a) Meeting Scheduled for Dec. 6 JEFFERSON COUNTY: Birmingham Fears Fallout From Bankruptcy JEFFERSON COUNTY: Bank of New York Backs Sewer Receiver JOSEPH J DETWEILER: Creditors May Appeal Ruling in Lawsuit KILBRIDE INTL: Case Summary & 5 Largest Unsecured Creditors KV PHARMACEUTICAL: Delays Filing of Quarterly Report on Form 10-Q LEE ENTERPRISES: May File for Chapter 11 Bankruptcy Protection LEVEL 3: Loomis Sayles Discloses 5.2% Equity Stake LEVEL 3: Southeastern Asset Discloses 21% Equity Stake LIGHT FOOT GROUP: "Single Asset Real Estate" Entity, Court Says LOS ANGELES DODGERS: Hires Kekst as Communications Advisor LOS ANGELES DODGERS: Committee Taps Lazard as Financial Advisor M WAIKIKI: Hires Bickel & Brewer as Special Litigation Counsel MACCO PROPERTIES: Seeks to Compel Turnover of Computers MAR-LAND INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors MARION AMPHITHEATRE: Sec. 341 Creditors' Meeting Set for Dec. 12 MARY A II: Dec. 20 Ch. 11 Plan Confirmation Hearing Set MCDONALD BROTHERS: Proposes Belk-Led Auction on Dec. 6 MF GLOBAL: Fitch Rates Senior Unsec. Debt & Pref. Stock at 'C' MF GLOBAL: Trustee Fires More Than 1,000 Brokerage Staffers MF GLOBAL: Klayman & Toskes Continues to Investigate Claims MF GLOBAL: Zamansky & Associates Probes for Employees MONEYGRAM INT'L: Fitch Withdraws 'B+' Issuer Default Rating MONTANA ELECTRIC: Creditor's Meeting Moved to December 2 MONTANA ELECTRIC: Gregori Steps Down as General Manager MOORE SORRENTO: Has Access to Cash to Pay Tenant Improvements MOTELS OF AVON: Voluntary Chapter 11 Case Summary MSR RESORT: Paulson Resorts Get More Time to Control Bankruptcy MT VERNON PROPERTIES: Has Open-Ended Deadline to Use Cash NAVISTAR INT'L: Navistar to Lease Cherokee, Alabama Building NAVISTAR INT'L: BlackRock Discloses 4.9% Equity Stake NEW STREAM: Court Order Clears Firm, Cayman Investor Payout NORTHGATE PROPERTIES: Court Sets Dec. 7 Hearing on Dismissal Plea OPEN RANGE: House Panel Probes Rural's $267 Million Loan OSI RESTAURANT: Incurs $7.7 Million Third Quarter Net Loss OTTILIO PROPERTIES: Can Employ LoFaro & Reiser as Attorneys PACESETTER FABRICS: Plan Filing Period Extended to Feb. 14 PACIFIC DEV'T: Court OKs Marquiss to Appraise Heritage Village PACIFICUS REAL ESTATE: Court Dismisses Chapter 11 Case PANTHEON INC: Moody's Affirms Rating on Class A Notes at 'Ba1' PARADISE HOSPITALITY: Sec. 341 Creditors' Meeting Set for Dec. 6 PARADISE HOSPITALITY: Schedules Filing Deadline Moved to Dec. 2 PARADISE HOSPITALITY: Receiver Faces Claims for Mismanagement PATIENT SAFETY: Enters Into Warrant Exchange Agreements PATRIOT NATIONAL: Posts $255,459 Net Income in Third Quarter PELICAN ISLES: Court OKs Boyd & Jenerette as Bankruptcy Counsel PELICAN ISLES: Access to Cash Collateral Expires Tomorrow PENINSULA HOSPITAL: Has Until Nov. 30 to Access Cash Collateral PENINSULA HOSPITAL: U.S. Trustee Objects Revival's $27MM Rescue PERKINS & MARIE: Seeks to Hire Deloitte as Audit Services Provider PETTERS COMPANY: SEC Charges Hedge Fund Managers With Aiding Fraud PETROLEUM & FRANCHISE: Court OKs Day Pitney Term Modification PHYSICAL PROPERTY: Incurs HK$110,000 3rd Quarter Net Loss PLACE HOTEL: Receiver Wants to Evict 71 Tenants PLAINS EXPLORATION: Moody's Says Asset Sale Is Positive Event PLY GEM HOLDINGS: Incurs $458,000 Net Loss in Oct. 1 Quarter POST STREET: Has Plan That Would Wipe Out Shareholders PREMIER TRAILER: Court Confirms Plan Wiping Out 2nd Lien Debt PREMIER TRAILER: Commitment Termination Date Loan PRESIDENTIAL REALTY: Signs Strategic Transactions with Signature PURE BEAUTY: Files Schedules and Statements of Financial Affairs QUANTUM CORP: Reports $3.5 Million Net Income in Sept. 30 Quarter QWEST COMMUNICATIONS: Reports $34MM Net Income in 3rd Quarter R & J MOTORS: 341(a) Meeting Scheduled Continued After Nov. 27 RADIENT PHARMACEUTICALS: Proxy Resolutions Approved at Meeting RADIO ONE: Incurs $9.8 Million Net Loss in Third Quarter RASER TECHNOLOGIES: Sues Pratt & Whitney to Avoid $4.3MM Claim RCR PLUMBING: Wants Access to PNC Cash Collateral Until Nov. 22 RCR PLUMBING: Proposes Insurance Premium Financing Agreement R.E. LOANS: Has Interim Access to Wells $2.9-MM DIP Financing REAL MEX: Court OKs Ernst & Young to Provide Tax Services REDDY ICE: Reports $4.8 Million Third Quarter Net Income REDDY ICE: Files Form 10-Q, Posts $4.8 Million Q3 Net Income REGAL ENTERTAINMENT: Files Form 10-Q, Posts $25MM Q3 Net Income RESIDENTIAL CAPITAL: Fitch Downgrades Long-Term IDR to 'CCC' RICCO INC: Andrew Smith Wants to Withdraw as Accountant RIVER ISLAND: Cash Collateral Use Authorized Only Until Dec. 31 RIVER ISLAND: Hearing on Case Dismissal Plea Scheduled for Nov. 22 RIVER ROAD: Has Access to Cash Collateral Until Nov. 30 RIVER ROCK: Signs Forbearance Agreement with Senior Noteholders RIVER ROCK: Inks Forbearance Agreement with Merrill Lynch ROTECH HEALTHCARE: Files Form 10-Q, Incurs $1.6MM Q3 Net Loss ROUND TABLE: Has Interim Access to Cash Collateral Until Dec. 31 ROUND TABLE: Hearing on Further Exclusivity Tomorrow RUDEN MCCLOSKY: Has Official Unsecured Creditors' Committee RUMSEY LAND: Chapter 11 Reorganization Case Dismissed RVTC LIMITED: Plan Confirmation Hearing Set for Nov. 21 RYLAND GROUP: Files Form 10-Q, Incurs $21.3 Million Q3 Net Loss SAAB AUTOMOBILE: Talks Ownership Structure With Pang Da, Youngman SACRED HEART: Moody's Places 'Ca' Rating on Watchlist SAGAMORE PARTNERS: Files Schedules of Assets and Liabilities SALLY HOLDINGS: Sells $750 Million Senior Notes to Merrill Lynch SAND SPRING: Section 341(a) Meeting Scheduled for Dec. 1 SCI REAL ESTATE: Taps Trigild as Chief Restructuring Officer SEA TRAIL: Authorized to Sell Lot 54 Kings Trail, Sunset Beach, CA SEALY CORP: H Partners Discloses 14.5% Equity Stake SECURITY NATIONAL: Meeting of Creditors Scheduled for Nov. 17 SEVERN BANCORP: Files Form 10-Q; Reports $551,000 Q3 Net Income SHAMROCK-SHAMROCK INC: Adequate Protection Stipulation Approved SHENGDATECH INC: Court Approves Greenberg Traurig as Counsel SHOPPES OF LAKESIDE: Plan Outline Hearing Continued Until Dec. 14 SL6 LLC: Seeks to Employ Fabian & Clendenin as Bankruptcy Counsel SMART ONLINE: Sells Add'l $300,000 Convertible Secured Note SMART ONLINE: Atlas Capital Discloses 40% Equity Stake SOLYNDRA LLC: Section 341(a) Meeting to Continue on Nov. 22 SOLYNDRA LLC: Obama Backer Played Role in Restructuring Efforts SOLYNDRA LLC: Unit Files Schedules of Assets and Liabilities SOLYNDRA LLC: White House Agrees to Share More Loan Docs SOMERSET PROPERTIES: Has Interim Access to Cash Collateral SOUPER SALAD: Chain Secures $1.6 Million Lead Bid SOUTH EDGE: Meritage Homes Appeals Plan Confirmation Order SOUTH EDGE: Meritage Homes Appeals Bankruptcy-Exit Plan SSI GROUP: Files Schedules of Assets and Liabilities STAGEPLAN INC: Case Summary & 20 Largest Unsecured Creditors STOCKDALE TOWER: Files for Chapter 11 to Work a Deal With Lenders STRATUM HOLDINGS: Posts $100,748 Net Loss in 2011 Third Quarter TBS INTERNATIONAL: Files Form 10-Q, Incurs $22MM Q3 Net Loss TELKONET INC: Reports $33.1 Million Net Income in 3rd Quarter TENET HEALTHCARE: Offers to Sell $750-Mil. of Sr. Notes Due 2018 TIB FINANCIAL: Reports $1.5 Million Third Quarter Net Income TOTAL SAFETY: S&P Withdraws 'B-' Corporate Credit Rating TOWNSEND CORP: Section 341(a) Meeting Scheduled for Nov. 29 TRANSDIGM INC: Moody's Affirms 'B1' Rating; Outlook Stable TRIAD GUARANTY: Incurs $37.5 Million Third Quarter Net Loss UNIGENE LABORATORIES: Incurs $7.3 Million 3rd Quarter Net Loss UNIVERSAL SOLAR: Incurs $631,750 Net Loss in Sept. 30 Quarter U.S. EAGLE: Withdraws Motion to Pay Critical Vendors' Claim U.S. EAGLE: Court Approves Cash Collateral Budget Through Dec. 4 USAM CALHOUN: U.S. Trustee Unable to Form Committee UTSTARCOM INC: Reports $7.5 Million Third Quarter Net Income VALENCE TECHNOLOGY: Incurs $4.5MM Net Loss in Q2 Fiscal 2012 VERMILLION INC: Buys Correlogic's Ovarian Cancer Assets for $435T WESTERN BONDING: A.M. Best Affirms FSR at 'C'; Outlook Negative WINDRUSH SCHOOL: Settlement Agreement in Limbo ZAGS 1 LLC: Sec. 341 Creditors' Meeting Set for Dec. 1 ZAGS 1 LLC: Status Conference Set for Jan. 3 ZAGS 1 LLC: Hires Matthew Johnson & Associates as Bankr. Counsel * Large Companies With Insolvent Balance Sheets ********* 5TH AVENUE: Court Approves R. Kipperman as Replacement CRO ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California approved the stipulation replacing the 5th Avenue Partners, LLC's chief restructuring officer, with Corporation Management, Inc. and its designee Richard M. Kipperman as replacement CRO. The stipulation was entered among the Debtor, WestLB AG, New York Branch, the Official Committee of Unsecured Creditors, the Office of the U.S. Trustee, Prism Hotels & Resorts or its direct or indirect affiliate, and Corporation Management, Inc. PHC Dallas, LLC, an affiliated of Prism, through its designee John D. Bailey, has acted as the Debtor's CRO. Prism resigned on June 15, 2011. About 5th Avenue Partners Newport Beach, California-based 5th Avenue Partners owns and operates the Se San Diego hotel located in San Diego, California's financial district. The hotel has 184 guestrooms, a 5,500-square- foot spa, a restaurant, rooftop bar and lounge, 20,000 square feet of banquet space and meeting rooms, an outdoor rooftop pool, fitness center and 23 unsold condominium units. 5th Avenue also owns next to the Se San Diego hotel building a 31,000-square-foot building, which it leases to the House of Blues music club. 5th Avenue Partners, LLC, filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-18667) on June 25, 2010. Marc J. Winthrop, Esq., at Winthrop Couchot PC, in Newport Beach, California, assists the Company in its restructuring effort. Blitz Lee & Company serves as its accountant. The Company estimated assets at $10 million to $50 million and debts at $50 million to $100 million. The Official Committee of Unsecured Creditors tapped Baker & McKenzie LLP as counsel. 24 HOUR FITNESS: Moody's Says B3 CFR Not Affected by Amendment -------------------------------------------------------------- Moody's Investors Service said 24 Hour Fitness' request to lenders for an amendment to the financial covenant requirements contained in its senior secured credit facility does not currently impact the B3 Corporate Family Rating. The principal methodology used in rating 24 Hour Fitness was the Global Business & Consumer Service Industry Rating 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. Headquartered in Sam Ramon, California, 24 Hour Fitness Worldwide, Inc. is a leading owner and operator of fitness centers with about 421 clubs in 17 states. Reported revenues for the twelve months ended September 30, 2011 were approximately $1.2 billion. 28TH LEGISLATIVE: Court Tosses Objections, Accepts Plan ------------------------------------------------------- Bankruptcy Judge Shelley D. Rucker said in a Nov. 9, 2011 Memorandum available at http://is.gd/l2pkBufrom Leagle.com, that the plan of reorganization proposed by 28th Legislative District Community Development Corporation meets the requirement of 11 U.S.C. Sec. 1129 and, subject to the court's requirement that the debtor dispose of the one lot acquired with non-grant funds, the plan is confirmable. The Court directs the Debtor to further amend the Plan within 10 days to comply with its announced amendment to show Regions Bank as impaired and to provide for the sale of the lot. Upon receipt of the amended plan the Court will enter the order confirming the plan. Creditors Chattanooga Community Development Financial Institution and Seedco Financial Services, Inc., had objected to Plan confirmation on identical bases. They allege that (a) the debtor fails to offer the creditors more than they would receive in a Chapter 7; (b) no impaired class of creditors has accepted the Plan; (c) the Plan discriminates unfairly; and, (d) the Plan violates the Bankruptcy Code's absolute priority rule. The 28th Legislative District Community Development Corporation filed for Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 10-14804) in 2010. The Debtor is represented in the case by: Kyle R. Weems, Esq. WEEMS & RONAN, P.C. 5312 Ringgold Rd Ste 203 Chattanooga, TN 37412 Tel: (423) 624-1000 Chattanooga Community Development Financial Institution, Inc., is represented by: Harry R. Cash, Esq. GRANT, KONVALINKA & HARRISON, P.C. Republic Centre, Ninth Floor 633 Chestnut Street Chattanooga, TN 37450 Tel: 888-463-8117 423-933-2731 Fax: 423-756-6518 Counsel to Seedco Financial Services, Inc., is: Andrea Campbell, Esq. ARENT FOX, LLP 1050 Connecticut Avenue, NW Washington, DC 20036-5339 Tel: 202-857-6000 Fax: 202-857-6395 E-mail: davison.andrea@arentfox.com 94TH AND SHEA: JPMCC 2007 Wants Case Dismissal or Conversion ------------------------------------------------------------ Creditor JPMCC 2007-CIBC19 Shea Boulevard, LLC, asks the U.S. Bankruptcy Court for the District of Arizona to dismiss or convert the Chapter 11 case of 94th and Shea, L.L.C., to one under Chapter 7 of the Bankruptcy Code. According to JPMCC 2007-CIBC19: 1. The Debtor and its principals, Steven J. Goodhue and John W. Rosso, have engaged in multiple and extensive acts of self-dealing and gross mismanagement resulting in substantial diminution of estate assets. Among other things, Goodhue and Rosso have failed to enforce the terms of certain leases with two tenants owned and controlled by Debtor's insiders, namely 94 Hundred Corporate Center, L.L.C. and Renegade Cafe and Canteen, L.L.C. 2. The Debtor has been non-responsiveness to discovery requests, and failed to attend properly noticed depositions. JPMCC requested that Debtor, Nobeus Property Management, Corporate Center, and Renegade supplement the production to include complete records, but to date, nothing has been received. JPMCC 2007-CIBC19 is represented by: Robert R. Kinas, Esq. Jonathan M. Saffer, Esq. Nathan G. Kanute, Esq. SNELL & WILMER L.L.P. One South Church Avenue, Suite 1500 Tucson, AZ 85701-1630 Tel: (520) 882-1200 Fax: (520) 884-1294 E-mail: rkinas@swlaw.com jmsaffer@swlaw.com nkanute@swlaw.com About 94th and Shea Scottsdale, Arizona-based 94th and Shea, L.L.C., owns and operates real property known as The Shops And Office at 9400 Shea, located at 9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale, Arizona. The Property consists of 37,037 square feet of retail space and 35,238 square feet of office space. 94th and Shea filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37387) on Nov. 19, 2010. John J. Hebert, Esq., Mark W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart, P.C., in Phoenix, Ariz., serve as counsel to the Debtor. The Debtor disclosed $123,588 plus unknown amount in assets and $22,870,408 in liabilities as of the Chapter 11 filing. Secured creditor JPMCC 2007-CIBC19 Shea Boulevard, LLC, is represented by Robert R. Kinas, Esq., Jonathan M. Saffer, Esq., and Nathan G. Kanute, Esq., at Snell & Wilmer L.L.P., in Tucson, Arizona. A-1 MANAGEMENT: Bankr. Court Permits BB&T to Pursue Foreclosure --------------------------------------------------------------- Bankruptcy Judge A. Jay Cristol granted Branch Banking and Trust Company's motion for relief from stay so it may pursue foreclosure on A-1 Management Corp.'s property. A copy of Judge Cristol's Nov. 9, 2011 Order is available at http://is.gd/5mjDkEfrom Leagle.com. A-1 Management Corp. filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-30042) on July 19, 2011. The Debtor is a single asset real estate entity. Its sole asset is a vacant parcel of mixed use real property located on the northeastern border of the Overtown District at 1950 NW 1st Avenue, Miami, Florida. Affiliate Cameo Apartments, Ltd., filed for Chapter 11 (Bankr. S.D. Fla. Case No. 11-30046) on July 19, 2011. James B. Miller PA -- bkcmiami@gmail.com -- serves as A-1 Management's counsel. In its petition, the Debtor scheduled assets of $7,300,168 and debts of $7,374,238. The petition was signed by Luis Dominguez, executive president. BB&T is A-1 Management's largest creditor, holding a final judgment of foreclosure against the Property that was entered on June 15, 2011 in the amount of $5,662,044.96. The Court's ruling said the value of A-1 Management's Property is $2,700,000. AFFINITY GROUP: Reports $1.9 Million Third Quarter Net Income ------------------------------------------------------------- Good Sam Enterprises, LLC, formerly known as Affinity Group, LLC, filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $1.97 million on $128.60 million of revenue for the three months ended Sept. 30, 2011, compared with net income of $1.75 million on $124.64 million of revenue for the same period during the prior year. The Company also reported net income of $4.57 million on $362.26 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $6.24 million on $361.65 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $233.96 million in total assets, $487.09 million in total liabilities and a $253.12 million total stockholder's or member's deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/6YM902 About Affinity Group Ventura, Calif.-based Affinity Group Holding, Inc. is a holding company and the direct parent of Affinity Group, Inc. The Company is an indirect wholly-owned subsidiary of AGI Holding Corp, a privately-owned corporation. The Company is a member- based direct marketing organization targeting North American recreational vehicle owners and outdoor enthusiasts. The Company operates through three principal lines of business, consisting of (i) club memberships and related products and services, (ii) subscription magazines and other publications including directories, and (iii) specialty merchandise sold primarily through its 78 Camping World retail stores, mail order catalogs and the Internet. * * * Affinity Group Inc. carries 'B3' long term corporate family and probability of default ratings, with 'stable' outlook, from Moody's Investors Service. As reported in the Troubled Company Reporter on November 9, 2010, Standard & Poor's Ratings Services assigned Affinity Group Inc.'s proposed $325 million senior secured notes due 2016 its preliminary 'B-' issue-level rating. Following the close of the proposed transaction, S&P expects to assign a 'B-' corporate credit rating to Affinity Group Inc., and withdraw S&P's current 'D' corporate credit rating on Affinity Group Holding Inc. A portion of the proceeds of the new notes will be used, in conjunction with cash contributions from Holding's parent, to repay in full $88 million of senior notes that are currently outstanding at Holding. S&P said the expected 'B-'corporate credit rating on Affinity Group reflects S&P's expectation that, following the proposed refinancing transaction, adjusted debt leverage will be reduced by about 1x, the company will not have any meaningful near-term debt maturities, and the company will generate some discretionary cash flow (albeit minimal). Still, credit measures will remain relatively weak, as adjusted debt leverage will remain above 6.0x (S&P's operating lease adjustment adds about a turn to leverage), and S&P expects interest coverage to remain in the low- to mid- 1.0x area over the intermediate term. ALION SCIENCE: Issues Additional 269,506 Shares to ESOP Trust ------------------------------------------------------------- Alion Science and Technology Corporation previously reported the sale of approximately $1.5 million of common stock to the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Trust. The Company sold approximately 73,204 shares to the Trust at $20.95 per share for aggregate proceeds of approximately $1.5 million, the amount it actually received from the Trust. The Company issued approximately 269,506 additional shares to the Trust, at an average price per share of $20.95, as a contribution to the employee stock ownership plan component of the Alion Employee Ownership, Savings and Investment Plan. The shares of common stock were offered to the Trust pursuant to an exemption from registration under Section 4(2) of the Securities Act of 1933, as amended. 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." AMARANTH II: Has Access to RRE VIP's Cash Collateral Until Nov. 30 ------------------------------------------------------------------ The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas authorized, on an interim basis, Amaranth II, LP, to use cash collateral until Nov. 30, 2011. RRE VIP Amaranth, LLC, asserts a claim against the Debtor pursuant to the Loan Documents and applicable law in the outstanding amount of at least $23,203,901 as of the Petition Date, plus all other obligations and liabilities of the Debtor to the Lender under the Loan Documents. The Lender asserts that the indebtedness is secured by liens and security interests in, among other things, the Debtor's real property located at North 2500 Windhaven Parkway in Lewisville, Texas and all of the Debtor's personal property, The Lender consented to the Debtor's use of cash collateral to fund the necessary operating expenses needed to carry on its business. The Court also ordered that the Debtor will maintain an debtor-in- possession account at Bank of America. The Debtor will immediately deposit, and deposit on a daily basis, into the DIP account all proceeds and collections from the collateral, all cash collateral, and all cash and revenue generated by the Debtor's business operations or otherwise received. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant the lender replacement liens against the Debtor's real property and all of the Debtor's personal property, and a superpriority administrative expense claim status. About Amaranth II LP Carrollton, Texas-based Amaranth II LP filed for Chapter 11 bankruptcy (Bankr. E.D. Tex. Case No. 11-43068) on Oct. 4, 2011. Chief Judge Brenda T. Rhoades presides over the case. Bruce E. Turner, Esq., at Bennett Weston Lajone & Turner, P.C., serves as the Debtor's counsel. The Debtor disclosed $15,641,623 in assets and $20,244,491 in liabilities as of the Chapter 11 filing. The petition was signed by Carmelita D. Dolores, president of Stonebriar Investment, Inc., its general partner. No official committee of unsecured creditors has been appointed. AMARANTH II: Court Approves Bennett Weston as Attorney ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Texas authorized Amaranth II LP to employ Bennett, Weston, LaJone & Turner P.C. as its attorney and paralegal. The Debtor said professional fees and expenses of at least $30,000. The Debtor assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Amaranth II LP Carrollton, Texas-based Amaranth II LP filed for Chapter 11 bankruptcy (Bankr. E.D. Tex. Case No. 11-43068) on Oct. 4, 2011. Chief Judge Brenda T. Rhoades presides over the case. Bruce E. Turner, Esq., at Bennett Weston Lajone & Turner, P.C., serves as the Debtor's counsel. The Debtor disclosed $15,641,623 in assets and $20,244,491 in liabilities as of the Chapter 11 filing. The petition was signed by Carmelita D. Dolores, president of Stonebriar Investment, Inc., its general partner. The Company disclosed $15,641,623 in assets and $20,244,491 in liabilities. No official committee of unsecured creditors has been appointed. AMBAC FINANCIAL: Posts $75.5 Million Net Loss in 3rd Quarter ------------------------------------------------------------ Ambac Financial Group, Inc., reported a net loss of $75.5 million for the three months ended Sept. 30, 2011, compared with net income of $76.0 million for the same period last year. The third quarter 2011 financial results compared to 2010 were primarily negatively impacted by (i) higher losses in derivative product revenues; (ii) lower net premiums earned; (iii) reorganization items related to the Chapter 11 bankruptcy filing; (iv) lower Financial Guarantee other income; and (v) a higher provision for income taxes, partially offset by (i) a lower provision for losses and loss expenses; (ii) no corporate interest expense as a result of the bankruptcy filing; and (iii) higher income related to variable interest entity activities. Ambac's net loss was $997.2 million and $671.6 million for the nine months ended Sept. 30, 2011, and 2010, respectively. Ambac and subsidiaries' consolidated balance sheets at Sept. 30, 2011, showed $27.6 billion in total assets, $29.8 billion in total liabilities, and a stockholders' deficit of $2.2 billion. Plan of Reorganization The Company filed a Plan of Reorganization on July 6, 2011, a First Amended Plan of Reorganization on Sept. 21, 2011, and a Second Amended Plan of Reorganization on Sept. 30, 2011. Simultaneously with the filing of the Second Amended Plan of Reorganization, on Sept. 30, 2011, the Company also filed with the Bankruptcy Court a Second Amended Disclosure Statement. The Bankruptcy Court approved the Disclosure Statement as containing "adequate information," as defined in the Bankruptcy Code, on Oct. 5, 2011. The current deadline for voting to accept or reject the Reorganization Plan is Nov. 23, 2011, at 5:00 p.m. The hearing at which the Bankruptcy Court will consider confirmation of the Reorganization Plan is currently scheduled for Dec. 8, 2011, at 10:00 a.m. The current deadline for filing an objection to the Reorganization Plan with the Bankruptcy Court is Nov. 23, 2011, at 4:00 p.m. A copy of the Form 10-Q is available for free at: http://is.gd/1F7BMg About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor- in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed US$30.05 billion in total assets, US$31.47 billion in total liabilities, and a US$1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of (US$394.5 million) and total liabilities of US$1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about US$1.62 billion. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's bankruptcy counsel. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. KPMG LLP is tax consultant to the Debtor. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Lazard Freres & Co. LLC is the Committee's financial advisor. Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group and the restructuring proceedings of Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945- 7000). AMN HEALTHCARE: Moody's Says Ba3 CFR Not Impacted by Biz Sale ------------------------------------------------------------- Moody's Investors Service said that AMN Healthcare Services Inc.'s planned sale of its home health business segment would have no immediate impact on its Ba3 Corporate Family Rating and stable rating outlook. However, Moody's takes the view that a divestiture of this business at reasonable terms would be a positive credit event. AMN Healthcare Services, Inc. is a leading healthcare staffing company in the U.S. The company recruits physicians, nurses, and allied health professionals, and places them on assignments at acute care hospitals, physician practice groups, and other healthcare settings. For the twelve months ended September 30, 2011, AMN reported revenues of approximately $927 million. APPLETON PAPERS: Files Form 10-Q, Posts $18-Mil. Q3 Net Income -------------------------------------------------------------- Appleton Papers Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $18.02 million on $217.10 million of net sales for the three months ended Oct. 2, 2011, compared with a net loss of $1.45 million on $214.87 million of net sales for the three months ended Oct. 3, 2010. The Company also reported net income of $9.54 million on $651.70 million of net sales for the nine months ended Oct. 2, 2011, compared with a net loss of $23.87 million on $645.66 million of net sales for the nine months ended Oct. 3, 2010. The Company's balance sheet at Oct. 2, 2011, showed $638.30 million in total assets, $764.66 million in total liabilities, $101.06 million in redeemable common stock, $139.94 million in accumulated deficit and a $87.47 million accumulated other comprehensive loss. A full-text copy of the Form 10-Q is available for free at: http://is.gd/G9y55J About Appleton Papers Appleton Papers Inc. is a 100%-owned subsidiary of Paperweight Development Corp. Appleton Papers Inc. -- http://www.appletonideas.com/-- headquartered in Appleton, Wisconsin, produces carbonless, thermal, security and performance packaging products. Appleton has manufacturing operations in Wisconsin, Ohio, Pennsylvania, and Massachusetts, employs approximately 2,200 people and is 100% employee-owned. * * * Appleton Papers carries a 'B' corporate credit rating from Standard & Poor's. B&K COASTAL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: B&K Coastal, LLC dba Cape Fear Paving dba Bay Street Properties, LLC dba Universal Transloaders dba Riverfront Company, LLC dba Forestry Division dba Malmo Asphalt Plant, LLC dba Wilmington Materials P.O. Box 2101 Wilmington, NC 28402 Bankruptcy Case No.: 11-08609 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Debtor's Counsel: George M. Oliver, Esq. OLIVER FRIESEN CHEEK, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 E-mail: efile@ofc-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb11-08609.pdf The petition was signed by J. Keith Stark, managing member. BLITZ USA: Meeting to Form Official Creditors' Panel on Nov. 21 --------------------------------------------------------------- Roberta DeAngelis, United States Trustee for Region 3, will hold can organizational meeting on Nov. 21, 2011, at 9:00 a.m. in the bankruptcy case of Blitz USA, Inc., et al. The meeting will be held at: J. Caleb Boggs Federal Building 844 King Street, Room 5209 Wilmington DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. Blitz USA, Inc. -- http://www.blitzusa.com/-- manufactures plastic gas cans in the United States. It offers fuel containers for transporting, storing, and dispensing fuel and water; oil change products and accessories, such as oil drains and pans, and funnels; and lifting aids, such as RhinoRamps, mechanic's creepers, trailer safe blocks and chocks, tire hugger wheel chocks, and Roll Controls for lifting, support, and servicing of vehicles. Blitz U.S.A. Inc., along with affiliates, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13602) on Nov. 9, 2011, in Delaware to stanch a hemorrhage resulting from 36 product-liability lawsuits. The Debtors are represented by attorneys at Richards, Layton & Finger, P.A., in Wilmington, Delaware. Zolfo Cooper, LLC, is the restructuring advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Lead debtor Blitz Acquisition Holdings, Inc. estimated assets and debts of $50 million to $100 million. BRIDGEVIEW AEROSOL: Settlement With Wells Fargo Bank Approved ------------------------------------------------------------------ The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the Northern District of Illinois (i) authorized Bridgeview Aerosol, LLC, et al., to use the cash collateral; and (ii) approved the settlement with Wells Fargo Bank. The Debtors related that among their assets is a fund of money aggregating $96,039 resulting from the refund of three previously paid insurance premiums for insurance policies that have been cancelled. The Fund is in the Debtors' possession and is being held in the client trust account of High Ridge Partners. The Bank asserts that the Fund is subject to the Bank's perfected lien claim and constitutes the Bank's cash collateral, in part because the policy premiums were paid for with the Bank's cash collateral. The Debtors disagree. While there is no factual dispute concerning the parties' respective positions, there is a split of legal authority on the issue. In order to avoid the cost, burden, risk and delay that would be caused by litigating the validity and enforceability of the Bank's lien claim in the Fund, the Debtors and the Bank have entered into a settlement of the dispute. Pursuant to the settlement agreement; the Debtor is authorized to (a) use $48,019, or one half of a certain $96,039 fund in which Wells Fargo Bank, N.A., claims to hold a perfected security interest; and (b) turn over the $48,019 balance of the fund to the Bank, with the Debtors receiving a credit for that amount on the $175,000 amount due the Bank for preference claim recoveries pursuant to a prior settlement agreement with the Bank. The Debtors would use a portion of the Fund to satisfy accrued and accruing claims by the U.S. Trustee's Office, professional fees and other administrative expenses of their estates that have or will arise on or after July 1, 2011. About Bridgeview Aerosol Bridgeview, Illinois-based Bridgeview Aerosol, LLC, provides manufactures, packages and distributes household cleaning and automotive aerosol products. Affiliate AeroNuevo owns the real property on which BVA operates. USAerosols is the parent company of BVA and AeroNuevo. Bridgeview Aerosol and its affiliates filed for Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 09-41021) on Oct. 30, 2009. Steven B. Towbin, Esq., at Shaw Gussis et al., assists the Debtors in their restructuring efforts. Bridgeview Aerosol estimated $10 million to $50 million in assets and debts as of the Petition Date. Adam P. Silverman, Esq., and Henry B. Merens, Esq., at Adelman & Gettleman, Ltd., represents the Official Committee of Unsecured Creditors. On November 19, 2009, William T. Neary, the U.S. Trustee for Region 10, amended the appointment of the Official Committee of Unsecured Creditors. The Committee now consist of (i) Ball Aerosol & Speciality Container; (ii) Black Flag Brands LLC; (iii) Pennock Company; (iv) Diversified CPC International; (v) Laser Tool Inc.; (vi) Berry Plastics Corporation; and (vii) Batavia Container, Inc. CAESARS ENTERTAINMENT: Files Form 10-Q, Incurs $173.4MM Q3 Loss --------------------------------------------------------------- Caesars Entertainment Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $173.40 million on $2.25 billion of net revenues for the quarter ended Sept. 30, 2011, compared with a net loss of $163.20 million on $2.28 billion of net revenues for the same period a year ago. The Company also reported a net loss of $471.30 million on $6.66 billion of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $629.30 million on $6.69 billion of net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $28.86 billion in total assets, $27.62 billion in total liabilities, $36 million in redeemable non-controlling interests, and $1.20 billion total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/rNxRqm About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. Harrah's carries 'Caa3' long term corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service. It has a 'B-' issuer credit rating, with 'stable' outlook, from Standard & Poor's. "The 'B-' corporate credit rating reflects Caesars' very weak credit measures and our belief that prospects for a meaningful rebound in net revenues and EBITDA in 2011 do not seem promising given the current economic outlook," said Standard & Poor's credit analyst Ben Bubeck in May 2011. "While several actions taken by management have positioned the company with a moderate covenant cushion and very limited debt maturities over the next few years, Caesars' capacity to continue to fund operational and capital spending needs and meet debt service obligations relies on meaningful growth in cash flow generation over the next few years." As reported by the TCR on March 3, 2011, Moody's Investors Service upgraded Caesars Entertainment's Corporate Family ratings and Probability of Default ratings to Caa2. CET's Caa2 Corporate Family Ratings reflect very high leverage, weak interest coverage, the company's debt financed growth strategy, and Moody's view that the company's current capital structure in unsustainable in the long-term. The ratings reflect Moody's expectation that gaming demand will rebound very slowly over the next several years. However, in the absence of a material de-leveraging transaction, Moody's do not expect the company's capital structure to improve materially over the next few years. Additionally, given CEC's weak credit profile, there is a possibility that the company could again pursue transactions that will result in impairment of debt holder claims as a means to improve its capital structure. CAPITOL BANCORP: Incurs $24.7 Million Net Loss in 3rd Quarter ------------------------------------------------------------- Capitol Bancorp reported a net loss of $24.76 million on $26 million of total interest income for the three months ended Sept. 30, 2011, compared with a net loss of $57.24 million on $32.38 million of total interest income for the same period a year ago. The Company reported a net loss of $254.36 million on $163.69 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $264.54 million on $197.78 million of total interest income during the prior year. The Company also reported a net loss of $45.04 million on $82.17 million of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $163.10 million on $101.45 million of total interest income for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.46 billion in total assets, $2.56 billion in total liabilities and a $93.51 million total deficit. A full-text copy of the press release is available for free at: http://is.gd/gtWWAM About Capitol Bancorp Limited Capitol Bancorp Limited (NYSE: CBC) -- http://www.capitolbancorp.com/-- is a $5.1 billion national community banking company, with a network of bank operations in 16 states. Founded in 1988, Capitol Bancorp Limited has executive offices in Lansing, Michigan and Phoenix, Arizona. In September 2009, Capitol and its second-tier bank holding companies entered into a written agreement with the Federal Reserve Bank of Chicago under which Capitol has agreed, among other things, to submit to the Reserve Bank a written plan to maintain sufficient capital at Capitol on a consolidated basis and at Michigan Commerce Bank (as a separate legal entity on a stand- alone basis); and a written plan to enhance the consolidated organization's risk management practices, a strategic plan to improve the consolidated organization's operating results and overall condition and a cash flow projection. Certain of Capitol's bank subsidiaries have entered into formal agreements with their applicable regulatory agencies. Those agreements provide for certain restrictions and other guidelines and/or limitations to be followed by the banks. In 2009, Capitol commenced the deferral of interest payments on its various trust-preferred securities, as is permitted under the terms of the securities, to conserve cash and capital resources. The payment of interest may be deferred for periods up to five years. During such deferral periods, Capitol is prohibited from paying dividends on its common stock (subject to certain exceptions) and is further restricted by Capitol's written agreement with the Federal Reserve Bank of Chicago. Accrued interest payable on such securities approximated $18.1 million at June 30, 2010. CCT COMMUNICATIONS: Court Says GX Contract Already Ended -------------------------------------------------------- CCT Communications Inc. has moved pursuant to Rule 12(b) and (c) of the Federal Rules of Civil Procedure to dismiss Counts 1, 2, 4 and 6 in the Second Amended Complaint filed by Global Crossing Telecommunications, Inc. Count 1 seeks a declaratory judgment that Global Crossing terminated the parties' contract prior to the petition date; Count 2 seeks, in the alternative, a declaratory judgment that CCT cannot assume the parties' contract and that Global Crossing is entitled to terminate it; Count 4 asserts a claim sounding in rescission; and Count 6 seeks to recover under a theory of unjust enrichment. With one exception, the Motion is denied, said Bankruptcy Judge Stuart M. Bernstein in a Nov. 10, 2011 Memorandum Decision and Order available at http://is.gd/hYPkTKfrom Leagle.com. The one exception is Count 2. The judge said the Chapter 11 case has been dismissed, and CCT cannot assume the contract under 11 U.S.C. Sec. 365. Furthermore, to the extent Count 2 seeks a declaration that it is entitled to immediately terminate service to CCT, Global Service had terminated further service to CCT when the contract term expired. Consequently, Count 2 is dismissed as moot. GLOBAL CROSSING TELECOMMUNICATIONS, INC., v. CCT COMMUNICATIONS, INC., Adv. Proc. No. 07-01942 (Bankr. S.D.N.Y.), was commenced on July 23, 2007, and concerns disputes between the parties arising under their contract and federal telecommunications law. Global Crossing is represented by: Robert J. Rosenberg, Esq. James Brandt, Esq. John D. Castiglione, Esq. Elizabeth R. Marks, Esq. LATHAM & WATKINS LLP 885 Third Avenue New York NY 10022-4834 Tel: 212-906-1370 Fax: 212-751-4864 E-mail: robert.rosenberg@lw.com james.brandt@lw.com john.castiglione@lw.com betsy.marks@lw.com Attorneys for CCT Communications is: James A. Karamanis, Esq. BARNEY & KARAMANIS, LLP About CCT Communications CCT Communications, Inc., was a common carrier engaged in the business of buying and reselling telecommunications services. CCT filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 07-10210) on Jan. 29, 2007, represented by Arnold Mitchell, Esq., at Greene Robinson Brog Leinwand Greene Genovese & Gluck, P.C., at that time. Sanford P. Rosen, Esq., at Rosen & Associates, P.C., and Glenn B. Manishin, Esq., at Duane Morris LLP, also represent the Debtor. At the time of the filing, the Debtor disclosed $774,047 in assets and debts of $1,028,249. CCT filed a Plan of Reorganization on the last possible day -- Nov. 26, 2007 -- to do so as a small business debtor. The Debtor intended to fund the plan distributions, at least in part, with the proceeds generated through adversary proceedings against Global Crossing Telecommunications, Inc., and Zone Telecom, Inc. The Honorable Stuart M. Bernstein conducted a two-day evidentiary hearing, and concluded that CCT is judicially estopped from taking the position that it is not a small business debtor. Chief Judge Bernstein ruled that the case will be dismissed, but the Court will retain jurisdiction over the adversary proceeding between CCT and Global Crossing as well as any fee applications by Court- appointed professionals. About Global Crossing Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC) -- http://www.globalcrossing.com/-- is a global IP, Ethernet, data center and video solutions provider with the world's first integrated global IP-based network. Global Crossing Limited reported a consolidated net loss of $172 million on $2.609 billion of consolidated revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $141 million on $2.159 billion of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $2.28 billion in total assets, $2.83 billion in total liabilities, and a $548 million total shareholders' deficit. * * * In the Oct. 12, 2011, edition of the TCR, Standard & Poor's Ratings Services withdrew its 'B' corporate credit rating on Bermuda-based Global Crossing Ltd. (GCL). This action follows the completion of Level 3's acquisition of GCL on Oct. 4, 2011. CDC CORP: Hiring Advisor for Nasdaq Listing; Court OKs CRO ---------------------------------------------------------- BankruptcyData.com reports that CDC Corp is seeking bankruptcy court permission to employ Donohoe Advisory Consultants (Contact: David A. Donohoe, Jr.) as professional consultant for NASDAQ listing matters. The Debtor has provided the firm a $15,000 retainer and will pay for its services at an hourly rate of $500. Separately, the Court approved CDC's motion to retain Finley, Colmer & Company and to designate consultant Marcus A. Watson as the Company's chief restructuring officer. About CDC Corp Based in Atlanta, CDC Corp. (Nasdaq: CHINA) -- http://www.cdccorporation.net/-- is the parent company of CDC Software (Nasdaq: CDCS). CDC Software is based dually in Shanghai, China, and Atlanta and produces enterprise software applications, IT consulting services, outsourced applications development and IT staffing. The company's owners include Asia Pacific Online Ltd., Xinhua News Agency and Evolution Capital Management. CDC Corporation, doing business as Chinadotcom, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011. James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA, in Atlanta, Georgia, serves as counsel. The Debtor estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. CENTRAL FALLS: Retirees Want John Hancock to Produce Docs --------------------------------------------------------- Katy Stech, writing for Dow Jones' Daily Bankruptcy Review, reports that retired police officers and firefighters for the city of Central Falls, R.I., have moved to investigate whether money from their pension plan was improperly diverted to cover the city's budget shortfalls. According to DBR, attorneys representing a group of retirees asked the judge in charge of the city's bankruptcy case Thursday for permission to extract documents from John Hancock Financial Services Inc., which handled the city's underfunded pension accounts. The retirees want John Hancock to produce the documents by Nov. 28. The group also seeks permission to interview John Hancock employees who handled the city's accounts on Dec. 6. About Central Falls Central Falls is a city in Providence County, Rhode Island. The population was 18,928 at the 2000 census. Central Falls is the smallest and most densely populated city in Rhode Island. Central Falls sought bankruptcy protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. D. R.I. Case No. 11-13105) on Aug. 1, 2011. The Chapter 9 filing was made after former Rhode Island Supreme Court Judge Robert Flanders, who serves as state-appointed receiver for the city, was unable to negotiate significant concessions from unions representing police officers, firefighters and other city workers. The city grappled with an $80 million unfunded pension and retiree health benefit liability that is nearly quadruple its annual budget of $17 million. Judge Robert Flanders succeeded the role from retired Superior Court Associate Justice Mark A. Pfeiffer, who was appointed in July 2010. The Central Falls receivership, the state's first, has left the mayor and council without any power to govern. Judge Frank Bailey presides over the Chapter 9 case. Theodore Orson, Esq., at Orson and Brusini Ltd., serves as bankruptcy counsel to the receiver. The receiver is negotiating new contracts with unions representing city workers. The receiver filed a proposed debt adjustment plan for the city in September. It won't affect bondholders. CENTRAL FALLS: Retired Workers Seek to Probe Financial Firm ----------------------------------------------------------- Dow Jones' DBR Small Cap reports that retired police officers and firefighters for the city of Central Falls, R.I., have moved to investigate whether money from their pension plan was improperly diverted to cover the city's chronic multimillion-dollar budget shortfalls. About Central Falls Central Falls is a city in Providence County, Rhode Island. The population was 18,928 at the 2000 census. Central Falls is the smallest and most densely populated city in Rhode Island. Central Falls sought bankruptcy protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. D. R.I. Case No. 11-13105) on Aug. 1, 2011. The Chapter 9 filing was made after former Rhode Island Supreme Court Judge Robert Flanders, who serves as state-appointed receiver for the city, was unable to negotiate significant concessions from unions representing police officers, firefighters and other city workers. The city grappled with an $80 million unfunded pension and retiree health benefit liability that is nearly quadruple its annual budget of $17 million. Judge Robert Flanders succeeded the role from retired Superior Court Associate Justice Mark A. Pfeiffer, who was appointed in July 2010. The Central Falls receivership, the state's first, has left the mayor and council without any power to govern. Judge Frank Bailey presides over the Chapter 9 case. Theodore Orson, Esq., at Orson and Brusini Ltd., serves as bankruptcy counsel to the receiver. The receiver is negotiating new contracts with unions representing city workers. The receiver filed a proposed debt adjustment plan for the city in September. It won't affect bondholders. CHATSWORTH INDUSTRIAL: Hires Delphi Business as Leasing Broker -------------------------------------------------------------- Chatsworth Industrial Park, LP, sought and obtained authority from the U.S. Bankruptcy Court for the Central District of California to employ Delphi Business Properties, Inc., as leasing broker. Delphi will act as leasing broker for the estate for purposes of leasing the units located at 21040 Nordhoff Street, 21021 Osborne Street, and 9035 Independence Ave., in Chatsworth, California. The Debtor will employ Delphi for the leasing these properties pursuant to the terms and conditions of the listing agreements and at the commission rates set forth in the Schedule of Commissions. Delphi has not and will not receive a retainer. David Hoffberg, Broker and Senior Vice President of Delphi, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Chatsworth Industrial Tarzana, California-based Chatsworth Industrial Park, LP, owns and operates five adjacent industrial properties in Chatsworth, California. It filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 09-27368) on Dec. 23, 2009. Caceres & Shamash, LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated assets at $10 million to $50 million and $1 million to $10 million in debts. COASTAL PLAINS PORK: Only Dist. Ct. Can Authorize Direct Appeal --------------------------------------------------------------- In the lawsuit, FIRST NATIONAL BANK OF OMAHA, v. FARMERS COOPERATIVE SOCIETY, SIOUX CENTER IOWA, and COOPERATIVE ELEVATOR ASSOCIATION, Adv. Proc. No. 09-00214 (Bankr. E.D.N.C.), Bankruptcy Judge Randy D. Doub ruled on the Plaintiff's Motion for Certification Pursuant to 28 U.S.C. Sec. 158(d) and Motion for Stay of Proceedings Pending Appeal, filed by First National Bank of Omaha, and the Resistance to First National Bank's Motion for Certification and Motion for Stay of Proceedings, filed by Farmers Cooperative Society, Sioux Center, Iowa and Cooperative Elevator Association. The adversary proceeding was commenced by the filing of a complaint on behalf of FNBO on Sept. 30, 2009, seeking a determination of the relative priorities between FNBO's perfected security interests in Coastal Plains Pork LLC's personal property including the Debtor's livestock, and the agricultural supply dealer liens claimed by the Defendants under Iowa Code Sec. 570A. On Feb. 3, 2010, FNBO requested summary judgment establishing its perfected security interest in the Debtor's livestock and its proceeds prior to the agricultural liens asserted by the Defendants. On Feb. 26, 2010, the Defendants filed a Motion for Partial Summary Judgment on the same issue. On July 23, 2010, the Bankruptcy Court entered an order granting FNBO's Motion for Summary Judgment and denying the Defendants' Motion for Partial Summary Judgment. The Court ruled that FNBO's lien took priority over the agricultural supply dealers' lien of FCS and CEA. On Aug. 6, 2010, the Defendants appealed the order to the United States District Court for the Eastern District of North Carolina. On Sept. 15, 2011, the Honorable Malcolm J. Howard, Senior United States District Judge for the Eastern District of North Carolina, issued an order determining that FCS and CEA are entitled to priority under Sec. 570A.5 (3) to the extent of the difference between the acquisition price of the livestock and the fair market value of the livestock at the time they were sold. Farmers Cooperative Society of Sioux Center, et al v. First National Bank of Omaha, No. 7:10-CV-202-H (E.D.N.C. Sept. 15, 2011). Therefore, the judgment of the Bankruptcy Court was vacated, and the matter was remanded to the Bankruptcy Court for entry of judgment consistent with the order entered by the U.S. District Court. On Sept. 20, 2011, the Bankruptcy Court entered an order granting the Defendants' motion for partial summary judgment and reserving the issue of damages for trial. FNBO appealed from the U.S. District Court Order to the Fourth Circuit on Oct. 7, 2011. The element of damages remains to be determined by the Bankruptcy Court. FNBO wants the Bankruptcy Court certify the U.S. District Court Order for immediate appeal to the Fourth Circuit Court of Appeals pursuant to 28 U.S.C. Sec. 158(d)(2)(A)(i)-(iii). FNBO also requests that should the Bankruptcy Court certify this case for immediate appeal, it also should enter an order staying the case pending final determination of the appeal. In his Nov. 10, 2011 Order, available at http://is.gd/tQhf8Ifrom Leagle.com, Judge Doub said the U.S. District Court, rather than the Bankruptcy Court, is the court with authority to make a certification order pursuant to 28 U.S.C. Sec. 158(d)(2)(A) and Bankruptcy Rule 8001(f)(2). The U.S. District Court also has authority to stay the pending proceedings in the Bankruptcy Court pending the appeal of the U.S. District Court judgment vacating the order and judgment of the Bankruptcy Court to the Fourth Circuit Court of Appeals. Judge Doub said the Bankruptcy Court will proceed with the trial of the issue of damages until ordered to do otherwise by the U.S. District Court. Coastal Plains Pork, LLC, based in Harrells, N.C., operated a farrow-to-finish farm for the production of swine in several states, including Iowa, prior to filing a chapter 11 petition (Bankr. E.D.N.C. Case No. 09-08367) on Sept. 28, 2009. The Debtor is represented by Terri L. Gardner, Esq., at Nelson Mullins Riley & Scarborough, LLP, in Raleigh, N.C. At the time of the filing, the Debtor estimated its assets and debts at $10 million to $50 million. COLONIAL BANCGROUP: FDIC Resume Sparring Over Tax Refunds --------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that the Federal Deposit Insurance Corp. says the Internal Revenue Service made a mistake related to $253 million in disputed tax refunds that are at the center of a legal fight between the bank regulator and the bankruptcy estate of Colonial. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking subsidiary. Colonial Bank -- http://www.colonialbank.com/-- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On Aug. 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. The Colonial BancGroup filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009. W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, serve as counsel to the Debtor. The Debtor disclosed $45 million in total assets and $380 million in total liabilities as of the Petition Date. In September 2009, an Official Committee of Unsecured Creditors was formed consisting of three members, Fine Geddie & Associates, The Bank of New York Trust Company, N.A., and U.S. Bank National Association. Burr & Forman LLP and Schulte Roth & Zabel LLP serve as co-counsel for the Committee. Colonial Brokerage, a wholly owned subsidiary of Colonial BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy Court in the Middle District of Alabama in June 2010. Susan S. DePaola serves as Chapter 7 trustee. COMMANDER PREMIER: Chapter 7 Liquidation Sought ----------------------------------------------- Scott Moyers at Southeast Missourian reports that Cape Girardeau Regional Airport asked a bankruptcy judge to convert the Chapter 11 case of Commander Premier Airport Corp. to a Chapter 7 proceeding. A hearing is set for Nov. 15, 2011. According to the report, if a judge agrees, it would allow the sale of Commander's assets to repay company debt, including more than $800,000 to city coffers for unpaid lease payments. The report says the court filing pointed out that the company's monthly operating report "reflect no post-petition economic activity" and a "post-petition loss." The basic expenses of the company have been funded only by personal loans from company president Gregory Walker. The company also has shown no ability to produce a reorganization plan and no investor has stepped up to buy the company. The company owes its creditors more than $2 million. Based in Tyler, Texas, Commander Premier Aircraft Corporation filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 11-60548) on June 16, 2011. Jason R. Searcy, Esq., at Searcy & Searcy P.C., represents the Debtor. The Debtor estimated assets of less than $50,000, and debts between $1 million and $10 million. COMMONWEALTH BANKSHARES: Common Stock Delisted from NASDAQ ---------------------------------------------------------- Amy Horton, associate general counsel of NASDAQ Stock Market LLC, notified the U.S. Securities and Securities and Exchange Commission regarding the removal from listing or registration of Commonwealth Bankshares Inc. common stock on NASDAQ. About Commonwealth Bankshares Norfolk, Va.-based Commonwealth Bankshares, Inc., (Nasdaq:CWBS) -- http://www.bankofthecommonwealth.com/-- is the parent of Bank of the Commonwealth which opened its first office in Norfolk, Virginia, in 1971. Bank of the Commonwealth has 21 bank branches strategically located throughout the Hampton Roads and Eastern North Carolina regions. The Company's balance sheet at June 30, 2011, showed $985.87 million in total assets, $990.17 million in total liabilities, and a $4.30 million total deficit. As reported by the TCR on May 31, 2011, Witt Mares, PLC, in Norfolk, Virginia, expressed substantial doubt about Commonwealth Bankshares' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that of the Company's continued operating losses and deterioration of the loan portfolio, undercapitalized status, liquidity restrictions, and other restrictions as a result of regulatory agreements. Bankruptcy Warning Effective July 1, 2011, Bank of the Commonwealth entered into a Prompt Corrective Action Directive with the Board of Governors of the Federal Reserve System. The Directive requires that within 30 days of the effective date of the Directive or such additional time as the Board of Governors may permit, the Bank, in conjunction with the Company must, among other things, increase the Bank's equity through the sale of shares or contributions to surplus in an amount sufficient to make the Bank adequately capitalized. The Bank was not able to meet the 30-day timeline prescribed by the Directive for reaching the required capital levels. The Board of Governors, as outlined in the Directive, may permit additional time as they see fit. The Company and the Bank's management and Board of Directors have implemented a capital plan with various alternatives to reach and maintain the required capital levels. This plan was originally accepted by the Federal Reserve in 2010 in response to the Written Agreement. An updated capital restoration plan was submitted to the Federal Reserve in June 2011, due to the Company's immediate capital needs. This plan was not accepted by the Federal Reserve since the Company had not received any firm commitments for new capital. If the Company does not raise sufficient amounts of new equity capital, or alternatively, execute another strategic initiative, the Company may become subject to a voluntary or involuntary bankruptcy filing and the Company believes it is possible that the Bank could be placed into FDIC receivership by bank regulators or acquired by a third party in a transaction in which the Company receives no value for its interest in the Bank. COSTA DORADA: Plan Filing Period Extended Until Nov. 15 ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico extended to Nov. 15, 2011, Costa Dorada Apartments Corp.'s exclusive period to file a plan and disclosure statement in its bankruptcy case. This is the third extension of the Debtor's exclusive period to file a plan. The Debtor will use this extension to conclude the negotiations with secured creditor Scotiabank de Puerto Rico and review the first draft of the Secured Debt Stipulation between the parties. Costa Dorada Apartments Corp., dba Villas De Costa Dorada, in Isabela, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 11-03960) on May 10, 2011. The Debtor disclosed $10.7 million in assets and $8.6 million in liabilities as of the Chapter 11 filing. The petition was signed by Carlos R. Fernandez Rodriguez, its president. Wigberto Lugo Mender, Esq., at Lugo Mender & Co., in Guaynabo, Puerto Rico, represents the Debtor as counsel. CROSSOVER FINANCIAL: Taps Home Source as Real Estate Broker ----------------------------------------------------------- Crossover Financial I, LLC, asks the U.S. Bankruptcy Court for the District of Colorado for permission to employ Karen McClaflin of Home Source Realty, LLC, Colorado as real estate broker for the estate in connection with the sale of the property. The Debtor requires the services of a real estate broker to market the certain property located in Township 11 South, Range 66 West of the 6th p.m., County of El Paso, State of Colorado, described as: 1. Parcel A -- the southwest quarter and the west half of the southeast quarter of Section 19; 2. Parcel B -- the east half of the of the southeast quarter of Section 24; 3. Parcel C -- the northeast quarter of the northeast quarter of Section 25; and 4. Parcel D -- the north half of the northwest quarter of Section 30. The Debtor desires to employ Ms. McClaflin without a general retainer, on a commission basis. The Debtor proposes to pay Ms. McClaflin a sale commission of 5.0% of the gross purchase price out of the gross proceeds of any completed sale of the property upon separate application and approval of this Court. To the best of Debtor's knowledge, Ms. McClaflin is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. About Crossover Financial I, LLC Crossover Financial I, LLC, based in Elizabeth, Colorado, filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-24257) on June 15, 2011. Judge Sidney B. Brooks presides over the case. Stephen C. Nicholls, Esq., at Nicholls & Associates, P.C., serves as bankruptcy counsel. In its petition, the Debtor estimated assets and debts of $10 million to $50 million. The petition was signed by Mitchell B. Yellen. Charles F. Mcvay, The U.S. Trustee for Region 19, 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 Crossover Financial I, LLC have expressed interest in serving on a committee. CROSSOVER FINANCIAL: Plan Outline Hearing Scheduled for Jan. 4 -------------------------------------------------------------- At a hearing on Jan. 4, 2012, Crossover Financial I, LLC, will ask the U.S. Bankruptcy Court for the District of Colorado to approve the disclosure statement filed on Oct. 28, 2011, in support of the Debtor's plan of reorganization. Objections, if any, to approval of the disclosure statement must be filed and served no later than Dec. 19, 2011. The Plan, dated Oct. 28, 2011, contemplates a Section 363 sale of the Real Property. After the payment of allowed administrative expenses, proceeds of sale will distributed in accordance with any confirmed plan of reorganization. The Debtor has sought approval to enter in a listing contract with Karen McClaflin and Home Source Realty, LLC, for the sale of the property. The Listing Contract provided for a sales commission of 5.0% of the gross sales price. In this case, the Plan Proponent believes that with the exception of claims in Classes 1, 2 and 3, all other classes are impaired and are entitled to vote. Holders of the Debtor's promissory notes in Class 5, owed $21,452,000, represent the majority of the Debtor's creditors. The 108 Noteholders will receive the balance of the proceeds of sale of the Real Property on a pro rata basis after the payment of unclassified administrative expenses and secured claims in Classes 2, 3 and 4. The secured claim represents the fourth priority lien against the Real Property. Class 11 General Unsecured Claims consist of any unsecured claims in Classes 2 through 10 as result of the bifurcation of the respective claims under Section 506 of the Bankruptcy Code or any other portion of the claims that may be disallowed as secured claims. It is not expected that unsecured claims will receive distributions under the plan. Mitchell Yellen, the sole member of the Debtor and holder of the Class 12 equity interest, will not receive any distributions under the plan. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/crossoverfinl.DS.dkt69.pdf Crossover Financial I, LLC, based in Elizabeth, Colorado, was formed on Aug. 12, 2005. Mitchell B. Yellen is the manager and sole member. The Company was formed for the purpose of raising funds through a Private Placement Memorandum to be loaned to an entity known as HPR, LLC, in connection with the acquisition and development of 440 acres of real property located ("Real Property") in El Paso County. HPR consisted of three members: Colorado Commercial Builders, Inc. (37.5%); DJT, LLC (20.0%); and Yellen Family Partnership, LLLP (42.5%). Mitchell Yellen held an interest in the Yellen Family Partnership, LLLP. The project stalled primarily as a result of a collapse in the residential real estate development market in 2007 and potential developers pulled out of the project. There has been no further development activity on the Real Property since 2007. Faced with the prospect of a lengthy foreclosure proceeding, the Debtor entered into to an agreement with HPR whereby the Real Property was transferred to the Debtor by way of a deed-in-lieu of foreclosure. Upon acquiring the Real Property, the Debtor attempted to bring in additional developers to continue the project but those efforts were unsuccessful. The Company filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-24257) on June 15, 2011. Judge Sidney B. Brooks presides over the case. Stephen C. Nicholls, Esq., at Nicholls & Associates, P.C., in Denver, serves as bankruptcy counsel. In its petition, the Debtor estimated assets and debts of $10 million to $50 million. The petition was signed by Mitchell B. Yellen. Charles F. Mcvay, The United States Trustee for Region 19, 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 Crossover Financial I, LLC, have expressed interest in serving on a committee. CROW PARTNERS: Has Access to U.S. Bank's Cash Until March 2012 -------------------------------------------------------------- The Hon. Redfield T. Baum of the U.S. Bankruptcy Court for the District of Arizona approved a stipulation authorizing Crow Partners, LLC, and Central Building, LLC to use the cash collateral until March 12, 2012, or on the occurrence of an event of default. U.S. Bank National Association, as trustee for the registered holders of WAMU Commercial Mortgage Securities Trust 2007-SL3, Commercial Mortgage Pass-Through Certificates, Series 2007-SL3 is a creditor secured by a lien on, among other things, one of Central Building's two primary real estate assets. As of the Petition Date, Central Building was indebted to lender in the approximate principal amount of $9,042,662 plus accrued interest and all other costs and fees. The stipulation and consent order entered between Central Building and lender provides for, among other things: 1. Central Building is authorized to use the cash collateral to pay ordinary and necessary operating expenses; 2. Central Building will deposit, sequester, and segregate all cash collateral in a DIP account. Lender's cash collateral will be kept in an account separate from any cash collateral claimed by JP Morgan Chase Bank, N.A. 3. The Debtors will not attempt to grant any entity, other than lender, a senior security interest in or lien on any of the County Square assets, including lender Collateral, the cash collateral, and all other assets subject to the liens held by lender, including the replacement liens provided for herein, without the prior express consent of lender. 4. As adequate protection for any diminution in value of the lender's collateral, the Debtors will grant lender replacement lien in all of Central Building's personal property of all types related solely to County Square; and superpriority administrative expense claim. 5. Commencing Nov. 1, 2011, as part of the adequate protection of lender's interest in and to the lender collateral, Central Building will pay to lender the regular monthly payments in accordance with the terms of the California Note and the Loan Documents, including any monthly payment amounts that are past due thereunder. 6. Central Building will provide general comprehensive, hazard and liability insurance coverage for the lender collateral as required by the Loan Documents, naming lender as loss payee. The Debtors will provide notice of the order to all creditors and parties-in-interest, all parties who have requested notice, and the U.S. Trustee. Unless objections are received within 14 days after the date of such notice, the order will automatically become a final Order without further hearing. If any objections are timely filed, the Court will set a further hearing to consider such objections. U.S. Bank can be reached at: c/o KeyBank National Association Attn: Sean A. Gibson 11501 Outlook Street, Suite 300 Overland Park, KS 66211 Fax: 877-379-1625 E-mail: Sean_A_Gibson@KeyBank.com About Central Building Orinda, California-based Central Building LLC filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011. Its wholly owned subsidiary, Crow Partners LLC, filed a separate petition (Bankr. D. Ariz. Case No. 11-27946), listing under $1 million in assets and debts. The case is jointly administered with Crow Partners. Central Building does business in Arizona under the name Central Building Camelback LLC. The Debtors own the County Square Shopping Center in California and the Camelback Place at Dysart in Arizona. The Debtors' sole members are Neal Smither and his spouse, Patricia Smither. The equity interests are subject to a Voting Trust Agreement of which G. Neil Elsey, a principal of Avion Holdings, LLC, is the voting trustee. Avion has also been retained as Restructuring Agent to manage and operate the Debtors during their restructuring. Central Building disclosed $22,913,866 in assets and $19,372,542 in liabilities. Judge George B. Nielsen, Jr. presides over the case. Lawyers at Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the Debtors' counsel. The petition was signed by Neal Smither, member. CROW PARTNERS: Has Until Nov. 30 to Access Chase Cash Collateral ---------------------------------------------------------------- The Hon. Redfield T. Baum of the U.S. Bankruptcy Court for the District of Arizona approved a stipulation and consent order authorizing Crow Partners, LLC, and Central Building, LLC, to use cash collateral until Nov. 30, 2011. As reported in the Troubled Company Reporter on Nov. 3, 2011, Central Building's property consists of two real property assets. The first is a real property improved with a 52,000 square foot shopping center located at 508 Contra Costa Blvd., Pleasant Hill, Contra Costa County, California, known as County Square Shopping Center, subject to a secured loan in favor of KeyBank, N.A. Central Building's second real property asset is a parcel of land improved with a 66,430 square foot shopping center, located at the intersection of Camelback Road and Dysart Road in Maricopa County, Arizona, known as Camelback Place at Dysart, with an estimated value of $12,000,000. Camelback Place is fully developed and is 87.5% leased, and it generates positive cash flow after current expenses. Central Buildingis in the process of leasing additional space that will increase occupancy of Camelback Place to 92%. As of the Petition Date, Central Building was indebted to Chase Bank in the approximate principal amount of $9,630,000, plus accrued and accruing interest, costs, and attorneys fees,and other amounts due and owing under the Arizona Note, Arizona DOT, and other documents related to Chase Bank's secured loan. The Debtors related that Central Building's other significant secured creditor, Key Bank, is secured by a lien related to County Square and is unaffected by the proposed use of Chase Bank's cash collateral. As of the Petition Date, Debtors estimate that the value of Camelback Place exceeds the indebtedness by approximately $2,000,000. Chase Bank is fully secured. Pursuant to the stipulation, the Debtors and Chase Bank agreed to Central Building's limited use of cash collateral under these terms and conditions, among other things: 1. Central Building is authorized to use cash collateral to pay ordinary and necessary operating expenses. The use of cash collateral to pay any expense in excess of the approved Cumulative Monthly Amounts will require the prior written approval of Chase Bank, or further order of the Court with appropriate notice to Chase Bank; provided, however, that Central Building may use cash collateral to pay up to 105% of the amount for a month in any line item category. 2. Central Building will deposit, sequester, and segregate all cash collateral in a separate DIP account. The Debtors may withdraw funds from the cash collateral Bank Account only as necessary to pay expenses in accordance with the Budget and this order. 3. As adequate protection for any diminution in value of the lender's collateral, the Debtors will grant lender replacement Lien in all of Central Building's now owned or after acquired personal property of all types related solely to Camelback Place, as existed prepetition; and a superpriority administrative expense claim. 4. Central Building will pay to Chase Bank from cash collateral a payment in the amount of $37,000. On or before Nov. 15, Central Building will pay to Chase Bank from cash collateral a second payment in the amount of $37,000. The Debtors set a Nov. 30, final hearing at at 1:30 p.m., to consider approval of the Debtors' request for cash collateral use. Objections, if any, are due Nov. 23. Chase Bank is represented by: Brian Sirower, Esq Robert Harris, Esq. QUARLES & BRADY LLP One Renaissance Square Two North Central Avenue Phoenix, AZ 85004-2391 Fax No.: (602) 420-5020 E-mail: brian.sirower@quarles.com About Central Building Orinda, California-based Central Building LLC filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011. Its wholly owned subsidiary, Crow Partners LLC, filed a separate petition (Bankr. D. Ariz. Case No. 11-27946), listing under $1 million in assets and debts. The case is jointly administered with Crow Partners. Central Building does business in Arizona under the name Central Building Camelback LLC. The Debtors own the County Square Shopping Center in California and the Camelback Place at Dysart in Arizona. The Debtors' sole members are Neal Smither and his spouse, Patricia Smither. The equity interests are subject to a Voting Trust Agreement of which G. Neil Elsey, a principal of Avion Holdings, LLC, is the voting trustee. Avion has also been retained as Restructuring Agent to manage and operate the Debtors during their restructuring. Central Building disclosed $22,913,866 in assets and $19,372,542 in liabilities. Judge George B. Nielsen, Jr. presides over the case. Lawyers at Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the Debtors' counsel. The petition was signed by Neal Smither, member. CRYSTAL CATHEDRAL: Prefers Chapman's $51-Mil. Offer --------------------------------------------------- Liz Hoffman at Bankruptcy Law360 reports that the battle for a prized, towering glass cathedral in Orange County, Calif., isn't over yet, as the bankrupt ministry's creditors on Wednesday co- endorsed competing sweetened offers from neighboring Chapman University and the local Catholic diocese. A California bankruptcy judge will decide Monday between the Roman Catholic Bishop of Orange, which bid $55.4 million, and the university, whose $51.5 million offer is the preferred choice of the Crystal Cathedral Ministries' board and worshippers, according to Law360. The Associated Press reports that an attorney for the Crystal Cathedral told a bankruptcy court judge on Nov. 9, 2011, that the church board has agreed to accept a proposal from either Chapman University or the Roman Catholic Diocese of Orange to emerge from Chapter 11 bankruptcy proceedings as soon as possible. According to the report, Church attorney Marc Winthrop, Esq., said the church prefers Chapman's $51.5 million proposal, which would let the Crystal Cathedral lease part of the campus and includes a repurchase option. Meanwhile, the Diocese said it upped its bid for the more-than-30 acre campus to $55.4 million. The report notes that Chapman University has proposed buying the site to increase its health service offerings, and possibly start a medical school. According to the report, the Diocese wants the property for an Orange County cathedral, and would give the Crystal Cathedral the option of purchasing a nearby church property in the future, said Alan Martin, Esq., an attorney for the Diocese. About Crystal Cathedral Crystal Cathedral Ministries is a Southern California-based megachurch founded by television evangelist Robert Schuller. The church, known for its television show "The Hour of Power." Mr. Schuller retired from his role as senior pastor of Crystal Cathedral in 2006. His daughter Sheila Schuller Coleman has been senior pastor since July 2009. Contributions declined 24% in 2009, in part on account of "unsettled leadership." Crystal Cathedral filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010. The Debtor disclosed $72,872,165 in assets and $48,460,826 in liabilities as of the Chapter 11 filing. Marc J. Winthrop, Esq., at Winthrop Couchot P.C. represent the Debtor. Todd C. Ringstad, Esq., at Ringstad & Sanders, LLP, represents the Official Committee of Unsecured Creditors. DALLAS STARS: Working to Fast-track Sale to Gaglardi ---------------------------------------------------- Mike Heika, writing for The Dallas Morning News, reports that the Dallas Stars, the National Hockey League, the lenders and the lawyers for Tom Gaglardi are working to fast-track the sale of the team, and it appears they are succeeding. According to the report, the original date to resolve the bankruptcy hearing in Delaware bankruptcy court was Nov. 23. That has been moved up to Nov. 18. According to Dallas Morning News, the Board of Governors' approval of the sale to Mr. Gaglardi was expected to be at the regularly scheduled Board meeting Dec. 5-6. However, the Stars and NHL are studying a possible fax vote. The difference between the board and the fax is that a board vote requires two-thirds approval, while a fax vote has to be unanimous. The report also notes the Dallas Stars are studying a tentative press conference to introduce Mr. Gaglardi on Nov. 21 if everything works out. 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. KPMG LLP serves as the Debtors' auditor, tax advisor, and bankruptcy administration consultant. Dallas Stars LP scheduled $52,035,457 in total assets and $363,569,191 in liabilities. StarCenters LLC listed $0 in assets and $149,640,000 in liabilities. Dallas Arena LLC listed $49,017,082 in assets and said debts are undetermined. Dallas Stars U.S. Holdings Corp. scheduled $13,036 in assets and $149,640,000 in debts. 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 SYMPHONY: Could Become Insolvent Within 90 Days ------------------------------------------------------ KERA's Jerome Weeks reports that unless fortunes change the Dallas Symphony will run out of money in late January. Dallas Symphony Board Chairman Blaine Nelson told a group of top donors on Tuesday that based on current revenue and expenses, the symphony will be insolvent within 90 days. "We have a line of credit for $11 million, and that's guaranteed by our foundation assets. However, our foundation has only given us permission to draw on that line of credit up to $8 million and it's estimated that we will be at or exceed that $8 million by sometime either in January or February," Mr. Nelson told KERA. KERA relates that the Dallas Symphony has received acclaim for its improved performances under conductor Jaap van Zweden. Mr. van Zweden was recently named conductor of the year by the journal, Musical America. But Mr. Nelson, as cited by KERA, said that acclaim has not translated into ticket sales or sufficient donor support. The symphony has run multi-million-dollar deficits the past two seasons and expects to run another one this season, the report notes. "I mean, our paid attendance, on average, for all concerts is less than 65 percent, so the hall is virtually empty. Our contributed revenue from an annual fund, from an operational support, has been on the decline as well," the report quotes Mr. Nelson as saying. The symphony has already reduced staff and negotiated a wage freeze with its musicians, according to KERA. DELTA PETROLEUM: May File for Ch. 11 to Address Liquidity Issue --------------------------------------------------------------- RTTNews notes that Delta Petroleum Corp. will be required to seek protection under Chapter 11 of the U.S. Bankruptcy Code, if it is unsuccessful in consummating a transaction that address its liquidity issues. According to RTTNews, shares of Delta Petroleum plunged almost 62% in extended trade on Nov. 9, 2011, after the company reported a loss for the third quarter, as higher dry hole costs and impairments offset an increase in revenues. RTTNews relates that the company said it would likely restructure its debt and added that any transaction it may reach could be highly dilutive to existing shareholders The report says the company's third-quarter net loss was $429.43 million or $15.40 per share, compared to net income of $13.94 million or $0.49 per share in the year-ago period. On average, three analysts polled by Thomson Reuters expected the company to report a loss of $0.36 per share. Analysts' estimates typically exclude special items. The net loss reflects an increase in dry hole costs and impairments in the latest quarter as well a higher gain from discontinued operations in the year-ago period. Delta incurred dry hole and impairment costs of $420.45 million in the quarter. The report relates that, in July 2011, Delta Petroleum said its board of directors engaged Macquarie Capital (USA) Inc. and Evercore Group, L.L.C. advisors to look into strategic alternatives in a process aimed at maximizing shareholder value and dealing with 2012 debt maturities. However, the company noted that it has not received any definitive offer with respect to an acquisition of the company or its assets that implies a value of the assets is greater than its aggregate debt. The report relates that Delta Petroleum said it now believes a restructuring of its indebtedness is likely to be necessary. The company said it is continuing to discuss potential transactions with potential purchasers and expects to hold talks with certain holders of its outstanding senior notes. The Company said any transaction that is agreed to could be highly dilutive to existing stockholders. About Delta Petroleum Corp Delta Petroleum Corporation -- http://www.deltapetro.com/-- is an oil and gas exploration and development company based in Denver, Colorado. The Company's core area of operation is in the Rocky Mountain region, where the majority of its proved reserves, production and long-term growth prospects are located. Its common stock is listed on the NASDAQ Capital Market System under the symbol "DPTR." The Company reported a net loss of $30.26 million on $23.05 million of total revenue for the three months ended March 31, 2011, compared with a net loss of $15.99 million on $29.17 million of total revenue for the same period during the prior year. The Company's balance sheet at June 30, 2011, showed $975.84 million in total assets, $489.14 million in total liabilities, current and long-term, and $486.70 million in total equity. As reported by the TCR on March 18, 2011, KPMG LLP, in Denver, Colorado, noted that due to continued losses and limited borrowing capacity the Company is evaluating sources of capital to fund the Company's near term debt obligations. "There can be no assurances that actions undertaken will be sufficient to repay obligations under the credit facility when due, which raises substantial doubt about the Company's ability to continue as a going concern." DIRECT BUY: Moody's Lowers Corporate Family Rating to 'Caa2' ------------------------------------------------------------ Moody's Investors Service downgraded to Caa2 the Corporate Family and Probability of Default ratings of Direct Buy Holdings, Inc. The ratings remain on review for further possible downgrade. Ratings downgraded and on review for further possible downgrade: Corporate Family Rating to Caa2 from B2 Probability of Default Rating to Caa2 from B2 $335 million senior secured second lien notes to Caa2 (LGD4, 50%) from B2 (LGD3, 49%) RATINGS RATIONALE The downgrade of Direct Buy's Corporate Family Rating to Caa2 along with the review for further possible downgrade considers the company's failure to file its fiscal year-end July 31, 2011 financials within 90 days as required by its debt agreements and its ability to remain in compliance with the upcoming required step-downs in its leverage covenant. Ratings could be lowered if Direct Buy has difficulty remaining in compliance with its various debt agreements for any reason. The principal methodology used in rating Direct Buy Holdings, Inc. was the Global Retail 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. Direct Buy, Inc., headquartered in Merrillville, Indiana, is a membership buying club that operates under a franchise business model. DOMINION CLUB: Given Until Dec. 14 to Reach Acceptable Plan Terms ----------------------------------------------------------------- Carol Hazard at Richmond Times-Dispatch reports that Judge Kevin R. Huennekens set another plan hearing on Dec. 14, 2011, to give parties in the bankruptcy case of Dominion Club a chance to come to mutually acceptable terms. The report notes that the country club filed its plan for reorganization with the U.S. Bankruptcy Court in September. According to the report, more than 90% of creditors, mostly club members, agreed to the plan. About 36 creditors voted against the plan, but are obligated to go along with the majority. The report says 14 people declined to give up their rights to sue business entities associated with HHHunt Corp., the club's owner and operator. Vernon E. Inge Jr., an attorney with LeClairRyan representing Dominion Club, said the Hunt companies have agreed to put up $3 million to $4 million or more to pay for expenses and a fund for creditors. The report says the club was supposed to pay back $1.7 million in refundable joining fees from 124 invitational members by Dec. 31, 2011, and it didn't have the money. About The Dominion Club The Dominion Club, L.C., filed for Chapter 11 protection (Bankr. E.D. Va. Case No. 11-30187) in Richmond, Virginia, on Jan. 11, 2011. Christian K. Vogel, Esq., and Vernon E. Inge, Jr., Esq., at Leclairryan, in Richmond, serves as counsel to the Debtor. In its bankruptcy petition, the Debtor estimated its assets in the $1 million to $10 million range and liabilities in the $10 million to $50 million range. Tyler Brown of Hunton Williams represents the creditors committee. Robbie Westermann, an attorney with Hirschler Fleischer, represents HHHunt. DOMINION CLUB: Majority of Members Accept Reorganization Plan ------------------------------------------------------------- Michael Schwartz at Richmond BizSense reports that about 450 members of the Dominion Club have voted in favor of a reorganization plan that would put the club on more stable financial footing and return at least a fraction of the millions they paid in initiation deposits. The report notes 14 contrarian member/creditors voted against the plan, throwing a major wrench in the process. "Hopefully the club will be able to be saved, but 14 people may determine the future of the Dominion Club," the report quotes Marshall Nichols, a Dominion Club member and chairman of the club's bankruptcy creditors committee, as saying. According to the report, a provision in the Chapter 11 reorganization plan allows the club's owner, developer HH Hunt, to back out of the plan if any of the creditors, most of whom are current or former members, voted against it. Voting "no" allows members to retain their rights to file individual lawsuits against Hunt. Hunt had said that if there were any opt-outs they wouldn't fund the plan. The report says the club and its owners will weigh their options: funding the plan even if there could be future lawsuits, trying to work something out with the 14 dissenters, or putting the course in a Chapter 7 liquidation. The report relates that the plan also called for the Hunt entities to support the club with a working capital loan over the next five years, lower the monthly rent the club pays, and look to sell the club and distribute the proceeds to member/creditors within the next 12 years. The report adds that the 14 members might want the option to go after Hunt for the entire sum they are owed, rather than the fraction that was called for in the plan. About The Dominion Club The Dominion Club, L.C., filed for Chapter 11 protection (Bankr. E.D. Va. Case No. 11-30187) in Richmond, Virginia, on Jan. 11, 2011. Christian K. Vogel, Esq., and Vernon E. Inge, Jr., Esq., at Leclairryan, in Richmond, serves as counsel to the Debtor. In its bankruptcy petition, the Debtor estimated its assets in the $1 million to $10 million range and liabilities in the $10 million to $50 million range. Tyler Brown of Hunton Williams represents the creditors committee. Robbie Westermann, an attorney with Hirschler Fleischer, represents HHHunt. DYNEGY INC: Filing of Form 10-Q for 2011 3rd Quarter to be Delayed ------------------------------------------------------------------ Dynegy Inc. disclosed in a regulatory filing Thursday that the filing of its quarterly report on Form 10-Q for the period ended Sept. 30, 2011, will be delayed. As reported in the TCR on Nov. 8, 2011, Dynegy Holdings, LLC ("DH"), Dynegy Inc.'s direct, wholly-owned subsidiary, and four of DH's wholly-owned subsidiaries, Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy Danskammer, L.L.C., and Dynegy Roseton, L.L.C. (collectively, the "Debtor Entities"), filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York, Poughkeepsie Division. Dynegy Inc. and its subsidiaries, other than the five Debtor Entities, did not file voluntary petitions for relief and are not debtors under Chapter 11 of the Bankruptcy Code and, consequently, will continue to operate their businesses in the ordinary course. The Chapter 11 Cases require Dynegy Inc. to make extensive changes to the financial and other disclosures that would otherwise be included in its Form 10-Q for the period ended Sept. 30, 2011. Dynegy Inc. was unable to complete these changes and file its Form 10-Q on or before Nov. 9, 2011, without unreasonable effort or expense. About Dynegy Inc. Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. In August, Dynegy implemented an internal restructuring that created two units, one owning eight primarily natural gas-fired power generation facilities and another owning six coal-fired plants. Dynegy missed a $43.8 million interest payment Nov. 1, 2011, and said it was discussing options for managing its debt load with certain bondholders. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) Nov. 7 to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion, while Roseton LLC and Dynegy Danskammer LLC each listed $100 million to $500 million in assets and debt. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. Dynegy was advised by Lazard Freres & Co. LLC and the Debtor Entities' financial advisor is FTI Consulting. Bankruptcy Creditors' Service, Inc., publishes DYNEGY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Dynegy Inc. (http://bankrupt.com/newsstand/or 215/945-7000) DK AGGREGATES: Files Amended Disclosure Statement ------------------------------------------------- On Oct. 31, 2011, DK Aggregates LLC filed an amended disclosure statement explaining its proposed Chapter 11 Plan of Reorganization with the U.S. Bankruptcy Court for the District of Mississippi. Claims in Class 1 (Hancock County Tax Collector), Class 2 (Internal Revenue Service), Class 3 (Mississippi State Tax Commission), Class 4 (Mississippi Employment Security Commission "MESC"), Class 5 (Hancock Bank), Class 7 (Holliday), Class 8 (General Unsecured Claims) and Class 9 (Damage Suit and/or Tort Claimants) of the Plan are impaired and, to the extent Claims in those Classes are Allowed, the holders of those Claims will receive distributions under the Plan. Under two alternative treatments, Class 6 (Three Deuces) would be impaired and entitled to vote. As a result, holders of Claims in that Class are entitled to vote to accept or reject the Plan under the two scenarios. Claims and Equity Interests in Class 10 of the Plan are unimpaired. As a result, holders of Equity Interests are conclusively presumed to have accepted the Plan. A copy of the Amended Disclosure Statement is available for free at http://bankrupt.com/misc/dkaggregates.amendedDS.pdf As reported in the Troubled Company Reporter on July 25, 2011, the Plan proposes to pay 100% to all claim-holders except that the percentage recovery of Damage Suit and/or Tort Claimants in Class 9 is limited to policy limits. Unsecured creditors, owed $1,750,000, will receive 10 equal payments, first commencing four months after the plan's effective date, and every six months thereafter, until all claims have been satisfied. The Secured Claim of Hancock Bank, owed $1,264,351, will be payable under a 20-year amortization with interest accruing at 6% per annum, with monthly payments of $10,542. Monthly payments will commence on the 20th of the month immediately after the plan's effective date. On the 60th month after the effective date, the loan will mature and will be due and payable in full. The adequate protection payments presently being made under order of the Court will cease on the effective date. About DK Aggregates LLC Pearlington, Mississippi-based DK Aggregates LLC was formed in 2003. The managing member is Murray J. Moran. The members and their respective interests are: Murray J. Moran ? 57.5%; Murray Lucas Moran ? 22.5%; Richard Anthony ? 10%; and Donald Rafferty ? 10%. The Company was formed for the purposed of acquiring the 1,700 acre tract of land that the Debtor presently owns in Hancock County, Mississippi, for the purpose of engaging in sand and gravel mining operations. The Company filed for Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Case No. 10-51823) on Aug. 9, 2010. Robert Alan Byrd, Esq., at Byrd & Wiser, in Biloxi, Mississippi, assists the Debtor in its restructuring effort. H. Kenneth Lefoldt, Jr., of Lefoldt & Company P.A. serves as accountant. In its amended schedules, the Debtor disclosed $18,529,695 in assets and $7,114,925 in liabilities as of the Petition Date. EASTMAN KODAK: FMR LLC Discloses 3.9% Equity Stake -------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, FMR LLC and Edward C. Johnson 3d disclosed that they beneficially own 11,013,712 shares of common stock of Eastman Kodak Co. representing 3.984% of the shares outstanding. As previously reported by the TCR on May 13, 2011, FMR LLC disclosed beneficial ownership of 30,893,609 shares or 10.651% equity stake. A full-text copy of the amended Schedule 13D is available for free at http://is.gd/OjU3WQ About Eastman Kodak Headquartered in Rochester, New York, Eastman Kodak Company (NYSE:EK) -- http://www.kodak.com/-- provides imaging technology products and services to the photographic and graphic communications markets. Kodak's balance sheet at Sept. 30, 2011, showed $5.10 billion in total assets, $6.75 billion in total liabilities and a $1.65 billion total deficit. Kodak had sales of $7.2 billion last year. Sales declined by 24 percent since 2008. The net loss last year was $687 million. During the first nine month of this year, the net loss was $647 million on sales of $4.27 billion. In July 2011, the Company announced that it is exploring strategic alternatives, including a potential sale, related to its digital imaging patent portfolios. Kodak has hired Jones as legal adviser and investment bank Lazard Ltd., but denied rumors it is filing for bankruptcy. It also has enlisted FTI Consulting Inc. A group of Kodak's bondholders have formed an informal committee and hired law firm Akin Gump Strauss Hauer & Feld LLP for advise. * * * As reported by the TCR on Nov. 3, 2011, Fitch Ratings affirmed and then withdrew the 'CC' long-term Issuer Default Rating and issue ratings of Eastman Kodak Company. Fitch decided to discontinue the rating, which is uncompensated. Moody's Investors Service said in a report Nov. 7, 2011, that Kodak will run out of cash in the U.S. around the second or third quarters of 2012. EASTMAN KODAK: BlackRock Discloses 4.8% Equity Stake ---------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that it beneficially owns 12,914,581 shares of common stock of Eastman Kodak Co. representing 4.80% of the shares outstanding. As previously reported by the TCR on Feb. 11, 2011, BlackRock disclosed beneficial ownership of 17,655,574 shares of $6.57% equity stake. A full-text copy of the amended Schedule 13G is available for free at http://is.gd/OSVs8r About Eastman Kodak Headquartered in Rochester, New York, Eastman Kodak Company (NYSE:EK) -- http://www.kodak.com/-- provides imaging technology products and services to the photographic and graphic communications markets. Kodak's balance sheet at Sept. 30, 2011, showed $5.10 billion in total assets, $6.75 billion in total liabilities and a $1.65 billion total deficit. Kodak had sales of $7.2 billion last year. Sales declined by 24 percent since 2008. The net loss last year was $687 million. During the first nine month of this year, the net loss was $647 million on sales of $4.27 billion. In July 2011, the Company announced that it is exploring strategic alternatives, including a potential sale, related to its digital imaging patent portfolios. Kodak has hired Jones as legal adviser and investment bank Lazard Ltd., but denied rumors it is filing for bankruptcy. It also has enlisted FTI Consulting Inc. A group of Kodak's bondholders have formed an informal committee and hired law firm Akin Gump Strauss Hauer & Feld LLP for advise. * * * As reported by the TCR on Nov. 3, 2011, Fitch Ratings affirmed and then withdrew the 'CC' long-term Issuer Default Rating and issue ratings of Eastman Kodak Company. Fitch decided to discontinue the rating, which is uncompensated. Moody's Investors Service said in a report Nov. 7, 2011, that Kodak will run out of cash in the U.S. around the second or third quarters of 2012. EVERGREEN SOLAR: Submits Summary of Bids Made at Nov. 7 Auction --------------------------------------------------------------- As reported in the TCR on Aug. 16, 2011, in conjunction with the Chapter 11 filing of Evergreen Solar, Inc., the Company entered into a Restructuring Support Agreement with certain holders of its 13% Convertible Senior Secured Notes due 2015. Pursuant to the Support Agreement, the Supporting Noteholders agreed, subject to certain terms and conditions, to implement a restructuring to be effected through one or more sales of certain of the Company's assets pursuant to Section 363 of the Bankruptcy Code in connection with the Debtor's bankruptcy case. In connection with the 363 Asset Sales, the Company undertook a marketing process and permitted parties to bid on its assets, with the Supporting Noteholders serving as a "stalking-horse" and providing a "credit-bid" pursuant to section 363(k) of the Bankruptcy Code for the assets being sold. On Nov. 7, 2011, in connection with the 363 Asset Sales, the Company held an auction for certain of its assets. On Nov. 3, 2011, the Company entered into amended and restated confidentiality agreements (the "Amended and Restated Confidentiality Agreements") with certain Supporting Noteholders, which expire upon the public disclosure of certain confidential information that has been provided to the Supporting Noteholders and, upon termination, require certain confidential information, including, but not limited to, information pertaining to the bids received in connection with the 363 Asset Sales and a supplemental final budget with respect to the Company's cash collateral order, to be to disclosed to the public via a Current Report on Form 8-K. In connection with the marketing process and the auction, the Company provided the Supporting Noteholders with certain confidential information about the Company, which may be deemed material. On Nov. 9, 2011, the Company filed certain information with the U.S. Bankruptcy Court for the District of Delaware, which, as a result, pursuant to the terms of the Amended and Restated Confidentiality Agreements, requires that the Company disclose to the public via a Current Report on Form 8-K certain information provided to the Supporting Noteholders. This Form 8-K contains any material non-public information provided to the Supporting Noteholders as required by the Amended and Restated Confidentiality Agreements, along with any such additional information provided to the Supporting Noteholders and requiring disclosure pursuant to the terms of the Amended and Restated Confidentiality Agreements. A copy of a summary approved by the Company setting forth the material terms of all qualifying bids submitted to the Company in connection with the 363 Asset Sales process (on a "no names" basis) is available for free at http://is.gd/e4Wtq3 A copy of a summary approved by the Company of any changes to the material terms of any such bids at the auction (on a "no names" basis) is available for free at http://is.gd/El8Xyl About Evergreen Solar Evergreen Solar, Inc. -- http://www.evergreensolar.com/-- develops, manufactures and markets String Ribbon solar power products using its proprietary, low-cost silicon wafer technology. The Company's patented wafer manufacturing technology uses significantly less polysilicon than conventional processes. Evergreen Solar's products provide reliable and environmentally clean electric power for residential and commercial applications globally. The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge Mary F. Walrath. The Company's balance sheet at April 2, 2011, showed $373,972,000 in assets, $455,506,000 in total liabilities, and a stockholders' deficit of $81,534,000. Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham McCutchen LLP, serve as general bankruptcy counsel to the Debtor. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as co-counsel. Hilco Industrial LLC serves as exclusive marketing and sales agent. Klehr Harrison Harvey Branzburg serves as special conflicts counsel. Zolfo Cooper LLC is the financial advisor. UBS Securities, LLC, serves as investment banker. Epiq Bankruptcy Solutions has been tapped as claims agent. In conjunction with the Chapter 11 filing, the Company entered into a restructuring support agreement with certain holders of more than 70% of the outstanding principal amount of the Company's 13% convertible senior secured notes. As part of the bankruptcy process the Company will undertake a marketing process and will permit all parties to bid on its assets, as a whole or in groups pursuant to 11 U.S.C. Sec. 363. An entity formed by the supporting noteholders, ES Purchaser, LLC, entered into an asset purchase agreement with the Company to serve as a "stalking-horse" and provide a "credit-bid" pursuant to the Bankruptcy Code for assets being sold. The supporting noteholders are represented by Michael S. Stainer, Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. An official committee of unsecured creditors has retained Pepper Hamilton and Kramer Levin Naftalis & Frankel as counsel. The Committee tapped Garden City Group as communications services agent. Evergreen Solar is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are start-up Spectrawatt Inc., which also filed in August, Solyndra Inc., which filed early in September, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. EVERGREEN SOLAR: Delays Filing of Form 10-Q for 3rd Quarter ----------------------------------------------------------- Evergreen Solar, Inc., discloses that it is unable to file its quarterly report on Form 10-Q for the fiscal quarter ended Oct. 1, 2011, within the prescribed time period. The Company says that the efforts associated with the bankruptcy case have caused a delay in the ability of the Company to close its books and records, finalize its operating results and prepare its financial statements for the quarter ended Oct. 1, 2011. The Company has also not filed its quarterly report for the fiscal quarter ended July 2, 2011. Due to adverse business conditions, the inability to restructure the Company's outstanding debt, the commencement of the bankruptcy case and other circumstances, the Company anticipates that there will be a significant adverse change in the Company's results of operations for its fiscal quarter ended Oct. 1, 2011, compared with the Company's results of operations for its fiscal quarter ended Oct. 2, 2010. About Evergreen Solar Evergreen Solar, Inc. -- http://www.evergreensolar.com/-- develops, manufactures and markets String Ribbon solar power products using its proprietary, low-cost silicon wafer technology. The Company's patented wafer manufacturing technology uses significantly less polysilicon than conventional processes. Evergreen Solar's products provide reliable and environmentally clean electric power for residential and commercial applications globally. The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge Mary F. Walrath. The Company's balance sheet at April 2, 2011, showed $373,972,000 in assets, $455,506,000 in total liabilities, and a stockholders' deficit of $81,534,000. Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham McCutchen LLP, serve as general bankruptcy counsel to the Debtor. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as co-counsel. Hilco Industrial LLC serves as exclusive marketing and sales agent. Klehr Harrison Harvey Branzburg serves as special conflicts counsel. Zolfo Cooper LLC is the financial advisor. UBS Securities, LLC, serves as investment banker. Epiq Bankruptcy Solutions has been tapped as claims agent. In conjunction with the Chapter 11 filing, the Company entered into a restructuring support agreement with certain holders of more than 70% of the outstanding principal amount of the Company's 13% convertible senior secured notes. As part of the bankruptcy process the Company will undertake a marketing process and will permit all parties to bid on its assets, as a whole or in groups pursuant to 11 U.S.C. Sec. 363. An entity formed by the supporting noteholders, ES Purchaser, LLC, entered into an asset purchase agreement with the Company to serve as a "stalking-horse" and provide a "credit-bid" pursuant to the Bankruptcy Code for assets being sold. The supporting noteholders are represented by Michael S. Stainer, Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. An official committee of unsecured creditors has retained Pepper Hamilton and Kramer Levin Naftalis & Frankel as counsel. The Committee tapped Garden City Group as communications services agent. Evergreen Solar is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are start-up Spectrawatt Inc., which also filed in August, Solyndra Inc., which filed early in September, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. EVERGREEN SOLAR: Judge Clears Firm to Sell Assets for $34.5MM ------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Evergreen Solar Inc. Thursday won bankruptcy court approval of $34.5 million worth of sales, product of Chapter 11 auctions that will put its wide-wafer technology into the hands of a Hong Kong joint venture. About Evergreen Solar Evergreen Solar, Inc. -- http://www.evergreensolar.com/-- develops, manufactures and markets String Ribbon solar power products using its proprietary, low-cost silicon wafer technology. The Company's patented wafer manufacturing technology uses significantly less polysilicon than conventional processes. Evergreen Solar's products provide reliable and environmentally clean electric power for residential and commercial applications globally. The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge Mary F. Walrath. The Company's balance sheet at April 2, 2011, showed $373,972,000 in assets, $455,506,000 in total liabilities, and a stockholders' deficit of $81,534,000. Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham McCutchen LLP, serve as general bankruptcy counsel to the Debtor. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as co-counsel. Hilco Industrial LLC serves as exclusive marketing and sales agent. Klehr Harrison Harvey Branzburg serves as special conflicts counsel. Zolfo Cooper LLC is the financial advisor. UBS Securities, LLC, serves as investment banker. Epiq Bankruptcy Solutions has been tapped as claims agent. In conjunction with the Chapter 11 filing, the Company entered into a restructuring support agreement with certain holders of more than 70% of the outstanding principal amount of the Company's 13% convertible senior secured notes. As part of the bankruptcy process the Company will undertake a marketing process and will permit all parties to bid on its assets, as a whole or in groups pursuant to 11 U.S.C. Sec. 363. An entity formed by the supporting noteholders, ES Purchaser, LLC, entered into an asset purchase agreement with the Company to serve as a "stalking-horse" and provide a "credit-bid" pursuant to the Bankruptcy Code for assets being sold. The supporting noteholders are represented by Michael S. Stainer, Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. An official committee of unsecured creditors has retained Pepper Hamilton and Kramer Levin Naftalis & Frankel as counsel. The Committee tapped Garden City Group as communications services agent. Evergreen Solar is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are start-up Spectrawatt Inc., which also filed in August, Solyndra Inc., which filed early in September, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. EVERGREEN SOLAR: Wins OK to Sell Assets for $35 Million ------------------------------------------------------- Evergreen Solar Inc. Thursday won bankruptcy court approval of $34.5 million worth of sales, product of Chapter 11 auctions that will put its wide-wafer technology into the hands of a Hong Kong joint venture. Lance Duroni at Bankruptcy Law360 reports that Evergreen Solar Inc. won the judge's blessing to sell the bulk of its assets to three separate bidders for a combined $34.5 million, but failed to secure continued employment for its remaining workers. Law360 relates that U.S. Bankruptcy Judge Mary F. Walrath signed off on the sales at a court hearing, following an auction on Nov. 8 and 9, 2011. About Evergreen Solar Evergreen Solar, Inc. -- http://www.evergreensolar.com/-- developed, manufactured and marketed String Ribbon solar power products using its proprietary, low-cost silicon wafer technology. The Company's patented wafer manufacturing technology used significantly less polysilicon than conventional processes. Evergreen Solar's products provide reliable and environmentally clean electric power for residential and commercial applications globally. The Marlboro, Mass.-based Company filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-12590) on Aug. 15, 2011, before Judge Mary F. Walrath. The Company's balance sheet at April 2, 2011, showed $373,972,000 in assets, $455,506,000 in total liabilities, and a stockholders' deficit of $81,534,000. Ronald J. Silverman, Esq., and Scott K. Seamon, Esq., at Bingham McCutchen LLP, serve as general bankruptcy counsel to the Debtor. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as co-counsel. Hilco Industrial LLC serves as exclusive marketing and sales agent. Klehr Harrison Harvey Branzburg serves as special conflicts counsel. Zolfo Cooper LLC is the financial advisor. UBS Securities, LLC, serves as investment banker. Epiq Bankruptcy Solutions has been tapped as claims agent. In conjunction with the Chapter 11 filing, the Company entered into a restructuring support agreement with certain holders of more than 70% of the outstanding principal amount of the Company's 13% convertible senior secured notes. As part of the bankruptcy process the Company marketed and sold assets pursuant to 11 U.S.C. Sec. 363. An entity formed by the supporting noteholders, ES Purchaser, LLC, entered into an asset purchase agreement with the Company to serve as a "stalking-horse" and provide a "credit-bid" pursuant to the Bankruptcy Code for assets being sold. The supporting noteholders are represented by Michael S. Stainer, Esq., and Natalie E. Levine, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. An official committee of unsecured creditors retained Pepper Hamilton and Kramer Levin Naftalis & Frankel as counsel. The Committee tapped Garden City Group as communications services agent. Evergreen Solar is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are start-up Spectrawatt Inc., which also filed in August, Solyndra Inc., which filed early in September, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. EQUIPMENT FINDERS: Suit v. Insurers Stays in Bankruptcy Court ------------------------------------------------------------- Bankruptcy Judge Kevin H. Sharp denied the defendants' motions for withdrawal of reference of the adversary proceeding captioned as, EQUIPMENT FINDERS, INC. OF TENNESSEE, FIREMAN'S FUND INSURANCE COMPANY and COMMERCIAL INSURANCE ASSOCIATES, LLC, Adv. Proc. No. 11-00252, No. 3:11-0817 (Bankr. M.D. Tenn.). In a Nov. 10, 2011 Memorandum available at http://is.gd/wf1geJ from Leagle.com, Judge Sharp held that allowing the Bankruptcy Court to conduct all necessary pretrial matters is an appropriate allocation of judicial resources, particularly given the Bankruptcy Court's superior knowledge of the adversary proceeding. After EFI emerged from bankruptcy as a "reorganized company" in 2010, it filed suit against Defendants invoking the Bankruptcy Court's "related to" jurisdiction under 11 U.S.C. Sec. 1334(b), and seeking damages allegedly arising from breach of an insurance policy issued by Fireman's Fund, and from Commercial's conduct in procuring the policy. EFI asserts common law claims against Fireman's Fund for breach of contract, reformation, as well as statutory claims under the Tennessee Consumer Protection Act and the Tennessee Bad Faith statute. The Complaint also asserts common law claims against Commercial for negligence, negligent misrepresentation, breach of fiduciary duty, and a statutory claim for violation of the Tennessee Consumer Protection Act. Each claim against Fireman's Fund and Commercial is based on state law, and not on any provisions of the Bankruptcy Code or other bankruptcy statutes or case law. For its part, EFI places its Complaint against Defendants in the context of the bankruptcy proceedings. EFI claims that on May 2, 2010 -- and during administration of the bankruptcy -- flooding of the Cumberland River in Nashville, Tenn., caused roughly $2.5 million in damage to EFI's rental fleet. Nevertheless, on May 28, 2010, EFI proposed a plan of reorganization, which was amended and restated on Aug. 3, 2010, and amended again prior to the confirmation hearing on Oct. 12, 2010. According to EFI, central to the Amended Plan is EFI's ability to use insurance proceeds to replace damaged equipment and, in fact, at the confirmation hearing, EFI's president testified about the damage caused by the flood, and the importance of the substitution of collateral upon the payment of insurance proceeds. The Amended Plan also provides that the Bankruptcy "Court shall retain jurisdiction to the extent allowed by law" over EFI's claim to recover assets. The parties have demanded a jury trial in relation to the claims set forth in the Complaint, and Fireman's Fund has made clear that it will not consent to a jury trial before the Bankruptcy Court. Additionally, Fireman's Fund has moved to dismiss the Complaint in the Bankruptcy Court for lack of subject matter jurisdiction. About Equipment Finders Nashville, Tennessee-based Equipment Finders, Inc. of Tennessee leases construction equipment to contractors. EFI filed a voluntary Chapter 11 petition (Bankr. M.D. Tenn. Case No. 09-10426) on Sept. 11, 2009. William L. Norton III, Esq., at Bradley Arant Boult Cummings LLP, represents the Debtor in its restructuring effort. In its petition, the Debtor estimated assets and debts from $10 million to $50 million. FILENE'S BASEMENT: Shareholders May Get Official Committee ---------------------------------------------------------- Dow Jones' DBR Small Cap reports that federal bankruptcy monitors are scouting for shareholders willing to serve on an official committee representing equity stakeholders in the bankruptcy liquidation of cut-rate clothiers Filene's Basement and Syms. About Filene's Basement Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009. James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Michael Seidl, Esq., and Timothy P. Cairns, Esq. at Pachulski Stang Ziehl & Jones LLP, represented the Debtors in their restructuring effort. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors listed $50 million to $100 million in assets and $100 million to $500 million in debts. The Debtor is now formally named FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. FIRST MARINER: Common Stock Delisted from NASDAQ ------------------------------------------------ Amy Horton, associate general counsel of NASDAQ Stock Market LLC, notified the U.S. Securities and Exchange Commission regarding the removal from listing or registration of First Mariner Bancorp's common stock on NASDAQ. About First Mariner Headquartered in Baltimore, Maryland, First Mariner Bancorp -- http://www.1stmarinerbancorp.com/-- is a bank holding company whose business is conducted primarily through its wholly owned operating subsidiary, First Mariner Bank, which is engaged in the general general commercial banking business. First Mariner was established in 1995 and has total assets in excess of $1.3 billion as of Dec. 31, 2010. "Quantitative measures established by regulation to ensure capital adequacy require the [First Mariner] Bank to maintain minimum amounts and ratios of total and Tier I capital to risk-weighted assets, and of Tier I capital to average quarterly assets," the Company said in the filing. "As of March 31, 2011, the Bank was "under-capitalized" under the regulatory framework for prompt corrective action." As reported in the TCR on April 4, 2011, Stegman & Company, in Baltimore, expressed substantial doubt about First Mariner Bancorp's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has suffered recurring losses and has a limited capital base. The Company's balance sheet at Sept. 30, 2011, showed $1.19 billion in total assets, $1.21 billion in total liabilities and a $21.57 million total stockholders' deficit. Bankruptcy Warning As of June 30, 2011, First Mariner Bank's and the Company's capital levels were not sufficient to achieve compliance with the higher capital requirements they were required to meet by June 30, 2010. The failure to maintain these capital requirements could result in further action by their regulators. On Sept. 18, 2009, the Bank entered into an Agreement with the Federal Deposit Insurance Corporation and the Commissioner of Financial Regulation for the state of Maryland, pursuant to which it consented to the entry of an Order to Cease and Desist, which directs the Bank to (i) increase its capitalization, (ii) improve earnings, (iii) reduce nonperforming loans, (iv) strengthen management policies and practices, and (v) reduce reliance on noncore funding. The September Order required the Bank to adopt a plan to achieve and maintain a Tier I leverage capital ratio of at least 7.5% and a total risk-based capital ratio of at least 11% by June 30, 2010. We did not meet the requirements at June 30, 2010, December 31, 2010, or June 30, 2011. The failure to achieve these capital requirements could result in further action by its regulators. First Mariner currently does not have any capital available to invest in the Bank and any further increases to the Company's allowance for loan losses and operating losses would negatively impact the Company's capital levels and make it more difficult to achieve the capital levels directed by the FDIC and the Commissioner. Because the Company has not met all of the capital requirements set forth in the September Order within the prescribed timeframes, if the Company's revised capital plan is not approved or if the Company is not granted a waiver of those requirements, the FDIC and the Commissioner could take additional enforcement action against the Company, including the imposition of monetary penalties, as well as further operating restrictions. The FDIC or the Commissioner could direct the Company to seek a merger partner or possibly place the Bank in receivership. If the Bank is placed into receivership, the Company would cease operations and liquidate or seek bankruptcy protection. If the Company were to liquidate or seek bankruptcy protection, the Company does not believe that there would be assets available to holders of the capital stock of the Company. FLORIDA YMCA: Files for Chapter 11 Bankruptcy Protection -------------------------------------------------------- clubindustry.com reports that the North Central Florida YMCA, which operates three facilities in Gainesville, Florida, has filed for Chapter 11 reorganization. The report says the financial statements published on the Company's Web site showed that it has been operating at a loss for several years. The report, citing a story in The Gainesville Sun newspaper, says the Company's revenue before expenses dropped from $5.8 million in 2006 to around $3.2 million in 2009. The Gainesville Sun also reported that the Company in the last few years has closed facilities, stopped construction on a new facility, fired its chief executive and chief financial officers and once failed to meet payroll. clubindustry.com relates the YMCA cited the recent recession for its current financial problems. "Like so many businesses and organizations in our area, the North Central Florida YMCA has been adversely affected by the economic recession," the YMCA said in a statement, according to clubindustry.com. "Declines in membership and donations over the past few years have presented financial challenges, but we believe the action we have taken today is an important first step in restoring our Y's operational and fiscal health." The YMCA said the filing would not affect the facilities' daily operations or service to members. North Central Florida YMCA -- http://www.ncfymca.org/-- provides programs for families, youth, adults, and senior citizens. FPD LLC: Court to Consider Case Dismissal Plea on Dec. 8 -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland will convene a hearing on Dec. 8, 2011, at 10:00 a.m., to consider FPD LLC, et al.'s motion to dismiss their Chapter 11 case. As reported in the Troubled Company Reporter on Oct. 7, 2011, NC Development, LLC, Shadow Brook Farm, LLC, and 7800 Philadelphia Road, LLC, ask the Court to dismiss their Chapter 11 cases because no asset remains for distribution. The Moving Debtors filed their voluntary bankruptcy petitions on Feb. 25, 2011. The Debtors related that Wells Fargo and the Official Committee of Unsecured Creditors advised the Debtors that they will consent to the dismissal of these cases. M&T Bank has approved in principle the terms and conditions of the dismissal of these cases. Wells Fargo's approval is conditioned on M&T Bank accepting the same terms. The Committee, Wells Fargo and M&T Bank together represent the parties with economic interests at stake in these cases. Upon entry of the dismissal order, the Debtors agreed to pay the sum of $120,000 to Tydings & Rosenberg, counsel for the Committee, from cash that will be generated from the Debtors' sale of its remaining personal property and an unencumbered lot of de minimus value. The Remaining Property excludes the M&T Collateral and consists of motor vehicles, office furnishings and equipment. The source of the Unsecured Creditors' Fund will include the Debtors' projected cash on hand, which is estimated to be approximately $45,000, well as from the purchase by insiders of the Debtors' Remaining Property, for the prices which total approximately $75,000. The Debtor added that although Wells Fargo and M&T Bank are entitled to assert postpetition liens or superpriority claims on or against the Remaining Property, pursuant to their respective cash collateral orders, each of them has agreed, conditioned on the agreement of the other, to waive the right to any distribution on their postpetition liens, on their superpriority administrative claims, well as on their very substantial unsecured deficiency claims, for the benefit of the general unsecured creditors, to permit the Unsecured Creditors' Fund to be distributed to the other general unsecured creditors, recognizing that the inclusion of their unsecured deficiency claims would so significantly dilute the distribution to make it too insignificant to undertake. About FPD, LLC Prince Frederick, Maryland-based FPD, LLC, is a land development company formed to acquire and develop property in Calvert County, Maryland. FPD owns a community known as Oaktree Landing in Prince Frederick, Maryland. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 10-30424) on Sept. 3, 2010. G. David Dean, II, Esq., Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman & Leonard P.A., in Baltimore, assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $1 million to $10 million. Alan M. Grochal, Esq., Christopher David Heagy, Esq., Maria Ellena Chavez-Ruark, Esq., and Stephen M. Goldberg, Esq., at Tydings & Rosenberg, LLP, in Baltimore, represent the official committee of unsecured creditors. Affiliates Acorn Land, LLC (Bankr. D. Md. Case No. 10-30437), Breezewood Homes, LLC (Bankr. D. Md. Case No. 10-30441), First Development Group, LLC (Bankr. D. Md. Case No. 10-30443), MD Homes, LLC (Bankr. D. Md. Case No. 10-30444), NC Homes, LLC (Bankr. D. Md. Case No. 10-30445), and Tidewater Land, LLC (Bankr. D. Md. Case No. 10-30446) filed separate Chapter 11 petitions in September 2010. Acorn Land, Breezewood Homes, and MD Homes estimated their assets and debts at $1 million to $10 million each. First Development estimated its assets and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered. As reported in the TCR on Feb. 9, 2011, the Hon. Paul Mannes of the U.S. Bankruptcy Court for the District of Maryland extended FPD, LLC, et al.'s exclusive periods to file and solicit acceptances for the proposed chapter 11 plan until April 4, 2011, and May 31, respectively. FNB UNITED: Files Form 10-Q, Incurs $13.9 Million Q3 Net Loss ------------------------------------------------------------- FNB United Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $13.93 million on $13.35 million of total interest income for the three months ended Sept. 30, 2011, compared with a net loss of $54.84 million on $19.30 million of total interest income for the same period a year ago. The Company also reported a net loss of $106.61 million on $44.01 million of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $83.34 million on $64.40 million of total interest income for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.64 billion in total assets, $1.77 billion in total liabilities, and a $129.93 million total shareholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/563K9f About FNB United Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank holding company for CommunityOne Bank, N.A., and the bank's subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38 communities throughout central, southern and western North Carolina. Through these subsidiaries, FNB United offers a complete line of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth management and internet banking services. The Company incurred significant net losses in 2009, which continued in 2010 and 2011, primarily from the higher provisions for loan losses due to the significant level of nonperforming assets and the write-off of goodwill. Dixon Hughes PLLC, in Charlotte, North Carolina, in its independent auditors' report dated March 14, 2011, and attached to the financial statements, noted that the Company continued to incur significant net losses in 2010, primarily from the higher provisions for loan losses due to the significant level of non- performing assets. According to Dixon Hughes, the Company is significantly undercapitalized per regulatory guidelines and has failed to reach capital levels required in the Consent Order issued by the Office of the Comptroller of the Currency in 2010. These matters, the accounting firm maintains, raise substantial doubt about the Company's ability to continue as a going concern. Dixon Hughes also said that FNB United Corp. and Subsidiary has not maintained effective internal control over financial reporting as of Dec. 31, 2010, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Bankruptcy Warning On April 26, 2011, FNB United entered into investment agreements with The Carlyle Group and Oak Hill Capital Partners to recapitalize the Company, as well as a merger agreement with Bank of Granite Corporation. On June 16 and Aug. 4, 2011, the Company entered into subscription agreements with various accredited investors for the purchase and sale of its common stock. Together, the investment agreements with Carlyle and Oak Hill Capital and the subscription agreements contemplate the issuance of $310 million of common stock of the Company at $0.16 per share. Completion of the recapitalization, including the sale of common stock to The Carlyle Group and Oak Hill Capital Partners and the other investors, is subject to various conditions, certain of which are outside of the Company's control and may not be satisfied. The closing conditions to the recapitalization include receipt of requisite regulatory approvals and other customary closing conditions. No assurance can be given that all conditions will be satisfied timely or at all. The Company said if it fails to consummate the recapitalization, it is expected it will not be able to continue as a going concern, it may file for bankruptcy and the Bank may be placed into FDIC receivership. The equity financing transaction, if completed, will result in substantial dilution to the Company's current shareholders and could adversely affect the market price of the Company's common stock. FREEZE LLC: Files Schedules of Assets and Liabilities ----------------------------------------------------- On Freeze, LLC, and certain of its affiliates have filed their respective schedules of assets and liabilities with the U.S. Bankruptcy Court for the District of Delaware. Freeze, LLC's schedules disclosed: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $51,935,231 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $51,935,231 $0 A copy of Freeze, LLC's schedules is available for free at: http://bankrupt.com/misc/freezellc.SAL.pdf Freeze Holdings, LP's schedules disclosed: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $0 A copy of Freeze Holdings, LP's schedules is available for free at http://bankrupt.com/misc/freezeholdings.SAL.pdf Freeze Group Holdings Corp.'s schedules disclosed: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $51,935,231 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $51,935,231 Freeze Operations Holdings Corp.'s schedules disclosed: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $36,397,109 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $36,397,109 A copy of Freeze Operations Holdings Corp.'s schedules is available for free at: http://bankrupt.com/misc/freezeoperationsholdings.SAL.pdf About Freeze LLC Freeze, LLC, dba Sun Freeze, LLC, and its affilaites -- Freeze Holdings, LP, Freeze Group Holdings Corp., Freeze Operations Holdings Corp. -- filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13304 to 11-13306) on Oct. 14, 2011, in Delaware, Laura Davis Jones, Esq. at Pachulski Stang Ziehl & Jones LLP in Wilmington, Delaware serves as counsel to the Debtors. Freeze, LLCC posted assets of $100,000,000 and liabilities of $50,000,000. The petitions were signed by Steven C. Sanchioni, authorized officer. FREMONT GENERAL: Pension Fund Seeks 9th Cir. Review of D&O Suit --------------------------------------------------------------- Zach Winnick at Bankruptcy Law360 reports that an attorney for the New York State Teachers' Retirement System urged the Ninth Circuit on Thursday to revive a putative securities class action against former executives at bankrupt subprime lender Fremont General Corp., saying the case shouldn't have been dismissed for failure to adequately plead violations. "In direct contrast to the defendants' statements, Fremont was one of the country's most deliberately reckless subprime lenders," said the plaintiffs' attorney Salvatore Graziano on Thursday. About Fremont General Based in Santa Monica, California, Fremont General Corp. (OTC: FMNTQ) -- http://www.fremontgeneral.com/-- was a financial services holding company with $8.8 billion in total assets at Sept. 30, 2007. Fremont General ceased being a financial services holding company on July 25, 2008, when its wholly owned bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont Investment & Loan) completed the sale of its assets, including all of its 22 branches, and 100% of its $5.2 billion of deposits to CapitalSource Bank. The Insurance Commissioner commenced an involuntary liquidation proceeding against Fremont Indemnity in June 2003. Fremont Indemnity was declared insolvent and the Commissioner was appointed its liquidator in June 2003, and Mr. Faigin ceased acting as counsel for Fremont Indemnity at that time. The court issued an order in July 2003 prohibiting Fremont Indemnity, its officers, directors, agents, and employees from disposing of or transferring the assets of Fremont Indemnity. The order also directed Fremont Indemnity, its officers, directors, agents, and employees to deliver immediately to the Commissioner all assets and records of Fremont Indemnity in their custody or control and to disclose to the Commissioner the whereabouts of all assets and records not in their custody or control. In addition, the order directed all of Fremont Indemnity's affiliates to cooperate with the Commissioner in the performance of his duties and to turn over to the Commissioner all records of Fremont Indemnity's assets. Fremont General filed for Chapter 11 protection on June 18, 2008, (Bankr. C.D. Calif. Case No. 08-13421). Robert W. Jones, Esq., and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at Stutman Treister & Glatt, represented the Debtor as counsel. Kurtzman Carson Consultants LLC was the Debtor's noticing agent and claims processor. Lee R. Bogdanoff, Esq., Jonathan S. Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff & Stern LLP, represented the Official Committee of Unsecured Creditors as counsel. Fremont's formal schedules showed $330,036,435 in total assets and $326,560,878 in total debts. Fremont General emerged from bankruptcy and filed Amended and Restated Articles of Incorporation with the Secretary of State of Nevada on June 11, 2010, which, among other things, changed the Debtor's name to Signature Group Holdings, Inc. Signature's plan of reorganization became effective on June 11, 2010. The name change also took effect as of that date. FRIENDLY ICE CREAM: Section 341(a) Meeting Rescheduled to Nov. 21 ----------------------------------------------------------------- The U.S. Trustee for Region 3 has rescheduled the meeting of creditors of Friendly Ice Cream Corp. set for Oct. 3, 2011, at 9:00 a.m. to Nov. 21 at 9:00 a.m. The meeting will be held at RM 2612, 725 S Figueroa St., Los Angeles, California. 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. About Friendly Ice Cream Friendly Ice Cream Corp. -- http://www.friendlys.com/-- the owner and franchiser of 490 full-service, family-oriented restaurants and provider of ice cream products in the Eastern United States, filed for Chapter 11 reorganization together with four affiliates (Bankr. D. Del. Lead Case No. 11-13167) on Oct. 5, 2011, to sell the business mostly in exchange for debt to Sundae Group Holdings II LLC, a unit of Sun Capital Partners Inc. The existing owner and holder of the Debtors' second-lien debt are also affiliates of Sun Capital. Friendly's, based in Wilbraham, Massachusetts, also announced the closing of 63 stores, leaving about 424 operating. Franchise operators have about 230 of the locations. Judge Kevin Gross oversees the case. James A. Stempel, Esq., Ross M. Kwasteniet, Esq., and Jeffrey D. Pawlitz, Esq., at Kirkland & Ellis LLP; and Laura Davis Jones, Esq., Timothy P. Cairns, Esq., and Kathleen P. Makowski, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel. Zolfo Cooper serves as the Debtors' financial advisors. In its petition, Friendly Ice Cream Corp. estimated $100 million to $500 million in assets and debts. The petitions were signed by Steven C. Sanchioni, executive vice president, chief financial officer, treasurer, and assistant secretary. Sundae Group Holdings proposes to 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. Friendly's is one of two companies 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 Delaware bankruptcy court on Oct. 3, 2011. GATEWAY HOTEL: Wants Sierra Consulting as Interest Rate Expert -------------------------------------------------------------- Pursuant to Section 327 of the Bankruptcy Code, Gateway Hotel LLC seeks to employ Sierra Consulting Group, LLC as its interest rate expert. The Debtor has an ongoing and immediate need for an interest rate expert in connection with confirmation of the Plan, according to Kyle S. Hirsch, Esq., at Bryan Cave LLP, in Phoenix, Arizona. He believes that Sierra Consulting holds or represents no interest adverse to the debtor or its estate and that Sierra is a disinterested person as the term is defined in Section 101(14) of the Bankruptcy Code. The current customary hourly rates, subject to periodic adjustments, charged by Sierra Consulting are: Principals, Managing Directors $345 Directors $295 Senior Associates $245 Associates $195 Paraprofessionals $95 Sierra Consulting will also seek reimbursement for its reasonable and necessary expenses incurred in connection with its engagement. The Debtor filed an amended application, among others (i) reducing the retainer to be paid to Sierra Consulting from $20,000 to $10,000, to be held by Sierra as security for payment but not applied to any fees or costs incurred pending further Court order; (ii) the retainer is to be paid on the Debtor's behalf by one or more third parties, which will then hold a claim against the estate in the amount of the retainer and which claim will be fully subordinated to the allowed claims of all creditors in the Debtor's bankruptcy case; and (iii) the Debtor and Sierra Consulting expressly acknowledge that all fees and costs incurred by Sierra will be subject to review and approval of the Court. The Honorable James M. Marlar had denied the original application. About Gateway Hotel Phoenix, Arizona-based Gateway Hotel, LLC -- aka Hilton Garden Inn and Hilton Garden Inn Phoenix Airport North -- is primarily engaged in the hotel and restaurant business. It filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11- 08302) on March 29, 2011. Robert J. Miller, Esq., Bryce A. Suzuki, Esq., Kyle S. Hirsch, Esq., at Bryan Cave LLP, serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate Windsor Commercial Construction, LLC, filed a separate Chapter 11 petition (Bankr. D. Ariz. Case No. 09-25724) on Oct. 13, 2009 . GATEWAY METRO: Court OKs Skeehan & Company as Accountant -------------------------------------------------------- Gateway Metro Center, LLC, sought and obtained permission from the U.S. Bankruptcy Court for the Central District of California for permission to employ Skeehan & Company, a professional corporation as its accountant. Skeehan will provide accounting and tax preparation services to the Debtor including: 1. monthly closing of books, reconciliation of accounts, journal entries and financial statement preparation; 2. preparation of annual tax returns, including k-1 schedules for each of the members of the Debtor; and 3. monthly management meeting with Joseph Skeehan to review all financial statements. Prepetition, Skeehan has received compensation of $3,600 for quarterly accounting services, $2,750 for annual tax preparation services and $2,000 for site visits. Skeehan has not received any retainer for its services in the case. Pursuant to the Fixed Price Agreement, the Debtor agrees to pay Skeehan these fixed fees: 1) $900 per quarter for accounting services, with the first payment due at the end of October and continuing each quarter until final disposition of the chapter 11 case; 2) $2,750 for annual tax preparation services; and 3) $1,100 per bi-annual site visit to the Debtor's property manager in connection with tax preparation services. The Fixed Price Agreement also includes ongoing access to Skeehan for accounting, tax and business advice and unlimited consultation and phone and fax support regarding accounting assistance. In the event the Debtor requires accounting or tax services beyond the scope of the Fixed Price Agreement, including, for instance, services related to a tax audit, Skeehan has agreed to perform additional work at a mutually agreed upon price before the service is provided. To the extent the additional fees exceed $750 for any individual service or $2500 per quarter in the aggregate, the Debtor will file with the Bankruptcy Court written notice of the proposed additional fees. To the best of the Debtor's knowledge, Skeehan is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Gateway Metro Center Gateway Metro Center LLC, owner of an 11-story Gateway Metro Center office building in Pasadena, California, filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-47919) on Sept. 6, 2011. Judge Barry Russell presides over the case. Howard J. Weg, Esq., and Lorie A. Ball, Esq. -- hweg@pwkllp.com and lball@pwkllp.com -- at Peitzman, Weg & Kempinsky LLP, in Los Angeles, California, represent the Debtors. In its schedules, the Debtor disclosed $32,570,485 in assets and $22,338,135 in debts. The petition was signed by John F. Pipia, its president. FTI Consulting, Inc. is the financial advisors. Colliers International, Inc. acts as leasing broker. Peitzman, Weg & Kempinsky LLP acts as bankruptcy counsel. GATEWAY METRO: Court Okays PWK as Bankruptcy Counsel ---------------------------------------------------- Gateway Metro Center LLC sought and obtained permission from the U.S. Bankruptcy Court for the Central District of California to employ Peitzman, Weg & Kempinsky LLP as bankruptcy counsel. Upon retention, the firm will, among other things: a. advise and counsel the Debtor regarding matters of bankruptcy law; b. represent the Debtor regarding its legal rights and responsibilities under the Bankruptcy Code and the FRBP, the LBR, the United States Trustee Notices and Guides, and to assist the Debtor in the administration of its bankruptcy estate; and c. advise and assist the Debtor with respect to negotiating, structuring, obtaining Court approval of, and consummating a sale of the Debtor's assets. The firm's rates are: Professional 2011 Rates ------------ ---------- Howard J. Weg, Partner $725 Louis E. Kempinsky, Partner $695 David B. Shemano, Partner $625 James P. Menton, Partner $595 Scott F. Gautier, Partner $625 Jennifer W. Leland, Associate $495 John Keith, Associate $395 Lorie Ball, Associate $375 Monsi Morales, Associate $325 Lauren Gans, Associate $325 Thor McLaughlin, Associate $275 Kathryn F. Russo, Associate $250 Lawrence Peitzman, Of Counsel $725 Arnold M. Quittner, Of Counsel $725 Paralegals $195 Howard J. Weg -- hweg@pwkllp.com -- managing partner of Peitzman, Weg & Kempinsky LLP, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. About Gateway Metro Center Gateway Metro Center LLC, owner of an 11-story Gateway Metro Center office building in Pasadena, California, filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-47919) on Sept. 6, 2011. Judge Barry Russell presides over the case. In its schedules, the Debtor disclosed $32,570,485 in assets and $22,338,135 in debts. The petition was signed by John F. Pipia, its president. Howard J. Weg, Esq., and Lorie A. Ball, Esq. -- hweg@pwkllp.com and lball@pwkllp.com -- at Peitzman, Weg & Kempinsky LLP, in Los Angeles, California, represent the Debtors. FTI Consulting, Inc. is the financial advisors. Colliers International, Inc., acts as leasing broker. GATEWAY METRO: Court FTI Consulting as Financial Advisors --------------------------------------------------------- Gateway Metro Center LLC sought and obtained permission from the U.S. Bankruptcy Court for the Central District of California for permission to employ FTI Consulting, Inc., together with its wholly-owned subsidiaries, agents and independent contractors as financial advisors. FTI Consulting will, among other things: -- assist with information and analyses required pursuant to the Debtor's proposed debtor-in-possession financing including preparation for hearings regarding the use of cash collateral and DIP financing; -- assist with the identification and implementation of short- term cash management procedures; and -- assist with the identification of executory contracts and leases and performance of cost/benefit evaluations with respect to the affirmation or rejection of each. FTI received a prepetition retainer of $46,672. In addition, as of Sept. 6, 2011, the date on which the Debtor filed its bankruptcy petition, FTI had rendered and been paid for financial advisory services and incurred expenses in connection with the Debtor in the amount of $120,874. FTI is informed that a portion of the retainer and prepetition amounts paid were advanced to the Debtor by Flying Tigers, LLC, an affiliate of the Debtor. The funds were advanced as a loan by Flying Tigers to the Debtor, and FTI does not have any client relationship with Flying Tigers. The Debtor related that FTI has agreed to reduce its hourly rate to a maximum of $725 per hour through the end of 2011. The hourly rates of FTI's personnel are: Senior Managing Directors $780 - $895 Directors and Managing Directors $560 - $745 Consultants and Senior Consultants $280 - $530 Administrative and Paraprofessionals $115 - $230 To the best of the Debtor's knowledge, FTI is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Gateway Metro Center Gateway Metro Center LLC, owner of an 11-story Gateway Metro Center office building in Pasadena, California, filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-47919) on Sept. 6, 2011. Judge Barry Russell presides over the case. Howard J. Weg, Esq., and Lorie A. Ball, Esq. -- hweg@pwkllp.com and lball@pwkllp.com -- at Peitzman, Weg & Kempinsky LLP, in Los Angeles, California, represent the Debtors. In its schedules, the Debtor disclosed $32,570,485 in assets and $22,338,135 in debts. The petition was signed by John F. Pipia, its president. Colliers International, Inc. acts as leasing broker. Peitzman, Weg & Kempinsky LLP acts as bankruptcy counsel. GENERAL MARITIME: Delays Filing of Quarterly Report on Form 10-Q ---------------------------------------------------------------- General Maritime Corporation is engaged in ongoing discussions with lenders and certain holders of the Company's $300 million 12% Senior Notes which are due Nov. 15, 2017, as well as other potential lenders, investors and strategic parties regarding alternatives for restructuring the Company's balance sheet and obtaining additional capital funding, which may include commencing a voluntary proceeding to reorganize under chapter 11 of the Bankruptcy Code. As a result of the Company's pursuit of these initiatives, the Company is not able to complete the preparation, review and filing of its quarterly report on Form 10-Q for the quarterly period ended Sept. 30, 2011, within the prescribed time period without unreasonable effort and expense. The Company expects to file the Form 10-Q on or before Nov. 14, 2011. About General Maritime 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. In the Sept. 6, 2011, edition of the TCR, Moody's Investors Service lowered its probability of default rating of General Maritime to 'Caa3' from 'Caa1' and corporate family rating to 'Caa3' from 'B3'. 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. GENERAL NUTRITION: Moody's Raises CFR to 'B1'; Outlook Stable ------------------------------------------------------------- Moody's Investors Service upgraded General Nutrition Centers, Inc.'s Corporate Family and Probability of Default ratings to B1 from B2, and its $980 million secured bank loan rating to Ba3 from B1. GNC has an SGL-2 Speculative Grade Liquidity rating and a stable rating outlook. Ratings upgraded: Corporate Family Rating to B1 from B2 Probability of Default Rating to B1 to B2 $900 million (originally $1.2 billion) term loan due 2016 to Ba3 (LGD 3, 41%) from B1 (LGD 3, 43%) $80 million revolver expiring 2018 to Ba3 (LGD 3, 41%) from B1 (LGD 3, 43%) RATINGS RATIONALE The upgrade of GNC's Corporate Family Rating to B1 from B2 reflects its ongoing positive same store sales growth and earnings improvement. For the nine months ended September 30, 2011 comparable store sales grew 9.5% despite the overall fragile U.S. economy during that period. This revenue growth combined with the company's ability to leverage its fixed cost structure and an initial public offering earlier this year, have enabled GNC to substantially reduce debt to EBITDA to 4.7 times at September 30, 2011 from 5.9 times at December 31, 2011. EBITA to interest expense also improved to 2.4 times for the latest 12-month period ended September 30, 2011. "Moody's believes that the continued popularity in endurance sports and the aging of the U.S. population are the key drivers of the revenue improvement. Given Moody's view that these trends are likely to continue, the new level of earnings and improved leverage and coverage appear to be sustainable," stated Maggie Taylor, Vice President and Senior Credit Officer. GNC's B1 Corporate Family Rating continues to be supported by the company's well known brand name in its target markets along with Moody's favorable view of the vitamin, mineral, and nutritional supplement ("VMS") category which accounts for about one-third of GNC's consolidated revenues. This product category performed well during the recent economic recession and it is a relatively large market that should continue to benefit from an increasing number of Americans over the age of 50. Key credit concerns include GNC's sizable concentration in sports nutrition which is a much more limited product segment with a relatively smaller target market than the VMS product category. Also considered is the potential risk arising from adverse publicity and product liability claims with regard to certain products sold by GNC, particularly diet products and herbs, two faddish product categories that are more exposed to such product liability risks and earnings volatility. The stable outlook incorporates Moody's view that that GNC will continue to benefit from an increasing number of Americans over the age of 50, along with GNC's demonstrated ability to perform well during a prolonged period of economic weakness. Also considered is the reduction in the ownership level of Ares Corporate Opportunities Fund and Ontario Teachers' Pension Plan Board from 64% to about 47% as a result of a secondary offering of GNC stock in October 2011. Given the reduction in ownership level by GNC's financial sponsors, Moody's believe it is unlikely that GNC will return to a financial policy characterized by high leverage. A higher rating would require that GNC achieve debt to EBITDA at or below 4.0 times, and maintain EBITA to interest expense above 2.5 times. In addition, an upgrade would require that GNC adhere to a financial policy that would support credit metrics remaining at these levels. Ratings could be lowered if it appears that debt to EBITDA will rise above 5.0 times or EBITA to interest expense will drop below 2.25 times. Independent of any qualitative metrics, ratings could be lowered if GNC experiences new product- related risks that result in material obligations that negatively impact the company's earnings and liquidity profile. The principal methodology used in rating General Nutrition Centers, Inc. was the Global Retail 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. General Nutrition Centers, Inc., headquartered in Pittsburgh, PA, manufactures and retails vitamins, minerals, nutritional supplements domestically and internationally. About 75% of its revenue is generated by about 2,800 company owned stores and website. It also has about 2,600 franchise locations in the U.S. and 52 countries that generate about 15% of its revenue. Total revenues are about $2.0 billion. GLC LIMITED: Court Confirms Ch. 11 Plan of Liquidation ------------------------------------------------------ On Oct. 29, 2011, the U.S. Bankruptcy Court for the Southern District of Ohio entered an order confirming GLC Limited's First Amended Chapter 11 Plan of Liquidation. As evidenced by the Tabulation Declaration, which certifies both the method and results of the voting, Class 2 voted to accept the Plan pursuant to the requirements of 11 U.S.C. Sections 1124 and 1126. Thus, at least one impaired Class of Claims has voted to accept the Plan. As reported in the TCR on Sept. 26, 2011, the U.S. Bankruptcy Court for the Southern District of Ohio, on Sept. 6, 2011, entered an order approving the adequacy of GLC Limited's Modified First Amended Disclosure Statement, filed Sept. 1, 2011. On Sept. 8, 2011, the Debtor filed a Modified First Amended Disclosure Statement [Docket No. 286] with regard to the Debtor's Modified First Amended Chapter 11 Plan of Liquidation (with technical modifications stated on record at the disclosure statement hearing). The Plan is a plan of liquidation. The Plan will be funded through the effective collection and liquidation of the remaining assets of the Debtor by the Plan Administrator into Cash for the benefit of creditors of the Debtor. The Plan designates 4 Classes of Claims and Interests: Class 1 Secured Claims Unimpaired. Deemed to Accept Class 2 General Unsecured Claims Impaired. Entitled to Vote Class 3 Section 510(B) Claims Impaired. Deemed to Reject Class 4 Interests in the Debtor Impaired. Deemed to Reject Holders of Allowed Class 1 Secured Claims, scheduled in the aggregate amount of $255,899, will either receive (1) lump sum payments in full; or (2) the surrender of the collateral. Any deficiency claim will be treated as a Class 2 General Unsecured Claim. Holders of Allowed Class 2 General Unsecured Claim, estimated to be approximately $27,770,456, which includes the unsecured claims of individuals and entities who made investments in the Debtor, will, in full and final satisfaction of their Claims, share Pro Rata in the proceeds of the Remaining Assets after payment in full of (i) Plan Expenses, (ii) Allowed Administrative Claims, (iii) Allowed Priority Tax Claims, (iv) Allowed Priority Claims and (v) Allowed Class 1 Secured Claims. Holders of Class 3 Subordinated Claims under Section 510(b) and (c) of the Bankruptcy Code will not receive any distribution of account of their Claims until each holder of an Allowed Class 2 General Unsecured Claim receives payment in full plus accrued interest. All Class 4 Interests will be deemed canceled, and all holders of Interests will neither receive nor retain any property under the Plan. A copy of the Modified First Amended Disclosure Statement {with technical modifications) is available for free at: http://bankrupt.com/misc/glclimited.DS.sept82011.pdf About GLC Limited Proctorville, Ohio-based GLC Limited is a retail liquidation company in the wholesale/retail distribution industry. It offers large selections of name brand products in many categories. It distributes its goods through a network of wholesale distributors, retail chains and discount and surplus centers. It owns four warehouses for its goods which are located in Proctorville and Columbus, Ohio and Huntington, West Virginia. GLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio Case No. 11-11090) on Feb. 28, 2011. James R. Burritt, chief restructuring officer, signed the Chapter 11 petition. The Debtor disclosed $18,231,434 in assets and $28,095,356 in liabilities as of the Chapter 11 filing. Ronald E. Gold, Esq., and Joseph B. Wells, Esq., at Frost Brown Todd LLC, in Cincinnati, Ohio, serve as the Debtor's bankruptcy counsel. James R.Burritt is the Chief Restructuring Officer and Leon C. Ebbert, PC, CPA, has been tapped as accountants. The Official Committee of Unsecured Creditors in GLC Limited's Chapter 11 bankruptcy case has tapped Morris, Manning & Martin, LLP, as counsel. GLOBAL CROSSING: Court Says CCT Communications Already Ended ------------------------------------------------------------ CCT Communications Inc. has moved pursuant to Rule 12(b) and (c) of the Federal Rules of Civil Procedure to dismiss Counts 1, 2, 4 and 6 in the Second Amended Complaint filed by Global Crossing Telecommunications, Inc. Count 1 seeks a declaratory judgment that Global Crossing terminated the parties' contract prior to the petition date; Count 2 seeks, in the alternative, a declaratory judgment that CCT cannot assume the parties' contract and that Global Crossing is entitled to terminate it; Count 4 asserts a claim sounding in rescission; and Count 6 seeks to recover under a theory of unjust enrichment. With one exception, the Motion is denied, said Bankruptcy Judge Stuart M. Bernstein in a Nov. 10, 2011 Memorandum Decision and Order available at http://is.gd/hYPkTKfrom Leagle.com. The one exception is Count 2. The judge said the Chapter 11 case has been dismissed, and CCT cannot assume the contract under 11 U.S.C. Sec. 365. Furthermore, to the extent Count 2 seeks a declaration that it is entitled to immediately terminate service to CCT, Global Service had terminated further service to CCT when the contract term expired. Consequently, Count 2 is dismissed as moot. GLOBAL CROSSING TELECOMMUNICATIONS, INC., v. CCT COMMUNICATIONS, INC., Adv. Proc. No. 07-01942 (Bankr. S.D.N.Y.), was commenced on July 23, 2007, and concerns disputes between the parties arising under their contract and federal telecommunications law. Global Crossing is represented by: Robert J. Rosenberg, Esq. James Brandt, Esq. John D. Castiglione, Esq. Elizabeth R. Marks, Esq. LATHAM & WATKINS LLP 885 Third Avenue New York NY 10022-4834 Tel: 212-906-1370 Fax: 212-751-4864 E-mail: robert.rosenberg@lw.com james.brandt@lw.com john.castiglione@lw.com betsy.marks@lw.com Attorneys for CCT Communications is: James A. Karamanis, Esq. BARNEY & KARAMANIS, LLP About CCT Communications CCT Communications, Inc., was a common carrier engaged in the business of buying and reselling telecommunications services. CCT filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 07-10210) on Jan. 29, 2007, represented by Arnold Mitchell, Esq., at Greene Robinson Brog Leinwand Greene Genovese & Gluck, P.C., at that time. Sanford P. Rosen, Esq., at Rosen & Associates, P.C., and Glenn B. Manishin, Esq., at Duane Morris LLP, also represent the Debtor. At the time of the filing, the Debtor disclosed $774,047 in assets and debts of $1,028,249. CCT filed a Plan of Reorganization on the last possible day -- Nov. 26, 2007 -- to do so as a small business debtor. The Debtor intended to fund the plan distributions, at least in part, with the proceeds generated through adversary proceedings against Global Crossing Telecommunications, Inc., and Zone Telecom, Inc. The Honorable Stuart M. Bernstein conducted a two-day evidentiary hearing, and concluded that CCT is judicially estopped from taking the position that it is not a small business debtor. Chief Judge Bernstein ruled that the case will be dismissed, but the Court will retain jurisdiction over the adversary proceeding between CCT and Global Crossing as well as any fee applications by Court- appointed professionals. About Global Crossing Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC) -- http://www.globalcrossing.com/-- is a global IP, Ethernet, data center and video solutions provider with the world's first integrated global IP-based network. Global Crossing Limited reported a consolidated net loss of $172 million on $2.609 billion of consolidated revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $141 million on $2.159 billion of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $2.28 billion in total assets, $2.83 billion in total liabilities, and a $548 million total shareholders' deficit. * * * In the Oct. 12, 2011, edition of the TCR, Standard & Poor's Ratings Services withdrew its 'B' corporate credit rating on Bermuda-based Global Crossing Ltd. (GCL). This action follows the completion of Level 3's acquisition of GCL on Oct. 4, 2011. GLOBAL CROSSING: Southeastern Asset Does Not Own Common Shares -------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Southeastern Asset Management, Inc., and Mason Hawkins disclosed that they do not own any shares of common stock of Global Crossing Limited. As previously reported by the TCR on July 12, 2011, Southeastern Asset disclosed beneficial ownership of 7,414,311 shares or 12.1% equity stake. A full-text copy of the amended Schedule 13D is available for free at: http://is.gd/L6fJVe About Global Crossing Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC) -- http://www.globalcrossing.com/-- is a global IP, Ethernet, data center and video solutions provider with the world's first integrated global IP-based network. Global Crossing Limited reported a consolidated net loss of $172 million on $2.609 billion of consolidated revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $141 million on $2.159 billion of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $2.28 billion in total assets, $2.83 billion in total liabilities and a $548 million total shareholders' deficit. * * * In the Oct. 12, 2011, edition of the TCR, Standard & Poor's Ratings Services withdrew its 'B' corporate credit rating on Bermuda-based Global Crossing Ltd. (GCL). This action follows the completion of Level 3's acquisition of GCL on Oct. 4, 2011. GMX RESOURCES: Moody's Cuts Rating on Sr. Notes Due 2019 to Caa3 ---------------------------------------------------------------- Moody's downgraded the rating of GMR Resources Inc.'s (GMXR) senior notes due 2019 to Caa3 from Caa2, the Corporate Family Rating (CFR) to Caa3 from Caa1, the Probability of Default (PDR) rating to Ca from Caa1, and the Speculative Grade Liquidity (SGL) rating to SGL-4 from SGL-3. The outlook is negative. RATINGS RATIONALE The downgrade of GMX's PDR and note ratings reflect the company's announcement that greater than 50% of the holders of the notes due 2019 have accepted a proposed exchange offer, which Moody's views as a distressed exchange. The lowering of the CFR and SGL ratings reflects Moody's expectation of potential liquidity issues through the first quarter of 2013, as well as elevated leverage following the issuance of at least $100 million of proposed secured notes under the exchange offer and a proposed $55 million volumetric production payment (VPP), both of which the company expects to be executed before the end of 2011. Moody's treats VPPs as debt in Moody's leverage calculations. The negative outlook reflects the potential for the CFR and note ratings to be lowered if liquidity deteriorates further. The SGL-4 liquidity rating reflects weak liquidity. Moody's expects GMX to have very high negative free cash flow, with planned capital expenditures of $94 to $131 million for 2012 expected to exceed cash flow by between approximately $80 and $120 million based on the company's estimated 2012 cash flow. If the company is successful in completing its planned VPP and $17 million hedge monetization, there should be sufficient liquidity to fund the company's $94 million base case capital expenditure plan for 2012. If neither of these transactions are completed, Moody's believes there would only be sufficient liquidity to fund capital spending through the first quarter of 2012. Additional liquidity may be raised during 2012 if GMX is able to sell a portion of its Niobrara assets as planned. However, the company will face refinancing risk in the first quarter of 2013, when Moody's believes liquidity will be insufficient to fund negative free cash flow and to retire the $72.75 million of convertible notes maturing that quarter. The terms of the proposed secured notes are expected to allow for the issuance of up to $10 million of additional debt with no specific conditions or limitations. In addition to the $10 million, debt used to refinance either tranche of convertible notes would also be allowed. Any new debt which does not fall into these two categories would be subject to a 2.5x consolidated coverage ratio test (which Moody's believes GMX would be highly unlikely to meet). Any debt issued would also be required to rank junior to the proposed secured notes. The terms of the proposed notes do permit certain asset sales, which could potentially provide additional liquidity. Upon completion of the December notes issuance, the credit facility will be terminated and GMX will not have any financial covenants. The CFR could be downgraded if liquidity deteriorates, which is most likely to happen if the company is unable to complete its VPP and hedge monetization during the fourth quarter of 2011. The ratings could be upgraded if liquidity improves significantly with greater cash coverage of interest expense and capital expenditures due to cash proceeds from asset sales. The principal methodology used in rating GMX Resources was the Independent Exploration and Production (E&P) Industry Methodology published in December 2008. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. GMX Resources Inc. is an independent exploration and production company headquartered in Oklahoma City, OK. GOURMET EXPRESS: Groupwell Lawsuit Goes to Trial ------------------------------------------------ GROUPWELL INTERNATIONAL (HK) LIMITED, v. GOURMET EXPRESS, LLC, Civil Action No. 4:09-CV-00094-JHM (W.D. Ky.), arises out of a contract dispute between Groupwell, a seller of frozen seafood and vegetables, and Gourmet, a manufacturer of frozen dinners. Groupwell sued Gourmet alleging breach of contract. Gourmet counterclaimed against Groupwell alleging that Groupwell, along with two former Gourmet executives, Robert Scully and Kevin Scully, conspired to overcharge Gourmet for its products through the use of fraudulent invoices. The Scullys would then approve the fraudulent invoices and cause Gourmet to pay the invoices. The overcharge that was received by Groupwell was then redistributed in the form of a kickback to the Scullys and members of their families. Similar claims were alleged against the Scullys in an earlier lawsuit by Ken Sliz. Mr. Sliz and the Scullys were part owners of Gourmet in 2007 when the Scullys and Gourmet filed suit against Mr. Sliz in Bexar County, Texas District Court. Mr. Sliz answered the complaint and counterclaimed, individually and derivatively on behalf of Gourmet, alleging that the Scullys were part of a fraudulent invoice self-dealing scheme involving Siam Star Seafood, N&D International business Consultants, Ltd., N&DD, and Groupwell International (HK) Limited. While the counterclaims discussed these several business entities, none of the entities were ever made a party to the suit. After the Texas lawsuit was filed, Gourmet filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 07-_____) in August 2007. At some point, Ilex Capital Group, LLC was contacted about potentially purchasing Mr. Sliz's interest in Gourmet. Ilex eventually agreed to purchase a controlling share in Gourmet. As part of this agreement, the parties to the Bexar County, Texas lawsuit agreed to enter into a Settlement Agreement releasing their respective claims against one another. The Settlement Agreement was executed on Jan. 25, 2008. The Settlement Agreement explicitly identified Robert Scully, Nuchanat Scully, Kevin Scully, Terumi Scully, James Scully, Sharon Scully, Kenneth Sliz, Laurene Sliz, Gourmet Express, LLC, S&S Sourcing and Marketing, LLC, Commodity Packing and Trading Co., Ltd., and BKK Properties, Ltd. as the "Parties" to the Settlement Agreement. The Settlement Agreement also identified Groupwell International (HK) Limited and several other entities as non-parties. Under the Settlement Agreement, the Parties agreed to release all existing and potential claims against one another. The Slizs and Groupwell also agreed to release all existing and potential claims against one another. After execution of the Settlement Agreement, the Scullys, Sliz, and Gourmet filed an Agreed Order of Dismissal with Prejudice in the Bexar County, Texas District Court. The Order was entered on Jan. 30, 2008, and the case was dismissed. In the lawsuit, Gourmet's counterclaims against Groupwell alleging fraud and civil conspiracy, among other things, are based upon the same factual basis as the counterclaims that Ken Sliz brought individually and on behalf of Gourmet in the Bexar County, Texas lawsuit. Gourmet additionally alleges that Groupwell misrepresented its true management and was a party to the fraudulent invoices charged to Gourmet. Groupwell seeks partial summary judgment contending that the claims are barred by an earlier release contained in the Settlement Agreement executed in the Bexar County, Texas lawsuit. Alternatively, Groupwell contends that it is entitled to summary judgment based upon the doctrine of res judicata. District Judge Joseph H. McKinley, Jr., however, held that there is a genuine dispute of material fact regarding whether the Settlement Agreement releases Groupwell from Gourmet's current counterclaims. Accordingly, summary judgment is not appropriate. The judge also held that the doctrine of res judicata is inapplicable to the facts of the case. Gourmet has filed a motion to compel Groupwell to more fully respond to Gourmet's discovery requests submitted in January 2011, and pay the reasonable attorneys fees incurred in submitting the motion to compel. Gourmet's Motion to Compel Discovery is granted in part and denied in part. A copy of the Court's Nov. 8, 2011 Memorandum Opinion and Order is available at http://is.gd/hmYAHWfrom Leagle.com. GRAND SOLEIL: Puts Resort and Casino up for Sale ------------------------------------------------ Natchezdemocrat.com reports that owners of the Grand Soleil Resort have put the resort and casino site up for sale. According to the report, Equity Partners was hired to market the Grand Soleil. The two properties, which can be sold separately or together, include a 6-acre, three-building hotel site and a 15- acre, waterfront-approved casino site. The report says Equity Partners will accept highest bids possible, and the bankruptcy court must approve any sale. Anyone interested in purchasing either of the Grand Soleil properties should contact Equity Partners at 866-969-1115. Grand Soleil Casino Resort -- http://www.grandsoleilcasino.com/-- is a Natchez, Mississippi-based casino. In 2008, the company was not able to complete its financing and was forced to file for Chapter 11 bankruptcy protection. The Company listed Adams County tax collector as holder of one of the resort's 20 largest claims. Grand Soleil owes $114,400 in ad valorem taxes. GSC GROUP: Trustee Accuses Black Diamond of Tainting Votes ---------------------------------------------------------- Dow Jones' DBR Small Cap reports that the trustee running GSC Group Inc.'s bankruptcy proceedings said he fears Black Diamond Capital Management LLC's "aggressive campaign" to bring down his Chapter 11 plan has done just that. Black Diamond Capital Management LLC is fighting the Chapter 11 plan proposed by GSC Group Inc.'s trustee, insisting its own exit proposal is a superior way forward for the company, according to the report. As reported in the Troubled Company Reporter on Nov. 4, 2011, Bankruptcy Law360 said that entities controlled by the Black Diamond Capital Management LLC affiliate that purchased GSC Group Inc.'s assets in July lost their bid to assert late claims against the GSC debtors. According to Law360, U.S. Bankruptcy Judge Arthur Gonzalez shot down a motion from GSC Recovery IIA GP LP and GSC Recovery III GP LP -- which court documents said are now controlled by Black Diamond affiliate GSC Acquisition Holdings LLC because of the asset sale -- and other general partners to deem late claims timely filed. About GSC Group Florham Park, New Jersey-based GSC Group, Inc. -- http://www.gsc.com/-- was a private equity firm that specialized in mezzanine and fund of fund investments. Originally named Greenwich Street Capital Partners Inc. when it was a subsidiary of Travelers Group Inc., GSC became independent in 1998 and at one time had $28 billion of assets under management. Market reverses, termination of some funds, and withdrawal of customers' investments reduced funds under management at the time of bankruptcy to $8.4 billion. GSC Group Inc. filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-14653) on Aug. 31, 2010. Michael B. Solow, Esq., at Kaye Scholer LLP, served as the Debtor's bankruptcy counsel. Epiq Bankruptcy Solutions, LLC, is the Debtor's notice and claims agent. Capstone Advisory Group LLC served as the Debtor's financial advisor. The Debtor estimated its assets at $1 million to $10 million and debts at $100 million to $500 million as of the Chapter 11 filing. Since Jan. 7, 2011, the Debtors have been operated by James L. Garrity Jr., as Chapter 11 trustee for the Debtors. The Chapter 11 trustee tapped Shearman & Sterling LLP as his counsel, and Togut, Segal & Segal LLP as his conflicts counsel. No committee of unsecured creditors has been appointed in the case. The Chapter 11 trustee completed the sale of business on July 26 and filed a liquidating Chapter 11 plan and explanatory disclosure statement in late August. The bankruptcy court authorized the trustee to sell the business to Black Diamond Capital Finance LLC, as agent for the secured lenders. Proceeds were used to pay secured claims. The price paid by the lenders' agent was designed for full payment on $256.8 million in secured claims, with $18.6 million cash left over. Black Diamond bought most assets with a $224 million credit bid, a $6.7 million note, $5 million cash, and debt assumption. A minority group of secured lenders filed an appeal from the order allowing the sale. Through a suit in state court, the minority lenders failed to halt Black Diamond from completing the sale. The Chapter 11 Trustee and Black Diamond have filed rival repayment plans for GSC Group. The Trustee's Plan cautioned there can be no assurance that general unsecured creditor recoveries will not be higher or lower than the estimated recovery of between 42% and 84%. Black Diamond's Plan projects between 31% and 43% recovery. Court papers filed by Black Diamond indicate the Trustee's Plan provides 17% and 26% recovery. The confirmation hearing is set for Nov. 18. Adam Goldberg, Esq., and Douglas Bacon, Esq., at Latham & Watkins, represent Black Diamond Capital Management, LLC, as counsel. HAMPTON ROADS: Completes Sale of Charlottesville Branch to Blue --------------------------------------------------------------- Hampton Roads Bankshares, Inc., the holding company for Bank of Hampton Roads and Shore Bank, completed the sale of the Company's Gateway Bank branch in Charlottesville, Virginia, to Blue Ridge Bank, Inc., of Luray, Virginia, a wholly-owned subsidiary of Blue Ridge Bankshares, Inc. Under the definitive agreement announced on June 22, 2011, Blue Ridge purchased all deposits and selected assets associated with the Gateway Bank Charlottesville branch. The terms of the transaction were not disclosed. The Company was advised by Sandler O'Neill & Partners, L.P., on the sale of the branch. The Company also announced that it has closed its Bank of Hampton Roads branch located at 3801 Pacific Avenue in Virginia Beach, Virginia. As previously announced on July 28, 2011, the accounts and services in the Pacific Avenue branch have been transferred to the Bank of Hampton Roads' Hilltop branch located at 1580 Laskin Road in Virginia Beach. 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. HARBOUR EAST: Plan Confirmation Hearing Scheduled for Dec. 15 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on Dec. 15, 2011, at 2:00 p.m., to consider confirmation of the Harbour East Development, Ltd.'s Plan of Reorganization. Objections, if any, to the confirmation of the Plan and Ballots accepting or rejecting the Plan are due Dec. 1. The Plan Proponents have until Dec. 12, to file proponents report and confirmation affidavit. The Dec. 12, deadline is also set for individual Debtor to file a certificate for confirmation regarding payment of domestic support obligations and filing of required tax returns. As reported in the Troubled Company Reporter on Sept. 1, 2011, the Debtor filed on Aug. 18, a disclosure statement describing its Third Amended Plan. The Plan will be funded by the Debtor forfeited Purchaser Escrow Deposits, income from rental of Condominium Units, net proceeds from sales of Condominium Units, and the conversion of the Egozi unsecured claim into equity interests in the Reorganized Debtor. The Third Amended Plan designates 14 Classes of Claims and Interests. Holders of Real Estate Tax Secured Claims (Class 2), Northern Trust/NBV Secured Construction Loan Claims (Class 3), Egozi Secured Subrogation Claim (Class 4), Whirlpool Secured Claim (Class 5), (Class 6), Purchaser Deposit Secured Claims (Class 7), Association Secured Claim (Class 8), Purchaser Contract Litigation Attorney Secured Claim (Class 9), Northern Trust/NBV Unsecured Claim (Class 10), General Unsecured Claims (Class 11), and Egozi Unsecured Claim (Class 12) are entitled to vote on the Plan. Priority Non-Tax Claims (Class 1) are not impaired. Class 1 Claims will be paid in full in Cash under the Plan. Holders of Old Limited Partnership Equity Interests (Class 13) Old General Partnership Equity Interests (Class 14) are deemed to reject the Plan and are not entitled to vote. Northern Trust/NBV Secured Construction Loan Claims (Class 3) will receive quarterly payments equal to the interest that would otherwise be payable on the actual secured amount of its claim at the Secured Claim Cram Down Rate and will receive payments of 60% of the net proceeds of each sale of a Condominium Unit during the first year of the Plan and 90% of the net proceeds of each sale of Condominium Units until its Allowed Class 3 Claim is paid in full, approximately $8 million. Northern Trust/NBV Unsecured Claim (Class 10), will be treated for all purposes as a Class 11 General Unsecured Claim, to the extent that the Class 10 Claim is determined by Final Order to hold an Allowed Unsecured Claim. General Unsecured Claims (Class 11) will receive up to !00% of the principal amount and accrued interest at the Unsecured Cram Down Rate from the General Unsecured Distribution Reserve. Old Limited Partnership Equity Interests (Class 13) and Old General Partnesrhip Interests (Class 14) will be canceled and Holders thereof will receive no distribution under the Plan. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/harboureast.DS3rdamendedplan.pdf About Harbour East Development Harbour East Development, Ltd., is the developer and owner of the luxury residential condominium development known as CIELO on the Bay located at 7935 East Drive, North Bay Village. CIELO contains 35 residential condominium units. Harbour East filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 10-20733) on April 22, 2010. Michael L. Schuster, Esq., who has an office in Miami, Florida, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million, as of the Chapter 11 filing. Judge Cristol denied the request of 7935 NBV LLC's request to dismiss the case. No creditors' committee has been appointed in the case. In addition, no request for the appointment of a trustee or examiner has been made. HARRISBURG, PA: Has Until Nov. 21 to Present Fin'l Recovery Plan ---------------------------------------------------------------- The Associated Press reports that Harrisburg has until Nov. 21, 2011, to submit to the state Department of Community and Economic Development a plan for paying down $300 million in debt tied to the city's incinerator and stop a potential state takeover under a new law. The report says a federal bankruptcy judge has set a Nov. 23 court date for oral arguments on legal questions in the Chapter 9 filing. The takeover law gives Harrisburg a grace period of 30 days, ending Nov. 25, to develop a financial-recovery plan. According to the report, ff those 30 days pass without a plan agreeable to the city and state, Commonwealth Court could authorize Gov. Corbett to appoint a receiver with the power to sell city assets and approve contracts -- but not raise taxes -- to pay down the city's debt. About Harrisburg, PA The city of Harrisburg, in Pennsylvania, is coping with debt related to a failed revamp of an incinerator. The city is $65 million in default on $242 million owing on bonds sold to finance an incinerator that converts trash to energy. Four members of the City Council of Harrisburg on Oct. 11, 2011, authorized the filing of a Chapter 9 bankruptcy petition (Bankr. M.D. Pa. Case No. 11-06938) by the City of Harrisburg. Judge Mary D. France presides over the case. Mark D. Schwartz, Esq. -- markschwartz6814@gmail.com -- and David A. Gradwohl, Esq., serve as counsel. The petition estimated $100 million to $500 million in assets and debts. Susan Wilson, the city's chairperson on Budget and Finance, signed the petition. The city council voted 4-3 on Oct. 11, 2011, to authorize the Chapter 9 municipal bankruptcy filing. The city claims to be insolvent, unable to pay its debt and in imminent danger of having tax revenue seized by holders of defaulted bonds. The city said in court papers it is in imminent jeopardy through six pending legal actions by creditors with respect to a number of outstanding bond issues relating to the Harrisburg Materials, Energy, Recycling and Recovery Facilities, which processes waste into steam and electrical energy. The owner and operator of the incinerator is The Harrisburg Authority, which is unable to pay the bond issues. The city is the primary guarantor under each bond issue. The lawsuits were filed by Dauphin County, where Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and Covanta Harrisburg Inc. Two days after the Chapter 9 filing on Oct. 11, the state of Pennsylvania filed a motion to dismiss the case as being unauthorized. Later, the state adopted a new law allowing the governor to appoint a receiver who may join those seeking dismissal. Harrisburg Mayor Linda D. Thompson and the state of Pennsylvania have objected to the bankruptcy filing. Mayor Thompson is represented in the case by Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg, P.C. Counsel to the Commonwealth of Pennsylvania are Neal D. Colton, Esq., Jeffrey G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor. HAWAII MEDICAL: Prime Healthcare to Fund Operations Pending Sale ---------------------------------------------------------------- Kristen Consillio at the Honolulu Star Advertiser reports that Prime Healthcare Services, a California firm that owns and operates 14 acute-care hospitals in Southern and Northern California, has agreed to provide funding for Hawaii Medical Center as they seek out a buyer, according to two people familiar with the deal who asked not to be identified because the company hasn't released the information yet. Sources told Star Advertiser that the new lender might be a potential purchaser. According to the report, MidCap Financial, which had been funding HMC's operations since June, had given HMC a Thursday deadline to secure a letter of intent and $250,000 deposit from a buyer for HMC-East in Liliha and HMC-West in Ewa. The report says the new lender can set new deadlines for a purchase. The report relates HMC had said it would be negotiating with potential purchasers over the week weekend and hopes to identify a buyer by Nov. 21 when HMC is scheduled to give a sales update in bankruptcy court. About Hawaii Medical Center The Hawaii Medical Center, along with its affiliates, filed for Chapter 11 bankruptcy (Bankr. D. Hawaii Lead Case No. 11-01746) on June 21, 2011, just a year after exiting court protection. Hawaii Medical Center owns two hospital campuses -- HMC East in North Honolulu and HMC West in Ewa Beach. The two hospitals have 342 licensed beds and have a total of more than 1,000 employees. The hospitals were known as St. Francis Medical Center before Hawaii Medical purchased the hospitals in 2007. Judge Robert J. Faris presides over the 2011 case. Lawyers at Moseley Biehl Tsugawa Lau & Muzzi, in Honolulu, Hawaii, and McDonald Hopkins LLC, in Cleveland, Ohio, serve as the Debtors' counsel. The Debtors' financial advisors are Scouler & Company, LLC. In its petition, Hawaii Medical Center estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The petitions were signed by Kenneth J. Silva, member of the board of directors. Attorneys at Wagner Choi & Verbrugge, in Honolulu, Hawaii, and Pachulski Stang Ziehl & Jones LLP, in Los Angeles, represent the Official Committee of Unsecured Creditors as counsel. The Debtors' prepetition debt structure is comprised of (i) the Prepetition Revolving Loan with MidCap Financial, LLC, and the Prepetition Term Loan with St. Francis Healthcare Systems of Hawaii. As of the Petition Date, the aggregate outstanding principal on the Prepetition MidCap Revolving Loan and the Prepetition St. Francis Term Loan is $46,851,772. The principal balance of the Prepetion MidCap Revolving Loan is $7,676,495. The amount owed under the Prepetition St. Francis Term Loan is $39,175,277, secured by St. Francis's first priority lien on, among other things, all real property of the Debtors. Through the Chapter 11 filing, the Debtors plan to return the hospitals to the control of St. Francis. In the prior case, HMC and its affiliated debtors were converted to new, Hawaii non-profit corporations. CHA Hawaii, one of HMC's affiliated debtors and a subsidiary of Cardiovascular Hospitals of America LLC, discontinued management of the reorganized Debtors. Wichita, Kansas-based CHA Hawaii LLC, and its affiliates -- including Hawaii Medical Center LLC -- filed for Chapter 11 protection on Aug. 29, 2008 (Bankr. D. Del. Case No. 08-12027). Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their restructuring efforts. CHA Hawaii estimated assets of up to $10 million and debts between $50 million and $100 million when it filed for bankruptcy. The Debtors obtained confirmation of their Chapter 11 plan in May 2010 and emerged from bankruptcy in August 2010. The Debtor disclosed $74,713,475 in assets and $91,599,563 in liabilities as of the Chapter 11 filing. St. Francis Healthcare System of Hawaii is represented by Jonathan H. Steiner, Esq. -- steiner@m4law.com -- at McCorriston Miller Mukai Mackinnon LLP; and Joshua M. Mester, Esq. -- jmester@dl.com -- at Dewey & LeBoeuf LLP. HORIZON LINES: Western Asset Discloses 13.2% Equity Stake --------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Western Asset Management Company disclosed that it beneficially owns 7,455,609 shares of common stock of Horizon Lines, Inc., representing 13.27% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/LAMOsY 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 Sept. 25, 2011, showed $677.4 million in total assets, $801.7 million in total liabilities, and a stockholders' deficit of $124.3 million. 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. "The Company believes the Oct. 5, 2011 refinancing transactions more fully described in Note 18 to these financial statements have resolved the concern as to compliance with debt covenants throughout the remainder of 2011," the Company said in the filing. "In addition, the Company believes it will be in compliance with its debt covenants through 2012." Refinancing The Company was not in compliance with the maximum senior secured leverage ratio and the minimum interest coverage ratio under its Senior Credit Facility at the close of its third fiscal quarter ended Sept. 25, 2011. Non-compliance with these financial covenants constituted an event of default, which could have resulted in acceleration of the maturity. None of the indebtedness under the Senior Credit Facility or Notes was accelerated prior to the completion of a comprehensive refinancing on Oct. 5, 2011. The Senior Credit Facility and 99.3% of the 4.25% Convertible Senior Notes were repaid as part of the refinancing. In addition, as a result of the completion of the refinancing, the short-term obligations under the Senior Credit Facility, the Notes and the Bridge Loan have been classified as long-term debt. As a result of the efforts to refinance the Company's debt and the 2011 amendments to the Senior Credit Facility, the Company paid $17.3 million in financing costs and recorded a loss on modification of debt of $0.6 million during 2011. * * * 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. HOTEL AIRPORT: Can Hire Franciso Molina as Accountant ----------------------------------------------------- The Honorable Enrique S. Lamoutte Inclan approved the application of Hotel Airport Inc. to employ Francisco J. Garrido Molina as its accountant. Mr. Molina will provide accounting services, including, but not limited to, preparing tax returns, financial projections, auditing, and other tasks. He will charge a flat rate of US$2,050 (US$1,400 + US$650) per month, with a US$50 monthly increment for every five additional employees that the debtor adds to its payroll. Mr. Molina will bill US$125 per hour for additional services. About Hotel Airport Hotel Airport Inc., in San Juan, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 11-06620) on Aug. 5, 2011. Judge Enrique S. Lamoutte Inclan oversees the case. Edgardo Munoz, PSC, serves as bankruptcy counsel. The Debtor disclosed US$8,547,993 in assets and US$171,169,392 in liabilities as of the Chapter 11 filing. The petition was signed by David Tirri, its president. HUSSEY COPPER: Creditors Want Portion of Sale Proceeds Escrowed --------------------------------------------------------------- Ian Thoms at Bankruptcy Law360 reports that Hussey Copper Corp.'s unsecured creditors objected Thursday to the Company's upcoming $88.7 million sale to Kataman Metals LLC, saying the deal should not benefit Hussey's CEO and other insiders who have already used the company as their personal ATM. Law360 says the creditors committee asked a bankruptcy judge to place in escrow $5.2 million of the sale proceeds until it completed its investigation into Hussey owner Roy D. Allen. 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). Hussey Copper Ltd. estimated $100 million to $500 million in assets and debts. Hussey Copper Corp. estimated up to $50,000 in assets and up to $100 million in debts. Mark Minuti, Esq., at Saul Ewing LLP, serves as counsel to the Debtors. Donlin Recano & Company Inc. is the claims and notice agent. An official creditors' committee with seven members was appointed. Lowenstein Sandler PC serves as the committee counsel. IFL INVESTMENT: Announces Portfolio's Liquidation, Dissolution -------------------------------------------------------------- IFL Investment Foundation (Canada) Limited said that its Board of Directors has approved a proposal to its shareholders for the liquidation of the corporation's investment portfolio and its subsequent dissolution. "In light of the current regulatory environment, IFL will have difficulty meeting regulatory requirements for registration as an investment fund manager. As a result, the Board of Directors has decided in favor of the orderly liquidation of the portfolio holdings of the Corporation with a view to maximizing shareholder value," IFL said in a statement. "Such liquidation is subject to a special vote by IFL's shareholders. It is expected that the final distribution to shareholders shall occur in early 2012." "It is with sadness that the Board is forced to embark upon this course of action. IFL has always been a rewarding investment for its shareholders. In order to satisfy current regulatory requirements, IFL would have to reconsider its management structure, employ additional staff and retain various professionals and registrants. This would have added material costs and would have reduced returns to shareholders. It is a shame to end 83 extraordinary years of faithful and profitable service to our shareholders" declared Mr. A. Scott Fraser, its President. The liquidation and eventual dissolution and delisting of IFL is subject to the requisite regulatory approvals. Investment Foundation (Canada) Limited is a closed-end investment corporation whose common shares are listed on the TSX Venture Exchange under the symbol IF. The investment fund's business consists of investing in marketable securities, predominantly in common stock. IMAGING CENTER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Imaging Center of Oradell LLC 680 Kinderkamack Road Oradell, NJ 07649 Bankruptcy Case No.: 11-42492 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Morris Stern Debtor's Counsel: Philip Guarino, Esq. MAVROUDIS RIZZO & GUARINO, LLC 690 Kinderkamack Road, Suite 300 Oradell, NJ 07649 Tel: (201) 262-3001 E-mail: guarinolaw@gmail.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 John M. Mavroudis, managing member. JAMESON INN: Section 341(a) Meeting Scheduled for Dec. 6 -------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of JER/Jameson Mezz Borrower I LLC's creditors on Dec. 6, 2011, at 3:00 p.m., at the J. Caleb Boggs Federal Building, Fifth Floor, Room 5209, at 844 King Street in Wilmington, Delaware. This is the first meeting of creditors required under Section 341(a) of the U.S. 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 Jameson Inn Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. The collateral for each of the Mezz Loans is the equity interest in the entity or entities immediately below the borrower of each Mezz Loan. All of the mezzanine loans matured in August. JER/Jameson NC Properties LP and JER/Jameson Properties LLC are borrowers under the loan with Wells Fargo. The mortgage loan is secured by mortgages on hotel properties. The first set of foreclosure sales were set for Nov. 1, 2011. The Mortgage Borrowers have not sought bankruptcy protection. Colony Capital affiliates, CDCF JIH Funding LLC and ColFin JIH Funding LLC, hold the first and second mezzanine loans. The First Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower I LLC's 100% interest in the Mortgage Borrowers. Prior to the maturity default, the Colony JIH Lenders purchased the Second Mezz Loan from a previous holder. The Second Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower II's 100% membership interest in the First Mezz Borrower. Gramercy Warehouse Funding I LLC and Gramercy Loan Services LLC hold a controlling participation interest in the Third Mezz and Fourth Mezz Loans. JER Investors Trust Inc. holds the remaining participation interests in the Third Mezz and Fourth Mezz Loans. JER/Jameson Holdco LLC, an affiliate of the Mortgage Borrowers, owns the 100% equity interest in the Fourth Mezz Borrower. Gramercy took over its mezzanine borrower in August. JER/Jameson Mezz Borrower II LLC filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18, 2011, to prevent foreclosure by Colony. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. Seven days later, JER/Jameson Mezz Borrower I LLC filed for bankruptcy (Bankr. D. Del. Case No. 11-13392) on Oct. 25, 2011. Judge Mary F. Walrath presides over the case. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serves as counsel to both Debtors. Each of the Debtors estimated $100 million to $500 million in assets and $10 million to $50 million in debts. The petitions were signed by James L. Gregory, vice president. Colony specializes in real estate and has roughly $34 billion of assets under management. Colony is represented in the case by Pauline K. Morgan, Esq., John T. Dorsey, Esq., Margaret Whiteman Greecher, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP; and Lindsee P. Granfield, Esq., Sean A. O'Neil, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP. JEFFERSON COUNTY: Birmingham Fears Fallout From Bankruptcy ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Court reports that businesses in Birmingham, Ala., worry that a record-setting municipal bankruptcy by their county will scare away companies and chill investments in the state's biggest city, where residents also are bracing for utility-rate increases and more cuts to public services. About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. Jefferson County filed a bankruptcy petition under Chapter 9 (Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. The county is represented by Klee Tuchin Bogdanoff & Stern LLP, led by the firm's founder, Kenneth Lee. The county's bankruptcy will have a "material adverse impact" on the financial condition of bond insurer Syncora Guarantee Inc., the company said in its most recent quarterly filing. Jefferson County's bankruptcy represents the largest municipal debt adjustment of all time. The county said that long-term debt is $4.23 billion, including about $3.1 billion in defaulted sewer bonds where the debt holders can look only to the sewer system for payment. The county said it would use the bankruptcy court to put a value on the sewer system, in the process fixing the amount bondholders should be paid through Chapter 9. JEFFERSON COUNTY: Bank of New York Backs Sewer Receiver ------------------------------------------------------- Dow Jones' Daily Bankruptcy Court reports that Bank of New York Mellon, which is in charge of the $3.6 billion in bond debt that Jefferson County, Ala., owes on its financially failing sewer system, has moved to block county officials from taking back control of that sewer system. About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. Jefferson County filed a bankruptcy petition under Chapter 9 (Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. The county is represented by Klee Tuchin Bogdanoff & Stern LLP, led by the firm's founder, Kenneth Lee. The county's bankruptcy will have a "material adverse impact" on the financial condition of bond insurer Syncora Guarantee Inc., the company said in its most recent quarterly filing. Jefferson County's bankruptcy represents the largest municipal debt adjustment of all time. The county said that long-term debt is $4.23 billion, including about $3.1 billion in defaulted sewer bonds where the debt holders can look only to the sewer system for payment. The county said it would use the bankruptcy court to put a value on the sewer system, in the process fixing the amount bondholders should be paid through Chapter 9. JOSEPH J DETWEILER: Creditors May Appeal Ruling in Lawsuit ---------------------------------------------------------- In the lawsuit, SEQUATCHIE MOUNTAIN CREDITORS, v. JOSEPH J. DETWEILER, Adv. Proc. No. 09-6118 (Bankr. N.D. Ohio), the Court previously considered the Defendant's Motion to Dismiss, and the Plaintiffs' First Motion to Join Parties to Adversary Proceeding Pursuant to Rule 7020 of the Federal Rules of Bankruptcy Procedure. On Aug. 8, 2011, the Court entered a Memorandum of Opinion and accompanying Order Granting Motion to Dismiss in Part and Denying Motion to Dismiss in Part and Denying Motion to Join. Following entry of the court's Memorandum of Opinion and Order, the plaintiffs filed a Motion to Reissue Order Granting Motion to Dismiss in Part and Denying Motion to Dismiss in Part and Denying Motion to Join and Memorandum Opinion with Additional Language on August 22, 2011. The plaintiffs are specifically seeking the addition of language to the Memorandum of Opinion and Order that there is no just reason for delay such that the plaintiffs can immediately appeal the Order. Alternatively, the plaintiffs are seeking the addition of language to the Memorandum of Opinion and Order that the decision involves a controlling question of law, that there is substantial ground for difference of opinion, and that an immediate appeal would materially advance the ultimate termination of the litigation. In a Nov. 10, 2011 Memorandum of Opinion, available at http://is.gd/JcvzZxfrom Leagle.com, Bankruptcy Judge Russ Kendig certifying that its Order is a final and appealable order disposing of the plaintiffs' motion to join. The order grants the plaintiffs leave to appeal the Court's denial of the motion to join and stays all further proceedings in the adversary case pending a decision on the appeal. Based in Uniontown, Ohio, Joseph J. Detweiler filed for Chapter 11 protection (Bankr. N.D. Ohio Case No. 09-63377) on Aug. 17, 2009. Anthony J. DeGirolamo, Esq., represents the Debtor. In his petition, the Debtor has $3,669,999 in total assets and $32,913,552 in total debts. KILBRIDE INTL: Case Summary & 5 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Kilbride International Leasing and Investment Company, Inc. 277 Penmerryl Drive Greenville, VA 24440 Bankruptcy Case No.: 11-51600 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court Western District of Virginia (Harrisonburg) Judge: Ross W. Krumm Debtor's Counsel: Douglas E. Little, Esq. P.O. Box 254 Charlottesville, VA 22902 Tel: (434) 977-4500 E-mail: delittleesq@aol.com Estimated Assets: not indicated Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vawb11-51600.pdf The petition was signed by Kenneth Pittkin, president. KV PHARMACEUTICAL: Delays Filing of Quarterly Report on Form 10-Q ----------------------------------------------------------------- K-V Pharmaceutical Company's Audit Committee of the Board of Directors, upon recommendation from K-V management, concluded that certain previously issued financial statements did not include the proper treatment and classification for the embedded derivative feature of warrants issued in November 2010 and March 2011. Specifically, the warrants were misclassified as equity instead of as liabilities. Therefore, the Company will restate and amend previous filings as a result of the misapplication of accounting guidance relating to non-standard anti-dilution provisions in the warrants. In the restated financial statements, the warrants will be classified as liabilities beginning with the date they were first issued in November 2010 or March 2011, as applicable, with changes in the fair value being recorded as non-cash income or expense in each reporting period. However, the non-cash adjustments to correct the previous treatment and classification, in all of the affected periods, will not impact the amounts previously reported for the Company's cash and cash equivalents, operating expenses, operating losses or cash flows. Consequently, the Company will file an amended Annual Report on Form 10-K/A for the fiscal year ended March 31, 2011, that will contain restated financial statements for the fiscal year ended March 31, 2011, and amended Quarterly Reports on Forms 10-Q/A for the quarters ended Dec. 31, 2010, and June 30, 2011, respectively, that will contain restated financial statements for each affected quarter. The Company expects to file all of these amended public reports within the next 30 days. Until such amended filings are made, the original filings for those periods should not be relied upon. As a result of the foregoing, the registrant was not able to complete its Form 10-Q for the three- and six-month periods ended Sept. 30, 2011, by the filing deadline of Nov. 9, 2011, without unreasonable effort and expense. The Company expects to file this Form 10-Q with the SEC as soon as practicable after filing the amended filings, and, in any case, within five days of those filings. About KV Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. KV Pharmaceutical has not timely filed its Form 10-K for the year ended March 31, 2010 and its Form 10-Qs for the subsequent quarterly periods. The Company's independent accounting firm, KPMG, resigned on June 25, 2010, and the Company has tapped BDO USA, LLP, to audit the fiscal 2010 financial statements. The Form 10-Q for the quarter ended June 30, 2010, was only filed March 10, 2011. The Company's balance sheet at Dec. 31, 2010, showed $296.21 million in total assets, $529.66 million in total liabilities, and a $233.45 million shareholders' deficit. There is substantial doubt about the Company's ability to continue as a going concern. The report of the Company's independent registered public accountants BDO USA, LLP, included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2010, includes an explanatory paragraph related to the Company's ability to continue as a going concern. The Company incurred a net loss of $283.61 million on $152.22 million of net revenue for 12 months ended March 31, 2010, compared with a net loss of $313.63 million on $312.33 million of revenue in the same period in fiscal 2009. The Company reported a net loss of $34.60 million on $3.38 million of net revenue for three months ended June 30, 2010, compared with a net loss of $53.95 million on $6.30 million of revenue in the same period in 2009. LEE ENTERPRISES: May File for Chapter 11 Bankruptcy Protection -------------------------------------------------------------- Dylan Smith at the Tucson Sentinel reports that Lee Enterprises said it will declare Chapter 11 bankruptcy if it doesn't push back the due date on the remainder of its debt. According to the report, the Company has yet to complete the refinancing of the company's billion-dollar debt, and the company is still faced with the delisting of its shares from the New York Stock Exchange. The report notes that the Company reported an $8.8 million loss -- 20 cent per share -- for the quarter ending Sept. 25, 2011. Even though digital ad sales rose 23%, the company's operating revenue fell 3.3% to $182 million. The report relates that, while Lee convinced creditors in September to extend the due dates on about $864 million in loans to 2015 and 2017 by agreeing to pay interest rates of up to 15%, it has yet to refinance $175 million in debt, known as the Pulitzer Notes. Both the refinanced debt and the notes had been due in April 2012. The report says the Company met a deadline on Nov. 7, 2011, to maintain its ability to file for Chapter 11 bankruptcy, should it be unable to repackage the remaining debt. When it announced the repackaging of part of its debt in September, the Company said it would declare bankruptcy if the repayment of the remainder isn't pushed back as well, the report adds. The report notes that the company received a notice from NYSE on July 8 that it may be delisted if the stock does not climb above the $1 threshold. About Lee Enterprises Lee Enterprises, Inc., headquartered in Davenport, Iowa, publishes the St. Louis Post Dispatch and the Arizona Daily Star along with more than 40 other daily newspapers and about 300 weeklies. Revenue for the 12 months ended December 2010 was approximately $780 million. The Company's balance sheet at June 26, 2011, showed $1.18 billion in total assets, $1.26 billion in total liabilities, and a $75.71 million total deficit. * * * As reported by the Troubled Company Reporter on May 16, 2011, Standard & Poor's lowered its preliminary corporate credit rating on Lee to 'B-' from 'B'. The rating outlook is negative. "The downgrade is based on the company's significant near-term maturities and our belief that alternative refinancing options will likely be costly," said Standard & Poor's credit analyst Hal F. Diamond. "We withdrew our 'B' preliminary issue rating on Lee Enterprises' proposed $680 million first-lien senior secured notes due 2017 with a preliminary recovery rating of '3' (also withdrawn), indicating our expectation of meaningful (50%-70%) recovery for lenders in the event of a payment default," S&P related. As reported by the TCR on May 6, 2011, Moody's withdrew its ratings on Lee after the publisher cancelled a planned refinancing that would have included the upsizing of its first lien senior secured notes due 2017 to $680 million from $675 million, and shifting of the coupon on the $375 million senior secured notes due 2018 to a cash/PIK combination from all cash. Moody's had previously assigned Caa1 Corporate Family Rating on Lee. LEVEL 3: Loomis Sayles Discloses 5.2% Equity Stake -------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Loomis Sayles & Co., L.P., disclosed that it beneficially owns 11,460,100 shares of common stock of representing 5.23% of the shares outstanding. As previously reported by the TCR on March 2, 2011, Loomis Sayles disclosed beneficial ownership of 205,860,033 shares or 10.98% equity stake. A full-text copy of the amended Schedule 13G is available for free at http://is.gd/ctaWTM About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. The Company's balance sheet at Sept. 30, 2011, showed $9.25 billion in total assets, $9.77 billion in total liabilities and a $523 million total stockholders' deficit. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LEVEL 3: Southeastern Asset Discloses 21% Equity Stake ------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Southeastern Asset Management, Inc., and its affiliates disclosed that they beneficially own 44,526,452 shares of common stock of Level 3 Communications, Inc., representing 21% of the shares outstanding. As previously reported by the TCR on Feb. 17, 2011, Southeastern Asset disclosed beneficial ownership of 537,757,880 shares or 31.1% equity stake. A full-text copy of the amended Schedule 13G is available for free at: http://is.gd/nEQpsX About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. The Company's balance sheet at Sept. 30, 2011, showed $9.25 billion in total assets, $9.77 billion in total liabilities and a $523 million total stockholders' deficit. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LIGHT FOOT GROUP: "Single Asset Real Estate" Entity, Court Says --------------------------------------------------------------- Light Foot Group LLC is a single asset real estate entity subject to section 362(d)(3) of the Bankruptcy Code, according to Bankruptcy Judge Paul Mannes in a Nov. 9, 2011 Memorandum of Decision available at http://is.gd/hV7iQkfrom Leagle.com. Old Line Bank and PNC Bank, N.A., made the request. Based in Leonardtown, Maryland, Light Foot Group LLC filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 11-17945) on April 15, 2011. Light Foot Group owns real property that consists of five tracts of land. There are 17 residential units amongst these tracts that generate substantially all of the Debtor's gross income. Some of the rental units are single family homes, others are within two four-unit buildings, and still others are mobile homes. John Douglas Burns, Esq. -- burnslaw@burnslaw.algxmail.com -- at The Burns Law Firm, LLC, serves as the Debtor's counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and debts. The petition was signed by James A. Winters, representative of Light Foot Group. LOS ANGELES DODGERS: Hires Kekst as Communications Advisor ---------------------------------------------------------- Los Angeles Dodgers LLC seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Kekst and Company Incorporated as its corporate communications advisor, nunc pro tunc to the Petition Date. Kekst will advise the Debtor on corporate public relations and corporate communications issues and provide communications services, in accordance with the terms and conditions of the engagement letter between the parties. Kekst's services will include: * Provide general strategic public relations advice related to the reorganization to LAD's management; * Prepare, distribute, and follow up on press releases and responsive statements relevant to the Chapter 11 cases and its progress; * Assist in answering questions from the media on the Debtor's behalf and proactively contacting and speaking with the media as necessary to convey information; * Provide monitoring services related to the media's coverage of the Debtor's reorganization and professional evaluation of its importance, quality and tone; * Prepare various correspondence, memoranda, letters, websites, and other communications related to the reorganization for LAD to use with its employees, customers, vendors, and other key business constituencies; * Prepare or edit materials to anticipate the concerns of and likely questions from various constituencies affected by the reorganization and development of appropriate information for LAD to use in response; * Attend meetings and participate in phone conferences with, among others, LAD's management and its attorneys and financial advisors as required; * Attend court hearings, interact with media personnel present at court hearings, and develop information about these hearings for the benefit of internal and external constituencies; and * Consult and review drafts of all materials with all appropriate company officials and attorneys. According to the Debtor's Chief Financial Officer, Peter Wilhelm, LAD requires the services of a seasoned and experienced corporate and crisis communications advisor who is familiar with the Chapter 11 process. "It is evident that the financial success of the Dodgers depends heavily on the goodwill of its fan base. This is true not only for revenues that are derived from attendance at games, but also for ratings on its television and radio broadcasts and in the sale of its merchandise. The ability to derive revenues from all of those sources is impacted heavily by media coverage of the team, as best evidenced by the decline in attendance which many attribute to the negative publicity surrounding the team," Mr. Wilhelm says. By performing services consistent with those performed prepetition, Kekst will be able to assist the Debtor in protecting, retaining, and developing the goodwill and confidence of its constituencies and stakeholders, Mr. Wilhelm tells the Court. Kekst will be compensated on an hourly basis and reimbursed for out-of-pocket expenses. It is also the beneficiary of an indemnification provision. Its current hourly rates are: Robert Siegfried $750 Lindsey Estin $400 Stefanie Goodsell $175 Managing directors $500 - $875 Principals/Associates/Analysts $175 - $500 The Debtor believes that Kekst and its officers and employees do not have any interest adverse to LAD, its creditors, or any other party-in-interest, or their attorneys and accountants. The Debtor believes that Kekst is a disinterested person as the term is defined in Section 101(14) of the Bankruptcy Code. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. LOS ANGELES DODGERS: Committee Taps Lazard as Financial Advisor -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Los Angeles Dodgers, LLC, et al. seeks to retain Lazard Freres & Co. LLC and Lazard Middle Market LLC as its financial advisor and investment banker, nunc pro tunc to July 27, 2011, to assist the Committee in the critical tasks associated with guiding it through the Debtors' reorganization efforts. Lazard Freres will render financial advisory services to the Creditors' Committee, which include: * Review and analyze the business, operations, and financial projections of the Company; * Review and evaluate the Company's process to sell or monetize broadcast rights, an ownership interest or any other asset of the Company; * Evaluate the Company's debt capacity in light of its projected cash flows; * Review and provide an analysis of any proposed capital structure for the Company; * Review and provide an analysis of any valuation of the Company or its assets; * Advise and assist the Creditors' Committee in evaluating the financial aspects of any financing by the Company; * Review and provide an analysis of any restructuring plan proposed by any party; * Assist the Creditors' Committee in connection with the financial aspects of negotiations with the Company; and * Provide other financial advisory services as the Creditors' Committee may, from time to time, reasonably request and which are customarily provided by financial advisors in similar situations. The Debtors propose to pay Lazard Freres a monthly fee of $125,000. Fifty percent of all monthly fees in respect of any month after the first six months following the execution of the engagement letter between the parties will be credited, without duplication, against any restructuring fee. Payable upon consummation of a restructuring, Lazard Freres will also receive a fee of $1,250,000. The Restructuring Fee will be payable in the event that the Creditors' Committee votes to support the Company's plan of reorganization and any class of general unsecured creditors votes to accept the Restructuring. However, no Creditors' Committee support of the plan will be required if all classes of unsecured creditors are unimpaired under the plan. Lazard Freres will be reimbursed for expenses related to the engagement. The Creditors' Committee and Lazard Freres have also agreed on certain indemnity provisions. The Creditors' Committee believes that Lazard Freres does not hold any interest adverse to the Debtors' estates and that the firm is a disinterested person as defined in Section 101(14) of the Bankruptcy Code. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. M WAIKIKI: Hires Bickel & Brewer as Special Litigation Counsel -------------------------------------------------------------- M Waikiki LLC seeks to employ Bickel and Brewer as its special litigation counsel with respect to certain pending litigation, nunc pro tunc to the Petition Date. Bickel & Brewer will advise, counsel, and represent the Debtor in the pending litigation "M Waikiki LLC v. Marriott Hotel Services, Inc., I.S. International LLC and Ian Schrager," Index No. 65147/11, in the Supreme Court of the State of New York, County of New York: Trial Term Part 3 as well as any litigation in this court or any other court arising out of or related to the disputes that are the subject of the New York Litigation. The Debtor will pay Bickel & Brewer in accordance with the firm's customary hourly rates in effect on the date services are rendered and reimburse expenses incurred. The hourly rates of the professionals expected to have primary responsibility for providing services to the Debtor are: William A. Brewer III, partner $1,250 James S. Renard, partner $875 Michael S. Gardner, partner $725 Alexander D. Widell, partner $700 Anand Sambhwani, associate $425 David E. Matthiesen, director of consulting $625 Other professionals may from time to time serve the Debtor in connection with the Litigation. The Debtor believes that Bickel & Brewer does not represent or hold any interest adverse to the Debtor or its estate in the matters for which it is to be engaged. In separate filings, Wagner Choi & Verbrugge and Allison A. Ito, Esq. provide notice of their appearance as counsel for the Official Committee of Unsecured Creditors. The Creditors' Committee's counsel can be contacted at: James A. Wagner, Esq. Chuck C. Choi WAGNER CHOI & VERBRUGGE 745 Fort Street, Suite 1900 Honolulu, Hawaii 96813 Tel: (808) 533-1877 Fax: (808) 566-6900 E-mail: jwagner@hibklaw.com cchoi@hibklaw.com About M Waikiki M Waikiki owns the Modern Honolulu, a world-class, luxury hotel property located close to Waikiki Beach in Hawaii. The hotel is being managed by Modern Management Services LLC, an affiliate of Aqua Hotels and Resorts. M Waikiki is a Hawaii limited liability company with its principal place of business located in San Diego, California. It is a special purpose entity, having roughly 75 indirect investors, which was formed to acquire the Hotel. The Company filed for Chapter 11 protection (Bankr. D. Hawaii Case No. 11-02371) on Aug. 31, 2011. Judge Robert J. Faris presides over the case. Patrick J. Neligan, Esq., at Neligan Foley LLP, and Simon Klevansky, Esq., at Klevansky Piper, LLP, represent the Debtor. The Debtor tapped XRoads Solutions Group, LLC and XRoads Case Management Services, LLC, as its financial and restructuring advisor. Klevansky Piper LLP serves as its general counsel. The Debtor disclosed $216,116,142 in assets and $135,085,843 in liabilities as of the Chapter 11 filing. Modern Management is represented by Christopher J. Muzzi, Esq., atMoseley Biehl Tsugawa Lau & Muzzi LLC. Marriott Hotel Services, which used to provide management services, is represented by Susan Tius, Esq., at Rush Moore LLP LLP, and Carren B. Shulman, Esq., at Sheppard Mullin Richter & Hampton LLP. MACCO PROPERTIES: Seeks to Compel Turnover of Computers ------------------------------------------------------- Michael E. Deeba, Chapter 11 trustee of Macco Properties, Inc., asks the U.S. Bankruptcy Court for the Western District of Oklahoma to compel Jennifer Price, Lew S. McGinnis, and all persons acting as their agents, servants, employees to immediately turn over to the Trustee all computers and other electronically stored data relating to or connected with the Debtor and any and all entities in which the Debtor is an owner, member, shareholder or manager. The Chapter 11 Trustee has succeeded to the member/manager interest of the Debtor. Among the Trustee's statutory duties is to investigate the financial affairs of the Debtor and to provide periodic reports and summaries of the operation of the business and other information as the U.S. Trustee or the Court requires. Price, et al. are in possession of or have control of computers containing financial and other information relative to the Debtor as well as information relating to entities in which the Debtor is a member or manager, and have refused the Trustee unfettered access to the computers and data. Rather, Mr. McGinnis requested the Trustee to provide a list of specific information he wished to obtain and that Mr. McGinnis or an employee would attempt to print and provide it to the Trustee "so long as the same did not constitute a burden on McGinnis' employees," James H. Bellingham, Esq., at Bellingham & Loyd, P.C., in Oklahoma City, Oklahoma, tells the Court. On Sept. 8, 2011, the parties and their counsel met and agreed that Ms. Price would have until Sept. 13 or 14 to schedule access to the computers for the Trustee, his information technology person, and Ms. Price's information technology person. Ms. Price had stated her concern that the computers contained information relative to her and Mr. McGinnis' personal finances or matters unrelated to the Debtor. However, on Sept. 13, Ms. Price's IT person advised the Trustee that Ms. Price "had determined what information should be provided [to] the Trustee" and that he would deliver it to the Trustee. Ms. Price's position is totally at variance with the Trustee's expressly stated position that she could not "cherry pick" or otherwise unilaterally determine what information the Trustee could or could not have access, Mr. Bellingham argues. The Trustee believes it is essential that he be provided unfettered access to all computers related to the Debtor and its related entities, and that electronic information stored or previously stored in the computers not be subject to editing, deletion, transfer or other potential loss by Price, et al. Furthermore, the Trustee believes that if Ms. Price and Mr. McGinnis are afforded additional time in which to respond to the Trustee's requests for the turnover, the security and entirety of the data may be compromised. About Macco Properties Oklahoma City, Oklahoma-based Macco Properties, Inc., is a property management company that is the sole or controlling member and/or manager of numerous multi-family residential rental units in Oklahoma City, Oklahoma, Wichita, Kansas, and Dallas, Texas, and several and commercial business properties in Oklahoma City, Oklahoma, and Holbrook, Arizona. The Company filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-16682) on Nov. 2, 2010. G. Rudy Hiersche, Jr., Esq., at the Hiersche Law Firm, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $50,823,581 in total assets, and $4,323,034 in total liabilities. The Official Unsecured Creditors' Committee is represented by Ruston C. Welch, at Welch Law Firm, P.C., in Oklahoma City, Oklahoma. MAR-LAND INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Mar-Land Industrial Contractors, Inc. 321 Firm Delivery Penuelas, PR 00624-7502 Bankruptcy Case No.: 11-09746 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court District of Puerto Rico (Ponce) Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A CURPILL, PSC LAW OFFICE 356 Calle Fortaleza, 2nd Floor San Juan, PR 00901 Tel: (787) 977-0515 E-mail: cacuprill@cuprill.com Scheduled Assets: $4,878,699 Scheduled Debts: $2,371,307 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb11-09746.pdf The petition was signed by Miguel A. Garcia, president. MARION AMPHITHEATRE: Sec. 341 Creditors' Meeting Set for Dec. 12 ---------------------------------------------------------------- The U.S. Trustee's Office in Columbia, South Carolina, will convene a Meeting of Creditors pursuant to Sec. 341(a) of the Bankruptcy Code in the Chapter 11 case of Marion Amphitheatre, LLC, on Dec. 12, 2011, at 10:45 a.m. The last day to oppose dischargeability of certain debts is Feb. 10, 2012. Proofs of Claim or Interest are due by March 12, 2012. Marion Amphitheatre, LLC, filed for Chapter 11 bankruptcy (Bankr. D. S.C. Case No. 11-06980) on Nov. 9, 2011. It scheduled assets of $26,235,309 and debts of $23,945,393. Judge David R. Duncan presides over the case. G. William McCarthy, Jr., Esq. -- bmccarthy@mccarthy-lawfirm.com -- serves as the Debtor's counsel. MARY A II: Dec. 20 Ch. 11 Plan Confirmation Hearing Set ------------------------------------------------------- On Oct. 31, 2011, the U.S. Bankruptcy Court for the Northern District of Florida approved the amended disclosure statement filed by The Mary A II, LLC, on Oct. 28, 2011. Dec. 15, 2011, is fixed as the last day for filing written acceptances or rejections of the Amended Plan. A confirmation hearing will be held on Dec. 20, 2011, at 9:00 a.m. Any objections to to confirmation will be filed 7 days before the date confirmation hearing. The Plan generally provides for these terms: (a) The payment in full of all Allowed Administrative Expense Claims and Allowed Priority Claim on the Effective Date or upon other terms as the Debtor and the holder of each Allowed Administrative Expense Claim and Allowed Priority Claim will agree. These claims are estimated to be no more than $100,000; (b) The Class 1 Claim of Spur Ranch, LLC, will retain its lien on the Debtor's real property located in Brevard County, Florida, and be paid 4% interest, interest only payments for 2 years, with principal and interest payments commencing in year 3 based upon a 20 year amortization and a 3 year balloon payment. Additionally, as Credits are sold, Spur Ranch will receive 75% of all proceeds to be applied as principal reductions. The Debtor anticipates that Spur Ranch will receive in excess of $4 million in principal reductions prior to the end of 2012. Upon principal pay downs, the debt will be reamortized and payments adjusted accordingly. If there are insufficient funds on hand with the Debtor, James M. Rudnick will make the interest payments as set forth in the Plan. The Debtor reserves the right to challenge all or a portion of the Class 1 Claim. The Class 1 Claim is approximately $8.2 million ($5.2 million in principal and in excess of $3 million in default interest, fees and expenses) and is subject to dispute. (c) The unsecured Allowed Claims of governmental units for unpaid taxes, interest and assessments, if any, entitled to priority under Section 507(a)(8) of the Bankruptcy Code will be paid in full in cash on the Effective Date or over time as provided for in the Bankruptcy Code. The Debtor estimates these claims to be less than $100,000; (d) Class 2 Note Holders will be paid quarterly payments based upon 4% interest, interest only payments for two years, with principal and interest payments commencing in year 3 and a 3 year balloon payment (total 5 year term). Class 2 Note Holders will be paid from the sale proceeds of Credits, after the payments to Spur Ranch or upon additional funding from Mr. Rudnick or funding raised or issued by the Reorganized Debtor, if necessary. These Claims aggregate approximately $2 million; (e) Class 3 General Unsecured Creditors will receive payment in full with a payment of 50% on the Effective Date and 50% on the one year anniversary of the Effective Date. These claims are estimated to be less than $50,000. If there are insufficient funds on hand with the Debtor, Mr. Rudnick will fund these payments; and (f) Equity Security Holders will retain their interests in the Debtor. The Claims in Classes in 1, 2 and 3 are Impaired and thus may vote either to accept or reject the Plan. A copy of the Debtor's First Amended Disclosure Statement and a copy of the Plan of Reorganization, both dated Oct. 28, 2011, are available for free at: http://bankrupt.com/misc/themarya.dkt77.pdf About The Mary A II Tallahassee, Florida-based The Mary A II, LLC, is the owner of real property located in Brevard County, Florida, which was originally acquired in 2004 and was placed in a conservation easement. Ultimately, the Property became a wetlands mitigation bank, which sells credits to developers or other entities that need to impact wetlands. The Company holds the right to sell approximately 937.69 mitigation credits approved and permitted by the St. Johns River Water Management District and 847.92 mitigation credits approved and permitted by the U.S. Army Corps of Engineers. The Company said it is in negotiations for the sale of certain credits that could realize in excess of $5 million. Mary A II filed for Chapter 11 bankruptcy (Bankr. N.D. Fla. Case No. 11-40693) on Aug. 29, 2011. Brian G. Rich, Esq., at Berger Singerman PA, serves as the Debtor's bankruptcy counsel. The Debtor scheduled $26,083,816 in assets and $7,380,600 in debts. The petition was signed by James M. Rudnick, managing member, and the holder of 90% on the Interests in the Debtor. MCDONALD BROTHERS: Proposes Belk-Led Auction on Dec. 6 ------------------------------------------------------ McDonald Brothers, Inc., asks the U.S. Bankruptcy Court for the Middle District of North Carolina for authorization to sell substantially all of its assets used in connection with the its business in an auction led by Belk Building Supply, LLC. Belk, a subsidiary of Monroe Hardware Company, agreed to purchase the assets, including without limitation: a. the real property located at 2401 Hwy 1, Southern Pines, North Carolina; b. all personal property owned by the Debtor and used in connection with the Debtor's business, including all furniture, fixtures, machinery, equipment, tools, vehicles and other fixed assets; and c. all inventory and supplies maintained by the Debtor in connection with the Debtor's business. The Debtor seeks authority to consummate an asset sale promptly for the benefit of creditors, and in that regard proposes this schedule: Nov. 10: Initial hearing at 10:00 a.m., and entry of Bidding Procedures Order Dec. 2: Deadline to submit Qualifying Bids Deadline to submit Statement of Defaults Dec. 6: Auction, if Qualifying Bid(s) received, at the law offices of Northen Blue, LLP, 1414 Raleigh Road, Suite 435, Chapel Hill, North Carolina Dec. 7: Report of Auction filed with the Court Deadline to file Objections to the Sale Dec. 8: Sale Approval Hearing Dec. 13: Entry of Sale Approval Order. Dec. 15: Closing, or on such other date on or before Dec. 21, as is mutually agreed upon by the parties. In the event of any competing bids for the assets, resulting in Belk not being the successful Buyer, it will receive a breakup fee of $200,000 to be paid at the time of the closing of the sale with such third party buyer. Pursuant to the Asset Purchase Agreement: 1. Belk will exercise commercially reasonable efforts to collect the accounts receivable. Belk will pay to or for the benefit of the Debtor 85% of the accounts receivable collected during the four month period following the closing. T he Debtor estimates that Belk will recover approximately $1 million, and therefore will pay approximately $850,000 to or for the benefit of the Debtor for the accounts receivable. Any of the accounts receivable not collected at the end of the collection period will be automatically assigned back to or as directed by the Debtor. 2. Belk will purchase the Inventory for 25% of the "cost value" of the inventory, which is expected to result in a purchase price of approximately $635,000. Simultaneously with the closing, Belk will conduct a count of the Inventory to precisely determine the sales price. 3. Certain executory contracts or leases to be assumed and assigned to Belk at closing, including specifically the lease between the Debtor (as lessor) and Keith Black Rental and Trading Company, LLC (as lessee) for a portion of the property located at 2401 US Hwy 1, Southern Pines, North Carolina. 4. Xalues the sale assets, assuming a closing on Dec. 21, 2011, at approximately $3,200,000 in the aggregate, allocated as follows: a. $1,400,000 for the Real Property. b. $315,000 for the Personal Property. c. $850,000 (estimated) for the accounts receivable. d. $635,000 (estimated) for the Inventory. 5. All of the accounts receivable, inventory and real property constitute BB&T Collateral, and after payment of the senior lien in favor of the Moore County Tax Collector the remaining net proceeds from the sale of those assets will be applied to BB&T's secured claim, (as of the Petition Date, the outstanding principal, interest and fees owed under the Branch Banking and Trust Company Term Loan and the Revolver Loan totaled approximately $4,434,000 and $2,446,600, respectively). 6. The remainder of the purchase price for the Personal Property will be applied to the payment of the allowed secured claims of: a. Ford Motor Credit Company. b. BB&T Equipment Finance. c. Navistar Financial Corporation. 7. After payment of secured claims as provided above, the estate will receive approximately $200,000 in unencumbered proceeds from the sale of the personal property. The Debtor also seeks authority to release to BB&T at closing all of the Debtor's accounts receivable that are not sold or assigned to the Buyer, well as any accounts receivable that are assigned back to the Debtor at the termination of the Collection Period. In addition, the Debtor seeks authority for the assumption and assignment of leases or executory contracts as may be specifically identified by the buyer in advance of the closing, including specifically the lease with Keith Black Rental and Trading Company for a portion of the property located at 2401 US Hwy 1, Southern Pines, NC. 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. In its schedules, the Debtor disclosed $10,540,708 in assets and $10,138,358 in liabilities. MF GLOBAL: Fitch Rates Senior Unsec. Debt & Pref. Stock at 'C' -------------------------------------------------------------- In a follow-up to Fitch Ratings' previous press release on MF Global Holdings Ltd. Dated Oct. 31, 2011, Fitch is now in a position to assign Recovery Ratings (RR) for the company's outstanding obligations. MF's Long-term and Short-term Issuer Default Ratings remain at 'D'. Fitch has assigned RRs on MF's debt as follows: -- Senior unsecured debt 'C/RR5'; -- Preferred stock 'C/RR6'. Fitch's analysis resulted in a projected recovery in the range of 10%-30% for the senior unsecured notes and 0%-10% for the preferred stock. For further details on RRs, please see Fitch's report 'Recovery Ratings for Financial Institutions'. Fitch's recovery analysis is based on MF's most recent public consolidated financial statements at Sept. 30, 2011. Consolidated assets of MF totaled approximately $41 billion and liabilities amounted to $39.7 billion as of that date. In its analysis, Fitch considered $2.2 billion of outstanding senior unsecured debt and $130.6 million of preferred stock, of which $34.4 million was rated by Fitch. Fitch's recovery analysis includes a number of assumptions. Fitch notes that the recovery value would be significantly altered by any change to Fitch's assumptions. The recovery value would be particularly sensitive to any use of cash not factored into Fitch's analysis as well as any developments affecting the availability of clients' funds from segregated accounts. Haircuts were applied to assets using primarily discount factors under a 'BBB' stress scenario contained in Fitch's report entitled 'Rating Closed-end Fund Debt and Preferred Stock'. Non-financial assets were fully discounted. Asset discounts in this analysis reflect buyers' knowledge of the need to sell rather than depressed market conditions. That said, current market conditions, particularly Eurozone government bond prices, could further impede recovery. A present value discount was not applied and therefore, timing could negatively influence recovery levels. Collateral requirements are not always clearly disclosed in financial statements. Fitch assumes that MF experienced additional margin calls totaling 3% of its Eurozone government repo-to- maturity portfolio (gross amount: $7.6 billion). Fitch also assumes that the cash balance at MF was increased by additional draws under the revolver (approximately $1 billion) post Sept. 30, 2011. Fitch also assumes a charge for administrative fees equal to approximately 1% of total reported assets plus the gross amount of the Eurozone repo-to-maturity portfolio as of Sept. 30, 2011. The relatively low administrative fee assumed reflects primarily the preponderance of securities on MF's balance sheet. This assumption has a significant impact on the estimated recovery value. Finally, Fitch's recovery analysis does not factor in a sale of any of MF's operations, particularly its broker-dealer subsidiaries. MF GLOBAL: Trustee Fires More Than 1,000 Brokerage Staffers ----------------------------------------------------------- In accordance with the court-mandated liquidation and wind down of MF Global Inc., the broker-dealer's work force, consisting of 1,066 employees, was notified that their employment is terminated, effective immediately, although salaries will be paid through Nov. 15, 2011. Between 150 and 200 former employees are being hired to assist in the wind down of the business and processing of bankruptcy claims. Following the failure of MF Global Inc., James W. Giddens, the court-appointed Trustee for the liquidation of MF Global Inc., became responsible for the winding down of the business, including the termination of employees, as mandated by the Securities Investor Protection Act (SIPA). The Trustee is exploring ways to immediately vacate MF Global Inc. offices in New York City, and that office will be closed as soon as possible. Smaller and less expensive office space will be rented for the minimal Trustee staff in New York to assist with the liquidation of the broker-dealer. MF Global Inc.'s office space in Chicago will continue to be leased for an undetermined but limited amount of time, as the business there is also wound down. The termination of employees and closure of operations is a necessary part of the court-ordered liquidation of MF Global Inc. and is consistent with the Trustee's obligations under SIPA to preserve assets and identify and marshal other property to maximize the estate in a manner that is fair to all customers and other creditors. The broker-dealer is not conducting business and will not be reorganized, in accordance with the court-ordered liquidation of MF Global Inc. The Trustee has made significant progress in ending the business operations of MF Global Inc. Approximately 17,000 customer account positions and approximately $1.5 billion in customer account funds have been transferred to other future commodities merchants. The Trustee's staff has secured MF Global Inc.'s offices in New York and Chicago. The Trustee has also retained Ernst & Young forensic accountants, while Deloitte has been retained to assist in account transfers, claims processing and administration of the liquidation process. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Klayman & Toskes Continues to Investigate Claims ----------------------------------------------------------- The Securities Arbitration Law Firm of Klayman & Toskes, P.A. is continuing to investigate claims against underwriters of Notes issued by MF Global including MF Global 6.250% Senior Notes due 2016, MF Global 3.375% Convertible Senior Notes due 2018 and MF Global 1.875% Convertible Senior Notes due 2016. Fitch Ratings said that owners of MF Global's senior unsecured debt will recover 30 cents to as low as 10 cents on the dollar of their investment, in the company's bankruptcy. What MF Global noteholders will actually receive from the bankruptcy or how long the bankruptcy process will take to play out remains to be seen. Accordingly, MF Global noteholders should avail themselves of all available remedies in attempting to recover their losses, including filing an individual securities arbitration claim against the underwriter broker-dealer where they purchased MF Global Notes. K&T has been contacted by investors of MF Global Notes and is continuing its investigation concerning what underwriters of MF Global Notes knew or should have known concerning the financial problems of MF Global, and whether material information concerning MF Global was adequately disclosed in the Notes' prospectuses. It has been reported that in retrospect, prospectuses for certain MF Global bond offerings appear to be misleading. Underwriters of MF Global Notes include Jefferies, BofA Merrill Lynch, BMO Capital Markets, Lebenthal & Co., Commerzbank, Sandler O'Neill + Partners, Natixis and US Bancorp. Underwriters of a securities offering have an obligation to conduct adequate due diligence of the issuer during the underwriting process. Further, underwriters are charged with the duties of ensuring the accuracy of the securities registration statements and prospectuses, and that investors are provided with full and fair disclosure of material information concerning the securities and issuing company. The Securities Act of 1933 subjects underwriters to potential liability for any material misrepresentations or omissions contained in a registration statement or prospectus. Retail and institutional investors who purchased MF Global Notes can contact K&T to explore their legal rights and options. The attorneys at K&T are dedicated to pursuing claims on behalf of investors who have suffered substantial investment losses. K&T, an experienced, qualified and nationally recognized securities litigation law firm, practices exclusively in the field of securities arbitration and litigation. It continues its representation of investors throughout the world in securities arbitration and litigation matters against major Wall Street brokerage firms. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Zamansky & Associates Probes for Employees ----------------------------------------------------- Zamansky & Associates has launched an investigation into the collapse and bankruptcy of MF Global, which has resulted in substantial harm to its employees, including job loss and the drop in value of MF Global stock, restricted stock or options awarded or held as a result of participation in an Employee Stock Ownership Plan (ESOP) or Stock Option Plans. The firm is investigating claims that may be maintained by MF Global employees, including claims under the Employee Retirement Income Security Act (ERISA), the Worker Adjustment and Retraining Act (WARN) and other state and federal labor laws. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MONEYGRAM INT'L: Fitch Withdraws 'B+' Issuer Default Rating ----------------------------------------------------------- Fitch Ratings has affirmed and simultaneously withdrawn the following ratings for MoneyGram International Inc.: -- Issuer Default Rating (IDR) at 'B+'. Fitch has affirmed and withdrawn the following ratings for MoneyGram Payment Systems Wordlwide, Inc.: -- IDR at 'B+'; -- Senior secured first lien credit facility at 'BB+/RR1'; and -- Senior secured second lien notes at 'BB-/RR3'. Fitch has withdrawn the aforementioned ratings for business reasons. The ratings are no longer relevant to the agency's coverage. MONTANA ELECTRIC: Creditor's Meeting Moved to December 2 -------------------------------------------------------- KFBB.com report notes that a creditor's hearing in the case of Southern Montana Electric Generation and Transmission Cooperative Inc. has been pushed back to Dec. 2, 2011. The Troubled Company Report notes on Nov. 1, 2011, that the meeting of creditors was originally set on Nov. 17, 2011. About Southern Montana Based in Billings, Montana, Southern Montana Electric Generation And Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana scheduled about $132 million in liabilities and $110 million in assets. Timothy Gregori signed the petition as general manager. Jon E. Doak, Esq., at Doak & Associates, P.C., in Billings, Montana, serves as the Debtor's counsel. Standard & Poor's Ratings Services in October lowered its issuer credit rating on SME to 'CC' from 'BBB', and placed the rating on CreditWatch with developing implications. These actions follow the cooperative's Oct. 21 bankruptcy filing under Chapter 11 of the U.S. Bankruptcy Code. According to SME, the filing was in response to failure on the part of some of its members to honor contractual obligations, including payment to the cooperative for services. MONTANA ELECTRIC: Gregori Steps Down as General Manager ------------------------------------------------------- Richard Ecke at greatfallstribune.com reports that Tim Gregori retired effective on Nov. 8, 2011, as general manager of Southern Montana Electric Generation & Transmission Cooperative. greatfallstribune.com also notes that Co-op officials disputed the reported manner in which a temporary replacement for Mr. Gregori had been named. Great Falls City Commissioner Bob Jones said he objected to the fact several Southern Montana members were not even notified of Mr. Gregori's absence or the other man's appointment until after the fact. The report relates Dave Kelsey, a Southern Montana board member who represents Yellowstone Valley Electric, said he was told Mr. Gregori's departure means the retiree will not be available to testify at a hearing of creditors scheduled to take place in Billings on Nov. 17, 2011. The report says Great Falls and Yellowstone Valley officials and Kavulla expressed some concern that Mr. Gregori would not be at the hearing to answer questions. Public Service Commission Chairman Travis Kavulla said of Mr. Gregori's departure there were only one or perhaps two people who knew major details of what was going on at Southern Montana -- Gregori and attorney Jon Doak of Billings. The report notes Yellowstone Valley Electric has filed an exception with the court about Mr. Doak representing the co-op in the bankruptcy matter, citing potential conflicts of interest. About Southern Montana Based in Billings, Montana, Southern Montana Electric Generation And Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Timothy Gregori signed the petition as general manager. Jon E. Doak, Esq., at Doak & Associates, P.C., in Billings, Montana, serves as the Debtor's counsel. Standard & Poor's Ratings Services in October lowered its issuer credit rating on SME to 'CC' from 'BBB', and placed the rating on CreditWatch with developing implications. These actions follow the cooperative's Oct. 21 bankruptcy filing under Chapter 11 of the U.S. Bankruptcy Code. According to SME, the filing was in response to failure on the part of some of its members to honor contractual obligations, including payment to the cooperative for services. MOORE SORRENTO: Has Access to Cash to Pay Tenant Improvements ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas granted Moore Sorrento, LLC's motion for an order (a) fixing amount of monetary defaults existing as of Oct. 7, 2011, under certain leases; and (b) authorizing the Debtor's use of excess cash collateral to make payments in partial satisfaction of certain unpaid tenant improvement allowances. The Court ordered that as of Oct. 7, the unpaid balance of the T.I. obligation owed by the Debtor to: -- Como Yogurt pursuant to the lease between the Debtor and Como Yogurt was $24,255, which such amount constitutes the total amount of all monetary defaults by the Debtor under its lease with Como Yogurt existing as of Oct. 7; -- DKG pursuant to the lease between the Debtor and DKG was $150,000, which such amount constitutes the total amount of all monetary defaults by the Debtor under its lease with DKG existing as of Oct. 7; -- Mattress Firm pursuant to the lease between the Debtor and Mattress Firm was $74,276, which such amount constitutes the total amount of all monetary defaults by the Debtor under its lease with Mattress Firm existing as of Oct. 7; -- Nick and Nora pursuant to the lease between the Debtor and Nick and Nora was $48,289, which such amount constitutes the total amount of all monetary defaults by the Debtor under its lease with Nick and Nora existing as of Oct. 7. The Debtor is also authorized to: 1. immediately use up to $76,562 of excess cash during the period covered by the cash collateral budget to make one or more payments to one or more of the Tenants in order to reduce the unpaid balance of the T.I. obligations owed by the Debtor to the tenants; 2. have sole and complete discretion to determine the portion, if any, of the $76,562 of excess cash the Debtor is authorized to expend pursuant to the order to be paid to any particular tenant; provided, however, that the Debtor will not pay to any particular tenant an amount exceeding the amount necessary to fully satisfy the unpaid balance of the T.I. obligation owed by the Debtor to such tenant; In the event that the Debtor makes payment to a particular tenant sufficient to fully satisfy the unpaid balance of the T.I. obligation owed by the Debtor to such tenant, such payment by the Debtor will constitute a complete cure of all monetary defaults by the Debtor under its lease with the tenant existing as of Oct. 7. About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Fort Worth, Tex., serve as the Debtor's counsel. In its schedules, Moore Sorrento disclosed assets of $43,259,900 and liabilities of $42,262,158 as of the Petition Date. As reported in the TCR on Oct. 20, 2011, Moore Sorrento delivered a plan of reorganization and disclosure statement dated Oct. 3, 2011, to the U.S. Bankruptcy Court for the Northern District of Texas. All classes of claims and interests are estimated to have 100% recovery under the Plan. MOTELS OF AVON: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Motels of Avon, LLP 1220 Brookville Way Indianapolis, IN 46239 Bankruptcy Case No.: 11-14011 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court Southern District of Indiana Debtor's Counsel: KC Cohen, Esq. KC COHEN, LAWYER, PC 151 N Delaware St., Ste. 1104 Indianapolis, IN 46204 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 Sanjay Patel, president/CEO. MSR RESORT: Paulson Resorts Get More Time to Control Bankruptcy --------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a bankruptcy judge gave a group of luxury resorts controlled by Paulson & Co. more time to devise a strategy to exit Chapter 11 protection, as the resorts work toward solving their complicated bankruptcy puzzle. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owns a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. MT VERNON PROPERTIES: Has Open-Ended Deadline to Use Cash --------------------------------------------------------- Bankruptcy Judge David E. Rice signed off on a Stipulation and Consent Order, available at http://is.gd/Pzt9Jnfrom Leagle.com, permitting Mt. Vernon Properties LLC's continued use of First Mariner Bank's cash collateral and granting the bank adequate protection. First Mariner consents to the use of Cash Collateral. The Debtor is authorized to use the Cash Collateral to pay the expenses shown on a supplemental budgets until the earlier of (a) confirmation of a plan of reorganization; (b) appointment of a Chapter 11 trustee; (c) conversion of the case to a Chapter 7 case; (d) dismissal of the case; (e) the failure of the Debtor to comply with any material terms, conditions or covenants contained in the Order or the Cash Collateral Order and such violation remains uncured for a period of five business days after notice thereof from First Mariner; (f) the entry of any order by the Bankruptcy Court granting a super-priority claim or lien pari passu with or senior to those liens held by First Mariner; (g) the Debtor's failure to make any payment due under the Cash Collateral Order within three business days of when due or the Debtor's use of Cash Collateral to pay expenses not contained in the Supplemental Budgets; (h) any judgment or order as to a post- petition liability or debt for the payment of money in excess of $10,000 will be rendered against the Debtor and the enforcement thereof will not have been stayed; (i) the closing of a sale of any of the Debtor's assets; or (j) further Court order. The Debtor agrees to file by Nov. 15, 2011, a motion to sell its Read Street Property and St. Paul Street Property, subject to bidding and auction. About Mt. Vernon Properties Mt. Vernon Properties, LLC, based in Baltimore, Maryland, is the owner of many parcels of real property located in Baltimore City that the Debtor operates as multi-family rental properties. The Company filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 11-24801) on July 18, 2011. Judge David E. Rice presides over the case. Aryeh E. Stein, Esq. -- astein@meridianlawfirm.com -- at Meridian Law, LLC, in Baltimore, serves as bankruptcy counsel. The Debtor disclosed $10,237,448 in assets and $15,064,059 in liabilities as of the Chapter 11 filing. The petition was signed by Ronald Persaud, managing member of Mt. Vernon Properties II LLC, the Debtor's sole member. First Mariner Bank, a cash collateral lender, is represented by: Susan J. Klein, Esq. Lawrence D. Coppel, Esq. GORDON, FEINBLATT, ROTHMAN, HOFFBERGER & HOLLANDER, LLC The Garrett Building Baltimore, MD E-mail: sklein@gfrlaw.com NAVISTAR INT'L: Navistar to Lease Cherokee, Alabama Building ------------------------------------------------------------ Navistar, Inc., released from escrow upon satisfaction of certain pre-conditions, a lease agreement and a machinery and equipment purchase agreement with Retirement Systems of Alabama, whereby commencing Jan. 1, 2012, Navistar, Inc., will lease an existing building of approximately 2.3 million square feet of manufacturing space at 1200 Haley Drive, Cherokee, Alabama 35616, including the respective land where the building resides, as well as, purchase certain machinery and equipment within the building. Navistar, Inc.'s aggregate contractual lease and equipment purchase payment obligations under these agreements are approximately $182 million, payable monthly over the ten-year term. The first year the total payments will be $11 million and in years 2-10 the total payments will be $19 million per year. Credit Agreement Drawdown As previously disclosed on Oct. 24, 2011, Navistar, Inc., and seven of its manufacturing subsidiaries signed a definitive loan agreement relating to a five-year senior inventory secured, asset- based revolving credit facility in an aggregate principal amount of $355 million. On Nov. 4, 2011, the Companies initiated a drawdown of $100 million under the Credit Agreement. Navistar International Corporation used the funds from the Advance to replenish funds used on Nov. 1-2, 2011, to redeem a portion of its 8.25% Senior Notes, due in 2021. The Companies may, from time to time, draw additional funds under the Credit Agreement. The Advance bears interest at a rate of one-month LIBOR, plus 1.75%. The Advance can be extended at the Companies' request but otherwise is due and payable, together with all unpaid interest, fees and other obligations, no later than Dec. 5, 2011, or earlier upon exercise by the lenders under their right to accelerate the due date of obligations upon the occurrence of an event of default, as described in the Credit Agreement. About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. The Company's balance sheet at July 31, 2011, showed $11.17 billion in total assets, $10.42 billion in total liabilities, $5 million in redeemable equity securities and $752 million in total stockholders' equity. * * * Navistar has a 'BB-/Stable/--' corporate credit rating from Standard & Poor's and a 'B1' Corporate Family Rating and Probability of Default Rating from Moody's Investors Service. Moody's said in October 2010 that Navistar's B1 rating could improve if the North American truck market remains on track for a sustained recovery into 2011, and Navistar's operational initiatives to moderate its vulnerability to the truck cycle show evidence of taking hold. NAVISTAR INT'L: BlackRock Discloses 4.9% Equity Stake ----------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that it beneficially owns 3,624,949 shares of common stock of Navistar International Corp. representing 4.92% of the shares outstanding. As previously reported by the TCR on Feb. 15, 2011, BlackRock disclosed beneficial ownership of 5,860,857 shares or 7.97% equity stake. A full-text copy of the amended Schedule 13G is available for free at http://is.gd/VnuGSc About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. The Company's balance sheet at July 31, 2011, showed $11.17 billion in total assets, $10.42 billion in total liabilities, $5 million in redeemable equity securities and $752 million in total stockholders' equity. * * * Navistar has a 'BB-/Stable/--' corporate credit rating from Standard & Poor's and a 'B1' Corporate Family Rating and Probability of Default Rating from Moody's Investors Service. Moody's said in October 2010 that Navistar's B1 rating could improve if the North American truck market remains on track for a sustained recovery into 2011, and Navistar's operational initiatives to moderate its vulnerability to the truck cycle show evidence of taking hold. NEW STREAM: Court Order Clears Firm, Cayman Investor Payout ----------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that New Stream Secured Capital Inc.'s U.S. and Cayman Islands investors are on their way to sharing in a $10.15 million cash payout under a distribution plan that received the bankruptcy court's stamp of approval. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire Kurtzman Carson Consultants LLC as its communications agent; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. New Stream completed a sale of its assets on June 3. New Stream sold the portfolio of life-insurance policies to an affiliate of McKinsey & Co. for $127.5 million. There were no competing bids at auction. NORTHGATE PROPERTIES: Court Sets Dec. 7 Hearing on Dismissal Plea ----------------------------------------------------------------- Northgate Properties, Inc., asks the U.S. Bankruptcy Court for the District of Nevada to dismiss its Chapter 11 case as the result of an agreement between the Debtor and secured creditor City National Bank for the surrender of the real property land parcels located in the Ventana Point Subdivision in Northwest, Reno for which CNB holds a secured interest. On Aug. 29, 2011, the Bankruptcy Court entered the order approving a stipulation by and between the Debtor and CNB to lift the automatic stay with respect to the Debtor's real property and for the Debtor to surrender the real property to CNB. The real property is the Debtor's only asset. The Debtor set a Dec. 7 hearing, at 10:00 a.m., to consider the dismissal motion. About Northgate Properties, Inc. Reno, Nevada-based Northgate Properties, Inc., owns three (3) parcels of undeveloped land located in Northwest Reno, Nevada, for which the Debtor planned to develop a multi-unit senior citizen housing project. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-50451) on Feb. 14, 2011. In its schedules, the Debtor disclosed $12,053,476 in assets and $5,811,393 in liabilities as of the petition date. Northgate Properties is represented by Kevin A. Darby, Esq., of Darby Law Practice, Ltd., in Reno, Nevada. OPEN RANGE: House Panel Probes Rural's $267 Million Loan -------------------------------------------------------- Ann Schrader at the Denver Post reports that a U.S. House committee has launched an investigation into the Rural Utilities Service's $267 million loan to Open Range Communications Inc. According to the report, committee leaders sent a bipartisan letter on Nov. 9, 2011, to the RUS administrator requesting documents and a briefing on the Open Range loan as part of a probe into broadband loans made through the 2002 and 2008 farm bills. The report says the Company received the loan in 2008 from RUS, which is part of the U.S. Department of Agriculture. The RUS broadband program is intended to extend high-speed Internet service to rural communities. The current balance of Open Range's loan -- the largest made by the broadband program -- is $73.5 million. The report relates that, citing the Open Range bankruptcy and concerns raised by the USDA's inspector general about broadband- loan-program oversight, the letter seeks an explanation of the RUS application-review process for the Open Range loan and "the oversight RUS conducted to ensure taxpayer funds were used as intended." The report says among the six signing the letter were committee chairman Fred Upton, R-Mich., and Diana DeGette, D-Colo., a ranking member of the Subcommittee on Oversight and Investigations. About Open Range Greenwood Village, Colo.-based Open Range Communications Inc., a provider of wireless broadband services to 26,000 rural customers in 12 states, filed a Chapter 11 petition (Bankr. D. Del. Case No. 11-13188) on Oct. 6, 2011, to either sell the business or shut down and liquidate. Open Range listed about $114 million in assets and $110 million in debts. Open Range started its WiMax broadband and voice service in late 2009, backed by a $267 million loan from the U.S. Department of Agriculture's Rural Utility Service and $100 million invested by One Equity Partners, a financing arm of JPMorgan Chase & Co. Judge Kevin J. Carey presides over the case. Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman & Leonard, serves as bankruptcy counsel. Logan & Co. serves as claims agent. FTI Consulting, Inc., will provide a chief restructuring officer, Michael E. Katzenstein; an associate chief restructuring officer, Chris Lewand; and hourly temporary staff. The petition was signed by Chris Edwards, chief financial officer. Roberta A. DeAngelis, the United States Trustee for Region 3, pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Open Range Communications Inc. OSI RESTAURANT: Incurs $7.7 Million Third Quarter Net Loss ---------------------------------------------------------- OSI Restaurant Partners, LLC, filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $7.72 million on $928.32 million of total revenues for the three months ended Sept. 30, 2011, compared with a net loss of $7.32 million on $852.63 million of total revenues for the same period during the prior year. The Company reported net income of $27.84 million on $3.62 billion of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $54.40 million on $3.60 billion of total revenues during the prior year. The Company also reported net income of $50.48 million on $2.88 billion of total revenues for the nine months ended Sept. 30, 2011, compared with net income of $13.17 million on $2.71 billion of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.32 billion in total assets, $2.37 billion in total liabilities and a $40.30 million total deficit. Liz Smith, chief executive officer, remarked, "We are very pleased with our strong top line results in generating a sixth consecutive quarter of positive comparable-store sales growth and share gains at all of our major concepts. We have made excellent progress driving performance across all concepts by improving menu innovation, service and marketing while building infrastructure for future growth. As we look toward 2012, we will continue our focus on transforming OSI into a sustainable growth company by increasing existing unit sales and by accelerating expansion domestically and internationally." A full-text copy of the Form 10-Q is available for free at: http://is.gd/7u4uDW About OSI Restaurant OSI Restaurant Partners, Inc., is the #3 operator of casual-dining spots (behind Darden Restaurants and Brinker International), with more than 1,400 locations in the U.S. and 20 other countries. Its flagship Outback Steakhouse chain boasts more than 950 locations that serve steak, chicken, and seafood in Australian-themed surroundings. OSI also operates the Carrabba's Italian Grill chain, with about 240 locations. Other concepts include Bonefish Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise. Most of the restaurants are company owned. A group led by Chairman Chris Sullivan took the company private in 2007. OTTILIO PROPERTIES: Can Employ LoFaro & Reiser as Attorneys ----------------------------------------------------------- The Honorable Morris Stern has approved the retention of LoFaro & Reiser, LLP as attorneys to Ottilio Properties, LLC, nunc pro tunc to the Petition Date. The firm can be contacted at: LOFARO & REISER, LLP 55 Hudson Street Hackensack, New Jersey 07601 Tel: (201) 498-0400 About Ottilio Properties, LLC Totowa, New Jersey-based Ottilio Properties, LLC, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 11-34641) on Aug. 18, 2011, in Newark, New Jersey. Glenn R. Reiser, Esq., at LoFaro and Reiser, LLP, in Hackensack, New Jersey, serves as counsel to the Debtor. Ottilio Properties estimated as much as $50 million in assets and $10 million in liabilities as of the Chapter 11 filing. PACESETTER FABRICS: Plan Filing Period Extended to Feb. 14 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has Pacesetter Fabrics, LLC's exclusive periods to file a plan and to obtain acceptances of a plan until Feb. 14, 2012, and April 12, 2012, respectively. As reported in the TCR on Oct. 14, 2011, the Debtor anticipates filing a plan by early 2012. About Pacesetter Fabrics Based in City of Commerce, California, Pacesetter Fabrics, LLC, dba Pacesetter Off Price and Pacesetter Garments, is a distributor of quality textile and garment fabrics in the United States and international markets. The Company has been in business for over 14 years. The Company is owned 98% by Net, LLC, a California limited liability company, 1% by Leora Namvar (Ramin Namvar's wife), and 1% by Massoud Poursalimi (Leora Namvar and David Poursalimi's father). Net LLC is in turn owned 99% by Ramin Namvar and 1% Leora Namvar. Pacesetter Fabrics filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-36330) on June 17, 2011. Judge Ernest M. Robles presides over the case. The Debtor is represented by Brian L. Davidoff, Esq., C. John M. Melissinos, Esq., and Claire E. Shin, Esq., at Rutter Hobbs & Davidoff Incorporated. The Debtor disclosed $33,695,869 in assets and $28,599,582 in liabilities as of the Chapter 11 filing. Brian Wygle -- Brian@lazarusresources.com -- president of Lazarus Resources Group, LLC, a corporate turnaround consultant, assists Pacesetter with its turnaround and reorganization efforts and the financial affairs and management of the Company. PACIFIC DEV'T: Court OKs Marquiss to Appraise Heritage Village -------------------------------------------------------------- Pacific Development, L.C., sought and obtained permission from the U.S. Bankruptcy Court for the District of Utah employ Marquiss Appraisal Services, LLC, as appraiser for the Debtor's Heritage Village subdivision in Payson, Utah, well as other properties if needed. The Debtor needs to determine the fair market value of its Heritage Village property as part of ongoing proceedings regarding Central Bank's foreclosure on the same. As reported in the Troubled Company Reporter on July 21, 2011, Central Bank provided postpetition funding to construct four homes at a time for pre-sold contracts to qualified buyers. The Debtor's Plan provides for the continuation of the development and construction of Heritage Village, its residential development in Payson, Utah. Marquiss will also provide all other attendant services required of a listing agent and broker in a real estate transaction. The Debtor seeks permission to pay Marquiss $4,000 upon receipt of the appraisal, without further notice or order from the Court. To the extent that additional services are required, as expert testimony at a hearing in the case, Marquiss will charge his ordinary hourly rate of $75. The Debtor will not pay, and does not seek authority by the application to pay, any hourly fees of Marquiss for the services. Rather, any such fees will be requested for approval by the Court through the ordinary fee application process. To the best of the Debtor's knowledge, Marquiss is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Pacific Development Provo, Utah-based Pacific Development, L.C., is the obligor on and owner of various real estate development loans for properties primarily located in Payson, Salem, Springville and Harrisburg, Utah. The Company filed for Chapter 11 protection (Bankr. D. Utah Case No. 10-22754) on March 10, 2010. Blake D. Miller, Esq., and James W. Anderson, Esq., at Miller Guymon, PC, in Salt Lake City, represent the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. David P. Billings, Esq., and J. Thomas Beckett, Esq., at Parsons, Behle & Latimer, P.C., in Salt Lake City, represent the Official Committee of Unsecured Creditors. PACIFICUS REAL ESTATE: Court Dismisses Chapter 11 Case ------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California has dismissed the Chapter 11 case of PacificUS Real Estate Group. The automatic stay under Section 362 of the Bankruptcy Code is terminated as to the Lender and Lender's successors, transferees and assigns, as to the Debtor and its bankruptcy estate in any subsequent bankruptcy case, whether voluntary or involuntary, filed by or against the Debtor under any chapter of the Bankruptcy Code. Lender may enforce all its rights and remedies upon or against either or both of the Fish Camp Property and the Hwy 41 Property in accordance with the Loan Documents and applicable nonbankruptcy law in any subsequent bankruptcy case. As reported in the TCR on Oct. 20, 2011, the Debtor told the Court that it reached an agreement with secured creditor OneWest Bank FCB on a discounted payoff of the Debtor's debt to the bank. However, the new lender will only make the loan to the Debtor if the Debtor first dismisses its Chapter 11 case. OneWest Bank holds a first trust deed against the SilverTip property securing a claim in the amount of approximately $5,587,158 for a loan made to the Debtor. About Pacificus Real Estate PacificUS Real Estate Group, based in Pasadena, California, owns various real estate properties, including the "SilverTip Property"located at the south entrance of Yosemite National Park. It filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-40120) on July 14, 2011. Judge Ernest M. Robles presides over the case. Ron Bender, Esq., and Todd M. Arnold, Esq., at Levene, Neale, Bender, Yoo & Brill, LLP, in Los Angeles, represent the Debtor as counsel. In its petition, the Debtor estimated assets and debts of $10 million to $50 million. The petition was signed by Paul J. Giuntini, its president. PANTHEON INC: Moody's Affirms Rating on Class A Notes at 'Ba1' -------------------------------------------------------------- Moody's has affirmed the ratings of one class of Notes issued by Salisbury International Investments Limited Series 2005-05 due to key transaction parameters performing within levels commensurate with the existing ratings levels. The rating action is the result of Moody's on-going surveillance of commercial real estate collateralized debt obligation (CRE CDO Synthetic) transactions. Series 2005-05 US$20,000,000 Class A Secured Floating Rate Portfolio Credit Linked Notes due 2025, Affirmed at Ba1 (sf); previously on Dec 15, 2010 Downgraded to Ba1 (sf) RATINGS RATIONALE Salisbury International Investments Limited Series 2005-05 is a synthetic CRE CDO transaction referencing a pool of commercial mortgage backed securities (CMBS) (100%). There is no trustee report published for this deal. The issued Note balance of the transaction is $20.0 million, the same as at issuance. Moody's has identified the following parameters as key indicators of the expected loss within CRE CDO transactions: weighted average rating factor (WARF), weighted average life (WAL), weighted average recovery rate (WARR), and Moody's asset correlation (MAC). These parameters are typically modeled as actual parameters for static deals and as covenants for managed deals. WARF is a primary measure of the credit quality of a CRE CDO pool. Moody's has completed updated credit estimates for the non-Moody's rated collateral. The bottom-dollar WARF is a measure of the default probability within a collateral pool. Moody's modeled a bottom-dollar WARF of 24 compared to 23 at last review. The distribution of current ratings and credit estimates is as follows: Aaa-Aa3 (87.5% compared to 92.0% at last review), A1-A3 (8.3% compared to 4.0% at last review), Baa1-Baa3 (4.2% compared to 4.0% at last review), Ba1-Ba3 (0.0% compared to 0.0% at last review), B1-B3 (0.0% compared to 0.0% at last review), and Caa1-C (0.0% compared to 0.0% at last review). WAL acts to adjust the probability of default of the collateral in the pool for time. Moody's modeled to a WAL of 2.2 years compared to 2.6 at last review. WARR is the par-weighted average of the mean recovery values for the collateral assets in the pool. Moody's modeled a fixed WARR of 67.3% compared to 68.2% at last review. MAC is a single factor that describes the pair-wise asset correlation to the default distribution among the instruments within the collateral pool (i.e. the measure of diversity). Moody's modeled a MAC of 54.9% compared to 57.8% at last review. Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO rating models, which was released on January 24, 2011. Changes in any one or combination of the key parameters may have rating implications on certain classes of rated notes. However, in many instances, a change in key parameter assumptions in certain stress scenarios may be offset by a change in one or more of the other key parameters. In general, the rated Notes are particularly sensitive to rating changes within the collateral pool. Holding all other key parameters static, changing the reference obligations by one notch upward and up by one notch downward, the resulting impact affects the model results between 0.75 to 0.94 notch upward and 1.74 to 1.98 notches downward on average. The performance expectations for a given variable indicate Moody's forward-looking view of the likely range of performance over the medium term. From time to time, Moody's may, if warranted, change these expectations. Performance that falls outside the given range may indicate that the collateral's credit quality is stronger or weaker than Moody's had anticipated when the related securities ratings were issued. Even so, a deviation from the expected range will not necessarily result in a rating action nor does performance within expectations preclude such actions. The decision to take (or not take) a rating action is dependent on an assessment of a range of factors including, but not exclusively, the performance metrics. Primary sources of assumption uncertainty are the current sluggish macroeconomic environment and performance in the commercial real estate property markets. While commercial real estate property markets are gaining momentum, a consistent upward trend will not be evident until the volume of transactions increases, distressed properties are cleared from the pipeline and job creation rebounds. The hotel and multifamily sectors are continuing to show signs of recovery through the first half of 2011, while recovery in the non-core office and retail sectors are tied to pace of recovery of the broader economy. Core office markets are showing signs of recovery through lending and leasing activity. The availability of debt capital continues to improve with terms returning toward market norms. Moody's central global macroeconomic scenario reflects an overall sluggish recovery as the most likely scenario through 2012, amidst ongoing individual, corporate and governmental deleveraging, persistent unemployment, and government budget considerations, however the downside risks to the outlook have risen since last quarter. The principal methodology used in this rating was "Moody's Approach to Rating SF CDOs" published in November 2010. PARADISE HOSPITALITY: Sec. 341 Creditors' Meeting Set for Dec. 6 ---------------------------------------------------------------- The United States Trustee for the Central District of California in Santa Ana will hold a Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Paradise Hospitality, Inc., on Dec. 6, 2011, at 10:00 a.m. at RM 1-159, 411 W Fourth St., in Santa Ana. Based in Fullerton, California, Paradise Hospitality, Inc., owns a hotel in Ohio and a shopping center in Arkansas. It filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-24847) on Oct. 26, 2011, about three weeks after it lost the right to use the Crowne Plaza for its hotel. For now, the hotel has been renamed Plaza Hotel Downtown Toledo. Judge Erithe A. Smith presides over the case. Sam S. Oh, Esq. -- sam.oh@limruger.com -- at Lim, Ruger & Kim, LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated assts and debts of $10 million to $50 million. The petition was signed by the Debtor's president, Dae In Kim, a Korean businessman who lives in southern California. PARADISE HOSPITALITY: Schedules Filing Deadline Moved to Dec. 2 --------------------------------------------------------------- Paradise Hospitality, Inc., won an extension of its deadline to file schedules of assets and liabilities and statement of financial affairs and other required information up to and including Dec. 2, 2011. Based in Fullerton, California, Paradise Hospitality, Inc., owns a hotel in Ohio and a shopping center in Arkansas. It filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-24847) on Oct. 26, 2011, about three weeks after it lost the right to use the Crowne Plaza for its hotel. For now, the hotel has been renamed Plaza Hotel Downtown Toledo. Judge Erithe A. Smith presides over the case. Sam S. Oh, Esq. -- sam.oh@limruger.com -- at Lim, Ruger & Kim, LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated assts and debts of $10 million to $50 million. The petition was signed by the Debtor's president, Dae In Kim, a Korean businessman who lives in southern California. PARADISE HOSPITALITY: Receiver Faces Claims for Mismanagement ------------------------------------------------------------- The bankruptcy counsel to Paradise Hospitality, Inc., said the receiver for the Debtor's hotel is to blame for the loss of the Crowne Plaza license. Sam S. Oh, Esq., at Lim, Ruger & Kim LLP, said the loss of the Crowne Plaza license resulted from service and quality defaults that occurred under Love Hotel Management Company's management. LHMC's loss of the Crowne Plaza franchise is on its face gross mismanagement which disqualifies LHMC from acting as receiver, the lawyer said. "The Debtor recently investigated the Hotel's affairs, which revealed further proof of LHMC's gross incompetence and mismanagement," Mr. Oh said. He added that the bankruptcy estate has potential claims against LHMC for breach of the management contract, breach of fiduciary duty and related claims. The Debtor also has avoidance claims against LHMC and its affiliates for preferential payments of their pre-petition management fees and related charges (and possibly fraudulent transfers) made while LHMC was managing the Hotel and its finances. LHMC clearly has an impermissible conflict of interest, and is not a "disinterested" person qualified to serve as a fiduciary in this case, Mr. Oh told the Court. At the onset of the Debtor's case, RREF WB Acquisitions LLC, a purported secured creditor, asked the Bankruptcy Court to excuse LHMC as the pre-petition receiver from its obligation to turnover and account for the Debtor's hotel in Toledo, Ohio, property of the estate under 11 U.S.C. Sec. 543. RREF contends that the Debtor's alleged mismanagement of the Hotel, including the loss of the Debtor's Crowne Plaza franchise, justifies the receiver's refusal to surrender the Property. Dae In Kim, the Debtor's President and shareholder, bought the hotel property in March 2007. The purchase was funded in part by a $4.4 million loan from Wilshire State Bank, a local community bank that had a long relationship with Mr. Kim. WSB also made a construction loan of $5.85 million, which partially financed the $10 million in renovation costs. The total cost of the Hotel, including the purchase price and renovation costs, is roughly $17.5 million. Hotel operations were already reeling from impact of the 2008 economic crisis. In May 2010, the Debtor hired LHMC to manage the Hotel. On Oct. 4, 2011, the Debtor received notice from LHMC that the franchisor was terminating the Hotel's Crowne Plaza franchise license, effective Oct. 12, for service and quality default. Mr. Oh said the Debtor was shocked by this news. "LHMC had never warned the Debtor that the Hotel was about to lose its Crowne Plaza franchise. Had LHMC warned the Debtor that the Hotel was going to lose the franchise license, the Debtor would have taken immediate steps to prevent the termination," Mr. Oh said. On Oct. 16, 2011, RREF filed an ex parte application for the appointment of LHMC as the Hotel's receiver. On Oct. 19, the District Court granted the application without even giving the Debtor a chance to file any opposition. According to Mr. Oh, after receiving notice from LHMC that the Crowne Plaza franchise was going to be terminated, Mr. Kim flew to Toledo, Ohio and began investigating the facts. The investigation showed that LHMC was grossly mismanaging the Hotel. The Debtor immediately started taking corrective measures. Unfortunately, LHMC was soon appointed as receiver and it immediately barred the Debtor from participating in management. LHMC also cut off the Debtor's access to the Hotel's books and records, including the Debtor's ability to review the Hotel's bank account information on line, in direct violation of the express terms of the management agreement. Mr. Oh noted that the two loans originally made by WSB comprise RREF's secured claim. As of December 2008, the Hotel had an appraised value of $26 million. Mr. Oh said the Debtor should have substantial equity in the Hotel after deducting the value of the two secured loans, reported to be roughly $11 million by RREF. In a Nov. 3 ruling, the Court directed the receiver to turn over the Hotel property. About Paradise Hospitality Based in Fullerton, California, Paradise Hospitality, Inc., owns a hotel in Ohio and a shopping center in Arkansas. It filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-24847) on Oct. 26, 2011, about three weeks after it lost the right to use the Crowne Plaza for its hotel. For now, the hotel has been renamed Plaza Hotel Downtown Toledo. Judge Erithe A. Smith presides over the case. Sam S. Oh, Esq. -- sam.oh@limruger.com -- at Lim, Ruger & Kim, LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated assts and debts of $10 million to $50 million. The petition was signed by the Debtor's president, Dae In Kim, a Korean businessman who lives in southern California. PATIENT SAFETY: Enters Into Warrant Exchange Agreements ------------------------------------------------------- Patient Safety Technologies, Inc., entered into warrant exchange agreements and amended warrants with three holders of outstanding warrants to purchase the Company's common stock, one of whom included Brian E. Stewart, the Company's President and Chief Executive Officer. The exchanges, which were approved by the Company's Board of Directors with Mr. Stewart abstaining, were effected pursuant to the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended, and involved exchanging warrants for 511,767 shares in the aggregate that contained certain anti-dilution features which created derivative liability accounting treatment. As the sole consideration for eliminating these anti-dilution features from these warrants, the warrant holders received, in exchange for their old warrants, new warrants for an additional 51,177 shares in the aggregate. The new warrants have an exercise price of $0.75, and all other terms of the original warrants remained unchanged. The warrant exchange was completed on Nov. 2, 2011. About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. Patient Safety reported net income of $2.00 million on $14.79 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.53 million on $4.50 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $13.29 million in total assets, $3.23 million in total liabilities, all current, and $10.05 million in total stockholders' equity. In its March 31, 2010 report, Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, noted that the Company's significant recurring net losses through Dec. 31, 2009, and significant working capital deficit as of Dec. 31, 2009, raise substantial doubt about the Company's ability to continue as a going concern. PATRIOT NATIONAL: Posts $255,459 Net Income in Third Quarter ------------------------------------------------------------ Patriot National Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $255,459 on $6.90 million of total interest and dividend income for the three months ended Sept. 30, 2011, compared with a net loss of $6.79 million on $8.46 million of total interest and dividend income for the same period during the prior year. The Company reported a net loss of $15.40 million on $35.61 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $23.88 million on $42.97 million of total interest and dividend income during the prior year. The Company also reported a net loss of $15.90 million on $21.44 million of total interest and dividend income for the nine months ended Sept. 30, 2011, compared with a net loss of $11.32 million on $27.56 million of total interest and dividend income for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $628.42 million in total assets, $577.75 million in total liabilities and $50.67 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/qtzvPG About Patriot National Bancorp Stamford, Conn.-based Patriot National Bancorp, Inc. (NASDAQ: PNBK) is the parent company of Patriot National Bank, a national banking association headquartered in Stamford, Fairfield County, in Connecticut. Patriot National Bank has 19 full service branches, 16 in Connecticut and three in New York. PELICAN ISLES: Court OKs Boyd & Jenerette as Bankruptcy Counsel --------------------------------------------------------------- Pelican Isle Limited Partnership sought and obtained permission from the U.S. Bankruptcy Court for the Southern District Florida to employ Ronald G. Neiwirth, Esq. and the law firm Boyd & Jenerette as general bankruptcy counsel. Upon retention, the firm will, among other things: a. advise the Debtor with respect to its powers and duties as debtor and debtor-in-possession in he continued management and operation of its business and property; b. attend meetings and negotiate with representative of creditors and other parties-in-interest; and c. advise and counsult on the conduct of the Chapter 11 Case, including all of the legal and administrative requirements of operating in chapter 11. The firm's rates are: Personnel Rates --------- ----- Partners $450 Of counsel $450 Associates $225-$365 Paraprofessionals $190-$205 Ronald G. Neiwirth, Esq.,a partner at Boyd & Jenerette, attests that the firm is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code. Pelican Isles Limited Partnership dba Pelican Isles Apartments Pelican Isles filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.11-38544) on Oct. 14, 2011 in West Palm Beach, Florida, Ronald G. Neiwirth, Esq., at Boyd & Jenerette, Pa, in Miami, serves as counsel to the Debtor {e}. The Debtor estimated up to $50,000,000 in assets and up to $10 million in liabilities. PELICAN ISLES: Access to Cash Collateral Expires Tomorrow --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida previously entered an order authorizing Pelican Isles Limited Partnership to use cash collateral of CDT Mortgage, LLC, solely (i) to make payments in accordance with a Budget, and (ii) to make such other payments, if any, as the Debtor and CDT may expressly agree in writing signed by CDT. With respect to any line item in the Budget, the Debtor is authorized to make payments for such line item up to 110% of the amount set forth in the Budget and the Debtor is further authorized to make total payments for items on the Budget up to 110% of the Budget. The Debtor right to use Cash Collateral will remain in effect through and including Nov. 16, 2011. In addition to the sums set forth in the Budget the Debtor is authorized to spend the sum of $5,890 for annual termite prevention treatment to Hulett Environmental Services, in accordance with its proposal to the Debtor. Notwithstanding the items listed in the Budget, absent written consent of CDT or an Order of the Court, the Debtor will not use cash collateral: (a) to make any prepayments with respect to services which were not yet rendered, goods that have not been received, or any other item for which payment is not currently due, (b) to pay any increases in salaries or compensation for employees, (c) to pay any part or portion of any pre-petition claims, or (d) to pay any fees for professionals (the "Prohibited Uses"). Without further action by CDT or any other party, the Debtor's right to use cash collateral will be temporarily suspended pending final hearing in the event the Debtor uses any cash collateral for any Prohibited Uses. As adequate protection for the Debtor's use of the cash collateral, to secure the amount of any diminution in the value of the cash collateral as of the Petition Date, the Court approves of the Debtor's grant to CDT of a lien upon its postpetition rents and revenues from the operation of the Apartment Complex, which will be pari passu to CDT's pre-petition liens. As additional adequate protection for the Debtor's use of the cash collateral, to secure the amount of any diminution in the value of the cash collateral as of the Petition Date, the Court approves of the Debtor's grant to CDT of a security interest and liens, in and to all of its assets whether owned or existing as of the Petition Date or thereafter acquired or arising, and all proceeds, products, rents, revenues, or profits of such property, other than causes of action arising under 11 U.S.C. Section 542 et seq. As further adequate protection for CDT for the Debtor's use of the cash collateral, CDT will hold nunc pro tunc as of the Petition Date an administrative expense claim pursuant to Sections 507(a)(2) and 503(b) of the Bankruptcy Code in the amount of any diminution in value of the cash collateral as of the Petition Date. CDT Mortgage, LLC, obtained the current loan in the principal amount of $4,650,000 from MMA Mortgage Investment Corporation. CDT claims that the Debtor is indebted to CDT in the principal amount of $4,539,716, plus accrued interest in the amount of $538,848, plus default interest in the amount of $294,072.72, plus late fees in the amount of $29,508, plus attorneys' fees and costs, secured by a first-priority prepetition lien on the Apartment Complex and all prepetition rents and postpetition rents thereof. The Court will hold a final hearing on Nov. 16, 2011, at 1:30 p.m. to consider entry of a final order and authorization of the Debtor's use of cash collateral on a permanent basis. A copy of the interim agreed order is available for free at: http://bankrupt.com/misc/pelicanisles.dkt40.pdf Pelican Isles Limited Partnership, dba Pelican Isles Apartments and Pelican Isles owns and operates a 150-unit affordable rental community, built in 2005, which is located in Sebastian, Florida. The Apartment Complex provides tax-assisted low income housing to residents in the Sebastian, Florida area. The second real property owned by the Debtor is a parcel of undeveloped land, which is adjacent to the Apartment Complex. The Company filed for Chapter 11 protection (Bankr. S.D. Fla. Case No. 11-38544) on Oct. 14, 2011, estimating between $10 million and $50 million in assets and $1 million and $10 million in debts. Ronald G. Neiwirth, Esq., at Boyd & Jenerette, P.A, in Miami, Fla., serves as bankruptcy counsel. The petition was signed by John Corbett, President of The Partnership, Inc., the general partner of the Debtor. PENINSULA HOSPITAL: Has Until Nov. 30 to Access Cash Collateral --------------------------------------------------------------- The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York, in a fourth interim order, authorized Peninsula Hospital Center, et al., to use cash collateral of 1199 SEIU National Benefit Fund for Health and Human Services Employees, 1199SEIU Health Care Employees Pension Fund, League/1199SEIU Training and Upgrading Fund, 1199SEIU Employer Child Care Fund, and League/1199SEIU Health Care Industry Job Security Fund. Upon the agreement among the Debtors, the 1199 Funds, JPMorgan Chase Bank, N.A., and the Official Committee of Unsecured Creditors: 1. the Debtors will pay $242,808 to the 1199 Funds by Nov. 30; 2. the balance of the amounts owed to the 1199 Funds for the postpetition period due Oct. 31, will be treated as an allowed administrative expense claim of the 1199 Funds; 3. the Debtors will be authorized on consent to use the cash collateral of the 1199 Funds until Nov. 30; and 4. the Debtors will not use, control, or have any property interest in, any of these accounts or any funds therein: (i) the account referenced in that certain Assignment of Deposit Account between PHC and JPMorgan Chase Bank, N.A. dated Jan. 1, 2009; (ii) the trust funds and accounts established and created pursuant to that certain Indenture of Trust between New York City Industrial Development Agency and United States Trust Company of New York dated Dec. 1, 1998; and (iii) any other similar collateral accounts, trust funds or trust accounts established in connection with the Indenture or any related agreements, including without limitation the following JPM account numbers: 777-138387 and 777-138379. About Peninsula Hospital Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an involuntary Chapter 11 bankruptcy protection against Peninsula Hospital Center -- http://www.peninsulahospital.org/-- (Bankr. E.D.N.Y. 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. Peninsula Hospital Center and Peninsula General Nursing Home Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC, as financial advisors. Deborah J. Piazza, Esq., at Abrams, Fensterman, Fensterman, Eisman, Greenberg, Formato & Einiger, LLP, in New York, N.Y., represent the Debtors as counsel. Judge Stong appointed Daniel T. McMurray at Focus Management Group as patient care ombudsman. The Debtors have tapped Garden City Group, Inc. as claims and noticing agent. Tracy Hope Davis, the United States Trustee for Region 2, appointed five unsecured creditors to serve on the Official Committee of Unsecured Creditors of Peninsula Hospital Center. The Official Committee of Unsecured Creditors of Peninsula Hospital Center has tapped Arent Fox LLP as its attorneys. The Debtor listed $22,846,994 in assets, and $34,476,885 in liabilities. PENINSULA HOSPITAL: U.S. Trustee Objects Revival's $27MM Rescue --------------------------------------------------------------- Crain's New York Business reports the U.S. trustee representing the creditors of Peninsula Hospital objects to the terms of Revival Home Health Care's $27 million rescue package and alleges conflict-of-interest issues with Peninsula's choice of bankruptcy counsel, Abrams Fensterman, and financial consultant, Alvarez & Marsal. The report relates that the U.S. trustee argued that both firms have conflicts of interest that align their interests with Revival Home Health Care. According to the report, Alvarez & Marsal, which Peninsula proposes to pay $160,000 a month, was paid a retainer by Revival's financing arm even before Peninsula filed for bankruptcy, which the U.S. trustee called an example of "the extreme change of control measures that Revival has sought to impose upon the debtors in connection with the financing transactions." The report notes the U.S. trustee said the deal places Peninsula "under the control of Revival at both the board and executive levels." The report relates that A&M has not yet filed a response to the U.S. trustee's objection; nor has Abrams Fensterman. But in an interview last month, Deborah Piazza, Esq., Peninsula's bankruptcy attorney, said, "We have been very diligent about separating the debtor from Revival. I answer to the old board members. Eventually, Revival will be the investor, but not now, not during the bankruptcy." The report says Ms. Piazza added that once the bankruptcy plan is approved, Revival's investment "will give them control. That's part of the plan." A hearing was scheduled for Nov. 10. About Peninsula Hospital Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an involuntary Chapter 11 bankruptcy protection against Peninsula Hospital Center -- http://www.peninsulahospital.org/-- (Bankr. E.D.N.Y. 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. Peninsula Hospital Center and Peninsula General Nursing Home Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC, as financial advisors. Deborah J. Piazza, Esq., at Abrams, Fensterman, Fensterman, Eisman, Greenberg, Formato & Einiger, LLP, in New York, N.Y., represent the Debtors as counsel. Judge Stong appointed Daniel T. McMurray at Focus Management Group as patient care ombudsman. The Debtors have tapped Garden City Group, Inc. as claims and noticing agent. Tracy Hope Davis, the United States Trustee for Region 2, appointed five unsecured creditors to serve on the Official Committee of Unsecured Creditors of Peninsula Hospital Center. The Official Committee of Unsecured Creditors of Peninsula Hospital Center has tapped Arent Fox LLP as its attorneys. The Debtor listed $22,846,994 in assets, and $34,476,885 in liabilities. PERKINS & MARIE: Seeks to Hire Deloitte as Audit Services Provider ------------------------------------------------------------------ BankruptcyData.com reports that Perkins & Marie Callender's is seeking to employ Deloitte & Touche (Contact: Thomas Corona) as audit services provider at these hourly rates: partner, principal or director at $335, senior manager at $280, manager at $260, senior at $210 and staff at $140. About Perkins & Marie Callender's Based in Memphis, Tennessee, Perkins & Marie Callender's Inc., fka The Restaurant Company, is the owner or franchiser of nearly 600 family-dining restaurants, the Perkins Restaurants and Marie Callender's. Perkins & Marie and several affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-11795) on June 13, 2011. Perkins & Marie disclosed $290 million in assets and $441 million in debt as of the Chapter 11 filing. Judge Kevin Gross presides over the case. Robert S. Brady, Esq., and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt & Taylor, LLP; and Mitchel H. Perkiel, Esq., Hollace T. Cohen, Esq., and Brett D. Goodman, Esq., at Troutman Sanders, LLP, serve as bankruptcy counsel. The Debtors' financial advisors are Whitby, Santarlasci & Company. Their claims agent is Omni Management Group, LLC. Deloitte Tax LLP serves as tax services provider. DIP lender Wells Fargo is represented by lawyers at Paul, Hastings, Janofsky & Walker LLP. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors in the Debtors' cases. Ropes & Gray LLP represents the Committee. PETTERS COMPANY: SEC Charges Hedge Fund Managers With Aiding Fraud ------------------------------------------------------------------ Dow Jones' Daily Bankruptcy Court reports that regulators charged two more hedge fund managers with helping feed funds to a Minnesota Ponzi scheme that eventually defrauded victims of at least $3.65 billion. About Petters Group Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc., is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Fruth, Jamison & Elsass, PLLC, represents Douglas Kelley, the duly appointed Chapter 11 Trustee of Petters Company, Inc., et al. The trustee tapped aynes and Boone, LLP as special counsel, and Martin J. McKinley as his financial advisor. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed separate petitions for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. PETROLEUM & FRANCHISE: Court OKs Day Pitney Term Modification -------------------------------------------------------------- The Honorable Alan H. W. Shiff granted the motion of Petroleum & Franchise Capital, LLC and Petroleum & Franchise Funding, LLC to modify the scope and terms of retention of its special counsel, Day Pitney, LLP. The terms of the date of retention are modified. About Petroleum & Franchise Danbury, Connecticut-based Petroleum & Franchise Capital, LLC, filed for Chapter 11 bankruptcy protection on June 23, 2010 (Bankr. D. Conn. Case No. 10-51465). Craig I. Lifland, Esq., and James Berman, Esq., at Zeisler and Zeisler, assist the Company in its restructuring effort. BDO USA, LLP, serves as the Company's accountants. The Company estimated assets and debts at $50 million to $100 million. Petroleum & Franchise Funding, LLC, an affiliate of the Debtor, a filed separate Chapter 11 petition (Case No. 10-51467) on June 23, 2010, disclosing $66,132,915 in assets and $54,782,604 in liabilities as of the Chapter 11 filing. PHYSICAL PROPERTY: Incurs HK$110,000 3rd Quarter Net Loss --------------------------------------------------------- Physical Property Holdings Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss and total comprehensive loss of HK$110,000 on HK$203,000 of total operating revenue for the three months ended Sept. 30, 2011, compared with a net loss and total comprehensive loss of HK$118,000 on HK$202,000 of total operating revenue for the same period during the prior year. The Company reported a net loss and total comprehensive loss of HK$640,000 on HK$765,000 of rental income for the year ended Dec. 31, 2010, compared with a net loss and total comprehensive loss of HK$899,000 on HK$602,000 of rental income during the prior year. The Company also reported a net loss and total comprehensive loss of HK$381,000 on HK$604,000 of total operating revenue for the nine months ended Sept. 30, 2011, compared with a net loss and total comprehensive loss of HK$397,000 on HK$550,000 of total operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed HK$10.46 million in total assets, HK$11.33 million in total liabilities, all current, and a HK$874,000 total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Iwsfyd About Physical Property Physical Property Holdings Inc. (formerly known as Physical Spa & Fitness Inc.), through its wholly-owned subsidiary Good Partner Limited, owns five residential apartments located in Hong Kong. The Company was incorporated on Sept. 21, 1988, under the laws of the United States of America. As reported by the TCR on April 7, 2011, Mazars CPA Limited, in Hongkong, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2010 financial results. The independent auditors noted that the Company had a negative working capital as of Dec. 31, 2010 and incurred loss for the year then ended. PLACE HOTEL: Receiver Wants to Evict 71 Tenants ----------------------------------------------- CBC News reports that dozens of low-income tenants in two hotels in Vancouver's Downtown Eastside are facing an uncertain future, as their new homes might soon be sold out from under them, CBC News has learned. The owner of the Palace Hotel and Wonder Rooms has run into serious financial problems and his buildings are facing foreclosure, according to the report. CBC News relates that the hotels are owned by George Wolsey, who has battled with the city for years over building code violations. In September, CBC News recalls that Mr. Wolsey agreed to hand over operations of the hotels to the Community Builders Group, a local non-profit organization. But now the nonprofit group believes that the receiver handling the case wants to evict the tenants, the report notes. "The receiver is talking about selling the building empty and evicting all 71 tenants and having an empty building in two months. And that obviously causes a lot of anxiety for our tenants who have nowhere else to go," the report quoted Jerry Covington, a tenant at the hotel, as saying. PLAINS EXPLORATION: Moody's Says Asset Sale Is Positive Event ------------------------------------------------------------- Moody's Investor Services said Plains Exploration & Production's (PXP, Ba3 negative) announcement that it has agreed to sell certain non-core assets, with proceeds expected to fund debt reduction, as well as its previously announced plan for the financing of its deepwater Gulf of Mexico assets does not currently impact its ratings or negative outlook. However, these developments are a positive step in addressing PXP's debt leverage. The principal methodology used in rating Plains Exploration & Production was the Independent Exploration and Production (E&P) Industry Methodology published in December 2008. Plains Exploration & Production Company is headquartered in Houston, Texas. PLY GEM HOLDINGS: Incurs $458,000 Net Loss in Oct. 1 Quarter ------------------------------------------------------------ Ply Gem Holdings, Inc., reported a net loss of $458,000 on $297.88 million of net sales for the three months ended Oct. 1, 2011, compared with a net loss of $6.39 million on $269.54 million of net sales for the three months ended Oct. 2, 2010. The Company also reported a net loss of $69.28 million on $792.48 million of net sales for the nine months ended Oct. 1, 2011, compared with net income of $47.29 million on $775.41 million of net sales for the same period a year ago. The Company's selected balance sheet data at July 2, 2011, showed $24.07 million in cash and cash equivalents, $988.77 million in long-term debt and a $240.79 million stockholders' deficit. Gary E. Robinette, President and CEO, said "Market conditions for the U.S. home building and remodeling industry have remained challenging throughout 2011. As such, Ply Gem continues to focus on gaining profitable market share while maintaining tight control over operating expenses and maximizing cash flow. Despite single family housing starts being down 12.7% in the first nine months of 2011 as compared to the prior year, Ply Gem's sales increased 2.2%, reflecting new customer wins and further demonstrating our ability to gain profitable market share." A full-text copy of the press release is available for free at: http://is.gd/1dwmoj About Ply Gem Based in Cary, North Carolina, Ply Gem Holdings Inc. is a diversified manufacturer of residential and commercial building products, which are sold primarily in the United States and Canada, and include a wide variety of products for the residential and commercial construction, the do-it-yourself and the professional remodeling and renovation markets. In May 2010, Standard & Poor's Ratings Services raised its (unsolicited) corporate credit rating on Ply Gem to 'B-' from 'CCC+'. "The ratings upgrade reflects our expectation that the company's credit measures are likely to improve modestly over the next several quarters to levels that we would consider more in line with the 'B-' corporate credit rating," said Standard & Poor's credit analyst Tobias Crabtree. SGS International carries a 'B1' corporate family rating from Moody's Investors Service. POST STREET: Has Plan That Would Wipe Out Shareholders ------------------------------------------------------ On Oct. 28, 2011, Post Street, LLC, and 240 Partners, L.P., filed a First Amended Disclosure Statement describing the Debtors' First Amended Plan of Reorganization. The Plan is premised on an immediate infusion of cash, as new capital to the Debtors, provided by Stanley W. Gribble, which, together with the Debtors' Cash on hand, will be used by the Debtors, and will be in a sufficient amount, to fund the Brooks Brothers Work, establish a working capital reserve for the Debtors, and pay all Administrative Priority Claims and Priority Tax Claims. Completing the Brooks Brothers Work will satisfy key conditions precedent to the commencement of Brooks Brothers' obligation to open for business and pay rent under the Brooks Brothers Lease. The increased revenue and profitability from the Property, as stabilized by the implemented Brooks Brothers Lease, together with the Debtors' existing assets and the New Capital Contribution, will be sufficient to pay (1) all amounts due on the Effective Date, and (2) all amounts that will come due under the New Mortgage Note. Mr. Gribble is sufficiently confident in the Debtors' ability to pay these amounts that he is committing to contribute Cash to the Debtors to fund the New Capital Contribution as equity, which by definition will be junior to all present and future creditors, including the Mortgage Lender. The Mortgage Lender asserts a Secured Claim against the Debtors based on the Loan and underlying Mortgage Note. The Plan proposes to provide the Mortgage Lender with a new promissory note and deed of trust. The New Mortgage Note will be in a principal amount equal to the Mortgage Lender's Allowed Claim as of the Confirmation Date. The principal amount of the New Mortgage Note will be $59,532,449, or the amount determined by the Bankruptcy Court. The New Mortgage Note will be secured by the New Deed of Trust, which will grant the Mortgage Lender, among other things, a security interest in the Property, certain personal property used at the Property, rents, and the subordinate New Capital Contribution. Thus, the Mortgage Lender will retain a lien on the same collateral it has now, supplemented by the New Capital Contribution. The value of the Property will be increased through the Brooks Brothers Work and that portion of the New Capital Contribution that is allocated to working capital. The Mortgage Lender will receive current monthly interest payments at the rate that the Bankruptcy Court determines is a fair market rate of interest, which the Debtors believe to be 5% per annum. Interest on the New Mortgage Note will be payable monthly in arrears beginning the second month after the date that the Plan becomes effective. The entire balance of the New Mortgage Note will be all due and payable on the date that is five (5) years from the Effective Date. The Debtors can repay the entire New Mortgage Note at their option before the due date without penalty. Creditors holding general unsecured Claims will receive future cash distributions equal to 100% of their respective Allowed Class 4 Claims, which will be paid in four equal quarterly installments over the year after the Effective Date as set forth in the Plan. The holders of Post Street Interests and Post 240 Interests will receive no distribution on account of their existing interests in the Debtors under the Plan. New equity in the Reorganized Debtors will be issued to the holder of Post Street Interests and Festival Interests in exchange for the New Capital Contribution. The Debtors believe that through the Plan, the holders of Claims in impaired Classes will obtain a greater recovery than would be available if the Debtors' assets were liquidated on the Effective Date under chapter 7 of the Bankruptcy Code. The Secured Mortgage Lender Claim in Class 2, General Unsecured Claims in Class 4, Post Street Interests in Class 5, and Post 240 Interests in Class 6 are all impaired under the Plan. The holders of Allowed Claims in Classes 2 and 4 are entitled to vote to accept or reject the Plan. The holders of interests in Classes 5 and 6 will receive nothing under the Plan and are thus deemed to have rejected the Plan. Secured Tax Claims in Class 1 and Other Priority Claims in Class are not impaired under the Plan and the holders thereof are deemed to have accepted the Plan. A full-text copy of First Amended Disclosure Statement, dated Oct. 28, 2011, is available for free at: http://bankrupt.com/misc/poststreet.firstamendedDS.pdf About Post Street LLC Post Street LLC, based in San Francisco, California, filed for Chapter 11 bankruptcy (Bankr. Case No. 11-32255) on June 15, 2011. Judge Thomas E. Carlson presides over the case. Jeffrey C. Krause, Esq., Eric D. Goldberg, Esq., H. Alexander Fisch, Esq., and Michael S. Neumeister, Esq., at Stutman, Treister and Glatt, in Los Angeles, serves as the Debtor's bankruptcy counsel. Nossaman LLP serves as special litigation counsel. In its amended schedules, the Debtor disclosed assets of $280,815 plus unknown amount and liabilities of $56,092,852 as of the Chapter 11 filing. The petition was signed by Stanley W. Gribble, authorized agent. Affiliate Post 240 Partners, LP, aka Festival Retail Fund 1 228 Post Street, LP, filed for Chapter 11 bankruptcy (Bank. N.D. Calif. Case No. 11-33788) on Oct. 19, 2011. The Debtor estimated both assets and debts of $50 million to $100 million. Post Street, LLC, and Post 240 Partners, L.P., own 34.41% and 65.59% tenant in common interests, respectively, in a building located at 228-240 Post Street, Union Square, San Francisco. PREMIER TRAILER: Court Confirms Plan Wiping Out 2nd Lien Debt ------------------------------------------------------------- Bankruptcy Judge Brendan Linehan Shannon confirmed the prepackaged Joint Plan of Reorganization of PTL Holdings, LLC and Premier Trailer Leasing, Inc., in a Nov. 10, 2011 opinion available at http://is.gd/xnAWUcfrom Leagle.com. The primary issue in the case is the value of the Debtors' business. The Debtors and their first lien secured creditor contend that the business is worth less than the amount of the first lien debt. The second lien secured creditor, whose claims will be wiped out under the Plan, contends that it is in the money, and that because the Plan proposes to permit the first lien creditor to recover more than its allowed claims, the Plan cannot be confirmed. When they filed for bankruptcy, the Debtors had $110.5 million of secured debt outstanding. Of that, roughly $84 million is first lien debt held by Garrison Investment Group. The remaining $27 million is second lien debt held by Fifth Street Finance Corp. The amount and priority of those claims is undisputed. The Debtors also owe roughly $26 million to Stoughton, a trailer manufacturing company, for capital leases on a number of trailers. The Plan, which the Debtors filed along with their bankruptcy petitions, proposes to restructure and significantly deleverage the Debtors' capital structure. It would exchange Garrison's first lien debt for 100% of the equity in the reorganized business (subject to dilution from proposed equity and stock options to be provided to management). It further provides that the Debtors will have access to at least $20 million of new financing for working capital purposes. This financing is the crux of the Debtors' reorganization strategy, which is predicated on the high per-unit lease rates for new trailers that the Debtors will use the new money to purchase. The Plan also contemplates that the Debtors will assume the Stoughton Leases. The Plan does not, however, provide Fifth Street with a recovery. The Plan's treatment of Fifth Street's second lien debt is based on an estimate of the reorganized Debtors' total enterprise value prepared by Andrew Torgove, a managing director at Lazard Middle Market LLC. Mr. Torgove's first report, dated August 12, 2011, estimated a TEV range for the reorganized Debtors of between $74 million and $99 million, with a midpoint of $86.5 million. After errors were discovered in that report, Mr. Torgove issued a "Valuation Report Supplement," dated September 27, 2011, and increased the TEV range to $76 million to $102 million, with a midpoint value of $89 million. Fifth Street is entitled to a recovery only if the Court finds that the reorganized Debtors' TEV is greater than $110 million (the $26 million Stoughton Lease claim plus the $84 million Garrison first lien claim). If the Debtors' TEV surpasses that hurdle, then Fifth Street is in the money and the Plan is unconfirmable because it violates 11 U.S.C. Sec. 1129. The Court conducted a three-day confirmation hearing on the Plan on October 3-5, 2011. According to Judge Shannon, the Debtors have carried their burden to demonstrate that the TEV of the Debtors' business is insufficient to provide for a recovery to the second lien secured creditor. About Premier Trailer Leasing Founded in 2005, PTL Holdings LLC and Premier Trailer Leasing, Inc., provide semi-trailer rentals, specializing in road-ready semi-vans and flatbeds for the mid-market segment of the transportation industry. Headquartered in Grapevine, Texas, they operate their business out of 19 branches in 15 different states in the United States. PTL Holdings and Premier sought bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12676) on Aug. 23, 2011. Brendan Linehan Shannon presides over the case. Pachulski Stang Ziehl & Jones LLP serves as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants, LLC, serves as claims and noticing agent. PTL Holdings estimated $100 million to $500 million in assets and debts. The petitions were signed by Scott J. Nelson, chief executive officer. Garrison Loan Agency Services LLC, the administrative agent under the First Lien Credit Agreement, is represented by Proskauer Rose LLP. Second lien lender Fifth Street Mezzanine Partners III, L.P., is represented by Young Conaway Stargatt & Taylor LLP and Kramer Levin Naftalis & Frankel LLP. On the Petition Date, the Debtors filed a Prepackaged Plan. The primary purpose of the Plan is to effectuate the restructuring and substantial de-leveraging of the Debtors' capital structure in order to bring it into alignment with the Debtors' present and future operating prospects and to provide the Debtors with greater liquidity. The Plan gives the First Lien Lenders, owed $84 million, 100% of the equity of reorganized Premier in exchange for the discharge of obligations owed under the First Lien Credit Agreement. Holders of Second Lien Credit Agreement Claims, worth $27,100,000, and holders of general unsecured claims, worth $550,000, will get nothing. A statutory committee of unsecured creditors has not been appointed in the Debtors' cases. Counsel for second lien lender, Fifth Street Finance Corp. are: M. Blake Cleary, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP The Brandywine Building 1000 West Street, 17th Floor P.O. Box 391 Wilmington, DE 19801 Tel: 302-571-6714 Fax: 302-576-3287 E-mail: mbcleary@ycst.com - and - Robert Schmidt, Esq. Gregory Horwitz, Esq. KRAMER LEVIN NAFTALIS & FRANKEL, LLP Tel: 212-715-9527 Fax: 212-715-8000 E-mail: rschmidt@kramerlevin.com ghorowitz@kramerlevin.com PREMIER TRAILER: Commitment Termination Date Loan ------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved a stipulation extending until -- the commitment termination date of the loan obtained by PTL Holdings LLC, et al., and Garrison Loan Agency Services LLC, as administrative agent entered into a stipulation extending commitment termination date from Oct. 24, 2011, to Nov. 7, 2011, in final order authorizing: On Oct. 5, 2011, the Court entered a final order authorizing (i) incurrence by the Debtors of postpetition secured indebtedness with priority over all secured indebtedness and with administrative superpriority; (ii) use of cash collateral About Premier Trailer Leasing Founded in 2005, PTL Holdings LLC and Premier Trailer Leasing, Inc., provide semi-trailer rentals, specializing in road-ready semi-vans and flatbeds for the mid-market segment of the transportation industry. Headquartered in Grapevine, Texas, they operate their business out of 19 branches in 15 different states in the United States. PTL Holdings and Premier sought bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12676) on Aug. 23, 2011. Brendan Linehan Shannon presides over the case. Pachulski Stang Ziehl & Jones LLP serves as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants, LLC, serves as claims and noticing agent. PTL Holdings estimated $100 million to $500 million in assets and debts. The petitions were signed by Scott J. Nelson, chief executive officer. Garrison Loan Agency Services LLC, the administrative agent under the First Lien Credit Agreement, is represented by Proskauer Rose LLP. Second lien lender Fifth Street Mezzanine Partners III, L.P., is represented by Young Conaway Stargatt & Taylor LLP and Kramer Levin Naftalis & Frankel LLP. On the Petition Date, the Debtors filed a Prepackaged Plan. The primary purpose of the Plan is to effectuate the restructuring and substantial de-leveraging of the Debtors' capital structure in order to bring it into alignment with the Debtors' present and future operating prospects and to provide the Debtors with greater liquidity. The Plan gives the First Lien Lenders, owed $84 million, 100% of the equity of reorganized Premier in exchange for the discharge of obligations owed under the First Lien Credit Agreement. Holders of Second Lien Credit Agreement Claims, worth $27,100,000, and holders of general unsecured claims, worth $550,000, will get nothing. A statutory committee of unsecured creditors has not been appointed in the Debtors' cases. PRESIDENTIAL REALTY: Signs Strategic Transactions with Signature ---------------------------------------------------------------- Presidential Realty Corporation and PDL Partnership entered into a series of strategic transactions with certain investors and Signature Community Investment Group LLC. The Transactions include, among other matters: -- The termination of the Company's plan of liquidation adopted by the stockholders on Jan. 20, 2011; -- The acquisition by BBJ Family Irrevocable Trust of 177,013 shares of Class A common stock, par value $.10 per share, of the Company, representing 40% of the outstanding Class A Common Stock, from PDL Partnership at a purchase price of $1.00 per share, on the terms and subject to the conditions set forth in the Class A Stock Purchase Agreement; -- The acquisition by each of Richard Zorn and Gordon DiPaolo of 125,000 newly issued shares of Class B common stock, par value $.10 per share, of the Company from the Company at a purchase price of $1.00 per share, on the terms and subject to the conditions set forth in the Class B Stock Purchase Agreement; -- Amendments to the provisions relating to payments upon termination of employment for Steven Baruch, Jeffrey F. Joseph and Thomas Viertel; -- Amendment to the employment agreement of Elizabeth Delgado to terminate her employment pursuant to the agreement; -- The resignation of Steven Baruch, Thomas Viertel and Mortimer M. Caplin as directors of the Company; -- The appointment of Nickolas W. Jekogian, III, Alexander Ludwig and Jeffrey Rogers as directors of the Company; -- Effective as of immediately following the filing of the Company's Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2011, the resignations of the officers of the Company and the appointment of Messrs. Jekogian and Ludwig as the sole officers of the Company; -- The declaration of a special dividend of $0.35 per share of Class A and Class B Common Stock; -- The entry by the Company into a property management agreement and an asset management agreement with Signature; -- The entry by the Company into executive employment agreements with Nickolas W. Jekogian, III and Alexander Ludwig; -- The grant of non-qualified stock options to acquire 370,000 shares of Class B Common Stock at a price of $1.25 per share to each of Messrs. Jekogian and Ludwig pursuant to stock option agreements; and -- The entry into a Put Agreement between Nickolas W. Jekogian, III and each Class B Purchaser with respect to the Class B Shares acquired by each Class B Purchaser. A full-text copy of the Form 8-K is available for free at: http://is.gd/77XQXs About Presidential Realty Headquartered in White Plains, New York, Presidential Realty Corporation, a real estate investment trust, is engaged principally in the ownership of income-producing real estate and in the holding of notes and mortgages secured by real estate or interests in real estate. On Jan. 20, 2011, Presidential stockholders approved a plan of liquidation, which provides for the sale of all of the Company's assets over time and the distribution of the net proceeds of sale to the stockholders after satisfaction of the Company's liabilities. The Company's consolidated statement of net assets as of June 30, 2011, showed $8.1 million in total assets, $3.7 million in total liabilities, and net assets of $4.4 million. PURE BEAUTY: Files Schedules and Statements of Financial Affairs ---------------------------------------------------------------- Chapter11Cases.com reports that Pure Beauty Salons & Boutiques, Inc., and its affiliated company, BeautyFirst Franchise Corp., filed their schedules of assets and liabilities and statements of financial affairs last week. The companies filed for chapter 11 protection in Delaware on Oct. 4, 2011. The companies operate a chain of hair care and beauty supply stores under the trade names Trade Secret, Beauty Express, BeautyFirst, PureBeauty, and Winston's Barber Shop. Pure Beauty Salons & Boutiques, Inc., operates and/or owns 436 stores (as of the Petition Date) and BeautyFirst Franchise Corp. has agreements with 13 franchisees that operate 22 BeautyFirst and 7 Trade Secret Stores (also as of the Petition Date). Highlights of the schedules of assets and liabilities and statements of financial affairs: * Assets -- Pure Beauty Salons: $36.4 million -- BeautyFirst Franchise: $1.7 million * Secured Liabilities: -- Pure Beauty Salons: $36.4 million (owed to Regis Corporation of Minneapolis, MN - secured by a security interest in substantially all of the companies' assets) -- BeautyFirst Franchise: $36.4 million * Priority Unsecured Liabilities: -- Pure Beauty Salons: $47,774 -- BeautyFirst Franchise: $0.00 * General Unsecured Liabilities: -- Pure Beauty Salons: $18.7 million -- BeautyFirst Franchise: $317,000 * 2011 Pre-Bankruptcy Gross Income -- Pure Beauty Salons: $88.2 million -- BeautyFirst Franchise: $1.07 million * 2010 Gross Income (10/12/2010 - 12/31/2010) -- Pure Beauty Salons: $36.9 million -- BeautyFirst Franchise: $538,000 * Potentially Preferential Payments (Transfers to Creditors Within the 90 Days Prior to the Bankruptcy Filing) -- Pure Beauty Salons: 246 transfers totaling $16.4 million listed -- BeautyFirst Franchise: None listed * Potentially Fraudulent Transfers (Transfers to Insiders Within the Year Prior to the Bankruptcy Filing) -- Pure Beauty Salons: Approximately 50 transfers to seven parties totaling $7 million listed -- BeautyFirst Franchise: Four transfers totaling $460,000 listed A copy of Pure Beauty Salons & Boutiques, Inc.'s Schedules of Assets and Liabilities is available for free at: http://bankrupt.com/misc/purebeauty.dkt167.pdf A copy of Pure Beauty Salons & Boutiques, Inc.'s Statement of Financial Affairs is available for free at: http://bankrupt.com/misc/purebeauty.dkt168.pdf A copy of BeautyFirst Franchise Corp.'s Schedules of Assets and Liabilities is available for free at: http://bankrupt.com/misc/beautyfirst.dkt169.pdf A copy of BeautyFirst Franchise Corp.'s Statement of Financial Affairs is available for free at: http://bankrupt.com/misc/beautyfirst.dkt170.pdf About Pure Beauty Pure Beauty Salons & Boutiques, Inc., has 436 mall-based locations operating beauty salons and retailing hair-care products. Franchisees are operating additional 22 BeautyFirst and 7 Trade Secret stores. Trade names include Trade Secret, Beauty Express, BeautyFirst, PureBeauty, and Winston's Barber Shop. About 2,330 people are employed. Pure Beauty Salons was formed in 2010 by the Luborsky Family Trust II 2009 for the purpose of acquiring roughly 465 retail stores from Trade Secret Inc., and its affiliated Chapter 11 debtors (Bankr. D. Del. Case No. 10-12153) through a sale pursuant to Section 363 of the Bankruptcy Code. The consideration for the purchased stores was a credit bid by Regis Corp. of $32.5 million and the assumption by Pure Beauty Salons of $13 million in TSI's liabilities. Pure Beauty Salons filed for bankruptcy (Bankr. D. Del. Case No. 11-13159) on Oct. 4, 2011. Affiliate BeautyFirst Franchise Corp. filed a separate petition (Bankr. D. Del. Case No. 11-13160). Judge Mary F. Walrath was initially assigned to the case. Judge Peter J. Walsh took over. Andrew L. Magaziner, Esq., and Joseph M. Barry, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' counsel. The Debtors' investment banker is SSG Capital Advisors' J. Scott Victor -- jsvictor@ssgca.com The Debtors' notice, claims solicitation, and balloting agent is Epiq Bankruptcy Solutions. The Debtor estimated assets and debts both at $10 million to $50 million. The Debtors owe $15 million to vendors and landlords. The petition was signed by Brian Luborsky, chief executive officer. Secured lender Regis Corp. is represented in the case by Michael L. Meyer, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey P.A., and Kathleen M. Miller, Esq., at Smith Katzenstein & Furlow LLP. QUANTUM CORP: Reports $3.5 Million Net Income in Sept. 30 Quarter ----------------------------------------------------------------- Quantum Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $3.56 million on $165.04 million of total revenue for the three months ended Sept. 30, 2011, compared with net income of $3.02 million on $167.72 million of total revenue for the same period a year ago. The Company also reported a net loss of $1.66 million on $318.57 million of total revenue for the six months ended Sept. 30, 2011, compared with net income of $329,000 on $330.94 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $394.19 million in total assets, $443.32 million in total liabilities and a $49.13 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/LzapUJ About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. * * * In January 2011, Moody's Investors Service upgraded Quantum Corporation's Corporate Family and Probability of Default ratings to B2 from B3 and revised the ratings on the senior secured debt obligations to Ba3 from B1. The rating outlook is positive. The upgrade of the CFR to B2 reflects Quantum's improved operating performance, which stems from strong customer adoption and growth of its higher margin branded disk-based systems and software products, which Moody's expects to continue in FY12. In March 2011, Standard & Poor's Ratings Services raised its corporate credit rating on storage manufacturer Quantum Corp. to 'B' from 'B-'. The outlook is stable. "The upgrade reflects that the company has posted four sequential quarters of sustained EBITDA generation, despite ongoing declines in its core tape business and the absence of an EMC licensing arrangement," said Standard & Poor's credit analyst Lucy Patricola. In addition, debt/EBITDA has been stable for the last four quarters at about 4x and reduced from 2009 levels, primarily reflecting application of free cash flow to debt reduction. QWEST COMMUNICATIONS: Reports $34MM Net Income in 3rd Quarter ------------------------------------------------------------- Qwest Communications International Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $32 million on $2.76 billion of total operating revenues for the three months ended Sept. 30, 2011(successor entity), compared with a net loss of $90 million on $2.93 billion of total operating revenues for the three months ended Sept. 30, 2010 (predecessor entity). The successor entity also reported net income of $19 million on $5.53 billion of total operating revenue for the six months ended Sept. 30, 2011, while the predecessor entity reported net income of $106 million on $8.83 billion of total operating revenues for the nine months ended Sept. 30, 2010. The successor entity's balance sheet at Sept. 30, 2011, showed $31.60 billion in total assets, $19.90 billion in total liabilities and $11.69 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/SaoKU1 About Qwest Communications Based in Denver, Colorado, Qwest Communications (NYSE: Q) -- http://www.qwest.com/-- offers residential customers a new generation of fiber-optic Internet service, high-speed Internet solutions, as well as digital home phone, wireless service available through Verizon Wireless and DIRECTV services. Qwest is also the choice of 95% of Fortune 500 companies, offering a full suite of network, data and voice services for small businesses, large businesses, government agencies and wholesale customers. Additionally, Qwest participates in Networx, the largest communications services contract in the world, and is recognized as a leader in the network services market by leading technology industry analyst firms. * * * Qwest carries a 'Ba1' corporate family and probability of default ratings from Moody's and has 'BB' issuer credit ratings from Standard & Poor's. "Our high debt levels pose risks to our viability and may make us more vulnerable to adverse economic and competitive conditions, as well as other adverse developments," the Company said in its Form 10-K for the year ended Dec. 31, 2009. At Dec. 31, the Company's consolidated debt was approximately $14.2 billion. Approximately $5.8 billion of its debt obligations come due over the next three years. This amount includes $1.265 billion of our 3.50% Convertible Senior Notes due 2025, which it may elect to redeem at any time on or after Nov. 20, 2010 and holders may require the Company to repurchase for cash on Nov. 15, 2010. Fitch Ratings is maintaining the Rating Watch Positive on the 'BB' Issuer Default Rating assigned to Qwest Communications International, Inc. and its subsidiaries. Concurrently, Fitch has affirmed the 'BBB-' issue rating assigned to Qwest's $1.035 billion senior secured credit facility and the senior unsecured debt issued by Qwest Corporation. Approximately $13.1 billion of debt outstanding as of June 30, 2010, including $7.9 billion of debt outstanding at QC, is affected by Fitch's action. R & J MOTORS: 341(a) Meeting Scheduled Continued After Nov. 27 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico granted R & J Motors, Corp.'s request for the continuance of the 314 Meeting of Creditors scheduled for Nov. 21, 2011. The U.S. Trustee for Region 21 will continue a meeting of creditors after Nov. 27, 2011. 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. About R & J Motors, Corp. San Juan, Puerto Rico-based R & J Motors, Corp.'s main business is a car dealership with several locations across the island. The Company operates the dealerships under the business name of Autos del Caribe. The Company has dealerships in Rio Piedras, Ave., Kennedy, Canovanas and Fajardo. Angel R. Marzan Santiago, Impact Extermination, Inc., and Walter Martinez filed an involuntary Chapter 11 protection for R & J Motors, Corp. (Bankr. D. P.R. Case No. Case Number 11-07952) on Sept. 18, 2011. The petitioners are represented by Alexis Fuentes Hernandez, Esq., at Fuentes Law Offices (E-mail: alex@fuentes- law.com). RADIENT PHARMACEUTICALS: Proxy Resolutions Approved at Meeting -------------------------------------------------------------- Radient Pharmaceuticals Corporation announced that all six proxy resolutions passed at a special meeting of shareholders on Nov. 4, 2011. The Company's proxy statement was filed with the Securities and Exchange Commission on Oct. 14, 2011, is available at www.sec.gov and on the Company's web site: www.radient-pharma.com Radient Pharmaceuticals also announced that it has retained E & E Communications, Laguna Hills, California, and its principal, Paul Knopick, to assist with its public and investor relations program. About Radient Pharmaceuticals Headquartered in Tustin, Calif., Radient Pharmaceuticals Corporation -- http://www.Radient-Pharma.com/-- is engaged in the research, development, manufacturing, sale and marketing of its ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States, Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and other markets throughout the world. Radient said in October 2010 it incurred a trigger event on the 12% Convertible Notes issued in first and second quarter of 2010 due to its failure to have the related registration statement declared effective by June 1, 2010. The Company filed on Sept. 7, 2010, an Event of Default under those same notes occurred since it did not hold the related shareholder meeting by Aug. 31, 2010. The Company reported a net loss of $85.71 million on $231,662 of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $16.62 million on $8.62 million of net revenues during the prior year. The Company's balance sheet at March 31, 2011, showed $5.56 million in total assets, $19.04 million in total liabilities, all current, and a $13.48 million total stockholders' deficit. RPC's Form 10-K for the fiscal year ended Dec. 31, 2010, included an audit opinion with a "going concern" explanatory paragraph. As reported by the TCR on May 31, 2011, KMJ Corbin & Company LLP, in Costa Mesa, California, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses, had negative cash flows from operations in 2010 and 2009, and has a working capital deficit of approximately $53 million at Dec. 31, 2010. RADIO ONE: Incurs $9.8 Million Net Loss in Third Quarter -------------------------------------------------------- Radio One, Inc., reported a consolidated net loss attributable to common stockholders of $9.87 million on $104.44 million of net revenue for the three months ended Sept. 30, 2011, compared with consolidated net income attributable to common stockholders of $1.03 million on $74.43 million of net revenue for the same period during the prior year. The Company also reported consolidated net income attributable to common stockholders of $24.42 million on $266.51 million of net revenue for the nine months ended Sept. 30, 2011, compared with a consolidated net loss attributable to common stockholders of $1.48 million on $208.55 million of net revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.52 billion in total assets, $1.06 billion in total liabilities, $29.71 million in redeemable noncontrolling interest, and $215.92 million in total stockholders' equity. Alfred C. Liggins, III, Radio One's CEO and President stated, "The third quarter again highlights the importance of consolidating TV One into our results: radio was relatively flat, however, our TV and Internet divisions both showed good revenue progression from prior year, and provide a sound diversification strategy. We have made some changes in certain radio markets designed to improve long term performance: in Houston we are launching News 92 FM; in Columbus, we switched from gospel to the Jack format; in Detroit we signed a local marketing agreement for 107.5 WGPR; and, in Philadelphia, we moved our adult urban format to our hip-hop signal, and vice versa. I am confident that these strategic changes will reap rewards in the long-term." A full-text copy of the press release is available for free at: http://is.gd/9uX9yJ About Radio One Based in Washington, Radio One, Inc. (Nasdaq: ROIAK and ROIA) -- http://www.radio-one.com/-- is a diversified media company that primarily targets African-American and urban consumers. The Company is one of the nation's largest radio broadcasting companies, currently owning 53 broadcast stations located in 16 urban markets in the United States. Radio One operates syndicated programming including the Russ Parr Morning Show, the Yolanda Adams Morning Show, the Rickey Smiley Morning Show, CoCo Brother Live, CoCo Brother's "Spirit" program, Bishop T.D. Jakes' "Empowering Moments", the Reverend Al Sharpton Show, and the Warren Ballentine Show. The Company also owns a controlling interest in Reach Media, Inc. -- http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning Show and other businesses associated with Tom Joyner. Radio One owns Interactive One -- http://www.interactiveone.com/ -- an online platform serving the African-American community through social content, news, information, and entertainment, which operates a number of branded sites, including News One, UrbanDaily, HelloBeautiful, Community Connect Inc. -- http://www.communityconnect.com/-- an online social networking company, which operates a number of branded Web sites, including BlackPlanet, MiGente, and Asian Avenue and an interest in TV One, LLC -- http://www.tvoneonline.com/-- a cable/satellite network programming primarily to African-Americans. The Company reported a net loss of $26.62 million on $279.90 million of net revenue for the year ended Dec. 31, 2010, compared with a net loss of $48.55 million on $272.09 million of net revenue during the prior year. In its report dated Aug. 23, 2010, for the Company's fiscal 2009 financial statements, Ernst & Young LLP expressed substantial doubt as to the Company's ability to continue as a going concern, given certain covenant violations under the Company's loan agreements which could have resulted in significant portions of the Company's outstanding debt becoming callable by the Company's lenders. The Company noted that these violations were cured as a part of certain refinancing transactions more fully described in our Current Report on Form 8-K filed, Dec. 1, 2010. Having cured these violations, the Company's audited financial statements for 2010 have been prepared assuming that it will continue as a going concern. * * * In the Dec. 10, 2010 edition of the TCR, Moody's confirmed the Caa1 rating for Radio One, Inc.'s Corporate Family Rating and confirmed its Caa2/LD Probability of Default Rating. According to Moody's, the Caa1 corporate family rating will reflect Radio One's high pro forma debt-to-EBITDA leverage of approximately 8.0x (incorporating Moody's standard adjustments) mitigated by improved operating performance due to expected political advertising gains in 4Q10 followed by double digit EBITDA gains in 1Q11 compared to a weak 1Q10. Despite expected growth in EBITDA and improving debt-to-EBITDA leverage ratios, reported debt balances will remain flat at approximately $655 million for the next 12 months due to the anticipated funding of the TV One capital call as well as the potential accretion of the PIK portion of the new 12.5%/15% subordinated notes due 2016. As reported by the Troubled Company Reporter on March 11, 2011, Standard & Poor's Ratings Services said it raised its long-term corporate credit rating on U.S. radio broadcaster Radio One Inc. to 'B-' from 'CCC+'. The rating outlook is stable. "The 'B-' rating and stable outlook reflect S&P's view that the proposed transaction will improve Radio One's financial flexibility by eliminating near-term refinancing risk and increasing headroom under financial covenants," said Standard & Poor's credit analyst Michael Altberg. "Going forward, S&P believes the company's increased ownership in TV One LLC, a growing African American-targeted cable TV network, provides additional diversity to Radio One's business profile and access to a more stable revenue stream." RASER TECHNOLOGIES: Sues Pratt & Whitney to Avoid $4.3MM Claim -------------------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that reorganized debtor Raser Technologies Inc. sued Pratt & Whitney Power Systems Inc. on Wednesday in Delaware bankruptcy court to avoid a $4.3 million claim based on a lien against intellectual property that the geothermal power company sold before filing for Chapter 11. The dispute stems from a 2008 reimbursement agreement under which Pratt & Whitney asserted it was owed $4.3 million in connection with generators it sold to Raser, according to Law360. About Raser Technologies Raser Technologies Inc. (NYSE: RZ) is a renewable energy company focusing on geothermal power development. The Company has one operating plant in Utah and another eight early and development stage projects in Utah, New Mexico, Nevada and Oregon. The Company invested $120 million in Thermo No. 1, its sole operating plant, which is near Beaver, Utah, and has a power generation capacity of 10 megawatts. The City of Anaheim, California, agreed in 2008 to buy the generated electricity for 20 years. Provo, Utah-based Raser Technologies, also known as Wasatch Web Advisors, Inc., filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-11315) on April 29, 2011. Other affiliates filed for separate Chapter 11 protection on April 29, 2011, (Bankr. D. Del. Case Nos. 11-11319 to 11-11350). Peter S. Partee, Sr., Esq., and Richard P. Norton, Esq., at Hunton & Williams LLP, represent the Debtors in their restructuring efforts. The Debtors' local counsel is Bayard, P.A. Sichenzia Ross Friedman Ference LLP serves as the Debtors' corporate counsel. The Debtors' financial advisor is Canaccord Genuity. A three-member official committee of unsecured creditors was formed in the Chapter 11 case. Foley & Lardner LLP represents the Committee. The Committee also tapped Womble Carlyle Sandridge & Rice, PLLC, as co-counsel, BDO Consulting, a division of BDO USA, LLP, as its financial advisor and accountant; and BDO Capital Advisors, LLC its investment banker. The Company reported a net loss of $101.80 million on $4.25 million of revenue for the fiscal year ended Dec. 31, 2010, compared with a net loss of $20.90 million on $2.19 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $41.84 million in total assets and $107.78 million in total liabilities. Raser Technologies and its debtor affiliates emerged from bankruptcy protection when their Third Amended Plan of Reorganization became effective Sept. 9, 2011. RCR PLUMBING: Wants Access to PNC Cash Collateral Until Nov. 22 --------------------------------------------------------------- RCR Plumbing and Mechanical Inc., asks the U.S. Bankruptcy Court for the Central District of California to approve a stipulation further extending its interim use of the cash collateral. The Debtor and lender PNC Bank, National Association entered into a stipulation which provides that: -- the Debtor is authorized to use the cash collateral until Nov. 22, 2011, solely to pay the expenses for the period of Nov. 1, through the expiration date, to the extent actually incurred by the Debtor for its business operations during the case, and not to exceed the amounts set forth in the budget by more than 10% in the aggregate; -- all cash collateral will be deposited by the Debtor into the Debtor's bank accounts established at Wells Fargo Bank and will be subject yo secured creditors liens (to the same extent, validity, and priority as existed as of the Petition Date); and the postpetition lien; -- the lender agreed to immediately remit to the Debtor any payments it received from the Debtor's customers or vendors on or after the Petition Date. -- as adequate protection from the diminution of the value of the lender's collateral, the lender is granted a replacement lien in all prepetition and postpetition assets; the Debtor will timely pay all non-default fees and charges related to any letter of credit issued by the lender in the approximate amount of $49,000 per quarter as the amounts become due and payable; -- pending a final or further interim hearing on the use of cash collateral, the Debtor is authorized to use funds aggregating approximately $613,000 contained in debtor-in- possession bank accounts at PNC; -- the Debtor will maintain at all times casualty and loss insurance coverage of the collateral in compliance with the U.S. Trustee Guidelines. As reported in the Troubled Company Reporter on Nov. 1, 2011, PNC Bank asserts a contingent first priority interest in the Debtor's cash based on a $6.5 million undrawn revolving line of credit. The Richey Family Trust is a family trust of the Debtor's president and CEO, Robert C. Richey. The trust asserts an interest in the Debtor's cash for advances made to the Debtor for operations pursuant to a $1.255 million subordinated note. A full-text copy of the stipulation is available for free at http://bankrupt.com/misc/RCRPLUMBING_cashcoll_stipulation.pdf About RCR Plumbing Founded in 1977, Riverside, California-based RCR Plumbing and Mechanical Inc. is one of the largest plumbing subcontractors in the West Coast. In 1999, RCR Plumbing was acquired by American Plumbing and Mechanical Inc. On Oct. 13, 2003, AMPAM and its affiliated entities, including RCR Plumbing, filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Lead Case No. 03-55789) in San Antonio. Pursuant to a plan of reorganization, RCR Plumbing received a discharge of any liability arising from contracts completed prior to Aug. 2, 2004, the date the plan was confirmed. The plan disaggregated RCR Plumbing from AMPAM. RCR Plumbing filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-41853) on Oct. 12, 2011. RCR Plumbing blamed a weak construction market and increased insurance costs. Judge Wayne E. Johnson oversees the case. Evan D. Smiley, Esq., and Kyra E. Andrassy, Esq. -- esmiley@wgllp.com and kandrassy@wgllp.com -- at Weiland, Golden, Smiley et al., serve as the Debtor's counsel. Kurtzman Carson Consultants LLC serves as noticing agent. In its petition, RCR Plumbing estimated $10 million to $50 million in assets and debts. The petition was signed by Robert C. Richey, president/CEO. RCR PLUMBING: Proposes Insurance Premium Financing Agreement ------------------------------------------------------------ RCR Plumbing and Mechanical, Inc., asks the U.S. Bankruptcy Court for the Central District of California for authorization to enter into an insurance premium financing agreement with Premium Finance Corporation, and to pay down payment due Nov. 1, 2011. The Debtor's insurance policies expired on Nov. 1. As a plumbing and HVAC subscontractor, the Debtor cannot operate its business without the proper insurance coverage. The Debtor has been quoted an annual premium of $1,183,071 for new coverage. Unfortunately, the Debtor does not have sufficient cash on hand to pay the annual premium in lump sum. The terms of the financing agreement includes: Total premium: $1,183,071 Cash Down Payment: $323,500 Unpaid Premium Balance: $859,571 Finance Charge $14,715 Total of Payments: $874,286 Annual Percentage Rate: 4.09% Payment Term: 9 months Monthly Payment: $97,142 The Debtor's obligations under the financing agreement will be secured by unearned premiums. The Debtor relates that the interests of secured creditors PNC Bank and the Richey Family Trust are over-secured and adequately protected. The Debtor notes that its indebtedness to PNC Bank and Richey, as an individual and as trustee of the Robert C. Richey Family Truste dated Jan. 20, 1997 are secured by substantially all of the Debtor's assets. About RCR Plumbing Founded in 1977, Riverside, California-based RCR Plumbing and Mechanical Inc. is one of the largest plumbing subcontractors in the West Coast. In 1999, RCR Plumbing was acquired by American Plumbing and Mechanical Inc. On Oct. 13, 2003, AMPAM and its affiliated entities, including RCR Plumbing, filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Lead Case No. 03-55789) in San Antonio. Pursuant to a plan of reorganization, RCR Plumbing received a discharge of any liability arising from contracts completed prior to Aug. 2, 2004, the date the plan was confirmed. The plan disaggregated RCR Plumbing from AMPAM. RCR Plumbing filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-41853) on Oct. 12, 2011. RCR Plumbing blamed a weak construction market and increased insurance costs. Judge Wayne E. Johnson oversees the case. Evan D. Smiley, Esq., and Kyra E. Andrassy, Esq. -- esmiley@wgllp.com and kandrassy@wgllp.com -- at Weiland, Golden, Smiley et al., serve as the Debtor's counsel. Kurtzman Carson Consultants LLC serves as noticing agent. In its petition, RCR Plumbing estimated $10 million to $50 million in assets and debts. The petition was signed by Robert C. Richey, president/CEO. R.E. LOANS: Has Interim Access to Wells $2.9-MM DIP Financing ------------------------------------------------------------- Judge Barbara J. Houser of the U.S. Bankruptcy Court for the Northern District of Texas has authorized, on a third interim basis, R.E. Loans, LLC, Capital Salvage, and R.E. Future, LLC, to obtain postpetition loans from Wells Fargo Capital Finance, LLC, of up to $2.9 million on an interim basis. The final hearing on the DIP Financing motion is set on Nov. 17, 2011, at 1:15 p.m. The Debtors will use the loan proceeds to fund their working capital needs and for other general corporate purposes in accordance with a prepared budget. The Debtors are seeking to obtain postpetition financing of up to $21.5 million from the Lender on a final basis. Wells Fargo is also the Debtors' pre-bankruptcy secured lender. The Debtors are liable to the Lender for all pre-bankruptcy obligations and indebtedness for approximately $68 million as of Sept. 13, 2011. As reported by the Troubled Company Reporter on Sept. 21, 2011, the Debtors proposed to grant the DIP Lender, subject to a carve- out and subject to permitted senior liens, (a) priority in payment over all administrative expenses, (b) perfected first-priority security interests in all unencumbered property of the Debtors, if any, and (c) priming, perfected security interests, senior to all liens and security interests of, among others, (i) Wells Fargo under its prepetition credit facility provided to R.E. Loans and B-4 Partners, LLC, pursuant to a Loan and Security Agreement, dated as of July 17, 2007, as amended, and (ii) the noteholders who received notes issued by R.E. Loans and secured by R.E. Loans' notes receivable in exchange for their membership interests in R.E. Loans, which liens are junior in priority to the first- priority liens on all or substantially all of the Debtors' assets securing the repayment of Wells Fargo's prepetition debt. The DIP loan matures six months after the Petition Date, but may be shortened on certain terms. The DIP loan carries regular interest rate payable at 3-month LIBOR plus 14% and default interest of 3-month LIBOR plus 18%. The Debtors are required to pay a $250,000 Commitment Fee for first six months; $5,000 per month administrative fee and certain expense reimbursements. The Commitment Fee increases for each month that the initial six-month term of the loan may be extended based on a formula. 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. The Debtors tapped Hines Smith Carder as their litigation and outside general counsel. R.E. Loans disclosed $713,622,015 in assets and $886,002,786 in liabilities as of the Chapter 11 filing. William T. Neary, the U.S. Trustee for Region 6, appointed 12 members to the Official Committee of Noteholders of R.E. Loans LLC. REAL MEX: Court OKs Ernst & Young to Provide Tax Services --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Real Mex Restaurants, Inc., and its Debtor affiliates to employ Ernst & Young LLP as tax services provider nunc pro tunc to the Petition Date. Among others, Ernst & Young will advise the Debtors of any personal property tax assessments that, in its professional judgment, determine to be excessive, with respect to the Jan. 1, 2011 lien date and any prior years that may be open pursuant to an existing appeal or audit, as deemed necessary. Ernst & Young's hourly rates for the services generally range: Executive Director/Principal/Partner $600 to $720 Senior Manager $500 to $615 Manager $375 to $545 Staff/Senior $235 to $420 Richard P. Dutkiewicz, the Debtors' executive vice president and chief financial officer, assures the Court that Ernst & Young is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. It has 178 restaurants, with 149 in California. There are also 30 franchised locations. It acquired Chevys Inc. for $90 million through confirmation of Chevy's Chapter 11 plan in 2004. Real Mex Restaurants and 16 of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11-13138) on Oct. 4, 2011. Judge Brendan Linehan Shannon oversees the case. Judge Peter Walsh was initially assigned to the case. The Debtors are represented by Mark Shinderman, Esq., Fred Neufeld, Esq., and Haig M. Maghakian, Esq., at MILBANK, TWEED, HADLEY & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A. Helm, Esq., at PACHULSKI STANG ZIEHL & JONES LLP as counsel. The Debtors' financial advisors are Imperial Capital, LLC. The Debtors' claims, noticing, soliciting and balloting agent is Epiq Bankruptcy Solutions, LLC. Assets are $272.2 million while debt totals $250 million, according to the Chapter 11 petition. The petitions were signed by Richard P. Dutkiewiez, chief financial officer and executive vice president. Counsel to GE Capital Corp., the DIP Agent and the Prepetition First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P. Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq., at Reed Smith LLP as counsel. Counsel to the Prepetition Secured Second Lien Trustee are Mark F. Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP. Counsel to the Majority Prepetition Second Lien Secured Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at Richards Layton & Finger. Z Capital Management LLC, which holds nearly 70% of the OpCo term loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights, Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff, Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern LLP. REDDY ICE: Reports $4.8 Million Third Quarter Net Income -------------------------------------------------------- Reddy Ice Holdings, Inc., reported net income of $4.89 million on $126.33 million of revenue for the three months ended Sept. 30, 2011, compared with net income of $8.99 million on $120.14 million of revenue for the same period during the prior year. The Company also reported a net loss of $36.15 million on $273.57 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $11.47 million on $260.20 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $460.94 million in total assets, $465.27 million in total current and non- current debt and a $64.32 million total stockholders' deficit. "We continued to improve our performance by achieving growth in both revenues and EBITDA for the quarter and the first nine months of 2011 on a year over year basis," commented Chief Executive Officer and President Gilbert M. Cassagne. "Although the business is being challenged on several fronts, including commodity prices and same store sales trends, we remain committed to our ongoing programs and initiatives as the path for building future success." A full-text copy of the press release is available for free at: http://is.gd/X6XVm0 About Reddy Ice Reddy Ice Holdings, Inc. -- http://www.reddyice.com/-- manufactures and distributes packaged ice in the United States. The company serves variety of customers in 31 states and the District of Columbia under the Reddy Ice brand name. Reddy Ice reported a net loss of $32.50 million on $315.45 million of revenue for the year ended Dec. 31, 2010, compared with net income of $14.30 million on $312.33 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $476.62 million in total assets, $546.36 million in total liabilities and a $69.73 million total stockholders' deficit. * * * Reddy Ice carries 'B-' issuer credit ratings, with "negative" outlook, from Standard & Poor's. As reported by the TCR on Nov. 8, 2011, Moody's Investors Service lowered Reddy Ice Holdings, Inc.'s corporate family and probability-of-default ratings to Caa1 from B3, and its $12 million senior discount notes due 2012 to Caa3 from Caa2. Moody's also lowered the rating on Reddy Ice Corporation's $300 million first lien senior secured notes due 2015 to B3 from B2 and the $139 million second lien notes due 2015 to Caa3 from Caa2. The ratings outlook remains negative. The speculative grade liquidity rating was affirmed at SGL-3. The ratings downgrade reflects Moody's expectation that Reddy Ice's operating performance is unlikely to materially improve over the foreseeable future given the uncertain macro environment and the competitive nature of the U.S. packaged ice industry. REDDY ICE: Files Form 10-Q, Posts $4.8 Million Q3 Net Income ------------------------------------------------------------ Reddy Ice Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $4.89 million on $126.33 million of revenue for the three months ended Sept. 30, 2011, compared with net income of $8.99 million on $120.14 million of revenue for the same period during the prior year. Reddy Ice reported a net loss of $32.50 million on $315.45 million of revenue for the year ended Dec. 31, 2010, compared with net income of $14.30 million on $312.33 million of revenue during the prior year. The Company also reported a net loss of $36.15 million on $273.57 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $11.47 million on $260.20 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $460.94 million in total assets, $525.26 million in total liabilities and a $64.32 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/sfRuyq About Reddy Ice Reddy Ice Holdings, Inc. -- http://www.reddyice.com/-- manufactures and distributes packaged ice in the United States. The company serves variety of customers in 31 states and the District of Columbia under the Reddy Ice brand name. * * * Reddy Ice carries 'B-' issuer credit ratings, with "negative" outlook, from Standard & Poor's. As reported by the TCR on Nov. 8, 2011, Moody's Investors Service lowered Reddy Ice Holdings, Inc.'s corporate family and probability-of-default ratings to Caa1 from B3, and its $12 million senior discount notes due 2012 to Caa3 from Caa2. Moody's also lowered the rating on Reddy Ice Corporation's $300 million first lien senior secured notes due 2015 to B3 from B2 and the $139 million second lien notes due 2015 to Caa3 from Caa2. The ratings outlook remains negative. The speculative grade liquidity rating was affirmed at SGL-3. The ratings downgrade reflects Moody's expectation that Reddy Ice's operating performance is unlikely to materially improve over the foreseeable future given the uncertain macro environment and the competitive nature of the U.S. packaged ice industry. REGAL ENTERTAINMENT: Files Form 10-Q, Posts $25MM Q3 Net Income --------------------------------------------------------------- Regal Entertainment Group filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $25 million on $743.60 million of total revenues for the quarter ended Sept. 29, 2011, compared with net income of $42.60 million on $696.40 million of total revenues for the quarter ended Sept. 30, 2010. The Company also reported net income of $36.10 million on $2.06 billion of total revenues for the three quarters ended Sept. 29, 2011, compared with net income of $63.70 million on $2.14 billion of total revenues for the three quarters ended Sept. 30, 2010. The Company's balance sheet at Sept. 29, 2011, showed $2.26 billion in total assets, $2.81 billion in total liabilities and a $555.70 million total deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/IY8x0j About Regal Entertainment Group Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE: RGC) -- http://www.REGmovies.com/-- is the largest motion picture exhibitor in the world. Regal's theatre circuit, comprising Regal Cinemas, United Artists Theatres and Edwards Theatres, operates 6,739 screens in 545 locations in 38 states and the District of Columbia. Regal operates theatres in 43 of the top 50 U.S. designated market areas. * * * Regal Entertainment carries 'B1' corporate family and probability of default ratings from Moody's Investors Service, 'B+' issuer default rating from Fitch Ratings, and 'B+' corporate credit rating from Standard & Poor's Ratings Services. Moody's said in February 2011 that Regal's B1 CFR reflects the trade-offs between the relative stability and the small magnitude of the company's cash flow stream. With no change expected in either parameter, and with very good liquidity, the rating outlook is stable. S&P said in February that the rating reflects S&P's view that the company's aggressive financial policies will likely cause leverage to remain elevated over the intermediate term. Furthermore, Regal's revenue and EBITDA trends are highly dependent on the performance of the U.S. box office. Other rating factors include the company's participation in the mature and highly competitive U.S. movie exhibition industry, exposure to the fluctuating popularity of Hollywood films, and the long-term risk of increased competition from the proliferation of entertainment alternatives. RESIDENTIAL CAPITAL: Fitch Downgrades Long-Term IDR to 'CCC' ----------------------------------------------------------- Fitch Ratings has taken the following actions on Residential Capital, LLC (ResCap): -- Long-term Issuer Default Rating (IDR) downgraded to 'CCC' from 'B'; -- Short-term IDR downgraded to 'C' from 'B'; -- Senior unsecured downgraded to 'C/RR6' from 'CCC/RR6'; -- Short-term debt affirmed at 'C'. The downgrade primarily reflects deterioration in year-to-date operating performance at ResCap, magnified by a $442 million net loss reported in its third fiscal quarter (3Q'11); significant reduction in the tangible net worth covenant cushion; and uncertainty regarding future capital/financial support from its parent Ally Financial Inc. (Ally: long-term IDR 'BB'; Outlook Stable by Fitch). The Ally's ratings are unaffected by this action. Operating performance for nine months ended Sept. 30, 2011 (9M'11), was severely impacted by a $316 million MSR valuation charge, net of hedge. The company reported a net loss of $442 million in 3Q'11 and $514 million for 9M'11. Fitch expects operating performance to remain pressured in the near term, due to the impact from the continued weakness in the U.S. housing market on ResCap's legacy mortgage portfolio, exposure to repurchase requests and lawsuits filed by monolines and private label investors, and/or potential exposure to foreclosure related issues. Furthermore, Ally recently announced that it is revamping its mortgage business model due to increased servicing costs, low margins and rigorous MSR implications from pending Basel III regulations, and as a result will be significantly reducing originations in the correspondent mortgage channel, which accounted for a majority portion of ResCap's year-to-date 2011 originations. This action further weakens Fitch's view on ResCap being strategic or core to Ally's business going forward. While in the past, Ally has provided funding and capital support to ResCap, it is Fitch's opinion that further material support from Ally is less certain, particularly given the significant 3Q'11 net loss reported by ResCap. Nonetheless, this uncertain view of support has informed the differential between Ally's and ResCap's ratings. Furthermore, Ally continues to state in its public filings that there can be no assurances of future capital support to ResCap. ResCap's tangible net worth worsened to $331 million in 3Q'11, from $772 million in 2Q'11 and $846 million at Dec. 31, 2010 due to the 3Q'11 net loss, and is now very close to its minimum covenant of $250 million, required under its credit facilities and servicing agreement with a GSE. With Fitch's expectation of continued earnings pressure at ResCap, and the uncertainty regarding future capital support from the parent, Fitch believes that if ResCap were to violate this covenant, it would require Ally to either inject capital or consider restructuring/bankruptcy of ResCap. This view is not informed by any specific knowledge of any restructuring/bankruptcy plans. Fitch believes that a potential restructuring or bankruptcy filing by ResCap would not have any direct implication on Ally, as the two entities are structurally and legally separate. At Sept. 30, 2011 Ally had $1.9 billion in secured credit lines to ResCap, of which $1.2 billion were drawn. Collateral pledged against these credit lines measured $2.8 billion. Both facilities are set to mature in April 2012. Overall, Fitch's current ratings on Ally factor in some level of financial strain from its exposure to ResCap; however, Fitch would revisit Ally's ratings if losses from rep and warranty claims or litigation settlements at ResCap were material, and/or if complications occur in the event of a ResCap restructuring/bankruptcy. The Recovery Rating of 'RR6' on the senior unsecured debt reflects Fitch's view of poor recovery prospects for unsecured creditors as a significant portion of asset base is currently encumbered to the secured creditors. ResCap is a wholly owned subsidiary of GMAC Mortgage Group, LLC, which is a wholly owned subsidiary of Ally. Through its core originations and servicing business, ResCap originates, purchases, and services residential mortgage loans. As of Sept. 30, 2011, ResCap had a total servicing book of $389.4 billion, making it the fifth largest servicer in the U.S. RICCO INC: Andrew Smith Wants to Withdraw as Accountant ------------------------------------------------------- Andrew Smith, managing member at Smith and Associates PLLC, asks the U.S. Bankruptcy Court for the Northern District of West Virginia for permission to withdraw as accountant for Ricco Inc. Mr. Smith tells the Court that he has not been paid any money for the work performed over the past 1 1/2 years in these case. He said there is no clear understanding or expectation that payment for the prior approved billings will be forthcoming at any time soon. Elk Garden, West Virginia-based Ricco, Inc. -- aka Amico Partners, Ambizioso Partners, Lupo Tana Partners, and Tre Manichinos Partners -- filed for Chapter 11 bankruptcy protection on January 7, 2010 (Bankr. N.D. W.V. Case No. 10-00023). Todd Johnson, Esq., at Johnson Law, PLLC, assists the Company in its restructuring effort. The Company has assets of $15,162,600, and total debts of $4,093,674. W. Clarkson McDow, Jr., U.S. Trustee for Region 4 appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Ricco, Inc. RIVER ISLAND: Cash Collateral Use Authorized Only Until Dec. 31 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida ordered that River Island Farms, Inc.'s use of cash collateral will be terminated Dec. 31, 2011. Until Dec. 31, the Debtor is authorized to use the proceeds of the Mercedes Property sale for the purposes and in the amounts not to exceed $131,700. The Debtor is directed to pay Gibraltar $168,728 from its DIP account to reimburse Gibraltar for premiums on forced placed insurance coverage of the Debtor's Aqua Vista property during the case. Gibraltar will file and serve a notice with the Court showing the amount of the renewal premium paid to extend insurance coverage for the Aqua Vista property after Sept. 30, and if the renewal premium exceeds $84,000, the Debtor will pay Gibraltat the excess. After payment, the remainder of the Mercedes property sales proceeds held in the Debtor's DIP account in excess of $131,700 will be paid to Gibraltar. Creditor Gibraltar Private Bank & Trust Company's motion to terminate the cash collateral use and directing the Debtor to distribute cash collateral to pay a portion of Gibraltar's secured claim. Gibraltar is entitled to be reimbursed by the Debtor for forced placed insurance premiums of $84,728 paid by Gibraltar to insure the Debtor's Aqua Vista property until Sept. 30, 2011 plus the estimated $84,000 renewal premium Gibraltar will have to pay to continue insurance coverage after Sept. 30 About River Island Farms Fort Lauderdale, Florida-based River Island Farms, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 11- 15410) on Feb. 28, 2011. Martin L. Sandler, Esq., at Sandler & Sandler, in Miami, Fla., serves as the Debtor's bankruptcy counsel. Coldwell Banker Residential Real Estate serves as its real estate broker. The Debtor disclosed $23,974,222 in assets and $14,467,808 in liabilities as of the Chapter 11 filing. The U.S. 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 River Island Farms, Inc. have expressed interest in serving on a committee. The U.S. Trustee reserves the right to appoint such a committee should interest develop among the creditors. RIVER ISLAND: Hearing on Case Dismissal Plea Scheduled for Nov. 22 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on Nov. 22, 2011, at 9:30 a.m., to consider the motion to dismiss the Chapter 11 case of River Island Farms Inc. Secured creditor Gibraltar Private Bank & Trust Company asked that the Court dismiss the Debtor's case for bad faith filing; and deny the confirmation of the Debtor's Plan of Reorganization. According to Gibraltar, the Debtor sought bankruptcy protection eight months ago to block foreclosure of its four unsold luxury homes with the hope that the market would rebound enough to allow the Debtor to sell its properties for prices that would enable its insiders to recover their working capital loans and other investments in the Debtor. Gibraltar notes that pursuant to the Plan: (i) Plan payments will come first, from Gibraltar's cash collateral, the Mercedes property sale proceeds and second, from the Debtor's stockholder on an "as needed" basis; (ii) the Plan does not explain who the Debtor believes is entitled to vote on the Plan, does not estimate the allowed amount of the secured claims, nor states the minimum amount of the Debtor's stockholder's "new value" contribution to enable him to retain his equity interests in the reorganized Debtor. About River Island Farms Fort Lauderdale, Florida-based River Island Farms, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 11- 15410) on Feb. 28, 2011. Martin L. Sandler, Esq., at Sandler & Sandler, in Miami, Fla., serves as the Debtor's bankruptcy counsel. The Debtor disclosed $23,974,222 in assets and $14,467,808 in liabilities as of the Chapter 11 filing. The U.S. Trustee said that a, official committee of unsecured creditors has not been appointed because an insufficient number of persons holding unsecured claims against River Island Farms, Inc. have expressed interest in serving on a committee. RIVER ROAD: Has Access to Cash Collateral Until Nov. 30 ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois authorized River Road Hotel Partners, LLC, et al., to use the cash collateral securing its prepetition indebtedness until the earlier of Nov. 30, 2011, or the effective date of the lenders' Plan. As reported in the Troubled Company Reporter on July 13, 2011, the Debtors would use cash collateral to pay operating expenses of the hotel, including the hotel's employees, postpetition vendors, insurance, taxes and bankruptcy-related expenses. The Court set a Nov. 30, hearing at 10:30 a.m., to consider the Debtors' request for further access to the cash collateral. About River Road Hotel River Road Hotel Partners, LLC, developed and manages the InterContinental Hotel Chicago O'Hare located in Rosemont, Illinois. Affiliate RadLAX Gateway Hotel LLC owns the Radisson hotel at Los Angeles International Airport. Both are ultimately controlled owned by Harp Group. River Road and its affiliates filed Chapter 11 in Chicago, Illinois (Bankr. N.D. Ill. Lead Case No. 09-30029) on Aug. 17, 2009. Based in Oak Brook, Illinois, River Road estimated assets of as much as $100 million and debt of as much as $500 million in its Chapter 11 petition. River Road disclosed $0 in assets and $14,400,000 in liabilities as of the Chapter 11 filing. Terrence O'Brien & Co. serves as the Debtors' appraiser, and Madigan & Getzendanner as serves as the Debtors' special counsel. RadLAX and its affiliates filed a separate chapter 11 petition (Bankr. N.D. Ill. Case No 09-30047), estimating assets at $50 million to $100 million. David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the River Road and RadLAX debtors. The two cases, however, are not jointly administered. The Official Committee of Unsecured Creditors is represented by Stephen T. Bobo and Ann E. Pille at Reed Smith LLP. Adam A. Lewis, Esq., and Norman S. Rosenbaum, Esq., of Morrison Foerster LLP of San Francisco, California; and John W. Costello, Esq., and Mary E. Olson, Esq., of Wildman, Harrold, Allen & Dixon LLP of Chicago, Illinois, represent Amalgamated Bank. John Sieger, Esq., and Andrew L. Wool, Esq., of Katten Muchin Rosenman LLP represent U.S. Bank. RIVER ROCK: Signs Forbearance Agreement with Senior Noteholders --------------------------------------------------------------- River Rock Entertainment Authority has, together with the Dry Creek Rancheria Band of Pomo Indians, entered into a Forbearance and Support Agreement with holders in aggregate representing in excess of 60% of the outstanding principal amount of the Authority's 9 3/4% senior notes due 2011. The Forbearance and Support Agreement provides for the operations of the River Rock Casino to continue as usual. While the Authority restructures there will be no changes to the operations of the River Rock Casino or impact on its customers, employees, vendors and suppliers. Under the terms of the Forbearance and Support Agreement, holders representing in excess of 60% of the outstanding principal amount of the 9 3/4% Senior Notes will forbear from exercising their respective rights and remedies in connection with defaults relating to the Authority's failure to pay amounts due under the indenture governing the 9 3/4% Senior Notes while the Authority pursues the restructuring strategy agreed upon in the Forbearance and Support Agreement. The Company plans to make the terms of the Forbearance and Support Agreement public as soon as practicable. As contemplated by the Forbearance and Support Agreement, the Authority expects to launch an exchange offer for the 9 3/4% Senior Notes for new senior secured notes, and to issue $27.6 million in aggregate principal amount of new subordinated notes. The proceeds of the New Subordinated Notes will be used by the Tribe to retire certain of its existing debt. The Exchange Offer will be open to all qualifying holders of the 9 3/4% Senior Notes. The Authority expects to launch the Exchange Offer by Nov. 18, 2011, and consummation of the restructuring is expected to occur in December 2011. The Forbearance and Support Agreement provides a framework under which the Authority will seek to restructure the 9 3/4% Senior Notes consistent with its long-term growth and development strategy. The Authority and the Tribe are pleased to be working with the Authority's noteholders to reach an amicable restructuring of the Authority's debt. About River Rock Headquartered in Geyserville, California, River Rock Entertainment Authority is a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe. River Rock Casino is a governmental development project of the Authority. The Casino offers Class III slot and video poker gaming machines, house banked table games, including Blackjack, Three card poker, Mini-baccarat and Pai Gow poker, Poker, featuring Texas Hold' em, comprehensive food and non-alcoholic beverage offerings, and goods for sale on tribal land located in Geyserville, California. The Company's balance sheet at June 30, 2011, showed $224.41 million in total assets, $210.64 million in total liabilities, all current, and $13.77 million in total net assets. * * * As reported by the TCR on March 18, 2011, Moody's Investors Service downgraded River Rock Entertainment Authority's Corporate Family Rating and Probability of Default Rating to Caa1 from B2, and the rating on the $200 million senior notes due 2011 to Caa1 from B2. All ratings are kept under review for further possible downgrade. The downgrade of CFR to Caa1 reflects the significant refinancing risk stemming from upcoming maturity of RREA's $200 million senior notes on Nov. 1, 2011 and lack of evidence that the Authority has made meaningful progress in addressing the maturity since its ratings were initially placed under review for possible downgrade in October 2010. In the Nov. 2, 2011, edition of the TCR, Standard & Poor's Ratings Services lowered its existing ratings, including its issuer credit rating, on Sonoma County, Calif.-based River Rock Entertainment Authority (RREA) to 'CCC' from 'B-'. All existing ratings remain on CreditWatch with negative implications, where they were placed on Dec. 9, 2010. "Our preliminary 'B-' issue-level rating on RREA's proposed $205 million senior notes, consisting of $110 million series A senior notes due 2018 and $95 million series B tax-exempt senior notes due 2018, remains unchanged. In the unlikely event RREA is successful in executing the proposed transaction, we expect to raise our issuer credit rating to 'B-' and finalize our issue- level rating on the new notes, pending our review of final documentation. If RREA pursues an alternative refinancing or restructuring plan, we expect to withdraw this preliminary rating," S&P related. Bankruptcy Warning The Company has a significant amount of debt coming due in fiscal 2011 that it may not be able to repay. The Company's $200.0 million of Senior Notes mature in November 2011. The Company has been exploring its options to refinance its Senior Notes and expect to propose a refinancing transaction in the near future. While the Company expects to be able to refinance this debt, there can be no assurances that this in fact will occur. In such case, failure to refinance or extend the maturity date of this debt will give the holders of such debt certain rights under the Company's indenture which are limited by the terms of the Company's indenture, the Company's waiver of sovereign immunity and remedies available to creditors to Native American gaming operators under federal law and by the Company's Compact. In addition, it is uncertain whether the Company or the Dry Creek Rancheria Band of Pomo Indians may be a debtor in a case under the U.S. Bankruptcy Code. Without bankruptcy court protection, other creditors might receive preferential payments or otherwise obtain more than they would have under a bankruptcy court proceeding. If the Company commences a case under the U.S. Bankruptcy Code and the bankruptcy court does not dismiss the case, payments from the debtor would cease. It is uncertain how long payments under the Senior Notes could be delayed following commencement of a bankruptcy case. RIVER ROCK: Inks Forbearance Agreement with Merrill Lynch --------------------------------------------------------- As previously reported, River Rock Entertainment Authority and the Dry Creek Rancheria Band of Pomo Indians have reached an agreement with holders in the aggregate representing in excess of 60% of its $200,000,000 aggregate principal of 9 3/4% senior notes which matured on Nov. 1, 2011, to establish a framework under which the Authority will seek to restructure those Notes consistent with its long-term growth and development strategy. While the Authority restructures there will be no changes to its operations or material impact on its customers, employees, vendors and suppliers. In connection with this restructuring, on Nov. 2, 2011, the Authority and the Tribe entered into (i) a Forbearance and Support Agreement with the Majority Senior Noteholders, and (ii) a Forbearance and Support Agreement with Merrill, Lynch, Pierce, Fenner & Smith Incorporated, as the holder of $27.6 million principal amount in outstanding notes issued by the Tribe. Under the terms of the Senior Notes Forbearance Agreement, each Majority Senior Noteholder, severally and not jointly, has agreed not to, during the period beginning on Nov. 2, 2011, and ending upon its expiration or earlier termination in accordance with the Forbearance Agreements, (i) file a complaint or take any other action to commence litigation, an arbitration or other proceeding to collect payment of amounts due in respect of its 9 3/4% Senior Notes or to seek to enforce any of the provisions of the indenture governing the 9 3/4% Senior Notes dated as of Nov. 7, 2003, or the collateral documents related thereto or any of its rights or remedies thereunder or (ii) commence or participate in commencing any involuntary insolvency proceeding against the Tribe or the Authority. The Majority Senior Noteholders have also agreed that, during the Forbearance Period, the Authority will continue to operate the River Rock Casino and make all payments, including, without limitation, Service Payments to the Tribe, permitted under the Senior Notes Indenture as if no event of default had occurred. Under the terms of the Tribal Notes Forbearance Agreement, Merrill has agreed that, for so long as the Forbearance Period will be continuing, it will not (i) file a complaint or take any other action to commence litigation, an arbitration or other proceeding to collect payment of amounts due in respect of its Tribal Notes or to seek to enforce any of the provisions of the indenture governing the Tribal Notes dated as of Dec. 22, 2006, as amended or any of its rights or remedies thereunder or (ii) commence or participate in commencing any involuntary insolvency proceeding against the Tribe or the Authority. The Forbearance Period is subject to termination upon the occurrence of certain events described therein. The Senior Notes Forbearance Agreement provides that, following the expiration or earlier termination of the Forbearance Period, the Tribe, the Authority and the Majority Senior Noteholders will have all rights, remedies, powers and privileges available to them under the Senior Notes Indenture, the 9 3/4% Notes and the collateral documents or otherwise under law or equity as if the Senior Notes Forbearance Agreement had never existed. In addition, if any event of default under the Senior Notes Indenture other than the Senior Notes Specified Event of Default occurs during the Forbearance Period, the Majority Senior Noteholders have reserved the right to, and may, exercise, at any time and from time to time, any and all rights and remedies under the Senior Notes Indenture, the collateral documents and applicable law in connection therewith. Following the Forbearance Period, the Tribe, the Authority and Merrill will have all rights, remedies, powers and privileges available to them under the Tribal Notes Indenture or the Tribal Notes or otherwise under law or equity as if the Tribal Notes Forbearance Agreement had never existed. If any event of default under the Tribal Notes Indenture other than a Tribal Notes Specified Event of Default occurs during the Forbearance Period, Merrill has reserved the right to, and may, exercise, at any time and from time to time, any and all rights and remedies under the Tribal Notes Indenture and applicable law in connection therewith. To restructure the 9 3/4% Senior Notes, the Authority has agreed to (i) conduct an exchange offer pursuant to which the Authority will offer to exchange all issued and outstanding 9 3/4% Senior Notes for its new secured senior notes and (ii) issue $27.6 million in aggregate principal amount of its new subordinated notes, the proceeds of which will be distributed to the Tribe and used by the Tribe to retire the Tribal Notes. The Exchange Offer will be open to all holders of the 9 3/4% Senior Notes. Concurrently with the Exchange Offer, the Authority has agreed to seek consents from all holders of the 9 3/4% Senior Notes to remove substantially all of the restrictive covenants and certain events of default from the Senior Notes Indenture and make certain amendments to the related collateral documents. The Exchange Offer, Consent Solicitation and the issuance and sale of the New Subordinated Notes are collectively referred to as the "Restructuring." Pursuant to the Forbearance Agreements, the Authority is required to commence the Exchange Offer and Consent Solicitation by Nov. 18, 2011, and to consummate the Exchange Offer and Consent Solicitation and the issuance and sale of the New Subordinated Notes by Dec. 31, 2011. These dates may be extended upon the written consent of the holders representing a majority of the outstanding principal amount of the Senior Notes. A full-text copy of the Forbearance and Support Agreement is available for free at http://is.gd/8pWvls About River Rock Headquartered in Geyserville, California, River Rock Entertainment Authority is a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe. River Rock Casino is a governmental development project of the Authority. The Casino offers Class III slot and video poker gaming machines, house banked table games, including Blackjack, Three card poker, Mini-baccarat and Pai Gow poker, Poker, featuring Texas Hold' em, comprehensive food and non-alcoholic beverage offerings, and goods for sale on tribal land located in Geyserville, California. * * * As reported by the TCR on Nov. 8, 2011, Moody's Investors Service lowered River Rock Entertainment Authority's ("RREA" or "Authority") Probability of Default Rating ("PDR") to D from Caa2 and its Corporate Family Rating ("CFR") to Ca from Caa2. Moody's rating action was prompted by the Authority's inability to complete the proposed refinancing transaction on time, resulting in non-payment of the principal amount due on its existing debt of $200 million senior secured notes on their maturity date of November 1, 2011, which Moody's views as a default. The downgrade of the CFR to Ca reflects Moody's view that the current debt holders could incur a possible material impairment in the debt restructuring process. The company is in discussion with lenders and has entered into a forbearance and support agreement dated November 2, 2011 with approximately 60% of note holders that contemplates an exchange offer. In the Dec. 13, 2010 edition of the Troubled Company Reporter, Standard & Poor's Ratings Services lowered its ratings on Sonoma County, California-based River Rock Entertainment Authority; the issuer credit rating was lowered to 'B-' from 'B+'. At the same time, S&P placed the ratings on CreditWatch with negative implications. RREA was created to operate the River Rock casino for the Dry Creek Rancheria Band of Pomo Indians (the Tribe). "The rating downgrade and CreditWatch listing reflect River Rock's limited progress in addressing near-term refinancing needs associated with its $200 million senior notes due November 2011, as well as other debt held at the Tribe," said Standard & Poor's credit analyst Michael Halchak. "With less than 12 months to the maturity on the senior notes, S&P has become increasingly concerned around River Rock's ability to successfully address these refinancing needs. In addition, S&P believes River Rock faces additional liquidity needs related to the Tribe's memorandum of agreement with Sonoma County, associated with infrastructure spending needs in and around the casino." The Company's balance sheet at June 30, 2011, showed $224.41 million in total assets, $210.64 million in total liabilities, all current, and $13.77 million in total net assets. Bankruptcy Warning The Company has a significant amount of debt coming due in fiscal 2011 that it may not be able to repay. The Company's $200.0 million of Senior Notes mature in November 2011. The Company has been exploring its options to refinance its Senior Notes and expect to propose a refinancing transaction in the near future. While the Company expects to be able to refinance this debt, there can be no assurances that this in fact will occur. In such case, failure to refinance or extend the maturity date of this debt will give the holders of such debt certain rights under the Company's indenture which are limited by the terms of the Company's indenture, the Company's waiver of sovereign immunity and remedies available to creditors to Native American gaming operators under federal law and by the Company's Compact. In addition, it is uncertain whether the Company or the Dry Creek Rancheria Band of Pomo Indians may be a debtor in a case under the U.S. Bankruptcy Code. Without bankruptcy court protection, other creditors might receive preferential payments or otherwise obtain more than they would have under a bankruptcy court proceeding. If the Company commences a case under the U.S. Bankruptcy Code and the bankruptcy court does not dismiss the case, payments from the debtor would cease. It is uncertain how long payments under the Senior Notes could be delayed following commencement of a bankruptcy case. ROTECH HEALTHCARE: Files Form 10-Q, Incurs $1.6MM Q3 Net Loss ------------------------------------------------------------- Rotech Healthcare Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.65 million on $122.80 million of net revenues for the three months ended Sept. 30, 2011, compared with net earnings of $2.51 million on $124.97 million of net revenues for the same period during the prior year. The Company reported a net loss of $4.20 million on $496.42 million of net revenue for the year ended Dec. 31, 2010, compared with a net loss of $21.08 million on $479.87 million of net revenue during the prior year. The Company also reported a net loss of $6.31 million on $366.75 million of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $598,000 on $372.65 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $281.71 million in total assets, $567.63 million in total liabilities, $2.95 million in Series A convertible redeemable preferred stock, and a $288.87 million total stockholders' deficiency. "In comparing third quarter of 2011 with that of 2010, we are pleased to report continued improvement in profitability margins with increases in gross profit and adjusted EBITDA as percentages of net revenue, as well as a reduction in SG&A in total and as a percentage of net revenue," said Philip Carter, president and chief executive officer. "Equipment and asset purchases continue to be a part of the growth plan going forward and are anticipated to be meaningful as we enter 2012," he added. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Y71tMY About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. * * * In October 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Rotech Healthcare to 'B-' from 'CCC'. The outlook is positive. In the March 22, 2011, edition of the TCR, Standard & Poor's Ratings Services said that it raised its corporate credit rating to 'B' from 'B-' on Orlando, Fla.-based Rotech Healthcare Inc., following the completion of the company's $290 million second-lien senior secured notes offering. "The ratings on Rotech Healthcare Inc. reflect the company's weak business risk profile, incorporating Rotech's exposure to Medicare reimbursement reductions for its products and services," said Standard & Poor's credit analyst Jesse Juliano. The rating also reflects the company's highly leveraged financial risk profile. As reported by the Troubled Company Reporter on March 10, 2011, Moody's Investors Service upgraded Rotech Healthcare Inc.'s Corporate Family Rating and Probability of Default Rating to B2 from Caa1 in connection with the proposed refinancing of the company's senior subordinated notes due 2012 with a new $290 million of senior secured notes offering due 2018. The B2 Corporate Family Rating reflects Moody's expectation that the company will continue its trend of improving credit metrics through better operating performance and small strategic acquisitions. Moody's expects credit metrics to be relatively weak, albeit in line with the B2 rating with debt-to-EBITDA leverage of approximately 4.9 times at the time of the transaction. However Moody's also expects additional de- leveraging over time through EBITDA expansion and the generation of modest free cash flow. ROUND TABLE: Has Interim Access to Cash Collateral Until Dec. 31 ---------------------------------------------------------------- The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California, in a tenth interim order, authorized Round Table Pizza, Inc., et al., to use cash collateral until 5:00 p.m. on Dec. 31, 2011. The Debtors would use cash collateral to fund professional fees (i) as they are allowed, from time to time, pursuant to an order of the Court; and (ii) pursuant to the Court's order establishing procedures for interim compensation and reimbursement of expenses for certain professionals. The Debtor's authorization to use cash collateral will automatically terminate, excluding regularly scheduled payroll, in the event that: i) its cash balance drops below $3.5 million as measured at the end of each week during the specific period; ii) actual receipts from its restaurant operations drop below 80% of the "Restaurant" receipts reflected on the Budget as measured on a weekly basis, or fall below 90% on a cumulative basis from May 1, 2011, through the then-current week; iii) its cumulative actual operating disbursements exceed 110% of cumulative operating disbursements set forth in the Budget as measured weekly on a cumulative basis from May 1, 2011, through the then-current week; iv), the Budget amount for disbursements will be deemed to be increased in the same proportion as actual "Restaurant" receipts exceed those reflected on the Budget for such measurement period; v) its cumulative capital expenditures will exceed $750,000 following May 1, 2011; and vi) its undisputed postpetition accounts payable that are more than 90 days past-due will exceed $250,000. As adequate protection for any diminution in value of the lender's collateral, the Debtors will grant the lender replacement liens against the Debtors' postpetition assets, subject to carve out of certain expenses. About Round Table Based in Concord, California, Round Table Pizza, Inc. -- http://www.roundtablepizza.com/-- is a private, 100% employee- owned company with corporate offices based in Concord, California. Round Table is largely owned by an Employee Stock Ownership Plan, with 3,190 participants. The ESOP is designed and intended to provide a source of retirement income to Round Table's loyal, long-term employees. Round Table filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 11-41431) on Feb. 9, 2011. Judge Roger L. Efremsky presides over the case. Scott H. McNutt, Esq., at McNutt Law Group serves as the Debtor's bankruptcy counsel. The Debtors also tapped Frank, Rimerman & Co. as an auditor and accountant. Round Table disclosed $1,066,524 in assets and $35,625,649 in liabilities as of the Chapter 11 filing. The case is jointly administered with affiliates -- The Round Table Franchise Corporation, Round Table Development Company, and Round Table Pizza Nevada LLC. The official committee of unsecured creditors has tapped Brownstein Hyatt Farber Schreck, LLP as counsel. The Debtor also tapped First Bankers Trust Services, Inc. as discretionary, independent, and institutional ESOP Trustee, and Johanson Berenson LLP as an ESOP counsel. First Bankers Trust Services, Inc., was appointed as institutional trustee of the Round Table Restated Employee Stock Ownership Plan and Trust (ESOP). Johanson Berenson LLP serves as an ESOP counsel. ROUND TABLE: Hearing on Further Exclusivity Tomorrow ---------------------------------------------------- The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California, in a fourth order, extended until Nov. 16, 2011, Round Table Pizza, Inc., et al.'s exclusive period to file a Chapter 11 Plan. The Court has also continued until Nov. 16, at 2:00 p.m., the hearing to consider the Debtors' exclusivity motion. Dow Jones' DBR Small Cap reports that Round Table Pizza Inc. has asked the bankruptcy court to extend the deadline it faces to solicit creditors for a vote on the summary of its Chapter 11 plan--- a plan that's already facing scrutiny from creditors. The Debtors related it is not productive or appropriate for other parties to file competing plans before it has had a reasonable opportunity to negotiate consensual terms with its creditors, solicit votes for the Joint Plan and present the Joint Plan for confirmation. The Debtors must have a reasonable time to solicit votes and negotiate with creditors without having the waters muddied by competing plans. In a Oct. 27, order, the Court approved the Debtors' Disclosure Statement explaining the proposed First Amended Joint Plan Of Reorganization dated Oct. 26, 2011. A confirmation hearing on the Joint Plan is set for Dec. 8, 2011. About Round Table Based in Concord, California, Round Table Pizza, Inc. -- http://www.roundtablepizza.com/-- is a private, 100% employee- owned company with corporate offices based in Concord, California. Round Table is largely owned by an Employee Stock Ownership Plan, with 3,190 participants. The ESOP is designed and intended to provide a source of retirement income to Round Table's loyal, long-term employees. Round Table filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 11-41431) on Feb. 9, 2011. Judge Roger L. Efremsky presides over the case. Scott H. McNutt, Esq., at McNutt Law Group serves as the Debtor's bankruptcy counsel. The Debtors also tapped Frank, Rimerman & Co. as an auditor and accountant. Round Table disclosed $1,066,524 in assets and $35,625,649 in liabilities as of the Chapter 11 filing. The case is jointly administered with affiliates -- The Round Table Franchise Corporation, Round Table Development Company, and Round Table Pizza Nevada LLC. The official committee of unsecured creditors has tapped Brownstein Hyatt Farber Schreck, LLP as counsel. The Debtor also tapped First Bankers Trust Services, Inc. as discretionary, independent, and institutional ESOP Trustee, and Johanson Berenson LLP as an ESOP counsel. First Bankers Trust Services, Inc., was appointed as institutional trustee of the Round Table Restated Employee Stock Ownership Plan and Trust (ESOP). Johanson Berenson LLP serves as an ESOP counsel. RUDEN MCCLOSKY: Has Official Unsecured Creditors' Committee ----------------------------------------------------------- Paul Brinkmann, reporting for South Florida Business Journal, says an official committee of unsecured creditors has been named in the bankruptcy case of Ruden McClosky. Five of the seven committee members are former Ruden attorneys, which could have an impact on the direction of its bankruptcy, according to the report. Mr. Brinkmann says the committee members are mostly ex-shareholders of the firm. Founded in 1959, Ruden McClosky -- http://www.ruden.com/-- was a full-service law firm serving the legal needs of clients throughout Florida, the U.S., and internationally. It has eight offices in Florida. In August 2011, the firm was reportedly in merger talks with Cleveland, Ohio-based Benesch firm. In September 2011, founder Donald McClosky died after a long battle with cancer. Ruden McClosky filed for Chapter 11 protection Nov. 1 in its hometown of Fort Lauderdale. It plans to sell a substantial portion of its assets to Fort Lauderdale-based Greenspoon Marder, according to sibling publication the Daily Business Review. RUMSEY LAND: Chapter 11 Reorganization Case Dismissed ----------------------------------------------------- The Hon. Howard R. Tallman of the U.S. Bankruptcy Court for the District of Colorado dismissed the Chapter 11 case of Rumsey Land Co., LLC. As reported in the Troubled Company Reporter on Sept. 8, 2011, according to the Debtor, the transfer of its assets to Pueblo Bank and Trust will not yield any proceeds to transfer to creditors. The Debtor said it has no source of income. The Debtor noted it has about $1,633,126 in accounts receivable, comprised primarily of debt from companies that have an affiliation with the Debtor. The Debtor said, in December 2011, it sold certain parcel of its property to Confluence Resources Holding LLC, who made the highest offer at $8.6 million. However, Confluence stated that it was not proceeding to closing; thus, all of the assets will be transferred to Pueblo Bank to its credit bid. Pueblo Bank is the back up bidder with a credit bid of $5 million. About Rumsey Land Co., LLC Denver, Colorado-based Rumsey Land Co., LLC, is a privately held company owning real property in Elizabeth, Nederland, and Evans, Colorado with water rights, gravel rights, and additional interests associated with the Evans Property. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 10-10691) on Jan. 15, 2010. Aaron A. Garber, Esq., Benjamin H. Shloss, Esq., and Lee M. Kutner, Esq., at Kutner Miller Brinen,P.C., in Denver, Colorado, assist the Company in its restructuring effort. The Company estimated $10 million to $50 million in assets and liabilities as of the Chapter 11 filing. RVTC LIMITED: Plan Confirmation Hearing Set for Nov. 21 ------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Texas will convene a hearing on Nov. 21, 2011, at 1:30 p.m. (Central Time), to consider the confirmation of RVTC Limited Partnership's Disclosure Statement regarding First Amended Chapter 11 Plan Of Reorganization. Objections, if any, are due Nov. 16. On Oct. 31, 2011, the Hon. Bankruptcy Judge John C. Akard approved the Disclosure Statement as containing adequate information. Under the Plan, the Allowed Secured Claim of Bank of the Ozarks will be paid pursuant to the terms of the Loan Modification Agreement and effective upon the Effective Date of the Plan. The Plan further contemplates that each holder of an Allowed General Unsecured Claim will receive payment in full plus accrued interest at the higher of the contract rate or 5% per-annum plus any allowed attorneys fees and expenses over a 24 month period following Confirmation of the Plan. Insiders of the Debtor who hold Allowed General Unsecured Claims against the Debtor, which include the Claims of Dale A. Schuparra, Greyhound Realty Group, LLC, Sedona Financial Corporation and Sedonia Financial, have consented to receiving payment at the earlier of either (a) 36 months after the Effective Date; or (b) payment in full to holders of Allowed Claims in Classes 1-5. A full-text copy of the Amended Disclosure Statement is available for free at http://bankrupt.com/misc/RVTCLIMITED_DS_amendment.pdf As reported in the Troubled Company Reporter on Oct. 21, 2011, the Plan will be funded through Cash in the Debtor's bank account, the amounts held in the Dale Schuparra Custody Account and the net proceeds from the sales of the Debtor's assets, plus any recovery on Causes of Action and/or Litigation Claims. These funds will be used to fund the Debtor's up-front payment obligations under the Plan. Under the Plan, there are five general classes of non-subordinated creditors holding claims against the Debtor: * Secured Claim of Bank of the Bank of Ozarks, estimated at $10.5 million. The Bank is an oversecured creditor, pursuant to prepetition loan agreements with the Debtor, with a lien on certain of the Debtor's Property. Additionally, Bank has a lien on the proceeds from the Schuparra Custody Account. * Secured Tax Claims, estimated at $102,000 * Priority Non-Tax Claims, estimated at $0 * General Unsecured Claims, estimated at $2 million. The General Unsecured Claims are primarily the claims of insiders and/or affiliates of Debtor, as well as the unsecured claim of Macina Bose Copeland and Associates, Inc. ("MBC") under an unsecured note between Debtor and MBC. * Convenience Class Claims, which are general unsecured claims $5,000 or less. In particular, the Plan modifies the Loan Agreement providing for payment in full of the Allowed Claim of the Bank of Ozarks, as memorialized in the Loan Modification Agreement, so that the maturity date of the Loan Agreement will become 4 years after the later of (i) the Effective Date of the Plan, or (ii) the date that the Claim of the Bank become an Allowed Claim. The Loan Modification Agreement also prescribes payment of interest at a floating rate equal to the 30 day LIBOR Rate plus 2.25%, with a floor of 5.5%. Administrative Expense Claims, estimated at $120,000, and Priority Tax Claims, estimated at $0, will be paid in full as allowed by the Court. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/RVTC_DiscStmSpt19.PDF About RVTC LP Rialto Village Town Center is a proposed $60 million to $70 million mixed-used development on 24 acres on the far Northwest Side in San Antonio, Texas. RVTC Limited Partnership fka Fair Prospects, L.P., owner of the Rialto Village Town Center, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 11-52240) on June 29, 2011. Judge Leif M. Clark presides over the case. Thomas Rice, Esq., at Cox smith Matthews Incorporated, represents the Debtor. The Debtor disclosed $12,158,560 in assets and $12,564,538 in liabilities as of the Chapter 11 filing. RYLAND GROUP: Files Form 10-Q, Incurs $21.3 Million Q3 Net Loss --------------------------------------------------------------- The Ryland Group, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $21.31 million on $248.96 million of total revenues for the three months ended Sept. 30, 2011, compared with a net loss of $29.94 million on $202.47 million of total revenues for the same period a year ago. The Company also reported a net loss of $51.56 million on $628.98 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $66 million on $786.88 million of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.54 billion in total assets, $1.06 billion in total liabilities and $484.75 million in total equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ALlrNl About Ryland Group Headquartered in Calabasas, California, The Ryland Group, Inc. (NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's largest homebuilders and a leading mortgage-finance company. Since its founding in 1967, Ryland has built more than 285,000 homes and financed more than 240,000 mortgages. The Company currently operates in 15 states and 19 homebuilding divisions across the country and is listed on the New York Stock Exchange under the symbol "RYL." * * * As reported by the Troubled Company Reporter on June 21, 2010, Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer Default Rating at 'BB'; and Senior unsecured debt at 'BB'. The Rating Outlook has been revised to Stable from Negative. Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3" probability of default rating, "Ba3" senior unsecured notes rating, and "SGL-2" speculative grade liquidity rating. Ryland Group carries Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured note ratings. In the Sept. 14, 2011, edition of the TCR, Fitch Ratings has downgraded its ratings for Ryland Group, Inc., including the company's Issuer Default Rating (IDR) to 'BB-' from 'BB'. The Rating Outlook has been revised to Negative from Stable. The downgrade in RYL's IDR and senior unsecured ratings reflects the still very challenging U.S. housing market which is likely bouncing on the bottom, following a massive cyclical correction. With the recent softening in the economy and lowered economic growth expectations for 2011 and 2012, the environment may at best only support a relatively modest recovery in housing metrics over the next year and a half. Moreover, RYL's underperformance relative to its peers in certain operational and financial categories during recent quarters, and its slimming cash position penalizes the ratings and influences the Outlook. SAAB AUTOMOBILE: Talks Ownership Structure With Pang Da, Youngman ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Court reports that the owner of troubled Swedish carmaker Saab Automobile AB, Swedish Automobile NV said Friday that its future depends on the outcome of the negotiations with its Chinese investors on the sale of Saab Auto and the sale of its Spyker business to North Street Capital LP. According to a separate DBR report, Saab Automobile said it is discussing a new ownership structure with its Chinese investors, trying to save plans of selling the cash-starved company, after former owner General Motors Co., which owns the technology that several Saab models are based on, objected to the deal. As reported in the Troubled Company Reporter on Nov. 9, 2011, Bankruptcy Law360 said that General Motors Co. said it will not continue a technology licensing agreement with Saab Automobile if the $141.9 million sale of the struggling Swedish automaker to two Chinese companies announced last month is consummated. Law360 related that GM, which also supplies 9-4X vehicles and components like power trains to Saab, said it would not allow Saab's potential new owners -- Pang Da Automobile Trade Co. and Zhejiang Youngman Lotus Automobile Co. -- access to its proprietary technology. About Saab Automobile Saab Automobile AB is a Swedish car manufacturer owned by Dutch automobile manufacturer Swedish Automobile NV, formerly Spyker Cars NV. Swedish Automobile N.V. disclosed that Saab Automobile AB and its subsidiaries Saab Automobile Powertrain AB and Saab Automobile Tools AB received approval for their proposal for voluntary reorganization from the Court of Appeal in Gothenburg, Sweden on Sept. 21, 2011. The purpose of the voluntary reorganization process is to secure short-term stability while simultaneously attracting additional funding, pending the inflow of the equity contributions by Pang Da and Youngman. SACRED HEART: Moody's Places 'Ca' Rating on Watchlist ----------------------------------------------------- Moody's Investors Service has placed the Ca rating of Sacred Heart Health System (PA) on watchlist direction uncertain, affecting $19.3 million in rated debt outstanding. SUMMARY RATINGS RATIONALE The Watchlist action is prompted by the lack of issuer information regarding operations and strategy and financial performance. Moody's notes the improvement in operating performance and liquidity growth based on unaudited, management-prepared statements for FY 2011. If the information is not obtained within the next 30 days, Moody's will take appropriate rating action which could include the withdrawal, raising or lowering of the rating. The principal methodology used in this rating was Not-for-Profit Hospitals and Health Systems published in January 2008. SAGAMORE PARTNERS: Files Schedules of Assets and Liabilities ------------------------------------------------------------ Sagamore Partners, Ltd., filed with the U.S. Bankruptcy Court for the Southern District of Florida its schedules of assets and liabilities. Sagamore Partners disclosed: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $57,500,000 B. Personal Property $13,599,556 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $31,500,000 E. Creditors Holding Unsecured Priority Claims $459,771 F. Creditors Holding Unsecured Non-priority Claims $20,173,077 ----------- ----------- TOTAL $71,099,556 $52,132,849 A copy of the schedules is available for free at: http://bankrupt.com/misc/SAGAMORE_sal.pdf About Sagamore Partners Bay Harbor, Florida-based Sagamore Partners Ltd. owns and operates the prestigious oceanfront Sagamore Hotel, also known as The Art Hotel due to its captivating art collection from recognized artists and its contemporary design. The all-suite boutique hotel is situated within Miami's Art Deco Historic District on South Beach. Sagamore Partners is owned by Martin Taplin. Sagamore Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-37867) on Oct. 6, 2011. Judge A. Jay Cristol presides over the case. Peter D. Russin, Esq., at Meland Russin & Budwick, P.A., serves as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and debts. The petition was signed by Martin W. Taplin, Pres of Miami Beach Vacation Resorts, Inc., manager of Sagamore GP, LLC, general partner. SALLY HOLDINGS: Sells $750 Million Senior Notes to Merrill Lynch ---------------------------------------------------------------- Sally Holdings LLC and Sally Capital Inc., both subsidiaries of Sally Beauty Holdings, Inc., the Parent and certain domestic subsidiaries of the Parent entered into a purchase agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC. Pursuant to the Purchase Agreement, the Issuers sold $750,000,000 aggregate principal amount of the Issuers' 6 7/8% Senior Notes due 2019 to the Initial Purchasers in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended, at a price, net of discounts, of 98.5 percent of the principal amount of the Notes. The closing of the sale of the Notes occurred on Nov. 8, 2011. The Purchase Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions whereby the Issuers, on the one hand, and the Initial Purchasers, on the other hand, have agreed to indemnify each other against certain liabilities and will contribute to payments the other party may be required to make in respect thereof. The net proceeds from the sale of the Notes will be used (i) to redeem $430.0 million aggregate principal amount of the Issuers' 9.25% senior notes due 2014 at a redemption premium plus accrued and unpaid interest to, but not including, Dec. 6, 2011, the redemption date, (ii) to redeem $275.0 million aggregate principal amount of the Issuer's 10.50% senior subordinated notes due 2016 at a redemption premium plus accrued and unpaid interest to, but not including, the redemption date, and (iii) to pay fees and expenses incurred in connection with the sale of the Notes and the redemption of the senior notes due 2014 and the senior subordinated notes due 2016. The Notes were issued pursuant to an Indenture, dated as of Nov. 8, 2011, by and among the Issuers, the guarantors listed therein and Wells Fargo Bank, National Association, as Trustee. The Indenture provides that interest on the Notes is payable semiannually in arrears on May 15 and November 15 of each year, and the Notes mature on Nov. 15, 2019. Under the Indenture, the Company has the right to redeem the Notes, in whole or in part, at any time on or after Nov. 15, 2015, initially at 103.438% of their principal amount, plus accrued interest to the redemption date, declining ratably to 100% of their principal amount, plus accrued interest to the redemption date, on or after Nov. 15, 2017. Pursuant to the Indenture, at any time prior to Nov. 15, 2015, the Notes may also be redeemed or purchased, in whole or in part, at a redemption price equal to 100% of their principal amount plus a make-whole premium as provided in the Indenture, together with accrued and unpaid interest to the redemption date. In addition, prior to Nov. 15, 2014, the Company has the right to redeem up to 35% of the aggregate principal amount of outstanding Notes with the proceeds from sales of certain kinds of capital stock at a redemption price equal to 106.875% of their principal amount, plus accrued interest to the redemption date. The Company may make such redemption only if, after any such redemption, at least 65% of the aggregate principal amount of Notes originally issued under the Indenture remains outstanding. On Nov. 8, 2011, the Issuers and the guarantors entered into a Registration Rights Agreement with the Initial Purchasers. Pursuant to the Registration Rights Agreement, the Issuers and the guarantors have agreed to: -- cause to be filed a registration statement for the exchange of the Notes for substantially similar notes that are publicly registered; -- use its commercially reasonable efforts to cause such registration statement to become effective within 270 days after the issue date of the Notes; and -- commence the exchange offer upon the effectiveness of such registration statement. In addition, the Issuers and the guarantors have agreed, in certain circumstances specified in the Registration Rights Agreement, to file a shelf registration statement that would allow some or all of the Notes to be offered to the public and to use its commercially reasonable efforts to cause such shelf registration statement to become effective. If the Issuers do not comply with the foregoing obligations under the Registration Rights Agreement, the Issuers will be required to pay additional interest as liquidated damages to holders of the Notes. A full-text copy of the Form 8-K is available for free at: http://is.gd/mtjvtB A full-text copy of the Purchase Agreement is available for free at http://is.gd/NSlYJu About Sally Holdings Sally Holdings, LLC, based in Denton, Texas, is a leading retailer and distributor of beauty products with over 3,800 stores in 10 countries. Annual revenues are around $2.6 billion. * * * As reported by the TCR on Nov. 7, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on Sally Holdings LLC to 'BB+' from 'BB'. The rating outlook is positive. "Standard & Poor's Rating Services' rating reflects our view that Sally Holdings, which is an indirect wholly owned subsidiary of Sally Beauty Holdings Inc., will continue its positive momentum with organic sales growth of 5% to 7%, positive comparable-store sales, modest gross margin improvement, and continued debt reduction, resulting in improving credit protection measures over the next 12 months," said Standard & Poor's credit analyst Jayne Ross. It has 'B2' corporate family and probability of default ratings from Moody's. SAND SPRING: Section 341(a) Meeting Scheduled for Dec. 1 -------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors of Sand Spring Capital III, LLC on Dec. 1, 2011, at 10:00 a.m. The meeting will be held at J. Caleb Bogggs Federal Building, 844 North King Street, 5th Floor, Room 5209, Wilmington, Delaware. 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. Sand Spring Capital III, LLC, filed a Chapter 11 petition (Bankr. D. Del. Case No. 11-13393) on Oct. 25, 2011 in Delaware, Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, Wilmington, Delaware serves as counsel to the Debtor. Affiliates, Sand Spring Capital III, LLC, CA Core Fixed Income Fund, LLC, CA Core Fixed Income Offshore Fund, Ltd., CA High Yield Fund, LLC, CA High Yield Offshore Fund, Ltd., CA Strategic Equity Fund, LLC, CA Strategic Equity Offshore Fund, Ltd., Sand Spring Capital III, Ltd., Sand Spring Capital III Master Fund, LLC, sought Chapter 11 protection on the same day. SCI REAL ESTATE: Taps Trigild as Chief Restructuring Officer ------------------------------------------------------------ SCI Real Estate Investments LLC and Secured California Investments Inc., and the Official Committee of Unsecured Creditors ask the U.S. Bankruptcy Court for the Central District of California for permission to employ Trigild Incorporated to provide a chief restructuring officer, and designate Bill Hoffman as CRO. According to the Debtors and Committee, Mr. Hoffman, president and CEO of the firm, is qualified to act as CRO. Mr. Hoffman is expected to evaluate the current financial and operational condition of the Debtors. Mr. Hoffman charges $425 per hour for this engagement. The Debtors and Committee assure the Court that the firm and Mr. Hoffman are "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About SCI Real Estate Investments Los Angeles, California-based SCI Real Estate Investments, LLC, filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-15975) on Feb. 11, 2011. Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP, serves as the Debtor's bankruptcy counsel. Haskell & White LLP as accountant. Kennerly, Lamishaw & Rossi LLP as special real estate counsel. The Debtor disclosed $55,431,222 in assets and $69,514,028 in liabilities as of the Chapter 11 filing. Peter C. Anderson, the U.S. Trustee for Region 16, appointed three members to the official committee of unsecured creditors in the Chapter 11 cases of SCI Real Estate Investments. Levene, Neale, Bender, Yoo & Brill L.L.P., represents the Committe as its general bankruptcy counsel. SEA TRAIL: Authorized to Sell Lot 54 Kings Trail, Sunset Beach, CA ------------------------------------------------------------------ The Hon. Stephani W. Humrickhouse of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized Sea Trail Corporation to sell Lot 54 Kings Trail, Sea Trail, Sunset Beach, North Carolina, via private sale to Linda J. Bertschy. As reported in the Troubled Company Reporter on Oct. 28, 2011, Ms. Bertschy has agreed to purchase the property for $75,000 pursuant to the offer to purchase and contract - vacant lot/land signed by Ms. Bertschy and Dana Connelly, as chief operating officer of the Debtor, on Sept. 30, 2011. The transaction was an arms-length transaction. The Debtor related that no proceeds will be available for distribution to unsecured creditors as a result of the sale. The sale will allow the Debtor to reduce its obligations to Waccamaw Bank. Because the lots are subject to a blanket lien on certain real estate by Waccamaw Bank, the Debtor does not expect to receive any proceeds from the sale of the property. Waccamaw Bank asserts a lien on Lot 54, and the proceeds therefrom pursuant to its deed of trust dated Dec. 29, 2006. The Court also ordered that these distributions will be made from the proceeds of sale at closing without the need for further orders of the Court: a) reasonable and customary closing costs, including any of those costs of the seller which the Debtor is obligated to pay pursuant to the offer to purchase or by law; b) reasonable fees and expenses of the closing attorney for which the Debtor is responsible, as recording fees, release fees, tax stamp fees, document preparation fees, and other related charges; c) a reasonable real estate commission as approved by separate order of the Court; d) any ad valorem property taxes; e) any related quarterly fee assessed by the Clerk's Office of the Court in connection with the sale; and f) any remaining proceeds from the sale of Lot 54 to Waccamaw Bank, after payment of the costs, fees, and charges. About Sea Trail Corporation Headquartered in Sunset Beach, North Carolina, Sea Trail Corporation is a private company categorized under "Land Subdividers and Developers, Residential." Sea Trail filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina serves as counsel to the Debtor. The Debtor reported $34,222,281 in assets and $22,174,201 in liabilities. SEALY CORP: H Partners Discloses 14.5% Equity Stake --------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, H Partners Management, LLC, and its affiliates disclosed that they beneficially own 14,616,441 shares of common stock of Sealy Corporation representing 14.5% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/B1gBpf About Sealy Corp. Trinity, North Carolina-based Sealy Corp. (NYSE: ZZ) -- http://www.sealy.com/-- is the largest bedding manufacturer in the world with sales of $1.5 billion in fiscal 2008. The Company manufactures and markets a broad range of mattresses and foundations under the Sealy(R), Sealy Posturepedic(R), including SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns & Foster(R), and Bassett(R) brands. Sealy operates 25 plants in North America, and has the largest market share and highest consumer awareness of any bedding brand on the continent. In the United States, Sealy sells its products to approximately 3,000 customers with more than 7,000 retail outlets. The Company reported a net loss of $902,000 on $305.53 million of net sales for the three months ended Feb. 27, 2011, compared with net income of $5.71 million on $311.88 million of net sales for the three months ended Feb. 28, 2010. The Company's balance sheet at Aug. 28, 2011, showed $947.85 million in total assets, $1 billion in total liabilities and a $57.10 million total stockholders' deficit. Sealy carries 'B' local and issuer credit ratings from Standard & Poor's. SECURITY NATIONAL: Meeting of Creditors Scheduled for Nov. 17 ------------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors in Security National Properties Funding III, LLC, et al.'s Chapter 11 case on Nov. 17, 2011, at 10:00 a.m. The meeting will be held at 5th Floor, Room 5209, J. Caleb Boggs Federal Building, 844 King Street, Wilmington, Delaware. 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. About Security National Properties Funding III Eureka, California-based Security National Properties Funding III LLC owns and operates 33 commercial office, retail, industrial and other properties. Security National and various affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13277) on Oct. 13, 2011. Judge Kevin Gross presides over the case. Andrew R. Remming, Esq., and Robert J. Dehney, Esq. aremming@mnat.com and rdehney@mnat.com -- at Morris, Nichols, Arsht & Tunnell, serve as the Debtors' counsel. GCG Inc. serves as the Debtors' claims and notice agent. SEVERN BANCORP: Files Form 10-Q; Reports $551,000 Q3 Net Income --------------------------------------------------------------- Severn Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $551,000 on $10.99 million of total interest income for the three months ended Sept. 30, 2011, compared with net income of $485,000 on $12.08 million of total interest income for the same period during the prior year. The Company also reported net income of $152,000 on $33.94 million of total interest income for the nine months ended Sept. 30, 2011, compared with net income of $550,000 on $37.72 million of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $926.01 million in total assets, $820.79 million in total liabilities and $105.21 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/tRGzEX About Severn Savings Bank Founded in 1946, Severn Savings Bank, FSB -- http://www.severnbank.com/-- is a full-service community bank offering a wide array of personal and commercial banking products as well as residential and commercial mortgage lending. It has assets of nearly $1 billion and four branches located in Annapolis, Edgewater and Glen Burnie. The bank specializes in exceptional customer service and holds itself and its employees to a high standard of community contribution. Severn Bancorp, Inc., (Nasdaq: SVBI) is the parent company of Severn Savings Bank. As reported by the TCR on Nov. 25, 2009, Annapolis, Maryland- based Severn Bancorp along with its Bank unit, has entered into supervisory agreements with the Office of Thrift Supervision, the Bank's primary federal regulator. The agreements set forth steps being taken in response to regulatory concerns with its operating results and effects of the current economic environment facing the financial services industry. SHAMROCK-SHAMROCK INC: Adequate Protection Stipulation Approved --------------------------------------------------------------- The Hon. Arthur B. Briskman of the U.S. Bankruptcy Court for the Middle District of Florida approved a settlement agreement and stipulation for adequate protection among Shamrock-Shamrock, Inc. Friends Bank, and Patrick Sullivan. As reported in the Troubled Company Reporter on Oct. 13, 2011, the settlement dated Sept. 15, 2011, provides for, among other things: -- adequate protection payments to Friends Bank with respect to the remaining 3 parcels and further provides for an agreement as to Friends Bank's secured claims amount with respect to the retained parcels; -- a deed-in-lieu to Friends Bank for each of the surrendered parcels and a release of Mr. Sullivan from his personal guaranty of the loans in consideration of a payment from Mr. Sullivan. Friends Bank related that the benefits of the stipulation include, among other things: 1. the Debtor's ability to receive rents from 2 of the retained parcels in amounts in excess of adequate protection payments to the Debtor; 2. allow the Debtor to retain the Halifax property, which is essential to its pending litigation against the City of Daytona Beach; and 3. benefits the interests of all creditors. A full-text copy of the motion and stipulation is available for free at http://bankrupt.com/misc/SHAMROCK-SHAMROCK_settlement.pdf About Shamrock-Shamrock Inc. Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70 parcels of Florida real property. It filed for Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011. Judge Arthur B. Briskman presides over the case. The Law Offices of Mickler & Mickler serves as bankruptcy counsel. The Debtor disclosed in its amended schedules $12,904,154 in assets and $17,036,102 in liabilities. In the original schedules, the Company disclosed assets of $12,904,154 and liabilities of $17,021,201, owing on mortgages to a variety of lenders. SHENGDATECH INC: Court Approves Greenberg Traurig as Counsel ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Nevada authorized ShengdaTech, Inc., employ Greenberg Traurig, LLP, as its primary bankruptcy counsel nunc pro tunc to the Petition Date. As counsel to the Debtor, Greenberg Traurig will advise the Debtor of its rights and obligations and performance of its duties during administration of the Chapter 11 case. The firm is expected to attend meetings and negotiations with other parties-in-interest in the case; take all necessary action to protect and preserve the Debtor's estate; negotiate and prepare a plan of reorganization, disclosure statement and related papers; represent the Debtor in all proceedings before the Bankruptcy Court or other courts; and prepare on behalf of the Debtor all necessary applications, motions, answers, orders and other documents. The firm will also be advising the Debtor with respect to (i) the subpoena issued by the U.S. Securities and Exchange Commission, (ii) certain Chinese law-related issues, and (iii) the Debtor's efforts in the British Virgin Islands and China to safeguard assets. Greenberg Traurig's current hourly rates are: Shareholders $340 to $935 Of Counsel/Special Counsel $360 to $935 Associates $175 to $610 Legal Assistants/Paralegals $60 to $310 The Greenberg Traurig professionals and their hourly rates are: Keith Shapiro Shareholder $935 Nancy A. Peterman Shareholder $850 Bob L. Olson Shareholder $670 Rachel Ehrlick Albanese Of counsel $670 Miriam G. Bahcall Shareholder $625 George Qi Shareholder $525 Paul Ferak Shareholder $495 Burke A. Dunphy Associate $445 Aviram Fox Associate $395 Michael Cedillos Associate $300 Carla Greenberg Paralegal $150 The firm has agreed to discount the fees charged to the Debtor by 10% solely for purposes of the Chapter 11 case and consistent with the parties' prepetition retention agreement. The firm will also charge the Debtors for reasonable and necessary expenses in relation to the retention. In connection with the firm's pre-bankruptcy representation of the Debtor, the Firm received payments prior to the Petition Date aggregating $735,854, of which $350,000 was in the form of an advance payment retainer. After application of the Advance Payment Retainer, the Firm was owed $43,007. Upon court approval, the Firm will write off this amount and waive the related claim against the Debtor. The Debtor also seeks Court authority to pay the firm a $300,000 postpetition advance payment retainer for the anticipated legal services. Nancy A. Peterman, Esq., a Greenberg Traurig professional, assures the Court that her firm does not hold or represent any interest adverse to the Debtor and thus, is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. The firm disclosed that from time to time, it has represented certain of the Debtor's creditors and other parties-in-interest on unrelated matters. About ShengdaTech Headquartered in Shanghai, China, ShengdaTech, Inc., makes nano precipitated calcium carbonate for the tire industry. ShengdaTech converts limestone into nano-precipitated calcium carbonate (NPCC) using its proprietary and patent-protected technology. NPCC products are increasingly used in tires, paper, paints, building materials, and other chemical products. In addition to its broad customer base in China, the Company currently exports to Singapore, Thailand, South Korea, Malaysia, India, Latvia and Italy. ShengdaTech sought Chapter 11 bankruptcy protection from creditors (Bankr. D. Nev. Case No. 11-52649) on Aug. 19, 2011, in Reno, Nevada, in the United States. The Shanghai-China based company said in its bankruptcy filing it would fire all of its officers and restructure to try to recover from an accounting scandal. The Company disclosed US$295.4 million in assets and US$180.9 million in debt as of Sept. 30, 2011. The Company's legal representative in its Chapter 11 case is Greenberg Traurig, LLP. On Aug. 23, 2011, the Court entered an interim order confirming the Board of Directors Special Committee's appointment of Michael Kang as the Debtor's chief restructuring officer. Alvarez & Marsal North America, LLC, is the Company's chief restructuring officer. As reported in the TCR on Sept. 7, 2011, the United States Trustee appointed AG Ofcon, LLC, The Bank of New York, Mellon (in its role as indenture trustee for bondholders), and Zazove Associates, LLC, to serve on the Official Committee of Unsecured Creditors of ShengdaTech, Inc. Hogan Lovells US serves as counsel for ShengdaTec's official committee of unsecured creditors. SHOPPES OF LAKESIDE: Plan Outline Hearing Continued Until Dec. 14 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida has continued until Dec. 14, 2011, at 2:30 p.m., the hearing to consider adequacy of the Disclosure Statement explaining Shoppes of Lakeside, Inc.'s Plan of Reorganization. As reported in the Troubled Company Reporter on March 3, 2011, the Plan, includes: * General Unsecured Creditors are classified in Class 27 and will receive a distribution of 100% of their allowed claims. * After the effective date of the order confirming the Plan, the directors, officers, and voting trustees of the Debtor, any of its affiliate participating in a joint Plan, or its successor under the Plan will be Chris Hionides. Mr. Hionides is the current president of the Debtor. As post-confirmation manager of the Debtor, he will not receive any compensation until all other classes are paid in full. * Payments and distributions under the Plan will be funded by the lease or sale of commercial real property and capital contributions of Chris Hionides. * Executory contracts and unexpired leases not listed in Exhibit 5.1 in the Plan will be rejected. Any claim based on the rejection of a contract or lease will be barred if the proof of claim is not timely filed, unless the Court orders otherwise. * As a critical element of the successful reorganization of the Debtor, Chris Hionides will be released from any and all claims and causes of action by all creditors, parties- in-interest, directors, officers, shareholders, agents, affiliates, parent entities, and successors, among others, and the estate arising from or relating to any personal guarantee included within any contractual obligation giving rise to the claim against the estate of the Debtor. The release will not apply to any tax or priority claim included in the repayment schedule. Copies of the Disclosure Statement and Plan well as related exhibits are available at no charge at: http://bankrupt.com/misc/TCR_SoL_DSPlan&Ex123010.pdf About Shoppes of Lakeside, Inc. Neptune Beach, Florida-based Shoppes of Lakeside, Inc., filed for Chapter 11 bankruptcy protection on June 15, 2010 (Bankr. M.D. Fla. Case No. 10-05199). Bryan K. Mickler, Esq., who has an office in Jacksonville, Florida, assisted the Company in its restructuring effort. The Company disclosed $39,894,050 in assets and $37,748,101 in liabilities. As reported in the Troubled Company Reporter on Sept. 21, 2011, the Debtor disclosed $39,128,747 in assets and $37,748,101 in liabilities. The Debtors Plan provides for, among other things (i) General Unsecured Creditors will receive a distribution of 100% of their allowed claims; and after the effective date of the Plan, the directors, officers, and voting trustees of the Debtor, any of its affiliate participating in a joint Plan, or its successor under the Plan will be Chris Hionides. Mr. Hionides is the current president of the Debtor. As post-confirmation manager of the Debtor, he will not receive any compensation until all other classes are paid in full. SL6 LLC: Seeks to Employ Fabian & Clendenin as Bankruptcy Counsel ----------------------------------------------------------------- S.L.6 L.L.C. asks the U.S. Bankruptcy Court for the District of Utah Central Division for authority to employ Fabian & Clendenin as general bankruptcy counsel. As the Debtor's counsel, Fabian & Clendenin will, among other things: a. prepare on behalf of the Debtor any necessary motions, applications, answers, orders, reports and papers as required by applicable bankruptcy or non-bankruptcy law, dictated by the demands of the case, or required by the Court, and to represent the Debtor in proceedings or hearings related thereto; b. advise the Debtor with respect to its duties and powers under the Bankruptcy Code and related law in connection with the continued operation and/or liquidation of the business and financial affairs of the Debtor; c. assist the Debtor with respect to legal issues which will or may arise from the current state of its affairs, and the desirability of the continuation of its business, and any other matter relevant to this Case; and d. Assist the Debtor concerning the formulation and the terms of any proposed plan of reorganization. The Debtor will pay the firm at customary hourly rates, plus actual and necessary expenses. The primary attorneys that may be designated to represent the Debtor and their current hourly rates are: Peter W. Billings, Esq. $395 per hour Gary E. Jubber, Esq. $355 per hour Douglas J. Payne, Esq. $315 per hour The Debtor paid Fabian & Clendenin a retainer in the amount of $50,000.00 on or about July 8, 2011. The firm applied $15,012.46 for services rendered through Oct. 7, 2011. The Debtor paid Fabian & Clendenin an additional retainer of $34,123.87 on Oct. 12, 2011, for the firm's representation of the Debtor in its reorganization case. The retainer balance on the Petition Date was $68,051.76. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About S.L.6 L.L.C. S.L.6 L.L.C., based in South Jordan, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 11-34911) on Oct. 13, 2011. Judge William T. Thurman presides over the case. Douglas J. Payne, Esq., Gary E. Jubber, Esq., and Peter W. Billings, Jr., Esq., at Fabian & Clendenin, serve as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Nathan D. Shipp, the authorized representative. SMART ONLINE: Sells Add'l $300,000 Convertible Secured Note ----------------------------------------------------------- Smart Online, Inc., on Nov. 7, 2011, sold an additional convertible secured subordinated note due Nov. 14, 2013, in the principal amount of $300,000 to a current noteholder. The Company is obligated to pay interest on the New Note at an annualized rate of 8% payable in quarterly installments commencing Febr. 7, 2012. The Company is not permitted to prepay the New Note without approval of the holders of at least a majority of the aggregate principal amount of the Notes then outstanding. The Company plans to use the proceeds to meet ongoing working capital and capital spending requirements. The sale of the New Note was made pursuant to an exemption from registration in reliance on Section 4(2) of the Securities Act of 1933, as amended. About Smart Online Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC BB: SOLN) -- http://www.smartonline.com/-- develops and markets software products and services targeted to small businesses that are delivered via a Software-as-a-Service (SaaS), or SaaS, model. The Company also provides Web site consulting services, primarily in the e-commerce retail industry products and services. The Company reported a net loss of $3.95 million on $1.03 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $9.54 million on $1.42 million of total revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.28 million in total assets, $22.34 million in total liabilities and a $21.06 million total stockholders' deficit. As reported by the TCR on April 4, 2011, Cherry, Bekaert & Holland, LLP, in Raleigh, North Carolina, noted that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2010. These conditions, according to the independent auditors, raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. SMART ONLINE: Atlas Capital Discloses 40% Equity Stake ------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Atlas Capital, SA, disclosed that it beneficially owns 7,265,269 shares of common stock of Smart Online, Inc., representing 40% of the shares outstanding. A full- text copy of the amended Schedule 13D is available for free at: http://is.gd/ZOktLa About Smart Online Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC BB: SOLN) -- http://www.smartonline.com/-- develops and markets software products and services targeted to small businesses that are delivered via a Software-as-a-Service (SaaS), or SaaS, model. The Company also provides Web site consulting services, primarily in the e-commerce retail industry products and services. The Company reported a net loss of $3.95 million on $1.03 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $9.54 million on $1.42 million of total revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.28 million in total assets, $22.34 million in total liabilities and a $21.06 million total stockholders' deficit. As reported by the TCR on April 4, 2011, Cherry, Bekaert & Holland, LLP, in Raleigh, North Carolina, noted that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2010. These conditions, according to the independent auditors, raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. SOLYNDRA LLC: Section 341(a) Meeting to Continue on Nov. 22 ----------------------------------------------------------- The U.S. Trustee for Region 3 will continue a meeting of creditors of Solyndra LLC on Nov. 22, 2011, at 9:30 a.m. The meeting will be held at Room 2112, J. Caleb Boggs Federal Building, 844 King Street, Wilmington, Delaware. The meeting was initially convened on Oct. 18, 2011 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. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. The Committee has tapped Blank Rome LLP as counsel. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SOLYNDRA LLC: Obama Backer Played Role in Restructuring Efforts --------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a top fund raiser for President Barack Obama played a role in Solyndra LLC's efforts to restructure the terms of its taxpayer-backed loan last year, but cautioned about appealing to the White House on the issue, newly released e-mails show. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SOLYNDRA LLC: Unit Files Schedules of Assets and Liabilities ------------------------------------------------------------ Solyndra LLC filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $298,756,187 B. Personal Property $555,293,853 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $783,755,765 E. Creditors Holding Unsecured Priority Claims $9,225,074 F. Creditors Holding Unsecured Non-priority Claims $74,125,487 ------------ ----------- TOTAL $854,050,040 $867,106,326 360 Degree Solar Holdings, Inc., a debtor-affiliate, filed its schedules, disclosing $99,075 in assets and $785,543,031 in liabilities. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. The Committee has tapped Blank Rome LLP as counsel, and BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, as investment banker. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SOLYNDRA LLC: White House Agrees to Share More Loan Docs -------------------------------------------------------- Sindhu Sundar at Bankruptcy Law360 reports that the House Energy and Commerce Committee said Thursday that the White House has agreed to comply with a congressional subpoena for more materials related to the U.S. Department of Energy's $535 million loan guarantee to Solyndra LLC. According to Law360, House Energy and Commerce Committee Chairman Fred Upton, R-Mich., and subcommittee on oversight and investigations Chairman Cliff Stearns, R-Fla., said that the White House Counsel's Office told lawmakers that it would start providing responsive materials to the subpoena, which was issued Nov. 3. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. The Committee has tapped Blank Rome LLP as counsel. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SOMERSET PROPERTIES: Has Interim Access to Cash Collateral ---------------------------------------------------------- The Hon. Stephani W. Humrickhouse of the U.S. Bankruptcy Court for the Eastern District of North Carolina, in a twelfth interim consent order, authorized Somerset Properties SPE, LLC, to use cash collateral. CSFB 2001-CP4 Bland Road, LLC and CSFB 2001-CP4 Falls of Neuse, LLC, claim to be the current holders of loans to Somerset, each in the original principal amount of $15,500,000, and further claim that the loans are secured by liens on all of Somerset's assets. LNR Partners, LLC is the special servicer of the loans, and the nonowner manager and representative of CSFB 2001-CP4 Bland Road, LLC and CSFB 2001-CP4 Falls of Neuse, LLC. Midland Loan Services, Inc. is the master servicer of the loans, asserts that it is not a manager or representative of CSFB 2001- CP4 Bland Road, LLC and CSFB2001-CP4 Falls of Neuse, LLC in this case, and asserts no interest in cash collateral. The Debtor disputes the claims of the Lenders and Midland. The lenders and Midland have not consented to Somerset's use of cash collateral, except as indicated in the order. Pursuant to an Oct. 13, consent order, (i) U.S. Bank is required to wire to the DIP account all funds then being held in the Lockbox accounts (except for a minimum balance of $1,000 to be retained in each Lockbox account and after monthly adequate protection payments through October 2011); (ii) U.S. Bank is required to wire to the DIP account all additional funds received into either of the Lockbox accounts above the $1,000 minimum on a monthly basis on or about the 10th of each month; and (iii) commencing November 2011, the Debtor is to make all adequate protection payments to the lenders from the DIP account on or about the 1st day of each month pursuant to wire instructions provided to the Debtor by LNR. The Debtor would use its rents, including the Held Funds, which Lenders contend are their cash collateral to make payment of its ordinary and necessary operating expenses including utilities, payroll, and maintenance. AS adequate protection in the diminution in value of the lenders' collateral, the Debtor will grant the lenders liens in all of the Debtor's postpetition leases, rents, royalties, issues, profits, revenue, income, deposits, securities, and other benefits of the Properties to the same extent, priority, and perfection as they have in such collateral prepetition. The Debtor will also maintain adequate insurance on all tangible collateral subject to the liens of the Lenders. Unless a further consent order is entered, a final hearing on the Debtor's request to use the cash collateral is set for Nov. 22, 2011, at 10:30 a.m. About Somerset Properties Raleigh, North Carolina-based Somerset Properties SPE, LLC, owns six office buildings in Raleigh, North Carolina. The Company filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 10-09210). Samantha J. Younker, Esq., and William P. Janvier, Esq., at Janvier Law Firm, PLLC, in Raleigh, N.C., represent the Debtor as bankruptcy counsel. The law firm of Blanchard, Miller, Lewis & Isley, P.A., in Raleigh, N.C., is the Debtor's special counsel. The Company disclosed $36,496,015 in assets and $28,825,521 in liabilities as of the Chapter 11 filing. SOUPER SALAD: Chain Secures $1.6 Million Lead Bid ------------------------------------------------- Dow Jones' DBR Small Cap reports that the company behind the southern Souper Salad restaurant chain found a Texas buyer, led by former-Blockbuster chief John Antioco, to offer the first bid of $1.6 million at its upcoming bankruptcy auction. Headquartered in San Antonio, Texas, Souper Salad Inc., -- http://www.soupersalad.com/-- operates an all-you-care-to-eat soup and salad bar restaurant chain. The Debtor filed for chapter 11 protection (Bankr. D. Ariz. Case No. 05-10160) on June 6, 2005. Daniel Collins, Esq., at Collins, May, Potenza, Baran & Gillespie, P.C., and Mark W. Wege, Esq., at Bracewell Giuliani, represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed $16,115,715 in assets and $50,383,179 in debts. SOUTH EDGE: Meritage Homes Appeals Plan Confirmation Order ---------------------------------------------------------- Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review, reports that Meritage Homes Corp. is appealing the Bankruptcy Court's order confirming Inspirada's Chapter 11 plan of reorganization. DBR says an attorney for Meritage wasn't immediately available to comment Friday. DBR notes the Chapter 11 plan was put forward by Inspirada's lenders, a group led by J.P. Morgan Chase & Co., and all of the development's home builders -- except Meritage. Meritage no longer wanted to be associated with the failed development and therefore had refused to sign onto a deal under which the home builders agreed to pay Inspirada's lenders about $335 million to settle legal battles over and win control of the failed development. DBR recounts that Meritage complained that the Chapter 11 plan formed around the settlement unfairly allowed settling home builders like KB Home, Beazer Homes USA Inc. and Toll Brothers Inc. to run the show at Meritage's expense. In confirming the Plan on Oct. 27, Judge Bruce A. Markell said the plan will benefit not only the Debtor, but also the community, the hundreds of residents who currently live within the debtor's project, and the city of Henderson. As reported by the Troubled Company Reporter, the U.S Bankruptcy Court on Oct. 27, 2011, entered its order confirming the Joint Plan of Reorganization proposed by JPMorgan, as administrative agent under the Prepetition Credit Agreement, and the Settling Builders (amended as of Oct. 21, 2011). The Disclosure Statement for the Joint Plan of Reorganization was approved by order of the Bankruptcy Court on Sept. 8, 2011. The Chapter 11 exit plan calls for a group of home builders to pay the project's lenders $335 million to settle legal troubles related to the venture. The bankruptcy judge approved a settlement with Focus Group South LLC on Oct. 17. Focus was claiming a lien on about $26 million cash and opposed approval of the reorganization plan. According to Bloomberg News, the reorganization plan for the project's owner, South Edge LLC, will implement a larger settlement negotiated in May by secured lenders with South Edge's Chapter 11 trustee, KB Home and other homebuilders who represented 92% of the ownership interests in the project. The project ultimately was to cost $1.25 billion and have 8,500 homes. The lenders were to provide $595 million in financing. Other financing includes $102 million in public bonds for improvements. A copy of the Order confirming the Joint Plan of Reorganization is available for free at: http://bankrupt.com/misc/southedge.dkt1335.pdf A copy of the Joint Plan of Reorganization proposed by JPMorgan Chase Bank, N.A., as administrative agent under the prepetition credit agreement, and the Settling Builders (amended as of Oct. 21, 2011) is available for free at: http://bankrupt.com/misc/southedge.dkt1309.pdf About South Edge Las Vegas, Nevada-based South Edge LLC owns the Inspirada project, an uncompleted 2,000-acre residential development in Henderson, Nevada, about 16 miles (26 kilometers) southeast of Las Vegas. The eight owners of the project include an affiliate of KB Home, a 49% owner. Other owners are Coleman Toll LP with 10.5%, Pardee Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer Homes USA Inc. with 2.6%. JPMorgan Chase Bank, N.A., Credit Agricole Corporate and Investment Bank, and Wells Fargo Bank, N.A., filed an involuntary chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 10-32968) on Dec. 9, 2010, against South Edge, LLC. The petitioning creditors are part of a lender group that provided a $595 million credit. New York-based JPMorgan serves as lender and agent for the group. South Edge filed motions to dismiss the involuntary petition. The Court conducted a contested trial on Jan. 24 and 25, 2011, and Feb. 2 and 3, 2011. On Feb. 3, 2011, the Court entered an order for relief under Chapter 11 of the Bankruptcy Code against the Debtor and issued an order directing the appointment of a chapter 11 trustee. The United States Trustee appointed Cynthia Nelson to serve as Chapter 11 trustee on Feb. 20, 2011. The Court approved the appointment three days later. South Edge is represented by lawyers at Klee, Tuchin, Bogdanoff and Stern LLP, and The Schwartz Law Firm, Inc., as legal counsel. The Chapter 11 trustee also tapped Schwartzer & McPherson Law Firm as local counsel. Petitioning creditors JPMorgan Chase Bank, N.A., and Wells Fargo Bank, N.A., are represented by lawyers at Morrison and Foerster LLP; and Lewis and Roca LLP. Credit Agricole is represented by lawyers at Haynes and Boone LLP, and Jolley Urga Wirth Woodbury & Standish. SOUTH EDGE: Meritage Homes Appeals Bankruptcy-Exit Plan ------------------------------------------------------- Dow Jones' Daily Bankruptcy Court reports that the bankruptcy court's stamp of approval on a plan to take collapsed Nevada real- estate project Inspirada out of Chapter 11 isn't stopping objecting builder Meritage Homes Corp., which is appealing the court's order. As reported in the Troubled Company Reporter on Nov. 2, 2011, the U.S. Bankruptcy Court for the District of Nevada entered its order confirming the Joint Plan of Reorganization proposed by JPMorgan Chase Bank, N.A., as administrative agent under the Prepetition Credit Agreement, and the Settling Builders (amended as of Oct. 21, 2011). The Disclosure Statement for the Joint Plan of Reorganization was approved by order of the Bankruptcy Court on Sept. 8, 2011. The Chapter 11 exit plan calls for a group of home builders to pay the project's lenders $335 million to settle legal troubles related to the venture. About South Edge Las Vegas, Nevada-based South Edge LLC owns the Inspirada project, an uncompleted 2,000-acre residential development in Henderson, Nevada, about 16 miles (26 kilometers) southeast of Las Vegas. The eight owners of the project include an affiliate of KB Home, a 49% owner. Other owners are Coleman Toll LP with 10.5%, Pardee Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer Homes USA Inc. with 2.6%. JPMorgan Chase Bank, N.A., Credit Agricole Corporate and Investment Bank, and Wells Fargo Bank, N.A., filed an involuntary chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 10-32968) on Dec. 9, 2010, against South Edge, LLC. The petitioning creditors are part of a lender group that provided a $595 million credit. New York-based JPMorgan serves as lender and agent for the group. South Edge filed motions to dismiss the involuntary petition. The Court conducted a contested trial on Jan. 24 and 25, 2011, and Feb. 2 and 3, 2011. On Feb. 3, 2011, the Court entered an order for relief under Chapter 11 of the Bankruptcy Code against the Debtor and issued an order directing the appointment of a chapter 11 trustee. The United States Trustee appointed Cynthia Nelson to serve as Chapter 11 trustee on Feb. 20, 2011. The Court approved the appointment three days later. South Edge is represented by lawyers at Klee, Tuchin, Bogdanoff and Stern LLP, and The Schwartz Law Firm, Inc., as legal counsel. The Chapter 11 trustee also tapped Schwartzer & McPherson Law Firm as local counsel. Petitioning creditors JPMorgan Chase Bank, N.A., and Wells Fargo Bank, N.A., are represented by lawyers at Morrison and Foerster LLP; and Lewis and Roca LLP. Credit Agricole is represented by lawyers at Haynes and Boone LLP, and Jolley Urga Wirth Woodbury & Standish. SSI GROUP: Files Schedules of Assets and Liabilities ---------------------------------------------------- Souper Salad, Inc. filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $4,175,045 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $40,941,513 E. Creditors Holding Unsecured Priority Claims $834,552 F. Creditors Holding Unsecured Non-priority Claims $5,006,815 ----------- ----------- TOTAL $4,175,045 $46,782,880 Debtor-affiliates also filed their respective schedules, disclosing: Company Assets Liabilities ------- ------ ----------- 1. SSI-Grandy's LLC $1,477,646 $41,310,687 2. SSI Group Holding Corp. $0 $40,941,513 3. Souper Brands, Inc. $13,629 $41,005,945 Full-text copies of the schedules are available for free at: http://bankrupt.com/misc/SSIGROUP_souperbrandssal.pdf http://bankrupt.com/misc/SSIGROUP_SOUPERSALAD_sal.pdf http://bankrupt.com/misc/SSIGROUP_ssi-grandyssal.pdf http://bankrupt.com/misc/SSIGROUP_ssigroupholdingsal.pdf About SSI Group On Sept. 14, 2011, SSI Group Holding Corp. sought bankruptcy protection (Bankr. D. Del. Case No. 11-12917) in Wilmington, Delaware, after months of lackluster performance at its two struggling restaurant chains, which combined operate about 120 locations, and its debts mounted to $47.5 million. Judge Mary F. Walrath presides over the case. SSI reported $23.9 million in assets as of Aug. 28, 2011. The Debtor is represented by Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan Joseph TriArtisan LLC as financial advisors. SSI is behind two southern restaurant chains -- the healthy Souper Salad chain and "comfort food"-serving Grandy's restaurants. Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC (Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920), also sought Chapter 11 protection on Sept. 14, 2011. The Debtors hope to use the bankruptcy cases to sell their Grandy's chain to an affiliate of Sun Capital Partners (or a higher bidder) and to sell their Souper Salad chain to a to-be determined buyer (no stalking horse bidder has been identified). U.S. Trustee appointed an Official Committee of Unsecured Creditors in the chapter 11 cases of SSI Group Holding Corp. and its affiliates. STAGEPLAN INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Stageplan Inc. 2283 Cole St. Enumclaw, Wa 98022 Bankruptcy Case No.: 11-23049 Chapter 11 Petition Date: November 9, 2011 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Karen A. Overstreet Debtor's Counsel: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN 500 Union St Ste 500 Seattle, WA 98101 Tel: (206) 223-9595 E-mail: feinstein2010@gmail.com Scheduled Assets: $170,465 Scheduled Debts: $2,602,470 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb11-23049.pdf The petition was signed by Ron D. Alexander, president. STOCKDALE TOWER: Files for Chapter 11 to Work a Deal With Lenders ----------------------------------------------------------------- Kget.com reports that Stockdale Tower on California Avenue has filed for Chapter 11 bankruptcy protection. Terry Moreland and his wife Peggy own the Stockdale Tower. According to the report, Mr. Moreland said the filing gives him more time to work things out with his lender. Delay also will give Mr. Moreland more time to work a deal with outside investors and bring them in as new co-owners of the building. Mr. Moreland told kget.com on Nov. 9, 2011, it will give him more time to work out things with his lender. "I think there really were some things that already became a roadblock. Once it goes into Chapter 11 they [the lender] are really more focused on starting to talk about how we resolve the problem." The report says, in June, Mr. Moreland explained he got caught up in the housing bust. "Like most of the tracks in Bakersfield they came to a stop because of the economy." The report notes that the bankruptcy filings indicate the corporation owes $51,000 to the Otis Elevator Company and $250,000 to a former employee who has sued Moreland for back compensation. The report adds that the tower was set to be sold to the highest bidder several times over the last few months, but those auctions have been delayed until at least Dec. 8, 2011, as the bankruptcy proceedings unfold. STRATUM HOLDINGS: Posts $100,748 Net Loss in 2011 Third Quarter --------------------------------------------------------------- Stratum Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $100,748 on $738,760 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $129,963 on $689,540 of revenues for the same period last year. The Company posted net income of $2.8 million on $2.3 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $84,756 on $2.1 million of revenues for the same period last year. Income from discontinued operations, net of tax, was $3.1 million for the nine months ended Sept. 30, 2011, compared with income from discontinued operations, net of tax, of $$224,679 for the nine months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $l0.5 million in total assets, $7.8 million in total liabilities, and stockholders' equity of $2.7 million. As reported in the TCR on April 5, 2011, MaloneBailey LLP, in Houston, Texas, expressed substantial doubt about Stratum Holdings' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has losses from operations and has a working capital deficit. A copy of the Form 10-Q is available for free at: http://is.gd/Ex4Zpk Headquartered in Houston, Texas, Stratum Holdings, Inc., is a holding company whose operations are presently focused on the domestic Exploration & Production business. In that business, its wholly-owned subsidiaries, CYMRI, L.L.C., and Triumph Energy, Inc., own working interests in approximately 60 producing oil and gas wells in Texas and Louisiana, with net production of roughly 700 MCF equivalent per day. Through June 3, 2011, the Company also operated in the Canadian Energy Services business via two wholly-owned subsidiaries, Decca Consulting, Ltd., and Decca Consulting, Inc. On that date, the Company sold the outstanding capital stock of Decca to a private company for a total sales price of $4.6 million (subject to certain adjustments), payable in a combination of: (a) Cash; (b) Non-interest bearing notes, which are payable out of the post- closing collection of Decca's accounts receivable; and (c) Interest bearing notes, payable in 48 monthly installments of principal and interest, commencing on Oct. 1, 2011. TBS INTERNATIONAL: Files Form 10-Q, Incurs $22MM Q3 Net Loss ------------------------------------------------------------ TBS International PLC filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $22.04 million on $95.68 million of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $10.88 million on $99.75 million of total revenue for the same period during the prior year. The Company also reported a net loss of $55.16 million on $282.64 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $29.21 million on $311.06 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $659.28 million in total assets, $409.77 million in total liabilities and $249.51 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/haxxAG 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 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. TELKONET INC: Reports $33.1 Million Net Income in 3rd Quarter ------------------------------------------------------------- Telkonet, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $33.07 million on $2.79 million of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $2.18 million on $3.01 million of total revenue for the same period during the prior year. The Company also reported net income of $1.12 million on $8.20 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $2.37 million on $8.62 million of total revenue for the same period a year ago. The Company reported a net loss attributable to common stockholders of $1.77 million on $11.26 million of total revenue for the year ended Dec. 31, 2010, compared with net income attributable to common stockholders of $1.06 million on $10.52 million of total revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $16.46 million in total assets, $3.99 million in total liabilities, $856,434 in redeemable preferred stock Series A, $1.32 million in redeemable preferred stock, Series B, and $10.29 million total stockholders' equity. RBSM LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. RBSM noted that the Company has incurred significant operating losses in current year and also in the past. Telkonet's President and Chief Executive Officer, Jason Tienor, said, "We're very pleased to be reporting our third consecutive quarter of profitability ? a milestone for the company. Our revolutionary EcoSmart energy management platform and our industry-leading EthoStream high speed Internet access division continue to gain visibility and market share. Our cash position has improved over three hundred percent, expenses have been reduced by almost twenty percent and our operating margins remain at historically high levels. With the tremendous opportunities we're developing in the military, hospitality, education, and commercial markets for our proprietary technologies, we continue to strengthen our brand and position ourselves for sustainable growth and profitability." A full-text copy of the Form 10-Q is available for free at: http://is.gd/SaLRVL About Telkonet Milwaukee, Wisconsin-based Telkonet, Inc. is a clean technology company that develops and manufactures proprietary energy efficiency and smart grid networking technology. TENET HEALTHCARE: Offers to Sell $750-Mil. of Sr. Notes Due 2018 ---------------------------------------------------------------- Tenet Healthcare Corporation announced that it is offering to sell $750 million aggregate principal amount of senior secured notes maturing in 2018 through a private placement. The notes will rank pari passu with Tenet's 9% senior secured notes due 2015 not purchased in the tender offer referenced below, which were issued in March 2009, and 10% senior secured notes due 2018, which were issued in March 2009, and 8.875% senior secured notes due 2019, which were issued in June 2009, and similarly will be guaranteed by and secured by a pledge of the capital stock and other ownership interests of certain of Tenet's subsidiaries. The proceeds from the offering will be used to purchase Tenet's 9% senior secured notes due 2015 in a tender offer. Tenet will use any remaining net proceeds for repurchases of its outstanding senior notes through publicly or privately negotiated transactions. The notes being offered have not been registered under the Securities Act of 1933 or any state securities laws. As a result, they may not be offered or sold in the United States or to any U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the notes are being offered only to "qualified institutional buyers" under Rule 144A of the Securities Act or, outside the United States, to persons other than "U.S. persons" in compliance with Regulation S under the Securities Act. A confidential offering memorandum will be made available to such eligible persons. The offering is being conducted in accordance with the terms and subject to the conditions set forth in the offering memorandum. Tenet announced the upsizing and pricing of its previously announced private offering of senior secured notes maturing in 2018. A total of $900 million aggregate principal amount of notes, which represents an upsize from its previously announced amount of $750 million, which will bear interest at a rate of 6.25% per annum, will be issued. The notes will rank pari passu with Tenet's 9% senior secured notes due 2015 not purchased in the tender offer referenced below, which were issued in March 2009, 10% senior secured notes due 2018, which were issued in March 2009, and 8.875% senior secured notes due 2019, which were issued in June 2009, and similarly will be guaranteed by and secured by a pledge of the capital stock and other ownership interests of certain of Tenet's subsidiaries. The Company intends to use the net proceeds from the offering, together with existing cash, to pay the purchase price, premium, plus accrued and unpaid interest for our 9% senior secured notes due 2015 in a cash tender offer. The Company will use the remaining net proceeds, if any, for repurchases of the Company's outstanding senior notes through public or privately negotiated transactions, and general corporate purposes. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. "Volume growth was very strong in our third quarter," said Trevor Fetter, president and chief executive officer. "Adjusted admissions growth of 2.3 percent and surgery growth of 3.2 percent drove a 3.5 percent increase in net operating revenues. This top line growth was further leveraged by excellent cost control and attractive pricing increases in our new contracts with commercial managed care payers. Given this progress across our key performance metrics, we are pleased to reconfirm our 2011 EBITDA Outlook in a range of $1.175 billion to $1.275 billion." The Company's balance sheet at Sept. 30, 2011, showed $8.29 billion in total assets, $6.51 billion in total liabilities, $16 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and $1.76 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. TIB FINANCIAL: Reports $1.5 Million Third Quarter Net Income ------------------------------------------------------------ TIB Financial Corp. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $1.49 million on $10,000 of total interest and dividend income for three months ended Sept. 30, 2011 (successor company), compared with a net loss of $33.65 million on $17.04 million of total interest and dividend income for the same period a year ago(predecessor company). The Company also reported net income of $3.52 million on $21.14 million of total interest and dividend income for the nine months ended Sept. 30, 2011(successor company), compared with a net loss of $52.80 million on $52.31 million of total interest and dividend income for the same period during the prior year (predecessor company). The Company's balance sheet at Sept. 30, 2011, showed $205.99 million in total assets, $28.20 million in total liabilities and $177.78 million in total shareholders' equity. "We are delighted to welcome our new Tennessee teammates to Capital Bank, and we are excited to serve our Tennessee customers. With strong capital, we are in position to help customers grow and achieve their financial objectives across our Southeastern footprint," stated Gene Taylor, Chairman and Chief Executive Officer of NAFH and TIB Financial Corp. A full-text copy of the Form 10-Q is available for free at: http://is.gd/TR9NBr About TIB Financial Corp. Headquartered in Naples, Florida, TIB Financial Corp. -- http://www.tibfinancialcorp.com/-- is a financial services company with approximately $1.7 billion in total assets and 28 full-service banking offices throughout the Florida Keys, Homestead, Naples, Bonita Springs, Fort Myers, Cape Coral and Venice. TIB Financial Corp. is also the parent company of Naples Capital Advisors, Inc., a registered investment advisor with approximately $169 million of assets under advisement. TIB Financial Corp., through its wholly owned subsidiaries, TIB Bank and Naples Capital Advisors, Inc., serves the personal and commercial banking and investment management needs of local residents and businesses in its market areas. As reported in the Troubled Company Reporter on April 6, 2010, Crowe Horwath LLP, in Fort Lauderdale, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred net losses in 2009, 2008 and 2007, primarily from loan and investment impairments. In addition, the Company's bank subsidiary is operating under an informal agreement with bank regulatory agencies that requires, among other provisions, higher regulatory capital requirements. The Bank did not meet the higher capital requirement as of Dec. 31, 2009, and therefore is not in compliance with the regulatory agreement. Failure to comply with the regulatory agreement may result in additional regulatory enforcement actions. The 2010 Annual Report did not contain a going concern doubt. TOTAL SAFETY: S&P Withdraws 'B-' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'B-' corporate credit rating and its issue?level ratings on Houston-based Total Safety U.S. Inc., reflecting the repayment of Total Safety's $120 million first-lien credit facilities and $40 million second-lien term loan. The rating actions are a result of Total Safety's first-lien credit facilities and second-lien term loan being paid off in conjunction with its purchase by Warburg Pincus. The purchase of Total Safety U.S. Inc. was funded through $173 million of Warburg Pincus/management equity, $95 million of shareholder notes, and a $235 million senior secured term loan. The issuer of the new senior secured credit facilities, which includes a $235 million term loan and a $40 million revolver is W3 Holdings Inc. (B- /Stable/--). TOWNSEND CORP: Section 341(a) Meeting Scheduled for Nov. 29 ----------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of creditors of Townsend Corporation, d/b/a Land Rover Jaguar Anaheim Hills on Nov. 29, 2011, at 11:00 a.m. The meeting will be held RM 1-159, 411 W Fourth St., Santa Ana, California. 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. About Townsend Corp. and LRJC Auto dealers Townsend Corporation, d/b/a Land Rover Jaguar Anaheim Hills, and LRJC, Inc., d/b/a Land Rover Jaguar Cerritos, filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case Nos. 11-22690 and 11-22695) on Sept. 9, 2011. Judge Robert N. Kwan presides over the cases. Martin J. Brill, Esq., and Todd M. Arnold, Esq. -- mjb@lnbyb.com and tma@nbyb.com -- at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors. Each of the Debtors estimated $10 million to $50 million in both assets and debts. The petitions were signed by Ernest W. Townsend, IV, the president. McQueen & Ashman LLP as is the Debtor's special corporate and litigation counsel. TRANSDIGM INC: Moody's Affirms 'B1' Rating; Outlook Stable ---------------------------------------------------------- Moody's Investors Service affirmed the Corporate Family and Probability of Default Ratings of TransDigm, Inc. ("TransDigm") at B1, and changed the outlook to Stable from Negative. Separately, Moody's affirmed the company's senior secured credit facility rating at Ba2 and the senior subordinated notes at B3, and assigned a first time Speculative Grade Liquidity rating of SGL-1 indicating a very good near term liquidity profile. The stable outlook reflects TransDigm's earnings growth since December 2010 when it acquired McKechnie Aerospace ("McKechnie") - the company's largest-ever acquisition and funded with about $1.4 billion of incremental debt. Transdigm has continued its record of strong operating performance despite acquisition-related expenses and some softness in defense-related sales (about 30% of the total). With this, Moody's believes that TransDigm will maintain an earnings base to comfortably support the company's significant level of funded debt. Transdigm's maintenance of strong operating performance levels while integrating McKechnie (more than a third of TransDigm's size) into its own operations and systems confirms that TransDigm has made progress in successfully incorporating McKechnie into its returns-driven business model. TransDigm has maintained its record of good free cash flow generation since buying McKechnie, which Moody's believes will be sustained. For fiscal 2011 (ending September 30, 2011 and incorporating about 10 months of McKechnie operating results) Moody's anticipates TransDigm to have generated free cash flow above $200 million with Free Cash Flow-to-Debt of above 8% (using Moody's standard accounting adjustments). The Free Cash Flow-to- Debt metric would be strong for the rating category as well as to similarly-rated peers. Further, Moody's anticipates that TransDigm's operating margins were about 44%-to-45% in fiscal 2011, or near historical levels. With strong revenue growth likely in the intermediate term given the favorable commercial aircraft operating environment, Moody's expects that TransDigm will quickly progress towards leverage in line with the rating category (Debt to EBITDA below 5 times) through earnings growth -- rather than through discretionary debt pay-downs. The B1 rating reflects TransDigm's record of revenue growth and operating profitability driven by its wide collection of niche products and its high margin aftermarket focus, product position on most aircraft, and the proprietary and sole sourced nature of most of its product offering. The high earnings base driven by robust margins, as well as cash flow generation, supports the increased debt levels associated with acquisitions (with funded debt more than doubling over two years). Moody's expects that TransDigm will continue its record of strong operating performance and free cash flow generation. Additionally, TransDigm's ratings benefit from the company's very good liquidity profile including the $245 million undrawn Revolver; a substantial cash position of over $300 million anticipated as of September 30, 2011; as well as the expectation for continued strong positive free cash flow generation. Upwards rating pressure is not anticipated at the present time. That said, any positive outlook or rating change up, would only occur were TransDigm to grow its earnings base such that Debt to EBITDA was sustained below 4.0 times and Retained Cash Flow to Debt was sustained above 15% in concert with absolute level of debt reduction. The rating could be pressured if the company experiences a sustained decline in operating margins, leading to Debt to EBITDA sustained above 6.0 times and Free Cash Flow to Debt sustained below 2%. TransDigm Inc., headquartered in Cleveland, Ohio, is a leading manufacturer of engineered aerospace components for commercial airlines, aircraft maintenance facilities, original equipment manufacturers and various agencies of the US Government. TransDigm Inc. is the wholly-owned subsidiary of TransDigm Group Incorporated. Net sales for the last 12 month period ending July 2, 2011 were approximately $1.1 billion. TRIAD GUARANTY: Incurs $37.5 Million Third Quarter Net Loss ----------------------------------------------------------- Triad Guaranty Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $37.52 million on $58.44 million of revenue for the three months ended Sept. 30, 2011, compared with net income of $54.01 million on $68.62 million of revenue for the same period during the prior year. The Company also reported a net loss of $46.83 million on $150.20 million of revenue for the nine months ended Sept. 30, 2011, compared with net income of $105.32 million on $206.04 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $918.74 million in total assets, $1.54 billion in total liabilities, and a $630.91 million deficit in assets. Ernst & Young LLP expressed substantial doubt about the Company's ability to continue as a going concern. The Company is operating the business in run-off under Corrective Orders with the Illinois Department of Insurance and has reported a stockholders' deficiency in assets at Dec. 31, 2010. Bankruptcy Warning A deficit in assets occurs when recorded liabilities exceed recorded assets in financial statements prepared under GAAP. A deficiency in policyholders' surplus occurs when recorded liabilities exceed recorded assets in financial statements prepared under SAP. A deficit in assets at any particular point in time under GAAP is not necessarily a measure of insolvency. However, the Company believes that if Triad were to report a deficiency in policyholders' surplus under SAP for an extended period of time, Illinois law may require the Department to seek receivership of Triad, which could compel TGI to institute a proceeding seeking relief from creditors under U.S. bankruptcy laws, or otherwise consider dissolution of the Company. The second Corrective Order was designed in part to help Triad maintain its policyholders' surplus. The Company has prepared its financial statements on a going concern basis under GAAP, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. However, there is substantial doubt as to the Company's ability to continue as a going concern. This uncertainty is based on, among other things, the possible failure of Triad to comply with the provisions of the Corrective Orders and the Company's ability to generate enough income over the term of the remaining run-off to overcome its $630.9 million deficit in assets at Sept. 30, 2011. A full-text copy of the Form 10-Q is available for free at: http://is.gd/YsmxeM About Triad Guaranty Winston-Salem, N.C-based Triad Guaranty Inc. (OTC BB: TGIC) -- http://www.triadguaranty.com/-- is a holding company that historically provided private mortgage insurance coverage in the United States through its wholly-owned subsidiary, Triad Guaranty Insurance Corporation. TGIC is a nationwide mortgage insurer pursuing a run-off of its existing in-force book of business. UNIGENE LABORATORIES: Incurs $7.3 Million 3rd Quarter Net Loss -------------------------------------------------------------- Unigene Laboratories, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $7.29 million on $3.42 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $4.38 million on $2.85 million of revenue for the same period a year ago. The Company also reported a net loss of $22.37 million on $8.02 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $23.97 million on $8.41 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $17.49 million in total assets, $78.87 million in total liabilities and a $61.37 million total stockholders' deficit. Ashleigh Palmer, Unigene's President and CEO stated, "We have made tremendous progress in the past nine months and are poised to complete the successful turnaround of Unigene as we end 2011. We maintain clear focus on the solid execution of our targeted growth strategy and are confident Unigene and its shareholders will benefit from the multiple near-term game changing events anticipated in the coming year." A full-text copy of the Form 10-Q is available for free at: http://is.gd/cd3Xb0 About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Grant Thornton LLP, in New York, expressed substantial doubt about Unigene Laboratories' ability to continue as a going concern following the Company's 2009 results. The firm noted that the Company has incurred a net loss of $13,400,000 during the year ended Dec. 31, 2009 and has an accumulated deficit of approximately $143,000,000 as of Dec. 31, 2009. As of that date, the Company's current liabilities exceeded its current assets by $1,251,000 and its total liabilities exceeded total assets by $30,442,000. The Company reported a net loss of $27.86 million on $11.34 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $13.37 million on $12.79 million of revenue during the prior year. UNIVERSAL SOLAR: Incurs $631,750 Net Loss in Sept. 30 Quarter ------------------------------------------------------------- Universal Solar Technology, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $631,750 on $1.07 million of sales for the three months ended Sept. 30, 2011, compared with a net loss of $164,877 on $609,500 of sales for the same period during the previous year. The Company reported a net loss of $593,808 on $2.4 million of sales for 2010, compared with a net loss of $389,435 on $691,713 of sales for 2009. The Company also reported a net loss of $1.88 million on $2.80 million of sales for the nine months ended Sept. 30, 2011, compared with a net loss of $621,133 on $609,500 of sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $10.42 million in total assets, $13.09 million in total liabilities and a $2.67 million total stockholders' deficiency. As reported by the TCR on April 5, 2011, Paritz & Company, P.A., in Hackensack, New Jersey, expressed substantial doubt about Universal Solar Technology's ability to continue as a going concern, after auditing the Company's 2010 results. The independent auditors noted that the Company's current liabilities exceeded its current assets by $1,484,406 and the Company has incurred net loss of $1,519,274 since inception. A full-text copy of the Form 10-Q is available for free at: http://is.gd/84UgC6 About Universal Solar Headquartered in Zhuhai City, Guangdong Province, in the People's Republic of China, Universal Solar Technology, Inc., was incorporated in the State of Nevada on July 24, 2007. It operates through its wholly owned subsidiary, Kuong U Science & Technology (Group) Ltd., a company incorporated in Macau, the People's Republic of China on May 10, 2007, and its subsidiary, Nanyang Universal Solar Technology Co., Ltd., a wholly foreign owned enterprise registered on Sept. 8, 2008 under the wholly foreign- owned enterprises laws of the PRC. The Company primarily manufactures, markets and sells silicon wafers to manufacturers of solar cells. In addition, the Company manufactures photovoltaic modules with solar cells purchased from third parties. U.S. EAGLE: Withdraws Motion to Pay Critical Vendors' Claim ----------------------------------------------------------- U.S. Eagle Corporation, et al., notified the U.S. Bankruptcy Court for the District of New Jersey that they had withdrawn their motion for authorization to pay, in their discretion, the prepetition claims of certain critical vendors and critical service providers, which was filed on July 11, 2011. As reported in the Troubled Company Reporter on Aug. 26, 2011, Roberta A. Deangelis, U.S. Trustee, Region 3, and the Official Committee of Unsecured Creditors in the Chapter 11 cases of the Debtors, asked the Court to deny the Debtors' request for payment of prepetition claims of critical vendors and service providers. According to the U.S. Trustee, the motion does not identify who are the three alleged critical vendors, and the motion does not identify which of the seven estates will be impacted by the relief requested. The TCR reported on July 28, 2011, the Debtors related that the aggregate amount of Critical Vendors' prepetition claims is approximately $445,370. The Critical Vendors, the Debtors explain, provide goods or services essential to the Debtors' operations and that are unavailable from any other source, or cannot be replaced without substantial additional cost and interruption of the Debtors' businesses. About U.S. Eagle Corporation U.S. Eagle Corporation filed for Chapter 11 bankruptcy protection on Jan. 6, 2011 (Bankr. D. N.J. Case No. 11-10392). Samuel Jason Teele, Esq., at Lowenstein Sandler PC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates U.S. Eagle Litho, Inc. (Bankr. D. N.J. Case No. 11- 10401), Eagle One Golf Products, Inc. (Bankr. D. N.J. Case No. 11- 10397), Julius Realty Corporation (Bankr. D. N.J. Case No. 11- 10393), Traffic Control Service, Inc., An Arizona Corporation (Bankr. D. N.J. Case No. 11-10398), Traffic Control Service, Inc., A California Corporation (Bankr. D. N.J. Case No. 11-10403), and Traffic Control Service, Inc., A Nevada Corporation (Bankr. D. N.J. Case No. 11-10392) filed separate Chapter 11 petitions on Jan. 6, 2011. U.S. EAGLE: Court Approves Cash Collateral Budget Through Dec. 4 ---------------------------------------------------------------- On Oct. 27, 2011, the U.S. Bankruptcy Court for the District of New Jersey approved the stipulation by and between U.S. Eagle Corporation, et al., and Comerica Bank approving a new cash collateral budget pursuant to the Bankruptcy Court's final cash collateral order dated Jan. 21, 2011 (Docket No. 46). The budget, which covers the period commencing Oct. 23, 2011, through Dec. 4, 2011, replaces the existing budget. A copy of the stipulation and consent order is available for free at http://bankrupt.com/misc/u.s.eagle.dkt405.pdf Counsel for Comerica Bank can be reached at: Conrad K. Chiu, Esq. Maria K. Pum, Esq. PRYOR CASHMAN LLP HENDERSON, CAVERLY, PUM & CHARNEY LLP As reported in the TCR on Jan. 18, 2011, as of the Petition Date, the Debtors owed $16 million to Comerica Bank pursuant to a Credit Agreement dated March 5, 2006, as amended on March 27, 2007, Nov. 30, 2007, Nov. 14, 2008, and Feb. 12, 2010, and two separate Secured Real Estate Loans respecting (a) 2180 Pama Lane, Las Vegas, Nevada and (b) 6680 Surrey Street, Las Vegas, Nevada. About U.S. Eagle U.S. Eagle filed for Chapter 11 protection (Bankr. D. N.J. Case No. 11-10392) on Jan. 6, 2011. Samuel Jason Teele, Esq., at Lowenstein Sandler PC, in Roseland, N.J., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates U.S. Eagle Litho, Inc. (Bankr. D. N.J. Case No. 11- 10401), Eagle One Golf Products, Inc. (Bankr. D. N.J. Case No. 11- 10397), Julius Realty Corporation (Bankr. D. N.J. Case No. 11- 10393), Traffic Control Service, Inc., An Arizona Corporation (Bankr. D. N.J. Case No. 11-10398), Traffic Control Service, Inc., A California Corporation (Bankr. D. N.J. Case No. 11-10403), and Traffic Control Service, Inc., A Nevada Corporation (Bankr. D. N.J. Case No. 11-10392) filed separate Chapter 11 petitions on Jan. 6, 2011. Three Twenty One Capital Partners, LLC serves as exclusive agent for the Debtors. On Feb. 22, 2011, the U.S. Trustee appointed an Official Committee of Unsecured Creditors. Porzio, Bromberg & Newman, P.C., represents the Committee. No trustee or examiner has been requested or appointed in the Chapter 11 cases. USAM CALHOUN: 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 USAM Calhoun Land LLC because an insufficient number of persons holding unsecured claims against the Debtor have expressed interest in serving on a committee. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. About USAM Calhoun USAM Calhoun Land LLC filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 11-12232) on Sept. 6, 2011, in Austin. James V. Hoffner, ESq., at Graves, Dougherty, Hearon & Moody, P.C. serves as counsel to the Debtor. The Debtor scheduled $15,500,000 in assets and $10,949,093 in debts. Graves, Dougherty, Hearon and Moody, P.C. (GDHM) serves as the bankruptcy counsel. UTSTARCOM INC: Reports $7.5 Million Third Quarter Net Income ------------------------------------------------------------ UTStarcom Holdings Corp. net income of $7.55 million on $83.29 million of net sales for the three months ended Sept. 30, 2011, compared with a net loss of $17.16 million on $61.39 million of net sales for the same period a year ago. The Company reported a net loss of $65.29 million on $291.53 million of net sales for the year ended Dec. 31, 2010, compared with a net loss of $225.70 million on $386.34 million of net sales during the prior year. The Company also reported net income of $8.31 million on $237.11 million of net sales for the nine months ended Sept. 30, 2011, compared with a net loss of $42.10 million on $215.40 million of net sales for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $641.32 million in total assets, $375.41 million in total liabilities, and $265.92 million in total equity. "Sustained profitability remains as one of the principal goals for the Company," said UTStarcom President and Chief Executive Officer Jack Lu. "Our cost restructuring efforts continue to show encouraging results as we recorded our second consecutive profitable quarter. In the third quarter of 2011, we announced the completion of our first end-to-end Internet TV solution for a cable TV network customer and launched five new products at the Beijing Telecommunications EXPO. Customers will look to us because of our ability to develop customized solutions that will enhance the subscriber experience. As we look to the quarters ahead, demand for our solutions and services is healthy and our focus will be on execution and expanding our revenue contribution from higher value-added solutions." A full-text copy of the press release is available for free at: http://is.gd/bPTEzO About UTStarcom, Inc. UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company's headquarters are currently in Alameda, California, with its research and design operations primarily in China. VALENCE TECHNOLOGY: Incurs $4.5MM Net Loss in Q2 Fiscal 2012 ------------------------------------------------------------ Valence Technology, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $4.56 million on $8.46 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $3.58 million on $12.65 million of revenue for the same period during the prior year. The Company reported a net loss of $12.68 million on $45.88 million of revenue for the year ended March 31, 2011, compared with a net loss of $23.01 million on $16.08 million of revenue during the prior year. The Company also reported a net loss of $7.65 million on $22.54 million of revenue for the six months ended Sept. 30, 2011, compared with a net loss of $8.19 million on $18.22 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $41.23 million in total assets, $89.47 million in total liabilities, $8.61 million in redeemable convertible preferred stock, and a $56.84 million total stockholders' deficit. As reported by the TCR on June 3, 2011, PMB Helin Donovan, LLP, in Austin, Texas, noted that Company's recurring losses from operations, negative cash flows from operations and net stockholders' capital deficiency raise substantial doubt about its ability to continue as a going concern. "During the second quarter we continued to see strong uptake of Valence's solutions with key commercial customers and made progress toward our strategy of transitioning to a more diversified mix of global customers. We now have a more balanced customer base with no single customer exceeding 21% of revenue in the current quarter, versus a single customer accounting for over 40% of revenue during the previous year. We believe that an expanding, diverse customer base will drive long-term profitability for Valence," said Robert L. Kanode, president and chief executive officer of Valence Technology. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Eb34Xc About Valence Technology Austin, Texas-based Valence Technology, Inc. (NASDAQ: VLNC) -- http://www.valence.com/-- is a global leader in the development of safe, long-life lithium iron magnesium phosphate energy storage solutions and provides the enabling technology behind some of the world's most innovative and environmentally friendly applications. Valence Technology has its Research & Development Center in Nevada, its Europe/Asia Pacific Sales office in Northern Ireland and global fulfillment centers in North America and Europe. VERMILLION INC: Buys Correlogic's Ovarian Cancer Assets for $435T ----------------------------------------------------------------- Adam Bonislawski at genomeweb reports that Vermillion has purchased substantially all of the assets related to Correlogic's ovarian cancer business for $435,000 in cash. According to the report, the deal comes as Correlogic has reached an agreement to settle its dispute with Quest Diagnostics and Laboratory Corporation of America regarding rights to its ovarian cancer program. The report relates that Vermillion CEO Gail Page said the purchase gives the company "access to prospectively collected samples, intellectual property, and software, all of which could accelerate our ovarian program," including its second-generation ovarian cancer diagnostic OVA2. The deal also potentially provides "further IP protection," she noted. The report says Vermillion announced the acquisition during an earnings call reviewing its third-quarter 2011 results. According to the report, for the quarter, the company posted revenues of $320,000, down 23% from $413,000 a year ago. The Company's net loss for the quarter rose to $4.7 million from $2.7 million a year ago. About Vermillion Vermillion, Inc. -- http://www.vermillion.com/-- is dedicated to the discovery, development and commercialization of novel high- value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. Vermillion is based in Fremont, California. The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del. Case No. 09-11091). Vermillion's legal advisor in connection with its successful reorganization efforts is Paul, Hastings, Janofsky & Walker LLP. At Sept. 30, 2008, the Debtor had $7,150,000 in total assets and $32,015,000 in total liabilities. In January 2010, Vermillion successfully emerged from protection with all creditors receiving 100 percent of allowed claims and with the common stock being fully restated. WESTERN BONDING: A.M. Best Affirms FSR at 'C'; Outlook Negative --------------------------------------------------------------- A.M. Best Co. has removed from under review with negative implications and affirmed the financial strength rating of C (Weak) and the issuer credit rating of "ccc" of Western Bonding Company (WBC) (Salt Lake City, UT). The outlook assigned to both ratings is negative. Subsequently, A.M. Best has withdrawn both ratings as the company has requested to no longer participate in A.M. Best's interactive rating process. WBC's ratings were placed under review with negative implications on September 12, 2011, following the liquidation order of its sister company, Western Insurance Company (WIC). The ratings reflect WBC's limited profile, including geographic and product concentration and its limited sources of distribution and execution risk in developing and implementing a business plan to profitably grow the company. In addition, the liquidation order at WIC may indirectly impact WBC as the loss of WIC's financial assets and income could place a strain on the capitalization and liquidity of the parent holding company, A and H Insurance, Inc., which could in turn place pressure on WBC. The negative outlook reflects the execution risk associated with implementing a business strategy for WBC. WINDRUSH SCHOOL: Settlement Agreement in Limbo ---------------------------------------------- Charles Burress at ElCerritoPatch reports the future of Windrush School remained uncertain after an inconclusive hearing in U.S. Bankruptcy Court. According to the report, attorneys for the school and for creditors who hold Windrush bonds told the court that there's been a snag in the tentative settlement announced October 28 that would turn the school over to the creditors and allow it to continue operating the rest of this school year. The report says, at a hearing on Oct. 28, 2011, the two sides disclosed a tentative settlement that the school announced would be signed Nov. 2. The pact, however, wasn't signed, and the reason, revealed on Nov. 10, is a disagreement over the school's budget. The report relates that Windrush attorney Merle Meyers, Esq., said there's 99% agreement on "the general framework of a settlement" but that the two sides remain separated by a disagreement over the school budget. The report notes Mike Buckley, Esq., attorney for Wells Fargo, said the school's budget does not conform to standard school accounting in the view of the bondholders' analyst. "It's the lack of credibility . . . that's the real sticking point," Mr. Buckley said. The report relates that the parties agreed to return to court for the next hearing at 9:30 a.m. on Nov. 29, 2011. If the settlement agreement is not reached by then, then the two sides agreed that they would be prepared to continue with the bankruptcy case. The settlement would dismiss the bankruptcy. About Windrush School Based in El Cerrito, California, Windrush School is a private K-8 school. The Company filed for Chapter 11 protection on Sept. 30, 2011 (Bankr. D. N.D. Calif. Case No. 11-70440). Judge William J. Lafferty presides over the case. Merle C. Meyers, Esq., at Meyers Law Group PC, represents the Debtor. The Debtor estimated assets and debts of between $10 million and $50 million. Attorneys for secured lender Wells Fargo Bank N.A. are Mike C. Buckley, Esq., James Neudecker, Esq., and Renee C. Feldman, Esq., at Reed Smith LLP. Wells Fargo is the Indenture Trustee on $13 million of bonds issued by the California Statewide Communities Development Authority to Windrush School. ZAGS 1 LLC: Sec. 341 Creditors' Meeting Set for Dec. 1 ------------------------------------------------------ The United States Trustee for the District of Nevada in Las Vegas will hold a Meeting of Creditors pursuant to Sec. 341 of the Bankruptcy Code in the Chapter 11 case of ZAGS 1 LLC on Dec. 1, 2011, at 2:00 p.m. at 341s - Foley Bldg., Rm 1500. The last day to file Proofs of Claim is Feb. 29, 2012. Las Vegas-based ZAGS 1 LLC filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-26679) on Oct. 24, 2011. Judge Bruce A. Markell presides over the case. Matthew L. Johnson & Associates, P.C., serves as the Debtor's counsel. ZAGS 1 LLC reported $9,975,000 in real property and $428,549 in personal property, according to information on the case docket. The Debtor also disclosed that secured claims total $2,237,500 while unsecured priority claims total $151,231. ZAGS 1 LLC: Status Conference Set for Jan. 3 -------------------------------------------- The Bankruptcy Court will hold a status conference in the Chapter 11 case of ZAGS 1 LLC on Jan. 3, 2012, at 10:00 a.m. at BAM- Courtroom 3, Foley Federal Bldg. Las Vegas-based ZAGS 1 LLC filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-26679) on Oct. 24, 2011. Judge Bruce A. Markell presides over the case. Matthew L. Johnson & Associates, P.C., serves as the Debtor's counsel. ZAGS 1 LLC reported $9,975,000 in real property and $428,549 in personal property, according to information on the case docket. The Debtor also disclosed that secured claims total $2,237,500 while unsecured priority claims total $151,231. ZAGS 1 LLC: Hires Matthew Johnson & Associates as Bankr. Counsel ---------------------------------------------------------------- The Bankruptcy Court will hold a hearing on Nov. 29, 2011, at 10:00 a.m. at BAM-Courtroom 3, Foley Federal Bldg. on the application of ZAGS 1 LLC to employ bankruptcy counsel: Matthew L. Johnson, Esq. Russell G. Gubler, Esq. Katie Bindrup, Esq. MATTHEW L. JOHNSON & ASSOCIATES, P.C. Lakes Business Park 8831 W. Sahara Ave. Las Vegas, NV 89117 Tel: (702) 471-0065 Fax: (702) 471-0075 E-mail: mjohonson@mjohsonlaw.com shari@mjohnsonlaw.com The Debtor said the firm received a $24,000 prepetition retainer. The firm's hourly rates are: -- not exceeding $375 per hour for partners -- not exceeding $285 per hour for associates -- not exceeding $150 per hour for paralegals or law clerks The firm attests that it has no prior connections with the Debtor, creditors or any other party-in-interest, and their lawyers and accountants. Las Vegas-based ZAGS 1 LLC filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-26679) on Oct. 24, 2011. Judge Bruce A. Markell presides over the case. ZAGS 1 LLC reported $9,975,000 in real property and $428,549 in personal property, according to information on the case docket. The Debtor also disclosed that secured claims total $2,237,500 while unsecured priority claims total $151,231. * Large Companies With Insolvent Balance Sheets ----------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 116.7 (13.2) (2.9) ACCO BRANDS CORP ABD US 1,050.3 (32.6) 298.7 ALASKA COMM SYS ALSK US 608.6 (51.3) 15.0 AMC NETWORKS-A AMCX US 2,121.5 (1,065.5) 519.5 AMER AXLE & MFG AXL US 2,232.8 (373.3) 125.6 AMERISTAR CASINO ASCA US 2,039.6 (105.7) (50.8) ANOORAQ RESOURCE ARQ SJ 1,016.8 (119.1) 20.8 AUTOZONE INC AZO US 5,869.6 (1,254.2) (638.5) BLUEKNIGHT ENERG BKEP US 320.8 (12.5) (69.9) BOSTON PIZZA R-U BPF-U CN 146.9 (105.3) (2.0) CABLEVISION SY-A CVC US 6,740.1 (5,525.9) (886.1) CANADIAN SATEL-A XSR CN 174.4 (29.8) (55.9) CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CC MEDIA-A CCMO US 16,508.9 (7,456.0) 1,531.3 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CENVEO INC CVO US 1,407.1 (331.1) 222.9 CHENIERE ENERGY CQP US 1,803.0 (524.1) 67.7 CHENIERE ENERGY LNG US 2,651.4 (446.9) (282.7) CHOICE HOTELS CHH US 467.9 (14.4) 28.0 CINCINNATI BELL CBB US 2,683.8 (626.1) 22.7 CLOROX CO CLX US 4,077.0 (76.0) (30.0) CUMULUS MEDIA-A CMLS US 367.2 (322.5) 46.4 DEAN FOODS CO DF US 5,911.2 (58.1) 327.7 DENNY'S CORP DENN US 280.6 (95.5) (40.1) DIRECTV-A DTV US 18,232.0 (2,471.0) 103.0 DOMINO'S PIZZA DPZ US 438.2 (1,221.0) 118.2 DUN & BRADSTREET DNB US 1,767.1 (567.8) (483.7) ECOSYNTHETIX INC ECO CN 45.2 (346.7) 32.2 FNB UNITED CORP FNBND US 1,643.9 (129.9) - FRANCESCAS HOLDI FRAN US 69.7 (0.1) 22.8 FREESCALE SEMICO FSL US 3,596.0 (4,488.0) 1,386.0 GENCORP INC GY US 994.2 (143.4) 102.2 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GOLDEN QUEEN MNG GQM CN 6.9 (2.0) 5.3 GOLDEN QUEEN MNG GQMNF US 6.9 (2.0) 5.3 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GROUPON INC GRPN US 795.6 (15.6) (301.0) HANDY & HARMAN L HNH US 380.4 (0.9) 35.6 HCA HOLDINGS INC HCA US 23,756.0 (9,062.0) 2,422.0 HUGHES TELEMATIC HUTCU US 94.0 (111.8) (39.0) HUGHES TELEMATIC HUTC US 94.0 (111.8) (39.0) IDENIX PHARM IDIX US 88.8 (2.3) 54.6 IMPERVA INC IMPV US 42.5 (6.6) (5.8) INCYTE CORP INCY US 371.2 (181.0) 225.5 IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 137.5 (34.8) (7.5) JUST ENERGY GROU JE CN 1,584.2 (242.2) (215.6) JUST ENERGY GROU JSTEF US 1,584.2 (242.2) (215.6) LEVEL 3 COMM INC LVLT US 9,254.0 (523.0) 1,058.0 LIN TV CORP-CL A TVL US 815.8 (115.0) 56.6 LIZ CLAIBORNE LIZ US 1,144.0 (420.0) (97.3) LORILLARD INC LO US 3,152.0 (1,174.0) 1,299.0 MAINSTREET EQUIT MEQ CN 475.2 (10.5) - MANNKIND CORP MNKD US 224.0 (280.8) 9.7 MEAD JOHNSON MJN US 2,580.0 (144.8) 678.3 MEDIVATION INC MDVN US 188.3 (3.9) 89.4 MERITOR INC MTOR US 2,838.0 (963.0) 226.0 MOODY'S CORP MCO US 2,521.3 (174.2) 525.1 MORGANS HOTEL GR MHGC US 480.8 (77.2) (4.1) NATIONAL CINEMED NCMI US 807.9 (346.2) 56.6 NEXSTAR BROADC-A NXST US 582.7 (187.0) 26.2 NPS PHARM INC NPSP US 237.4 (38.6) 183.5 NYMOX PHARMACEUT NYMX US 7.6 (5.1) 4.3 OTELCO INC-IDS OTT-U CN 316.1 (10.1) 22.9 OTELCO INC-IDS OTT US 316.1 (10.1) 22.9 PALM INC PALM US 1,007.2 (6.2) 141.7 PDL BIOPHARMA IN PDLI US 270.5 (243.2) 44.6 PETROALGAE INC PALG US 5.8 (70.4) (72.0) PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PRIMEDIA INC PRM US 208.0 (91.7) 3.6 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QLTY US 304.3 (105.9) 44.1 QWEST COMMUNICAT Q US 16,849.0 (1,560.0) (2,828.0) RAPTOR PHARMACEU RPTP US 20.5 (14.6) (21.4) REGAL ENTERTAI-A RGC US 2,262.0 (555.7) (25.8) RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTECH NITROGEN RNF US 111.3 (79.5) (16.0) REVLON INC-A REV US 1,081.7 (685.1) 148.6 RSC HOLDINGS INC RRR US 3,075.9 (50.7) (199.1) RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SALLY BEAUTY HOL SBH US 1,725.5 (260.7) 429.3 SINCLAIR BROAD-A SBGI US 1,563.8 (125.4) 45.7 SINCLAIR BROAD-A SBTA GR 1,563.8 (125.4) 45.7 SMART TECHNOL-A SMA CN 514.9 (9.4) 171.8 SMART TECHNOL-A SMT US 514.9 (9.4) 171.8 SUN COMMUNITIES SUI US 1,328.6 (72.4) - TAUBMAN CENTERS TCO US 2,518.2 (467.9) - THERAVANCE THRX US 283.3 (59.2) 229.4 TOWN SPORTS INTE CLUB US 445.1 (3.2) (30.8) UNISYS CORP UIS US 2,566.9 (594.5) 464.7 VECTOR GROUP LTD VGR US 931.0 (66.7) 252.6 VERISIGN INC VRSN US 1,657.7 (166.7) 724.5 VERISK ANALYTI-A VRSK US 1,379.9 (158.9) (234.2) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WARNER MUSIC GRO WMG US 3,583.0 (289.0) (630.0) WEIGHT WATCHERS WTW US 1,086.5 (470.5) (292.3) WESTMORELAND COA WLB US 769.0 (174.4) (5.9) ********* 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 ***