/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/111116.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, November 16, 2011, Vol. 15, No. 318 Headlines ACCESS PHARMACEUTICALS: Enters Into Purchase Pacts to Sell Units AES THAMES: Proposes Open Auction for Coal-Fired Facility AMBAC FIN'L: Inches Closer to Settlement With IRS Over Taxes AMERICAN SCIENTIFIC: Files Form S-1, Registers 5.8 Million Shares AMR CORP: Pilot Contract Progress Key to Avoid Chapter 11 Filing APPLIED MINERALS: David Taft Discloses 28.3% Equity Stake AVANTAIR INC: Incurs $1.7 Million Net Loss in Q1 Fiscal 2012 BARNES BAY: Hearing Tomorrow on Case Dismissal BEACON POWER: Court OKs Epiq Bankruptcy Solutions as Claims Agent BEACON POWER: Employs Potter Anderson as Counsel BEACON POWER: Employs CRG Partners as Financial Advisors BIOCORAL INC: Delays Filing of Quarterly Report on Form 10-Q BLITZ U.S.A.: Hires Kurtzman Carson Consultants as Claims Agent BLITZ U.S.A.: Section 341(a) Meeting Scheduled for Dec. 21 BLUEKNIGHT ENERGY: Swank Capital Owns 9.8% of Series A Shares CAPSTONE TURBINE: Reports $1.3 Million Net Income in Sept. 30 Qtr. CARDICA INC: Posts $3 Million Net Loss in Sept. 30 Quarter CARPENTER CONTRACTORS: Plan Outline Hearing Set for Dec. 2 CATHOLIC CHURCH: Adam Balick Named Arbitrator in Wilm. Case CATHOLIC CHURCH: Wilm. Trustee's Objection to Tort Claim No. 10 CATHOLIC CHURCH: Milw. Wants Plan Filing Exclusivity Until June 4 CENTENNIAL PARK: Court Accepts Bank Lender's $3MM Valuation CHEF SOLUTIONS: Has Final Approval for $38 Million in Loans CHINA DU KANG: Delays Filing of Quarterly Report on Form 10-Q CLEAR CHANNEL: Bank Debt Trades at 22% Off in Secondary Market COMMUNITY BANK: Closed; Century Bank Assumes All Deposits COMMUNITY HEALTH: Fitch Rates Proposed $1-Bil. Sr. Notes at 'B' COMPREHENSIVE CARE: Board OKs Robert Kulbick as President CROSS BORDER: Files Form 10-Q, Incurs $249,555 Q3 Net Loss CRYSTAL CATHEDRAL: Campus to Be Sold to Chapman or Roman Catholic DANCING BEAR: U.S. Trustee Wins Dismissal of Case DAYBREAK OIL: Receives $250,000 Advance Credit from UBS Bank DEEP DOWN: Reports $606,000 Third Quarter Net Income DELTA PETROLEUM: Lowered by S&P to 'CCC-' on Funding Woes DEX MEDIA WEST: Bank Debt Trades at 41% Off in Secondary Market DPAC TECHNOLOGIES: Terminates All Offerings of Common Stock DUNE ENERGY: To Pursue Prepack Ch. 11 if Exchange Fails DUTCH GOLD: Delays Filing of Quarterly Report on Form 10-Q DYNEGY INC: U.S. Bank Wants Examiner to Probe Insiders DYNEGY INC: Debtors Propose to Continue Energy Marketing & Sale DYNEGY INC: Debtors Propose to Pay Prepetition Employee Wages DYNEGY INC: Debtors Propose to Pay Critical Vendors' Claims DYNEGY INC: ISDA Names Bonds Deliverable Into Auction DYNEGY INC: Meeting to Form Creditors' Committee Today EAGLE BULK: Posts $5.9 Million Net Loss in 2011 Third Quarter EASTERN LIGHT: Receives Notice of Non-Compliance From NYSE Amex EMPIRE RESORTS: Reports $867,000 Third Quarter Net Income ENER1 INC: Delays Filing of Quarterly Report on Form 10-Q ENTECH SOLAR: Posts $2.0 Million Net Loss in 2011 Third Quarter EPICEPT CORP: Files Form 10-Q, Incurs $5.4 Million Q3 Net Loss EVERGREEN ENERGY: Receives Non-Compliance Notice from NYSE Arca FAIRFIELD SENTRY: Liquidators Amend $919-Mil. Suit vs. Manager FILENE'S BASEMENT: Shareholder Says Syms is Solvent FILENE'S BASEMENT: Shareholders May Get Committee in Syms Ch. 11 FILENE'S BASEMENT: Shareholders, Creditors Protest Sale Plan FRIENDLY ICE CREAM: Kirkland & Ellis OK'd as Bankruptcy Counsel FRIENDLY ICE CREAM: Zolfo Cooper OK'd as Bankruptcy Consultants FRIENDLY ICE CREAM: Creditors Committee Taps Akin Gump as Counsel FRIENDLY ICE CREAM: Pachulski Stang Approved as Bankruptcy Counsel FUNXION LLC: Court Rejects Landlord's Proposed Order GENTA INC: Incurs $26.3 Million Third Quarter Net Loss GOLD RESERVE: Toronto Stock Exchange Reviews Firm's Listing GLOBAL FOOD: Posts $1.0 Million Net Loss in Third Quarter GLOBAL TEL*LINK: S&P Affirms 'B' Corporate Credit Rating GREAT ATLANTIC: $490MM Yucaipa Funding Underpins Chapter 11 Plan GREENSHIFT CORP: To Effect a 1-for-1000 Reverse Stock Split GUIDED THERAPEUTICS: Amends 2.6 Million Common Shares Offering HARRISBURG, PA: Council Attorney Asks IRS to Probe City Bonds HAWKER BEECHCRAFT: Bank Debt Trades at 26% Off in Secondary Market HCSB FINANCIAL: Posts $3.3 Million Net Loss in Third Quarter HEARTLAND GOLF: Files for Bankruptcy to Avert Foreclosure Sale HOLDINGS OF EVANS: Hearing on Access to Cash Continued to Nov. 21 HOLDINGS OF EVANS: Wants to Pay Escrow Shortage by Nov. 30 HOLDINGS OF EVANS: Wants to Borrow $100,000 From G.B. Sharma HOVNANIAN ENT: Fitch Affirms 'C' Rating on Sr. Unsecured Notes I/OMAGIC CORP: Inks Third Amendment to Laro Properties Lease IDEARC INC: 3rd Cir. Affirms Dismissal of Shareholder Suit INDEPENDENCE TAX III: Reports $350,000 Net Income in June 30 Qtr. INFUSION BRANDS: Delays Filing of Quarterly Report on Form 10-Q JACKSON & PERKINS: Blackstreet Completes Sale for $12.8 Million JEFFERSON COUNTY, AL: Bank of New York Backs Receiver JEFFERSON COUNTY: S&P Lowers Ratings on Warrants to 'C' JEFFERSON COUNTY: S&P Lowers Rating on School Warrants to 'B' JEFFERSON COUNTY: S&P Puts 'C' Rating on Warrants on Watch Neg. KINGFISHER AIRLINES: Must Raise Fresh Funds Before Restructuring LAKE PLEASANT: Plan Outline Hearing Continued Until Dec. 13 LAS VEGAS MONORAIL: Settles Objections of All Creditors LEVELLAND/HOCKLEY COUNTY: Houlihan Lokey OK'd as Financial Advisor LIQUIDMETAL TECHNOLOGIES: Posts $7.4MM 3rd Quarter Net Income LOS ANGELES DODGERS: To Solicit Bids for TV Broadcasting Rights LOUISVILLE ORCHESTRA: Musicians Want More Time to Review Offer MACROSOLVE INC: Incurs $614,000 Third Quarter Net Loss MARION AMPHITHEATRE: Section 341(a) Meeting Scheduled for Dec. 12 MEDICAL BILLING: Incurs $38,000 Net Loss in Third Quarter MERCANTILE BANCORP: Intends to Delist Shares From NYSE Amex MF GLOBAL: U.S. Trustee Appoints Official Committee of Creditors MF GLOBAL: Files Amended List of 30 Largest Unsec. Creditors MF GLOBAL: Deadline to Transfer Accounts Expired Nov. 11 MF GLOBAL: Deadline to File Non-Cash Claims Expired Nov. 15 MF GLOBAL: Giddens Wins Nod to Issue Subpoenas MF GLOBAL: Clearing Firms Begin Dividing Former Clients MF GLOBAL: Fires Workers, Offered $250 Million Loan MF GLOBAL: Klehr Harrison WARN Act Lawsuit Seeks $25 Million MF GLOBAL: ICE Clear Canada Completes Transfer of Canada Positions MILESTONE SCIENTIFIC: Incurs $637,000 Net Loss in 3rd Quarter MUNICIPAL MORTGAGE: Incurs $18.5 Million 3rd Quarter Net Loss M.W. SEWALL: Shuts Final Chapter on Family Fuel Business NCOAT INC: Plan Outline Hearing Scheduled for Dec. 15 NETWORK CN: Charles Liu Appointed to Board of Directors NEW ENGLAND: Granted Until March to Regain NYSE Amex Compliance NEWPAGE CORP: Critical Vendor Cap Set at $20MM Under Amended Order NORTHCORE TECHNOLOGIES: Incurs C$820,000 3rd Quarter Net Loss OMNICOMM SYSTEMS: Reports $510,000 Third Quarter Net Income OPTIONS MEDIA: Appoints Dr. Ervin Braun as Director OSAGE EXPLORATION: Incurs $142,000 Third Quarter Net Loss OZBURN-HESSEY HOLDING: S&P Lowers Corporate Credit Rating to 'B-' PACIFIC AVENUE: Judge Hodges Rejects Bid to Disqualify Attorney PILGRIM'S PRIDE: Settles Securities Fraud Suit for $1.5 Million PIONEER NATURAL: S&P Raises Corp. Credit Rating From 'BB+' PHARM'L PRODUCT: S&P Assigns Prelim. 'B+' Corp. Credit Rating PHILADELPHIA ORCHESTRA: Seeks Longer 'Exclusivity' PRESIDENTAL REALTY: Delays Filing of Quarterly Report PRIME RESTAURANTS: Ontario Court OKs Dec. 12 Special Meeting PURADYN FILTER: Incurs $497,000 Net Loss in Third Quarter QUANTUM FUEL: Files Form S-3; Registers 2.9 Million Common Shares R & J MOTORS: Says Cash Use Will Adequately Protect Firstbank REAL MEX: Committee Hires Bankruptcy Professionals REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market RENASCENT INC: Combined Hearing on Plan & Disc. Statement Dec. 8 REVEL ENTERTAINMENT: Bank Debt Trades at 11% Off RIVER ISALND: Court Sets Dec. 13 Disclosure Statement Hearing SAND SPRING: Files List of Equity Security Holders SEAT PAGINE: Lenders Agree in Principle to Restructuring Deal SECURITY NATIONAL: Gets Interim Access to Cash, Dec. 6 Hearing Set SECURITY NATIONAL: BofA Wants Motion to Critical Provider Denied SEQUENOM INC: FMR LLC Discloses 4.7% Equity Stake SHERIDAN GROUP: Incurs $963,225 Net Loss in Third Quarter SILVERSUN TECHNOLOGIES: Incurs $14,000 Third Quarter Net Loss SMART-TEK SOLUTIONS: Delays Filing of Quarterly Report SPANISH BROADCASTING: Posts $8.7 Million Third Quarter Net Income SP NEWSPRINT: Files Chapter 11 to Maximize Going Concern Value SPECTRAWATT INC: Files Creditor Payout Plan in Wake of Auction SPECTRAWATT INC: Court Approves Brad Walker as CRO and CEO SPECTRAWATT INC: Seeks to Hire McCabe & Mack as Local Counsel STELLAR GT: Winning Bid to Be Presented at Nov. 18 Plan Hearing SUFFOLK BANCORP: Intends to Appeal Notice of NASDAQ Delisting SUNVALLEY SOLAR: Delays Filing of Quarterly Report on Form 10-Q SUSTAINABLE ENVIRONMENTAL: Amends Form S-8 Registration Statement SW BOSTON: Wins Plan Confirmation Over Prudential's Challenge TALON INTERNATIONAL: Incurs $126,000 Third Quarter Net Loss TELEFLEX INC: S&P Affirms 'BB' Corporate Credit Rating TRADE UNION: Court Approves Settlement with Bank Group Lenders TRANSATLANTIC PETROLEUM: Posts $328,000 Net Loss in 3rd Qtr. TRANSWEST RESORT: Court Sets Nov. 28 Plan Confirmation Hearing TRAVELPORT HOLDINGS: Incurs $26 Million Net Loss in 3rd Quarter TRAVELPORT INC: Bank Debt Trades at 14% Off in Secondary Market TRIBUNE CO: Bank Debt Trades at 38% Off in Secondary Market TRIUS THERAPEUTICS: Reports $14.3-Mil. 3rd Quarter Net Income TRONOX INC: Environmental Liability Suit Trial Set for May 15 TROPICANA ENT: Proposes Liberty Mutual Settlement TROPICANA ENT: Wimar Asserts Priority Treatment of Claim TROPICANA ENT: LandCo Debtors File 3rd Qtr. Post-Conf. Report TROPICANA ENT: OpCo Debtors File 3rd Qtr. Post-Conf. Report TXU CORP: Bank Debt Trades at 32% Off in Secondary Market UNIGENE LABORATORIES: Discloses Results of Phase 3 SMC021 Study UNILIFE CORPORATION: Posts $9.7 Million Net Loss in Sept. 30 Qtr. UNI-PIXEL INC: Incurs $1.8 Million Net Loss in Third Quarter URANIUM ONE: S&P Assigns 'BB-' Long-Term Corp. Credit Rating VERECLOUD INC: Amends March 31 Quarterly Report VERECLOUD INC: Incurs $1.2 Million Net Loss in Q1 Fiscal 2012 VERENIUM CORP: Reports $5.8 Million Third Quarter Net Income VEY FINANCE: Compass Bank Files Liquidating Plan VYCOR MEDICAL: Amends 93.6 Million Common Shares Offering WALKABOUT CREEK: Court Says Plans Fail Feasibility Test WARNER MUSIC: Brian Roberts to Become Chief Financial Officer WAVE SYSTEMS: Incurs $1.8 Million Net Loss in Third Quarter WILLIAM SWITZER: Chapter 15 Case Closed at Monitor's Behest WIND WORKS: MNP LLP Raises Going Concern Doubt WINDRUSH SCHOOL: Files Schedules of Assets and Liabilities WOLF MOUNTAIN: Disclosure Statement Hearing Today WORLDGATE COMMUNICATIONS: Incurs $790,000 3rd Quarter Net Loss WOODEND LLC: Deer Track Pulled Out of Foreclosure Sale YACOOBIAN ENTERPRISES: Creditor Wants to Foreclose on 3 Hotels * ESBA Named 2011 Outstanding Turnaround Firm by Beard Group * No Withdrawal Until Bankruptcy Judge Rules on 'Core' * Upcoming Meetings, Conferences and Seminars ********* ACCESS PHARMACEUTICALS: Enters Into Purchase Pacts to Sell Units ---------------------------------------------------------------- Access Pharmaceuticals, Inc., as of Nov. 1, 2011, entered into securities purchase agreements with accredited investors whereby the Company agreed to sell certain units to these investors. Each unit consists of one share of the Company's common stock, par value $0.01 per share and a warrant to acquire 0.50 shares of Common Stock at an exercise price of $1.67 per share of Common Stock with a term of two and one half years and a warrant to acquire 0.50 shares of Common Stock at an exercise price of $2.00 per share of Common Stock with a term of five years. The units will be issued at a price of $1.45 per unit. In connection with the Company's proposed offering of up to approximately 3.71 million units for an aggregate purchase price of up to approximately $5.39 million, the Company announced on Nov. 2, 2011, the receipt of commitments from investors to purchase approximately 2.35 million units for an aggregate purchase price of approximately $5.2 million. Since that date, the Company has received additional commitments from investors to purchase an additional 135,000 units for an additional purchase price of approximately $196,000. The Company closing occurred Thursday, Nov. 10, 2011. The Warrants issued upon closing will be exercisable for an aggregate of up to approximately 3.71 million shares of the Company's Common Stock with one half of the shares (1.86 million shares) at an exercise price of $1.67 per share and one half of the shares (1.86 million share) at an exercise price of $2.00 per share. Under certain circumstances, the warrants can also be exercised on a cashless basis. One half of the warrants (1.86 million shares with an exercise price of $1.67 per share) will expire two and one half years from the date of issuance and one half of the warrants (1.86 million shares with an exercise price of $2.00 per share) will expire five years from the date of issuance. The warrant exercise price is subject to adjustment, under certain circumstances, including an equitable adjustment for stock splits, dividends, combinations, reorganizations and the like. About Access Pharmaceuticals Access Pharmaceuticals, Inc., is an emerging biopharmaceutical company focused on developing pharmaceutical products primarily based upon its nano-polymer chemistry technologies and other drug delivery technologies. The Company currently has one approved product, one product candidate at Phase 3 of clinical development, three product candidates in Phase 2 of clinical development and other product candidates in pre-clinical development. The Company reported a net loss of $7.54 million on $481,000 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.34 million on $352,000 of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $5.06 million in total assets, $29 million in total liabilities, and a $23.94 million total stockholders' deficit. As reported by the TCR on April 5, 2011, Whitley Penn LLP, in Dallas, Texas, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2010 results. The independent auditors noted that the Company has had recurring losses from operations, negative cash flows from operating activities and has an accumulated deficit. AES THAMES: Proposes Open Auction for Coal-Fired Facility --------------------------------------------------------- AES Thames LLC determined that its coal-fired facility in Uncasville, Conn., would be most profitable if it ran only at certain periods, depending on the cost of production versus sale price for electricity. In order to obtain the maximum sale price for the facility, a potential purchaser would likely want to operate this winter season in order to capitalize on the Facility's limited window of profitable operations. Thus, the Debtor, through its financial advisor, Houlihan Lokey Capital, Inc., began to market its assets to potential purchasers in the summer of 2011. However, no party has executed a binding asset purchase agreement to date. AES Thames, LLC, has determined, in its reasonable business judgment, that given its liquidity constraints, conducting an open auction for its assets is in the best interests of its estate, creditors, and stakeholders. As a result, the Debtor seeks entry of an order approving the proposed bidding procedures for a sale of substantially all of the Debtor's assets. The Debtor also seeks approval of the selection of a Stalking Horse bidder and allowing the Debtor to enter into a proposed sale according to the terms of an asset purchase agreement, subject to Court approval. In addition, the Debtor seeks approval of the Break-Up Fee, if applicable, for the benefit of the Stalking Horse and the Debtor's estate. The proposed bidding procedures set Nov. 23, 2011, at 4:00 p.m. (ET) as the deadline for a purchaser to submit an APA for consideration for selection as serving as the Stalking Horse. In addition, Dec. 2, 2011, at 4:00 p.m. (ET) is the deadline for the submission of bids other than a Stalking Horse Bid. The auction for the Debtor's assets will be on Dec. 6, 2011, at 10:00 a.m. (ET). The hearing to approve the sale is set on Dec. 7, 2011, to consider the sale of assets to the Stalking Horse or other party that is the successful bidder at the Auction. After acceptance of an offer from a Stalking Horse bidder, the Debtor will file a notice of the accepted offer, which will include identification of the Stalking Horse; identification of the Assets to be purchased; the proposed purchase price; the deposit paid by the Stalking Horse; and a copy of the executed APA. The Debtor seeks approval of standard a break-up fee for the Stalking Horse on terms that are similar to those routinely approved by courts in this district. A Stalking Horse is unlikely to serve as a stalking horse bidder without the approval of the protections. As part of the Bidding Procedures Order, the Debtor seeks approval of a break-up fee equal to 3% of the purchase price. As part of the Proposed Sale, the Debtor may assume and assign to the Purchaser certain executory contracts and unexpired leases. As soon as practicable, but no later than 10 days prior to the Sale Hearing and following the selection of the Stalking Horse, if applicable, the Debtor will file and serve the Assumption and Assignment Notice, including a schedule of potential cure obligations for the Assumed Contracts. The Cure Schedule will include a description of each Assumed Contract that may be assigned to the Purchaser pursuant to the APA, and the amount, if any, the Debtor believes is necessary to cure the agreements. A copy of the Cure Schedule, together with the Assumption and Assignment Notice and the Notice of Accepted Offer will be served on each of the non-debtor parties listed on the Cure Schedule by first class mail on the date that the Assumption and Assignment Notice is filed with the Court. Any objections by non-debtor parties to the assumption and assignment of any executory contract or unexpired lease identified on the Cure Schedule, including objections relating to adequate assurance of future performance or to the Cure Amounts must be in writing, filed with the Court, and be actually received on or before Dec. 2, 2011 at 4:00 p.m. (Eastern Time). U.S. Trustee Objects to Break-Up Fee The U.S. Trustee tells the Court that the proposed bid procedures should be denied as premature insofar as it seeks approval of a break-up fee. Juliet Sarkessian, Esq., representing the U.S. Trustee, states that there is no way to determine whether a Stalking Horse would bid whether or not the Break-Up Fee is offered. Thus, the Break- Up Fee "cannot be characterized as necessary to preserve the value of the estate." The Debtor seeks a finding that the Break-Up Fee "is a material inducement for, and condition of, the Stalking Horse's entry into the APA," despite the fact that no Stalking Horse has yet entered into the APA. The Debtor further seeks a finding that the Break- Up Fee is "fair and reasonable in view of the fact that the Stalking Horse's efforts will have substantially increased the chances that the Debtor will receive the highest or otherwise best offer for the Assets," despite the fact that no Stalking Horse has yet expended any "efforts," and therefore it is impossible to determine what the effects of any such efforts, if undertaken, would be. Accordingly, Ms. Sarkessian believes that the portion of the Motion seeking approval of the Break-Up Fee should be denied at this time, as there is no prospective sale arranged yet, and no Stalking Horse Bidder has even been identified. The Debtor has not identified any circumstances that would support payment of the Break-Up Fee as an actual and necessary administrative expense, nor could it, as there is no party who is demanding that such fee be paid to it as a condition of making its bid. The Debtor is seeking court approval of an administrative expense before an administrative expense claimant has provided any benefit to the estate. The relief sought is premature, and should therefore be denied. About AES Thames Uncasville, Connecticut-based AES Thames, L.L.C., owns and operates a coal-fired power plant located in Montville, Connecticut. The facility generates and sells electricity to Connecticut Light and Power Company. It also supplies processed steam to a recycled paperboard mill owned by Smurfit-Stone Container Corp. AES Thames is a unit of AES Corp., the Arlington, Virginia-based power producer with operations in 29 countries. AES Thames filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10334) on Feb. 1, 2011. The increased cost of energy production and the "uneconomic and onerous provisions" of a steam sale agreement with Smurfit-Stone's predecessor led AES Thames to seek bankruptcy protection. Adam G. Landis, Esq., Kerri K. Mumford, Esq., J. Landon Ellis, Esq., and Jeffrey R. Drobish, Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware, serve as the Debtor's bankruptcy counsel. The Debtor tapped Murtha Cullina LLP as its special counsel; Charles River Associates as its regulatory consultant, and Houlihan Lockey Capital, Inc., as financial advisor and investment banker. According to court filings, based on the balance sheet as of Dec. 1, 2010, total assets were $162 million, and the Debtor has $52 million in short term liabilities and $122.6 million in long term debt. The Official Committee of Unsecured Creditors tapped FTI Consulting Inc. as its restructuring and financial advisor, and Blank Rome LLP as its counsel. AMBAC FIN'L: Inches Closer to Settlement With IRS Over Taxes ------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that Ambac Financial Group Inc. is moving closer to a settlement with the Internal Revenue Service over possible tax liabilities that contributed to the bond insurer's Chapter 11 bankruptcy filing last year and wants court permission to give creditors more time to digest the details of any such settlement, according to people familiar with the matter. 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). AMERICAN SCIENTIFIC: Files Form S-1, Registers 5.8 Million Shares ----------------------------------------------------------------- American Scientific Resources, Incorporated, filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement relating to the resale of up to 5,890,000 shares of the Company's common stock, par value $0.0001 per share, by Southridge, which are Put Shares that the Company will put to Southridge pursuant to the Purchase Agreement. The Purchase Agreement with Southridge provides that Southridge is committed to purchase up to $10 million of the Company's common stock. The Company may draw on the facility from time to time, as and when the Company determines appropriate in accordance with the terms and conditions of the Purchase Agreement. The 5,890,000 shares included in this prospectus represent a portion of the shares issuable to Selling Security Holder under the Purchase Agreement. Southridge is an "underwriter" within the meaning of the Securities Act in connection with the resale of the Company's common stock under the Purchase Agreement. No other underwriter or person has been engaged to facilitate the sale of shares of the Company's common stock in this offering. This offering will terminate 24 months after the registration statement to which this prospectus is made a part is declared effective by the SEC. Southridge will pay us 92% of the average of the lowest closing price of the Company's common stock for the five consecutive trading day period commencing the date a put notice is delivered. The Company will not receive any proceeds from the sale of these shares of common stock offered by Selling Security Holder. However, the Company will receive proceeds from the sale of the Company's Put Shares under the Purchase Agreement. The proceeds will be used for working capital or general corporate purposes. The Company will bear all costs associated with this registration. The Company's common stock is quoted on the OTCBB under the symbol "ASFX.OB." The shares of the Company's common stock registered are being offered for sale by Selling Security Holder at prices established on the OTCBB during the term of this offering. On Nov. 9, 2011, the closing bid price of the Company's common stock was $0.02 per share. These prices will fluctuate based on the demand for the Company's common stock. A full-text copy of the Form S-1 prospectus is available for free at http://is.gd/Oqz9GQ About American Scientific Weston, Fla.-bases American Scientific Resources, Inc., provides healthcare and medical products. The Company develops, manufactures and distributes healthcare and medical products primarily to retail drug chains, retail stores specializing in sales of products for babies and medical supply dealers. The Company does sub-component assembly and packaging for the Disintegrator product line. All of the Company's other products are manufactured by third parties. The Company was comprised of three subsidiaries: (i) Kidz-Med, Inc., (ii) HeartSmart, Inc., and (iii) Ulster Scientific, Inc., of which only Kidz-Med was active until Dec. 31, 2010. All subsidiaries are currently inactive. The Company's balance sheet at June 30, 2011, showed $1.38 million in total assets, $9.28 million in total liabilities, and a $7.90 million total shareholders' deficit. Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about American Scientific Resources' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has suffered recurring losses, its current liabilities exceed its current assets and it is in default with certain of its obligations. AMR CORP: Pilot Contract Progress Key to Avoid Chapter 11 Filing ---------------------------------------------------------------- Fitch Ratings said in a statement that the absence of progress this week in contract talks between AMR Corp. management and the Allied Pilots Association (APA) raises the risk that American Airlines will be forced into a Chapter 11 bankruptcy filing. Fitch Ratings sees agreement on terms similar to those proposed by management as essential if the carrier is to move toward a sustainable operating profile in 2012 and beyond. After five years of unsuccessful bargaining for new contracts, American's pilots appear committed to proposals that would drive AMR's unit labor costs still higher at a time when the airline's margin performance continues to lag significantly behind that of competing U.S. carriers such as United and Delta. While AMR's liquidity position ($4.3 billion in unrestricted cash and investments at Sept. 30) is adequate to allow the company to avoid a bankruptcy filing in the short run, we regard the achievement of competitive pilot wage and benefit levels as key to American's long-term survival. In addition to an unsustainable cost profile, AMR faces heavy debt maturities and cash pension funding requirements over coming years that necessitate the generation of positive free cash flow (FCF) and a gradual but consistent reduction in lease-adjusted debt. Another year of substantial operating losses would likely drive AMR's liquidity toward unmanageable levels, despite the carrier's success in accessing debt markets earlier this year and the potential for scheduled current maturities of $1.4 billion to be refinanced. Although the industry revenue environment has remained healthy in the face of broader weakness in the global economy, persistent fuel cost pressure in 2011 and the labor cost gap have placed AMR in a fundamentally unsustainable financial position. While management has repeatedly emphasized a desire to avoid an in-court restructuring, Chapter 11 would provide room for the carrier to transform its long-term operating profile. Restructuring steps would likely include a termination of defined benefit pension plans and a significant reduction in the size of American's uncompetitive MD-80 fleet through the rejection of certain aircraft obligations. A downgrade in AMR's 'CCC' issuer default rating (IDR) to 'CC' or 'C' is likely in the event that a break down in labor negotiations signals a continuation of significantly negative FCF in 2012 and a likely re-assessment by management of the need to pursue a near- term reorganization in bankruptcy. About AMR Corporation Headquartered in Fort Worth, Texas, AMR Corporation (NYSE: AMR) operates with its principal subsidiary, American Airlines Inc. -- http://www.aa.com/-- a worldwide scheduled passenger airline. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two regional airlines, American Eagle Airlines Inc. and Executive Airlines Inc., and does business as "American Eagle." American Beacon Advisors Inc., a wholly owned subsidiary of AMR, is responsible for the investment and oversight of assets of AMR's U.S. employee benefit plans, as well as AMR's short-term investments. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a 'B-' corporate credit rating from Standard & Poor's. In November 2010, Standard & Poor's Ratings Services revised its outlook on AMR Corp. and its major operating subsidiary, American Airlines Inc., to stable from negative, based on AMR's improved operating performance, which has bolstered credit quality. S&P also affirmed its 'B-' corporate credit rating and most issue ratings on the two companies and lowered selected ratings on American's enhanced equipment trust certificates. APPLIED MINERALS: David Taft Discloses 28.3% Equity Stake --------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, David A. Taft and his affiliates disclosed that they beneficially own 22,339,053 shares of common stock of of Applied Minerals, Inc., representing 28.3% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/ep4fSy About Applied Minerals New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a leading global producer of halloysite clay used in the development of advanced polymer, catalytic, environmental remediation, and controlled release applications. The Company operates the Dragon Mine located in Juab County, Utah, the only commercial source of halloysite clay in the western hemisphere. Halloysite is an aluminosilicate clay that forms naturally occurring nanotubes. The Company reported a net loss of $4.77 million for 2010, compared with a net loss of $6.77 million for 2009. The Dragon Mine property has yet to produce any significant revenue and, as such, the Company generated no gross profit for the twelve months ended Dec. 31, 2010, and 2009. The Company's balance sheet at June 30, 2011, showed $6.08 million in total assets, $4.24 million in total liabilities, and $1.83 million in total stockholders' equity. As reported by the TCR on April 28, 2011, PMB Helin Donovan, LLP, in Spokane, Washington, after auditing the Company's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has an accumulated deficit from operations and a net deficiency in working capital. Applied Minerals in its Form 10-Q acknowledged that it has incurred material recurring losses from operations. At March 31, 2011, the Company had aggregate accumulated deficits prior to and during the exploration stage of $33,239,435, in addition to limited cash and unprofitable operations. For the period ended March 31, 2011 and 2010, the Company sustained net losses before discontinued operations of $1,343,240 and $1,084,299, respectively. These factors indicate that the Company may be unable to continue as a going concern for a reasonable period of time, according to the quarterly report. AVANTAIR INC: Incurs $1.7 Million Net Loss in Q1 Fiscal 2012 ------------------------------------------------------------ Avantair, Inc., reported a net loss of $1.70 million on $38.21 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $4.81 million on $35.78 million of total revenue for the same period during the prior year. The Company also reported a net loss of $10.77 million on $33.32 million of revenue for the year ended June 30, 2011, compared with a net loss of $3.96 million on $43.75 million of revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $110.24 million in total assets, $141.42 million in total liabilities, $14.73 million in Series A convertible preferred stock, and a $45.91 million total stockholders' deficit. Steven Santo, chief executive officer of Avantair said, "This past quarter Avantair continued its focus on our core business of selling fractional shares, either through straight purchases or leases, and selling flight hour cards. We are pleased with our sales performance particularly with the increasing acceptance of our Axis Lease program, which supports the growth of our recurring revenue stream. As a result, we were able to take delivery of two aircraft during our recent quarter together with a third aircraft in mid-October. Moving forward, we will continue to concentrate on driving sales, with a focus on increasing fractional share sales and leases, and gaining market share. In addition, we are focused on improvements, efficiencies and back office cost reductions with more expected in the coming quarters. As we have consistently communicated, we will continue working directly with our owners to maintain the highest level of service, while safety remains our number one priority." A full-text copy of the press release is available for free at: http://is.gd/QDieWi About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. BARNES BAY: Hearing Tomorrow on Case Dismissal ---------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Anguilla Resort and Residences on Anguilla in the British West Indies may end at a Nov. 17 hearing when the U.S. Trustee will request either dismissal of the case or conversion to liquidation in Chapter 7. Mr. Rochelle recounts that in September, the bankruptcy court in Delaware refused to confirm a reorganization plan on account of improper discrimination between similarly situated creditors. Purchasers of units at the development responded with a motion to dismiss. Instead, the bankruptcy court gave them authority to pursue remedies in courts in Anguilla and seek appointment of a receiver under local law. According to the report, the U.S. Trustee recited in her motion that the company is $20,000 behind in payment of fees to the U.S. Trustee system and is "administratively insolvent," meaning it lacks cash to pay bills accrued during Chapter 11. Mr. Rochelle notes that purchasers ended up as unsecured creditors in the bankruptcy case because their deposits weren't held in escrow. Previously, the Delaware judge allowed secured creditor Starwood Capital Group LLC to foreclose after he declined to confirm the plan. About Barnes Bay Beverly Hills, California-based Barnes Bay Development Ltd., owns the Viceroy Anguilla Resort & Residences on the British West Indies island of Anguilla. Barnes Bay and two affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-10792) on March 17, 2011, to facilitate the sale of the resort. Barnes Bay disclosed $3,331,282 in assets and $481,840,435 in liabilities as of the Chapter 11 filing. Akin Gump Straus Hauer & Feld LLP is the Debtors' bankruptcy counsel, and Keithley Lake & Associates is the Debtors' special Anguillan counsel. Kurtzman Carson Consultants LLC is the Debtors' claims, noticing, solicitation and balloting agent. The U.S. Trustee appointed five members to the official committee of unsecured creditors in the Debtors' cases. Brown Rudnick LLP serves as the Committee's co-counsel, and Womble Carlyle Sandridge & Rice, PLLC, as its Delaware co-counsel. C.R. Hodge & Associates is the Committee's foreign counsel. FTI Consulting, Inc., serves as the Committee's financial advisors. U.S. Bankruptcy Judge Peter J. Walsh in Delaware in September said that he wouldn't approve the resort's reorganization plan because it unfairly discriminated among creditors who put down deposits to buy units. Barnes Bay has not filed a revised plan. Starwood Capital Group LLC was the winner of a July auction to determine who would sponsor the reorganization plan. It called for Starwood to assume ownership on account of its US$370 million secured claim. When the plan failed, Starwood took ownership through foreclosure. BEACON POWER: Court OKs Epiq Bankruptcy Solutions as Claims Agent ----------------------------------------------------------------- Beacon Power Corporation sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Solutions LLC as the official claims, noticing and balloting agent. Upon retention, the firm will, among other things: a. notify all potential creditors of the filing of the chapter 11 petitions discussed herein and of the setting of the first meeting creditors, pursuant to section 341(a) in the Bankruptcy Code; b. file affidavit of services for all mailings, including a copy of each notice, a list of persons to whom such notice was mailed, and the date mailed; and c. assist the Debtors with administrative tasks in the preparation of their bankruptcy Schedules and Statements. Edward J. Kosmowski, Vice President and Senior Consultant of Epiq Solutions LLC, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. The Debtors will compensate Epiq for services rendered upon the submission of monthly invoices by Epiq summarizing, in reasonable detail the services for which compensation is sought. The Debtors have also provided a retainer to Epiq in the amount of $15,000 to be applied first to prepetition fees and expenses incurred in connection with the Chapter 11 cases and to subsequent bills that will be sent to the Debtors by Epiq for post-petition fees and expenses in connection with these cases. About Beacon Power Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND) -- http://www.beaconpower.com/-- designs, manufactures and operates flywheel-based energy storage systems that it has begun to deploy in company-owned merchant plants that sell frequency regulation services in open-bid markets. Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No. 11-13450) after borrowing $39.1 million guaranteed by the U.S. Energy Department. Potter Anderson & Corroon LLP and Brown Rudnick LLP acts as counsel. CRG Partners Group LLC acts as financial advisors. Miller Wachman, LLP is the Debtors' auditors. Tyngsboro, Massachusetts-based Beacon disclosed assets of $72 million and debt totaling $47 million, including $39.1 million owing on the government-guaranteed loan. Beacon built a $69 million facility with 20 megawatts of balancing capacity in Stephentown, New York, funded mostly by the Energy Department loan. Beacon Power is the second cleantech company which has been backed by the U.S. Department of Energy via loan guarantees to fail this year. The first was Solyndra, which declared Chapter 11 bankruptcy on Sept. 6, 2011. BEACON POWER: Employs Potter Anderson as Counsel ------------------------------------------------ Beacon Power Corporation asks permission from the U.S. Bankruptcy Court for the District of Delaware to employ Potter Anderson & Corroon LLP as counsel. Upon retention, the firm will, among other things: a. take all necessary action to protect and preserve the estates of the Debtors, including the prosecution of actions on the Debtors' behalf, the negotiation of disputes in which the Debtors is involved, and the preparation of objections to claims filed against the Debtor's estates; b. provide legal advice with respect to the Debtors' powers and duties as debtors in possession as the Debtors' powers and duties move forward with these bankruptcy cases; and c. negotiate, prepare, and pursue a plan and disclosure statement and the approval of the same. Jeremy W. Ryan, a partner at Potter Anderson & Corroon LLP, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. About Beacon Power Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND) -- http://www.beaconpower.com/-- designs, manufactures and operates flywheel-based energy storage systems that it has begun to deploy in company-owned merchant plants that sell frequency regulation services in open-bid markets. Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No. 11-13450) after borrowing $39.1 million guaranteed by the U.S. Energy Department. Epiq Solutions LLC acts as the official claims, noticing and balloting agent. Brown Rudnick LLP acts as counsel. CRG Partners Group LLC acts as financial advisors. Miller Wachman, LLP is the Debtors' auditors. Tyngsboro, Massachusetts-based Beacon disclosed assets of $72 million and debt totaling $47 million, including $39.1 million owing on the government-guaranteed loan. Beacon built a $69 million facility with 20 megawatts of balancing capacity in Stephentown, New York, funded mostly by the Energy Department loan. Beacon Power is the second cleantech company which has been backed by the U.S. Department of Energy via loan guarantees to fail this year. The first was Solyndra, which declared Chapter 11 bankruptcy on Sept. 6, 2011. BEACON POWER: Employs CRG Partners as Financial Advisors -------------------------------------------------------- Beacon Power Corporation asks permission from the U.S. Bankruptcy Court for the District of Delaware to employ CRG Partners Group LLC as financial advisors. Upon retention, the firm will, among other things: a. assist in relationships with the Debtor's existing lenders and creditors and finalizing the restructuring of the Debtors' debts; b. develop financial projections and business plans as are required to support the financial and restructuring process; and c. secure new capital to facilitate the Debtor's restructuring. Stephen S. Gray, Managing Partner of CRG Partners Group LLC, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. The firm's rates are: Personnel Rates --------- ----- Managing Partner $575-$675 Partner $525-$575 Managing Director $450-$495 Director $395-$435 Senior Consultant $395-$435 Consultant $250 In the one year prior to the Petition Date, the Debtors paid $75,000 to CRG on account of services performed and expenses incurred in connection with this advice to the Debtors and the preparation for the commencement of the Chapter 11 cases. About Beacon Power Tyngsboro, Mass.-based Beacon Power Corporation (Nasdaq: BCOND) -- http://www.beaconpower.com/-- designs, manufactures and operates flywheel-based energy storage systems that it has begun to deploy in company-owned merchant plants that sell frequency regulation services in open-bid markets. Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No. 11-13450) after borrowing $39.1 million guaranteed by the U.S. Energy Department. Epiq Solutions LLC acts as the official claims, noticing and balloting agent. Potter Anderson & Corroon LLP and Brown Rudnick LLP acts as counsel. Miller Wachman, LLP is the Debtors' auditors. Tyngsboro, Massachusetts-based Beacon disclosed assets of $72 million and debt totaling $47 million, including $39.1 million owing on the government-guaranteed loan. Beacon built a $69 million facility with 20 megawatts of balancing capacity in Stephentown, New York, funded mostly by the Energy Department loan. Beacon Power is the second cleantech company which has been backed by the U.S. Department of Energy via loan guarantees to fail this year. The first was Solyndra, which declared Chapter 11 bankruptcy on Sept. 6, 2011. BIOCORAL INC: Delays Filing of Quarterly Report on Form 10-Q ------------------------------------------------------------ Biocoral, Inc., was 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 mid-November. About Biocoral, Inc. Headquartered in La Garenne Colombes, France, Biocoral, Inc. -- http://www.biocoral.com/-- was incorporated under the laws of the State of Delaware on May 4, 1992. Biocoral is a holding company that conducts its operations primarily through its wholly- owned European subsidiaries. The Company's operations consist primarily of research and development and manufacturing and marketing of patented high technology biomaterials, bone substitute materials made from coral, and other orthopedic, oral and maxillo-facial products, including products marketed under the trade name of Biocoral. Most of the Company's operations are conducted from Europe. The Company has obtained regulatory approvals to market its products throughout Europe, Canada and certain other countries. The Company owns various patents for its products which have been registered and issued in the United States, Canada, Japan, Australia and various countries throughout Europe. However, the Company has not applied for the regulatory approvals needed to market its products in the United States. The Company's balance sheet at June 30, 2011, showed $1.47 million in total assets, $6.66 million in total liabilities and a $5.19 million total stockholders' deficit. As reported by the TCR on April 11, 2011, Michael T. Studer CPA P.C., in Freeport, New York, expressed substantial doubt about Biocoral's ability to continue as a going concern. Mr. Studer noted that the Company had net losses of approximately $703,300 and $452,600 in 2010 and 2009, respectively. "The Company had a working capital deficiency of approximately $2,125,700 and $1,585,300, at Dec. 31, 2010, and 2009, respectively. The Company also had a stockholders' deficit of approximately $4,734,700 and $4,040,800 at Dec. 31, 2010, and 2009, respectively." The Company reported a net loss of $703,272 on $307,655 of sales for 2010, compared with a net loss of $452,592 on $425,055 of sales for 2009. BLITZ U.S.A.: Hires Kurtzman Carson Consultants as Claims Agent --------------------------------------------------------------- Blitz U.S.A., Inc., and its debtor affiliates sought and obtained the approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as their notice and claims agent. The Debtors anticipate that there will be approximately 500 individual entities to be noticed, in addition to publication notices. In view of the number of anticipated claimants and the complexity of the Debtors' businesses, the Debtors assert that the appointment of an outside claims agent is both necessary and in the best interest of their estates, creditors, and parties-in- interest. As claims and noticing agent, KCC will: (a) notify all potential creditors of the filing of the bankruptcy petitions and of the setting of the first meeting of creditors, pursuant to Section 341(a) of the Bankruptcy Code, under the proper provisions of the Bankruptcy Code and the Bankruptcy Rules as determined by the Debtors' counsel; (b) prepare and serve required notices in the Chapter 11 cases; (c) maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, listing the Debtors' known creditors and the amounts owed thereto; (d) provide access to the public for examination of copies of the proofs of claim or proofs of interest filed in the Chapter 11 cases without charge during regular business hours; (e) furnish a notice of the last date for the filing of proofs of claims and a form for the filing of a proof of claim, after those notice and form are approved by the Court; (f) file with the Clerk's Office an affidavit or certificate of service which includes a copy of the notice, a list of persons to whom it was mailed, and the date mailed, within seven days of service; (g) docket all claims received by the Clerk's Office, maintain the official claims registers for each Debtor on behalf of the Clerk, and provide the Clerk with certified duplicate, unofficial Claims Registers on a monthly basis, unless otherwise directed; (h) record all transfers of claims, pursuant to Bankruptcy Rule 3001(e) and provide any notices of those transfers as required by Bankruptcy Rule 3001(e); (i) specify in the applicable Claims Register these information for each claim docketed: (1) the claim number assigned; (2) the date received; (3) the name and address of the claimant and agent, if applicable, who filed the claim; and (4) the classifications of the claim; (j) relocate by messenger all of the actual proofs of claim filed with the Court to KCC, not less than weekly; (k) upon completion of the docketing process for all claims received to date by the Clerk's Office for each case, turn over to the Clerk copies of the claims register for the Clerk's review; (l) make changes in the Claims Registers pursuant to any applicable order of the Court; (m) maintain the official mailing list for each Debtor of all entities that have filed a proof of clam, which list will be available upon required by party-in-interest or the Clerk; (n) provide other claims processing, noticing, and administrative services that would fall within the purview of the Clerk's Office as may be requested from time to time by the Debtors; (o) file with the Court the final version of the claims register immediately before the close of the Debtors' Chapter 11 cases; (p) thirty days prior to the close of the Chapter 11 cases, an order dismissing KCC will be submitted terminating the services of KCC upon completion of its duties and responsibilities and upon the closing of the Chapter 11 cases; and (q) at the close of the case, box and transport all original documents, in proper format, as provided by the Clerk's Office, to the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064. The Debtors maintain that the fees and expenses incurred by KCC are administrative in nature and, therefore, should not be subject to the standard fee application procedures for professionals. The Debtors will reimburse KCC for reasonable expenses. The Debtors paid KCC a retainer of $25,000 under the terms of the Services Agreement that will be held as security for the payment of expenses. As part of the overall compensation payable to KCC, the Debtors have agreed to certain indemnification and contribution obligations. The Debtors believe that KCC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Blitz U.S.A. Blitz Acquisition Holdings, Inc., and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13602 to 11- 13607) on Nov. 9, 2011. Blitz Acquisition estimated assets and debts of $50 million to $100 million. The petitions were signed by Rocky Flick, president and chief executive officer. The Debtors are represented by Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, in Wilmington, Delaware. Since its early beginning in 1966, Blitz and its predecessors have been successfully producing portable fuel containers for customer use. With more than 150 million units currently in circulation, Blitz accounts for approximately 70% of the market share in the United States in the portable fuel containment and storage industry. Approximately three years ago, Blitz began to experience an uptick in litigation with approximately four to seven new cases filed against Blitz each year. Although Blitz has been able to successfully manage its litigation exposure and associated defense costs during the past several years, following a 2010 Utah State jury verdict and several plaintiff-friendly settlements involving Blitz's insurance carriers, Blitz has become the subject of an increased influx of lawsuits. Blitz said it intends to utilize the chapter 11 process to fully and finally litigate the many lawsuits pending in various jurisdictions across the country and reorganize as a healthy company without the burdensome weight of litigation. BLITZ U.S.A.: Section 341(a) Meeting Scheduled for Dec. 21 ---------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors of Blitz, U.S.A., Inc,. et al., on Dec. 21, 2011, at 9:30 a.m. The meeting will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room 2112. 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 Blitz U.S.A. Blitz Acquisition Holdings, Inc., and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13602 to 11- 13607) on Nov. 9, 2011. Blitz Acquisition estimated assets and debts of $50 million to $100 million. The petitions were signed by Rocky Flick, president and chief executive officer. The Debtors are represented by Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, in Wilmington, Delaware. Since its early beginning in 1966, Blitz and its predecessors have been successfully producing portable fuel containers for customer use. With more than 150 million units currently in circulation, Blitz accounts for approximately 70% of the market share in the United States in the portable fuel containment and storage industry. Approximately three years ago, Blitz began to experience an uptick in litigation with approximately four to seven new cases filed against Blitz each year. Although Blitz has been able to successfully manage its litigation exposure and associated defense costs during the past several years, following a 2010 Utah State jury verdict and several plaintiff-friendly settlements involving Blitz's insurance carriers, Blitz has become the subject of an increased influx of lawsuits. Blitz said it intends to utilize the chapter 11 process to fully and finally litigate the many lawsuits pending in various jurisdictions across the country and reorganize as a healthy company without the burdensome weight of litigation. BLUEKNIGHT ENERGY: Swank Capital Owns 9.8% of Series A Shares ------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Swank Capital, L.L.C., and its affiliates disclosed that they beneficially own 3,280,444 shares of Series A Preferred Units of Blueknight Energy Partners, L.P., representing 9.8% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/7If1Cy In a separate amended Schedule 13D filing, Swank Capital and its affiliates disclosed they they beneficially own 7,086,039 shares of common units of the Company representing 27.3% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/1Yj4u4 About Blueknight Energy Blueknight Energy Partners, L.P. (Pink Sheets: BKEP) -- http://www.bkep.com/-- provides integrated terminalling, storage, processing, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and asphalt product. It provides services for the customers, and its only inventory consists of pipeline linefill and tank bottoms necessary to operate the assets. It has three operating segments: crude oil terminalling and storage services, crude oil gathering and transportation services, and asphalt services. The Company reported a net loss of $23.79 million on $152.62 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.50 million on $156.77 million of total revenue during the prior year. The Company also reported net income of $25.89 million on $131.12 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $10.60 million on $113.53 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $320.77 million in total assets, $333.23 million in total liabilities, and a $12.46 million total partners' deficit. CAPSTONE TURBINE: Reports $1.3 Million Net Income in Sept. 30 Qtr. ------------------------------------------------------------------ Capstone Turbine Corporation filed its quarterly report on Form 10-Q, reporting net income of $1.3 million on $27.5 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $1.9 million on $18.9 million of revenue for the three months ended Sept. 30, 2010. The Company has incurred significant operating losses since its inception. The operating loss from operations was $7.2 million for the three months ended Sept. 30, 2011, compared to a loss from operations of $8.5 million for the three months ended Sept. 30, 2010. The change in fair value of the warrant liability was a benefit of $8.6 million for the three months ended Sept. 30, 2011. The change in fair value of the warrant liability was a benefit of $6.9 million for the three months ended Sept. 30, 2010. This change in fair value of warrant liability was a result of warrant exercises and revaluing the warrant liability based on the Monte-Carlo simulation valuation model which is impacted primarily by the quoted price of the Company's common stock in an active market. This revaluation of the warrant liability has no impact the Company's cash balances. The Company had a net loss of $1.6 million on $51.8 million of revenue for the six months ended Sept. 30, 2011, compared with a net loss of $1.5 million on $35.0 million for the six months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $79.1 million in total assets, $43.6 million in total liabilities, and stockholders' equity of $35.5 million. Management believes that existing cash and cash equivalents are sufficient to meet the Company's anticipated cash needs for working capital and capital expenditures for at least the next twelve months," the Company said in the filing. "However, if anticipated cash needs of the Company change, it is possible that the Company may decide to raise additional capital in the future." "Should the Company be unable to execute its plans or obtain additional financing that might be needed if the Company's cash needs change, the Company may be unable to continue as a going concern. Therefore, there is substantial doubt as to the Company's ability to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/yZ924f Chatsworth, California-based Capstone Turbine Corporation develops, manufactures, markets and services microturbine technology solutions for use in stationary distributed power generation applications, including cogeneration (combined heat and power, integrated combined heat and power, combined cooling, heat and power, resource recovery and secure power. In addition, the Company's microturbines can be used as battery charging generators for hybrid electric vehicle applications. CARDICA INC: Posts $3 Million Net Loss in Sept. 30 Quarter ---------------------------------------------------------- Cardica, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $3.0 million on $870,000 of revenues for the three months ended Sept. 30, 2011, compared with net income of $6.2 million on $10.0 million of revenues for the three months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $11.8 million in total assets, $4.9 million in total liabilities, and stockholders' equity of $6.8 million. As reported in the TCR on Sept. 27, 2011, Ernst & Young LLP, in Redwood City, Calif., expressed substantial doubt about Cardica's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2011. The independent auditors noted that the Company has incurred cumulative net losses of $123.8 million through June 30, 2011, and negative cash flows from operating activities and expects to incur losses for the next several years. A complete text of the Form 10-Q is available for free at: http://is.gd/bFMNti Redwood City, Calif.-based Cardica, Inc. (Nasdaq: CRDC) -- http://www.cardica.com/-- designs and manufactures proprietary stapling and anastomotic devices for cardiac and endoscopic surgical procedures. Cardica's technology portfolio is intended to minimize operating time and enable minimally-invasive and robot-assisted surgeries. CARPENTER CONTRACTORS: Plan Outline Hearing Set for Dec. 2 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on Dec. 2, 2011, at 9:30 a.m., to consider adequacy of the Disclosure Statement explaining Carpenter Contractors of America, Inc., and CCA Midwest, Inc.'s Plan of Reorganization. As reported in the Troubled Company Reporter on Sept. 23, 2011, the Plan of that contemplates the continuation of the Debtors' operations after plan confirmation plan. Donald L. Thiel will continue to sit as chairman and president of the post-confirmation management of Carpenter Contractors of America, Inc. Kenneth B. Thiel will retain his position as President of the post- confirmation management of CCA Midwest, Inc. The Plan of Reorganization and Disclosure Statement filed on Aug. 31, 2011, provides that payments and distributions under the Plan will be funded by the Debtors' current and ongoing business operations. In addition to the revenues generated by the business operations of the Debtors, Donald L. Thiel has agreed to the deferral of his unsecured claims in Class 3.6 which will result in additional cash availability. First American has agreed to provide the Debtors with a one year $5,120,000 exit financing line of credit renewable annually for 3 years, and a $2,500,000 term note, repayable in 36 monthly installments. Donald and Judith Thiel have also agreed to provide the Debtors with exit financing in the form of a $1,000,000 revolving line of credit, repayable when the Debtors have available cash flow. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/carpentercontractors.DS.pdf About Carpenter Contractors Pompano Beach, Florida-based Carpenter Contractors of America, Inc., dba R&D Thiel, provides carpentry services to builders of new homes primarily in Illinois and Florida. It also manufactures building components and distributes construction materials in Illinois, Florida, and North Carolina. CCA Midwest Inc. provides carpentry services to builders of new homes in Illinois. It is a wholly-owned subsidiary of Carpenter Contractors. Carpenter Contractors and CCA Midwest filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Lead Case No. 10-42604) on Oct. 25, 2010. Chad P. Pugatch, Esq., and Christian Savio, Esq., at Rice Pugatch Robinson & Schiller, P.A., in Ft. Lauderdale, Fl., serve as the Debtors' bankruptcy counsel. Attorneys at Shaw Gussis Fishman Glantz Wolfson & Towbin LLC, serve as special counsel. GlassRatner Advisory & Capital Group, LLC, led by Thomas Santoro, is the Debtors' financial advisor, and Scott L. Spencer, CPA and Crowe Horwath, LLP. is the Debtors' accountant for audit work. Carpenter Contractors disclosed $42,900,573 in assets and $25,861,652 in liabilities as of the Chapter 11 filing. The U.S. Trustee for Region 21 notified the Court that until further notice, he will not appoint a committee of creditors. CATHOLIC CHURCH: Adam Balick Named Arbitrator in Wilm. Case ----------------------------------------------------------- Pursuant to the order confirming Catholic Diocese of Wilmington, Inc.'s Chapter 11 Plan of Reorganization, the U.S. Bankruptcy Court for the District of Delaware appointed Adam L. Balick, Esq., as special arbitrator. In addition, by mutual agreement with the Official Committee of Unsecured Creditors, the Reorganized Debtor will employ Sandy K. Wurtele, Ph.D., to serve as a child protection consultant. The Diocese will fund all costs and expenses associated with the employment. The Court also gave the Reorganized Debtor and the Committee time to submit a letter regarding composition of a list of abusive persons. Subsequently, the Parties submitted the Letter telling the Court that there are still some disputes regarding the List's composition. The Court directed the Parties to refer the disputes to the Special Arbitrator for resolution. The Official Committee of Unsecured Creditors dissolved on October 26, 2011. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The Diocese filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-13560) on Oct. 18, 2009. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC, is the financial advisor. The petition says assets range $50 million to $100 million while debts are between $100 million to $500 million. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin Oct. 19, 2009. There were 131 cases filed against the Diocese, with 30 scheduled for trial, as of the bankruptcy filing. Judge Christopher Sontchi confirmed the Second Amended Chapter 11 Plan of Reorganization filed by the Diocese as a settlement plan, at a hearing held July 28, 2011. The Plan aims to pay approximately $77.4 million to people who were sexually abused by priests. The Plan was declared effective on September 26, 2011, according to a notice filed by Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware. Kenneth Martin and Charles W. Wiggins, two priests accused of sexual abuse, took separate appeals to the U.S. District Court for the District of Delaware from Judge Sontchi's July 28, 2011 order confirming the Plan. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CATHOLIC CHURCH: Wilm. Trustee's Objection to Tort Claim No. 10 --------------------------------------------------------------- Maria Eskin, as the Settlement Trustee of the Catholic Diocese of Wilmington, Inc. Qualified Settlement Fund created when the Catholic Diocese of Wilmington, Inc.'s Chapter 11 Plan of Reorganization went effective on September 26, 2011, asks the Court to disallow Claim No. 10 filed by a certain claimant for $91,902 because it is a false claim. The Settlement Trustee tells the Court that she had her counsel check for the Claimant's street address or phone number. In the process of doing so, her counsel inadvertently checked the proofs of claim filed in the Chapter 11 case of the Society of Jesus in Oregon and discovered that the Claimant had filed a proof of claim in the Jesuit Case. Both the Wilmington Claim and the Jesuit Claim allege abuse between June and August 1996 when the Claimant was 10 years old. The Wilmington Claim alleges abuse in Westover, Maryland, while the Jesuit Claim alleges abuse in Pendleton, Oregon. "In addition, the Claimant states in the Wilmington Claim that the Claimant moved to Texas after his parents learned of the alleged abuse," the Settlement Trustee tells the Court. Accordingly, given the identical facts regarding the time when the alleged abuse occurred and the other factual similarities set forth in the two proofs of claim, the Settlement Trustee determined that the Wilmington Claim is not credible, is a false claim, and should not be allowed. The Settlement Trustee notes that her counsel had served as committee counsel in the Jesuit Case, and is serving as counsel for the settlement trustee in the Jesuit Case. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The Diocese filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-13560) on Oct. 18, 2009. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC, is the financial advisor. The petition says assets range $50 million to $100 million while debts are between $100 million to $500 million. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin Oct. 19, 2009. There were 131 cases filed against the Diocese, with 30 scheduled for trial, as of the bankruptcy filing. Judge Christopher Sontchi confirmed the Second Amended Chapter 11 Plan of Reorganization filed by the Diocese as a settlement plan, at a hearing held July 28, 2011. The Plan aims to pay approximately $77.4 million to people who were sexually abused by priests. The Plan was declared effective on September 26, 2011, according to a notice filed by Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware. Kenneth Martin and Charles W. Wiggins, two priests accused of sexual abuse, took separate appeals to the U.S. District Court for the District of Delaware from Judge Sontchi's July 28, 2011 order confirming the Plan. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CATHOLIC CHURCH: Milw. Wants Plan Filing Exclusivity Until June 4 ----------------------------------------------------------------- The Archdiocese of Milwaukee asks the bankruptcy court for a second extension of the period within which it has the exclusive right to propose a Chapter 11 plan and obtain acceptance of that plan through June 4, 2012, and August 3, 2012. The Archdiocese asks that the relief be without prejudice to (a) the Debtor's right to seek further extensions and the rights of parties-in-interest with standing to oppose the requests, and (b) the rights of parties-in-interest with standing to seek to shorten or terminate the Debtor's exclusivity periods and Debtor's right to oppose the requests. Section 1121(b) of the Bankruptcy Code provides for an initial period of 120 days after the commencement of a Chapter 11 case, during which time a debtor has the exclusive right to file a Chapter 11 plan. Section 1121(c)(3) of the Bankruptcy Code provides that competing plans may be filed by any party-in- interest if a debtor has not filed a plan that has been accepted by each class of claims or interest that are impaired under the plan within 180 days after the commencement of the case. The First Extension Order established the Debtor's Exclusivity Period and Exclusive Solicitation Period as May 4, 2011, and July 3, 2011. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, tells the Court that there are significant, unresolved issues involving the scope of the Debtor's bankruptcy estate and the availability of insurance proceeds to help fund a reorganization plan, including the question of whether assets of the Archdiocese of Milwaukee Catholic Cemetery Perpetual Care Trust are property of the Debtor's bankruptcy estate. Mr. Diesing further notes that the deadline for claims of abuse survivors is not until February 1, 2012, and fewer than 70 abuse survivor claims have been filed, even though the Committee counsel and abuse survivor plaintiff's counsel have led the Debtor to believe many more will emerge. The Debtor believes that grounds for objection to filed claims exist. Accordingly, the Debtor asserts that it cannot accurately quantify the number and dollar amounts of claims against its estate. The Official Committee of Unsecured Creditors tells the Court that it has no objection to the Debtor's Request. In a separate filing, Mr. Diesing certified that as of November 14, 2011, no objections were filed to the Archdiocese's request. About the Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CENTENNIAL PARK: Court Accepts Bank Lender's $3MM Valuation ----------------------------------------------------------- Bankruptcy Judge Dale L. Somers accepted the valuation of First National Bank of Omaha's appraiser on the real property securing the bank's claim for purposes of confirmation of Centennial Park, LLC's proposed Chapter 11 plan. Judge Somers said the valuation of Bank's appraiser is more likely to be correct than that of Debtor's appraiser and held that, for the purpose of plan confirmation, the value of Debtor's real property is $3,570,000. The Debtor's proposed value is $7,700,000. Centennial Park LLC commenced a single asset Chapter 11 case (Bankr. D. Kan. Case No. 11-22026) on July 4, 2011. The Debtor's principal asset is real estate comprised of roughly 45.43 acres of development land commonly known as Centennial Business Park and about 33 acres of adjacent, unplatted agricultural land, located in Johnson County, Kansas, and Jackson County, Missouri. Development of the Business Park commenced roughly 20 years ago. The Debtor acquired the Real Property in 2006 for $6,988,028 cash, after it was partially developed and some lots had been sold. The Debtor's acquisition debt, originally held by Intrust Bank, was refinanced by First National Bank of Kansas. In May 2008, FNBK purchased the Centennial Park loan from Intrust Bank, and Centennial Park executed an Amended and Restated Promissory Note, for $9,716,600, and other Loan documents. FNBO later became the owner of the Loan when it acquired FNBK by merger. The Loan is secured by perfected liens on all property of Centennial Park, including the Real Property, and payment is personally guaranteed by two individuals who control Debtor. The Debtor's schedules list assets valued at $9,186,018, of which $8,700,000 is given as the value of the Business Park and adjacent Agricultural Land. The Debtor's proposed Chapter 11 plan is a liquidating plan. It proposes that the Court value the Debtor's property, including the Business Park and Agricultural Land. With respect to the Bank's claim, the plan is a "dirt-for-debt" plan. The Bank's secured claim is to be satisfied by distribution of property having a Court-determined value up to the amount of the claim, with an unsecured deficiency claim -- to be collected only from the guarantors via litigation in state court -- if the property is valued (after payment of real estate taxes) at less than the Bank's allowed secured claim. If the Court-determined value of the Debtor's property exceeds the secured claims, unsecured creditors shall receive a distribution of the excess property. If this is not sufficient to provide a 20% distribution to unsecured creditors other than BP Centennial LLC and the Bank, the guarantors will provide funds to enable a 20% distribution, which would be roughly $10,600. The guarantors have also agreed to pay administrative expenses if the Debtor's property is insufficient to pay such claims in full. A copy of Judge Somers' Nov. 14, 2011 Memorandum Opinion is available at http://is.gd/Va0bHafrom Leagle.com. CHEF SOLUTIONS: Has Final Approval for $38 Million in Loans ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Chef Solutions Inc. received final approval on Oct. 26 for $38 million in secured financing to carry the company until the assets are sold. As authorized by the bankruptcy court in Delaware following the Chapter 11 filing on Oct. 4, an auction was set for Nov. 9 to test the bid from a joint venture between Mistral Capital Management LLC and Reser's Fine Foods Inc. A hearing to approve the sale was scheduled to take place Nov. 15. Reser's is providing $10 million of the financing on terms making the loan secured although junior to the $28 million in financing from existing secured lenders. The contract, worked out before bankruptcy, calls for Reser's to buy the business in exchange for $36.4 million in cash and $25.3 million in secured debt. The buyers will also assume specified debt, including as much as $7.5 million in priority claims. About Chef Solutions Chef Solutions Inc., through subsidiary Orval Kent Food, is the second largest manufacturer in North America of fresh prepared foods for retail, foodservice and commercial channels. Chef Solutions and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-13139) on Oct. 4, 2011, with the aim of selling the business to a joint venture between Mistral Capital Management LLC and Reser's Fine Foods Inc. Debtor Orval Kent Food Company disclosed $82,902,336 in assets and $126,085,311 in liabilities in its schedules. Judge Kevin Gross presides over the case. Lawyers at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Donlin Recano is the claims and notice agent. Piper Jaffray & Co. has been hired as investment banker. PricewaterhouseCoopers serves as financial advisor. A joint venture between Mistral Capital Management LLC and Reser's Fine Foods Inc. has signed a contract to buy the business for $36.4 million in cash and $25.3 million in secured debt. The deal is subject to higher and better offers. Lowenstein Sandler PC and Polsinelli Shughart serve as counsel to the creditors' committee appointed in the case. Mesirow Financial Consulting, LLC, is the financial advisor. CHINA DU KANG: Delays Filing of Quarterly Report on Form 10-Q ------------------------------------------------------------- China Du Kang Co., Ltd., informed the U.S. Securities and Exchange Commission that it will be late in filings its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2011. The Company's auditor has advised that the review of the Company's financial statements for the quarter ended Sept. 30, 2011, could not be completed by the end of the period. About China Du Kang China Du Kang Co., Ltd., was incorporated as U.S. Power Systems, Inc., in the State of Nevada on Jan. 16, 1987. The Company is principally engaged in the business of production and distribution of distilled spirit with the brand name of "Baishui Dukang". The Company also licenses the brand name to other liquor manufactures and liquor stores. The Company's balance sheet at June 30, 2011, showed $15.17 million in total assets, $22.50 million in total liabilities, and a $7.33 million total shareholders' deficit. Keith K. Zhen, CPA, in Brooklyn, New York, expressed substantial doubt about 's ability to continue as a going concern, following the Company's 2010 results. Mr. Zhen noted that the Company has incurred an operating loss for each of the years in the two-year period ended Dec. 31, 2010, and as of Dec. 31, 2010, has a working capital deficiency and a shareholders' deficiency. CLEAR CHANNEL: Bank Debt Trades at 22% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications, Inc., is a borrower traded in the secondary market at 77.92 cents-on-the-dollar during the week ended Friday, Nov. 11, 2011, an increase of 0.45 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 30, 2016, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About CC Media and Clear Channel San Antonio, Tex.-based CC Media Holdings, Inc. (OTC BB: CCMO) -- http://www.ccmediaholdings.com/-- is the parent company of Clear Channel Communications, Inc. CC Media Holdings is a global media and entertainment company specializing in mobile and on-demand entertainment and information services for local communities and premier opportunities for advertisers. The Company's businesses include radio and outdoor displays. CC Media has three reportable business segments: Radio Broadcasting; Americas Outdoor Advertising; and International Outdoor Advertising. Approximately half of CC Media's revenue is generated from its Radio Broadcasting segment. The Company reported a net loss of $462.8 million on $5.866 billion of revenue for the fiscal year ended Dec. 31, 2010, compared with a net loss of $4.049 billion on $5.552 billion of revenue for 2009. Clear Channel had a net loss of $259.06 million on $4.50 billion of revenue for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $16.51 billion in total assets, $23.96 billion in total liabilities and a $7.45 billion total member's deficit. * * * CC Media Holdings carries 'CCC+' issuer credit ratings from Standard & Poor's. Clear Channel Carries a 'Caa2' corporate family rating from Moody's Investors Service and an issuer default rating of 'CCC' from Fitch Ratings. Fitch said in November 2010, that its ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable interest burden that pressures free cash flow generation; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. In February 2011, Standard & Poor's affirmed its 'CCC+' corporate credit rating and positive outlook on CC Media Holdings and operating subsidiary Clear Channel, which S&P views on a consolidated basis. S&P said the 'CCC+' corporate credit rating on CC Media Holdings Inc. reflects the risks surrounding the longer-term viability of the company's capital structure--in particular, refinancing risk relating to sizable secured debt maturities in 2014 ($3.2 billion pro forma for the transaction) and 2016 ($10.4 billion). In S&P's view, the company has a satisfactory business risk profile, due to its position as the largest radio and global outdoor advertising operator, its good geographic and market diversity, and moderate long-term growth prospects at the outdoor business. S&P views the financial risk profile as highly leveraged, given the company's significant refinancing risk, roughly break-even EBITDA coverage of interest expense, and slim discretionary cash flow. COMMUNITY BANK: Closed; Century Bank Assumes All Deposits --------------------------------------------------------- Community Bank of Rockmart in Rockmart, Ga., was closed on Thursday, Nov. 10, 2011, by the Georgia Department of Banking and Finance, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Century Bank of Georgia in Cartersville, Ga., to assume all of the deposits of Community Bank of Rockmart. After the Veterans' Day holiday, the sole branch of Community Bank of Rockmart will reopen during normal business hours as a branch of Century Bank of Georgia. Depositors of Community Bank of Rockmart will automatically become depositors of Century Bank of Georgia. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Community Bank of Rockmart should continue to use their existing branch until they receive notice from Century Bank of Georgia that it has completed systems changes to allow other Century Bank of Georgia branches to process their accounts as well. As of Sept. 30, 2011, Community Bank of Rockmart had around $62.4 million in total assets and $55.9 million in total deposits. In addition to assuming all of the deposits, Century Bank of Georgia agreed to purchase approximately $40.7 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. Customers with questions about the transaction should call the FDIC toll-free at 1-800-528-6215. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/rockmart.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $14.5 million. Compared to other alternatives, Century Bank of Georgia's acquisition was the least costly resolution for the FDIC's DIF. Community Bank of Rockmart is the 88th FDIC- insured institution to fail in the nation this year, and the 23rd in Georgia. The last FDIC-insured institution closed in the state was Decatur First Bank, Decatur, on Oct. 21, 2011. COMMUNITY HEALTH: Fitch Rates Proposed $1-Bil. Sr. Notes at 'B' --------------------------------------------------------------- Fitch Ratings has assigned a 'B/RR4' rating to Community Health Systems (Community) $1 billion proposed senior unsecured notes due 2019. Proceeds will refinance existing debt. Community's Issuer Default Rating (IDR) is currently 'B'. The Rating Outlook is Positive. The ratings apply to approximately $8.8 billion of debt at Sept. 30, 2011. Community's debt leverage has declined since the approximately $6.9 billion debt funded acquisition of Triad Hospitals in 2007. Since the acquisition, Community has generated about $1.6 billion in cumulative FCF and has applied about $300 million for debt reduction. Total debt-to-EBITDA has dropped to 4.9x at Sept. 30, 2011 versus around 5.8x post the acquisition. The reduction in leverage is about 50% attributable to a lower outstanding debt balance and 50% to growth in EBITDA. Fitch does not anticipate Community to apply cash to further meaningful debt reduction beyond about $60 million in annual required amortization of its bank term loan in 2012 - 2013. Any incremental drop in leverage is expected to be nominal and to depend upon growth in EBITDA. Fitch expects Community to continue to prioritize use of cash to fund hospital acquisitions. The company has not used debt financing to fund hospital acquisitions since Triad, instead using internal cash resources to fund a series of small acquisitions in recent years. The company's late 2010 bid to acquire Tenet Healthcare Corp. indicates that it is willing to undertake a large, leveraging transaction. However, Fitch expects Community's acquisition activity will probably focus on smaller, cash funded transactions in the near-term. A favorable debt maturity schedule and good liquidity also support the credit profile. Community has no meaningful debt maturities until 2014 other than its undrawn credit revolver that expires in 2013. The company amended its bank agreement in Q4'10, extending maturity of a $1.5 billion portion of the $6 billion term loan to January 2017 from July 2014. The extension is contingent upon the refinancing of the company's $2.8 billion senior notes due July 2015. The company plans to use the proceeds of the $1 billion note offering to refinance a portion of the 2015 maturity. Liquidity is provided by approximately $266 million of cash and marketable securities at Sept. 30, 2011, availability on the company's $750 million senior secured revolver ($700 million available at Sept. 30, 2011 reduced for outstanding letters of credit), and FCF ($292 million for the LTM ended Sept. 30, 2011). The company generated about $500 million of FCF in 2009 and 2010. Community continues to generate solid cash flow relative to its operating and reinvestment requirements. However, due to negative working capital shifts and higher capital expenditures, FCF has trended lower. Fitch projects FCF sustained above $200 million annually despite a persistently weak operating environment. Community's organic patient volume growth has lagged the broader for-profit hospital provider industry over the past couple of years. Community's Q3'11 operating trend continued this pattern with same hospital admissions down 7% and same hospital admissions adjusted for outpatient activity down 1.1%. However, the company has not lagged its peers in top-line and EBITDA growth. Strong pricing and an active hospital acquisition strategy have supported revenue and EBITDA growth. Community has managed to achieve consistent incremental growth in EBITDA in recent periods despite the margin impacts of integrating less profitable acquired hospitals. The 13.3% EBITDA margin in the LTM period ended Sept. 30, 2011 was down about 25 bps from the 2010 level. Since there is no apparent catalyst for near-term improvement in organic patient volumes, Fitch thinks Community's volume trends will remain weak heading into 2012. Trends that indicate higher levels of structural unemployment and growth in the consumer share of healthcare spending support an expectation of weak organic volume trends in the sector for some time to come. Continued strength in pricing will be critical to maintenance of profitability. There some concerning headwinds to the pricing outlook, particularly in government reimbursement rates (Medicare and Medicaid payors). The hospital industry is absorbing scheduled reductions in Medicare reimbursement as required by the implementation of healthcare reform. Although these reductions are nominal, Medicare does make up about 30% of hospitals' revenues, on average, so even stagnant growth in Medicare reimbursement is a significant headwind. In addition, companies are currently absorbing cuts in state Medicaid reimbursement rates. Most of these took affect July 1 and will continue to affect the industry in 2012. Fitch notes however, that Community's good geographic diversification, with 130 hospitals located across 29 states, limits its exposure to Medicaid cuts in any one state. Since early 2011 Community's patient admission policies and associated billing practices have been the subject of heightened regulatory scrutiny. This could constrain Community's IDR to 'B' while there is ongoing uncertainty about the potential for financial liability with respect to past billing practices or a reduction in the company's revenues and EBITDA resulting from changes in admissions practices. These regulatory issues will take some time to resolve. In the interim period, Fitch believes there is the potential that a reputational issue associated with the governmental inquires could negatively affect operations. A persistent deterioration in the operating trend that indicates that the company is losing patient market share, having difficulty recruiting or retaining physicians, or is seeing diminished acquisition opportunities will be cause for concern. An upgrade to a 'B+' IDR for Community would be consistent with financial and credit metrics maintained at or slightly better than the current levels, coupled with enhanced visibility regarding regulatory scrutiny of the company's patient admissions and billing practices and any associated financial liability. Given the company's currently solid level of financial flexibility relative to the 'B' IDR, Fitch thinks that downward pressure on the ratings is unlikely outside of event risk surrounding an acquisition. Community has demonstrated that it will consider large transactions, as evidenced by the $6.9 billion Triad Hospitals acquisition in 2007 and its recent bid to acquire Tenet. Fitch expects though that in the near-term Community will probably continue to focus its acquisition efforts on smaller transactions that can be cash funded. Fitch currently rates Community as follows: -- IDR 'B'; -- Senior secured credit facility 'BB/RR1'; -- Senior unsecured notes 'B/RR4'. The recovery ratings (RR) reflect Fitch's expectation that the enterprise value of Community will be maximized in a restructuring scenario (going concern), rather than a liquidation. Fitch uses a 7.0x distressed enterprise value multiple reflecting the low end of recent acquisition multiples within the healthcare space. Fitch stresses Sept. 30, 2011 LTM EBITDA by 30%, considering post restructuring estimates for interest and rent expense and maintenance level capital expenditure as well as debt financial maintenance covenant requirements. Fitch estimates the adjusted distressed enterprise valuation in restructuring to be approximately $8.8 billion. The 'BB/RR1' rating for the bank facility reflects Fitch's expectations for 100% recovery under a bankruptcy scenario. The 'B/RR4' rating on the unsecured notes rating reflects Fitch's expectations for recovery in the 31% - 51% range. COMPREHENSIVE CARE: Board OKs Robert Kulbick as President --------------------------------------------------------- The Board of Directors of Comprehensive Care Corporation approved the appointment of Robert R. Kulbick, age 63, to serve as the President of the Company effective Nov. 28, 2011. Mr. Kulbick is a graduate of the United States Military Academy, West Point, and holds an MBA from the University of Scranton. Mr. Kulbick brings to CompCare over three decades of experience as an entrepreneur and senior executive. Most recently, from 2010 to 2011, Mr. Kulbick was President of ProCare Rx, Inc., a national pharmacy benefit management company. Prior to this, from 2007 to 2009, he served as Chief Marketing Officer of Cypress Care, Inc., a provider of pharmacy benefit management and other health related services. In addition to former roles as President and CEO of RSK Co. and Crawford Integrated Services, two of the nation's largest third party administrators, Mr. Kulbick also held senior leadership positions at ACE, AIG, and other national companies. Mr. Kulbick will receive a salary of $300,000 per annum and a signing bonus of $50,000. Mr. Kulbick has not entered into a written employment agreement with the Company. Mr. Kulbick will receive a grant of options to purchase shares of the Company's common stock at a later date, which grant will be disclosed at such time. Mr. Kulbick will report to the Chairman and Chief Executive Officer, Clark A. Marcus. About Comprehensive Care Tampa, Fla.-based Comprehensive Care Corporation provides managed care services in the behavioral health, substance abuse, and psychotropic pharmacy management fields. Mayer Hoffman McCann P.C., in Clearwater, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has not generated sufficient cash flows from operations to fund its working capital requirements. The Company reported a net loss of $10.4 million on $35.2 million of revenues for 2010, compared with a net loss of $18.9 million on $14.2 million of revenues for 2009. The Company's balance sheet at June 30, 2011, showed $15.14 million in total assets, $25.09 million in total liabilities, and a $9.95 million total stockholders' deficit. CROSS BORDER: Files Form 10-Q, Incurs $249,555 Q3 Net Loss ---------------------------------------------------------- Cross Border Resources, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $249,555 on $1.90 million of total revenues and gains for the three months ended Sept. 30, 2011, compared with net income of $533,801 on $1.37 million of total revenues and gains for the same period during the prior year (predecessor entity). The Company also reported a net loss of $471,068 on $5.59 million of total revenues and gains for the nine months ended Sept. 30 2011, compared with net income of $755,244 on $3.34 million of total revenues and gains for the same period a year ago(predecessor entity). The Company's balance sheet at Sept. 30, 2011, showed $25.92 million in total assets, $7.88 million in total liabilities and $18.04 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/yyThz2 About Cross Border Resources Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas operator in the state of New Mexico. The Company is headquartered in Midland, Texas. As reported in the Troubled Company Reporter on Nov. 23, 2010, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Doral Energy's ability to continue as a going concern following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that the Company has negative working capital and recurring losses from operations. CRYSTAL CATHEDRAL: Campus to Be Sold to Chapman or Roman Catholic ----------------------------------------------------------------- Luiza Oleszczuk at Christian Post reports that a judge was expected to decide on Nov. 14, 2011, whether Crystal Cathedral's campus will be sold to Chapman University or the Roman Catholic Diocese of Orange. According to the report, potential buyers of the megachurch's property has been now narrowed down to two potential buyers: Chapman University, an Orange County-based private university affiliated with a Protestant organization called the Disciples of Christ, which is the preferred bidder chosen by the megachurch, and the Roman Catholic Diocese of Orange, which is located close by and is the highest bidder. According to the Associated Press, the Southern California Roman Catholic diocese has increased its offer for the Crystal Cathedral to $57.5 million. An attorney for the Diocese of Orange revealed the new offer at a federal bankruptcy court hearing Monday in Santa Ana, California. Its previous offer was $55.4 million. AP says the bankruptcy court judge is evaluating terms of competing offers for the 40-acre property by the diocese and Orange County's Chapman University, which has offered $51.5 million. Chapman University is offering the congregation a 15-year lease plan, so the ministry at Crystal Cathedral could continue its work there. It is also offering a buy-back option so the ministry can purchase four buildings, including the iconic glass sanctuary, at a later point. The report says the list of top potential buyers originally included the diocese, Hobby Lobby and Chapman University. On Oct. 26, the Schullers announced that they have "reluctantly" agreed to sell the property to the university, which offered $50 million for the campus. 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. DANCING BEAR: U.S. Trustee Wins Dismissal of Case ------------------------------------------------- The United States Trustee won dismissal of the Chapter 11 cases of DB Capital Holdings LLC, Dancing Bear Development LLC, and Dancing Bear Land LLC. In a Nov. 14, 2011 Order, available at http://is.gd/C4yAYUfrom Leagle.com, Bankruptcy Judge Michael E. Romero said any attempt at converting the case to Chapter 7 liquidation for the benefit of creditors would be futile, and would result in administrative expenses the estates cannot afford, and absolutely no hope of recovery for unsecured creditors. Even if a Chapter 7 trustee, with no funds to support litigation, manages to recover any assets from potential lawsuits, any such assets would be consumed by the cost of litigation and would, in any event, go primarily (if not only) to WestLB AG, the only substantial creditor in the case. In such a circumstance, a Chapter 7 trustee might well decide to abandon recovery efforts to the Debtors, and, ultimately, to WestLB. As to the Chapter 7 trustee's independent investigation of the Debtors' affairs, the Court notes such an investigation could not proceed in the absence of funding for accounting and other services, and more easily could be conducted outside of bankruptcy by WestLB, if appropriate. WestLB had objected to the U.S. Trustee's Motion to Dismiss. The U.S. Trustee and WestLB agree the facts of the three cases establish "cause" sufficient under 11 U.S.C. Sec. 1112(b) for either dismissal or conversion. They disagree about whether dismissal or conversion is in the best interests of creditors and the estates. The Debtors did not file responses to the U.S. Trustee's motions, but their counsel indicated the Debtors support dismissal. WestLB is the largest creditor of each of the Debtors. WestLB was scheduled by the Debtors as a secured creditor in each of the cases with a claim of $53,900,000. WestLB is the only creditor listed in the Dancing Bear Land case. In Dancing Bear Development, the only other claims listed are unsecured claims of insiders. In DB Capital Holdings, unsecured claims of $3.5 million are listed on Schedule F -- of that amount, roughly $1.5 million was scheduled as owing to insiders. At a July 6, 2011 foreclosure sale, WestLB credit bid a portion of its senior secured debt in the amounts of $20,413,838 and $14,501,162, respectively, for two parcels comprising the Dancing Bear Residences, a residential resort project in Aspen, Colorado, WestLB asserts a secured claim against other property of the Debtors for the deficiency resulting from the foreclosure sale. WestLB further asserts its claims against the Debtors continue to be secured by, among other things, security interests in two accounts maintained with Community Banks of Colorado containing $2,667,854. WestLB's and the Debtors' respective rights to the Sales Accounts are subject to ongoing litigation, so-called State Court Interpleader, in the District Court of Pitkin County, Colorado, Case No. 10 CV 93. The Debtors' schedules reflect Dancing Bear Land's only asset was the Property, now owned by an affiliate of WestLB. Dancing Bear Development's only scheduled asset is a 55.6% interest in DB Capital Holdings. DB Capital Holdings's assets are listed in Schedule B in an "unknown" amount and include furniture, fixtures and art located at the Property, and its 100% membership interests in various entities, including Dancing Bear Land. WestLB asserts all the assets of material value scheduled by the Debtors in each of these cases are subject to its liens. About Dancing Bear DB Capital Holdings, LLC, is a limited liability company organized under the laws of the State of Colorado. Its assets include its membership interest in Dancing Bear Land, LLC, as well as Dancing Bear Realty, LLC, and LCH LLC. Those entities were used to develop and sell a luxury fractional ownership condominium project (made up of two buildings located across the street from each other) in Aspen, Colorado known as the "Dancing Bear Aspen". Dancing Bear Land holds title to the two parcels of real property on which the Project is being constructed. The Debtor has one Class A member, Aspen HH Ventures, LLC, and one Class B member, Dancing Bear Development, LP. The general partner of Dancing Bear Development, LP, is Dancing Bear Management, LLC, which has no membership or other interest in the Debtor, and is solely owned by Tom DiVenere. The Debtor is managed, pursuant to its Operating Agreement, by Dancing Bear Management, LLC. Fred Funk, William Dennis, G.D.B.S. at Snowmass, Inc., Realty Financial Resources, Inc., and O'Bryan Partnership, Inc., filed an involuntary Chapter 11 bankruptcy petition (Bankr. D. Colo. Case No. 10-25805) against DB Capital Holdings on June 24, 2010. The order for relief was entered Nov. 29, 2010. Jeffrey S. Brinen, Esq., represents the petitioners. In its schedules, DB Capital disclosed liabilities of $57,456,046. On Oct. 19, 2010, Dancing Bear Development, LP, filed for Chapter 11 relief (Bankr. D. Colo. Case No. 10-36493) to stay foreclosure of its membership interest in Capital. DB Development estimated assets and debts below $1 million. On Nov. 23, 2010, Dancing Bear Land, LLC, filed for Chapter 11 relief (Bankr. D. Colo. Case No. 10-39584), to stay foreclosure of its Property. In its schedules of assets and liabilities, DB Land disclosed $58 million in liabilities. DAYBREAK OIL: Receives $250,000 Advance Credit from UBS Bank ------------------------------------------------------------ Daybreak Oil and Gas, Inc., received an advance of $250,000 on a new credit line established with UBS Bank USA c/o UBS Financial Services Inc. The terms of the Credit Line are as follows: Interest Rate: 4.122%* *Interest rates are subject to change from time to time in the sole discretion of the Firm. Reference Rate: 30 day LIBOR Stated Rate: 0.248% + 387.50 basis points This Credit Line is being completed in two tranches, with an initial tranche of $250,000. The second tranche of approximately $640,000, creating a total credit line of $890,000, is expected to close within the next two weeks, subject to customary closing conditions. The net proceeds from the Credit Line will be used to fund the Company's exploration and development program in Kern County, California. With the approval of the Company's Board of Directors, the Company's President and Chief Executive Officer, James F. Westmoreland personally guaranteed the Credit Line. About Daybreak Oil Daybreak Oil and Gas, Inc. is an independent oil and natural gas exploration, development and production company. The Company is headquartered in Spokane, Washington and has an operations office in Friendswood, Texas. The Company's common stock is quoted on the OTC Bulletin Board market under the symbol DBRM.OB. Daybreak has over 20,000 acres under lease in the San Joaquin Valley of California. The Company reported a net loss of $1.2 million on $1.1 million of oil and gas sales for the fiscal year ended Feb. 28, 2011, compared with a net loss of $2.3 million on $471,442 of oil and gas sales for the fiscal year ended Feb. 28, 2010. The Company's balance sheet at Aug. 31, 2011, showed $3.19 million in total assets, $3.47 million in total liabilities and a $278,661 total stockholders' deficit. As reported in the TCR on June 1, 2011, MaloneBailey, LLP, in Houston, expressed substantial doubt about Daybreak Oil's ability to continue as a going concern, following the Company's results for the fiscal year ended Feb. 28, 2011. The independent auditors noted that the Company suffered losses from operations and has negative operating cash flows. DEEP DOWN: Reports $606,000 Third Quarter Net Income ---------------------------------------------------- Deep Down, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $606,000 on $8.56 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $4.38 million on $10.41 million of revenue for the same period during the prior year. The Company also reported a net loss of $1.19 million on $21.94 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $7.38 million on $26.23 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $32.45 million in total assets, $11.02 million in total liabilities, and $21.43 million in total stockholders' equity. Ronald E. Smith, chief executive officer stated, "Our third quarter results are in line with what we hoped to achieve ? we expected to achieve significant net income and, through timely and efficient execution of our projects, we were able to achieve $606 thousand of net income for the quarter." A full-text copy of the Form 10-Q is available for free at: http://is.gd/7lb1kS About Deep Down Houston, Tex.-based Deep Down, Inc. -- http://www.deepdowncorp.com/-- is an oilfield services company specializing in complex deepwater and ultra-deepwater oil production distribution system support services, serving the worldwide offshore exploration and production industry. The Company reported a net loss of $17.41 million on $42.47 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.78 million on $28.81 million of revenue during the prior year. During the Company's fiscal years ended Dec. 31, 2010 and 2009, the Company has supplemented the financing of its capital needs through a combination of debt and equity financings. Most significant in this regard has been the Company's debt facility the Company has maintained with Whitney National Bank. The Company's loans outstanding under the Amended and Restated Credit Agreement with Whitney become due on April 15, 2012. The Company will need to raise additional debt or equity capital or renegotiate the existing debt prior to such date. The Company is currently in discussions with several lenders who have expressed interest in refinancing its debt. The Company's plan is to refinance the outstanding indebtedness under the Restated Credit Agreement or seek terms with Whitney that will provide an extension of such Restated Credit Agreement along with additional liquidity. However, the Company cannot provide any assurance that any financing will be available to it on acceptable terms or at all. If the Company is unable to raise additional capital or renegotiate its existing debt, this would have a material adverse impact on the Company's business or would raise substantial doubt about its ability to continue as a going concern. In addition, as of Dec. 31, 2010, the Company was not in compliance with the financial covenants under the Restated Credit Agreement. On March 25, 2011 the Company obtained a waiver for these covenants as of Dec. 31, 2010. DELTA PETROLEUM: Lowered by S&P to 'CCC-' on Funding Woes --------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Delta Petroleum Corp. (Delta) to 'CCC-' from 'CCC'. "At the same time, we lowered the issue-level rating on the senior unsecured debt to 'CC' from 'CCC-' and maintained our recovery rating on this debt at '5', indicating our expectation for modest (10% to 30%) recovery in the event of payment default. The outlook is negative," S&P said. "The rating action follows Delta's announcement on Nov. 9, 2011, that the company might need to restructure its debt," said Standard & Poor's credit analyst Marc D. Bromberg. According to the release, a purchase price for Delta's assets could be less than its total indebtedness. Delta also said that it has not found a source of additional financing available at acceptable terms to the company. The company has appointed a Chief Restructuring Officer. "Delta's financial risk profile is highly leveraged. As of Sept. 30, 2011, Delta had more than $300 million in Standard & Poor's adjusted debt. Delta's burdensome debt obligations, which includes $115 million that can be put to the company on May 1, 2012, makes bankruptcy a likely possibility, in our view. For the 12 months ended Sept. 30, 2011, Delta incurred interest expense of about $36 million and capital spending of approximately $50 million but generated less than $25 million of EBITDA," S&P said. Delta's business risk profile is vulnerable. It is levered almost exclusively to weak natural gas prices and it has a very small production profile, with third-quarter production just 2.6 billion cubic feet equivalent (Bcfe). A majority of its reserves are in the Rocky Mountain region, where gas differentials tend to be volatile. Its breakeven cost structure, inclusive of depletion, depreciation, and amortization (DD&A) is more than $11 per Mcfe, which is uneconomic at current prices. The negative outlook reflects the likelihood that the company will pursue a restructuring plan, including the potential that it will seek Chapter 11 protection. "A revision of the outlook to positive or developing, which we consider unlikely, hinges on whether we think the company can successfully sell assets such that it can fully satisfy upcoming debt maturities. Based on debt outstanding, this would equate to proceeds of at least $300 million," S&P related. DEX MEDIA WEST: Bank Debt Trades at 41% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West LLC is a borrower traded in the secondary market at 58.80 cents-on- the-dollar during the week ended Friday, Nov. 11, 2011, a drop of 2.20 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 24, 2014, and carries Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media West Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is a direct wholly owned subsidiary of R.H. Donnelley Corporation. Dex Media West is the exclusive publisher of the official yellow pages and white pages directories for Qwest Corporation, the local exchange carrier of Qwest Communications International, Inc., in Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection (Bank. D. Del. Case No. 09-11833 through 09- 11852) on May 28, 2009, after missing a $55 million interest payment on its senior unsecured notes due April 15, 2009. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois, served as lead bankruptcy counsel to the Debtors. Attorneys at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, served as local counsel. Deloitte Financial Advisory Services LLP was the financial advisor and Lazard Freres & Co. LLC was the investment banker. The Garden City Group, Inc., was claims and noticing agent. The Official Committee of Unsecured Creditors tapped Ropes & Gray LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-counsel, J.H. Cohn LLP as its financial advisor and forensic accountant, and The Blackstone Group, LP, as its financial and restructuring advisor. The Debtors emerged from Chapter 11 bankruptcy proceedings at the end of January 2010. DPAC TECHNOLOGIES: Terminates All Offerings of Common Stock ----------------------------------------------------------- DT Sale Corp., formerly known as DPAC Technologies Corp., filed with the U.S. Securities and Exchange Commission Post-Effective Amendments relating to the Registration Statements on Form S-3 pertaining to the registration for resale by the holders of: -- 884,167 shares of common stock; -- 4,998,877 shares of common stock; -- 3,039,516 shares of common stock; and -- 1,000,000 shares of common stock. The Company also filed Post-Effective Amendments relating to the Registration Statements on Form S-8 pertaining to the registration of common stock under the 1985 Stock Option Plan and 1996 Stock Option Plan: -- 750,000 shares of common stock; -- 500,000 shares of common stock; -- 685,000 options and 685,000 shares of common stock; -- 2,000,000 shares of common stock; -- 900,440 stock options and 900,440 shares of common stock; -- 1,000,000 shares of common stock of the Company; and -- 1,000,000 shares of common stock. The Company has terminated all offerings of Common Stock pursuant to its existing registration statements. In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any shares of Company Common Stock which remain unsold at the termination of the offering, the Company removes from registration all shares of Company Common Stock registered under the Registration Statements which remain unsold. About DPAC Technologies Hudson, Ohio-based DPAC Technologies Corp. (OTC QB: DPAC) -- http://www.quatech.com/-- through its wholly owned subsidiary, Quatech, Inc., designs, manufactures, and sells device connectivity and device networking solutions for a broad market. Quatech sells its products through a global network of distributors, system integrators, value added resellers, and original equipment manufacturers. The Company sells to customers in both domestic and foreign markets. DPAC, together with its wholly owned subsidiary Quatech, Inc., on Aug. 3, 2011, entered into an Asset Purchase Agreement with B&B Electronics Manufacturing Company and its wholly owned subsidiary, Q-Tech Acquisition, LLC. The Asset Purchase Agreement provides for the sale of substantially all of the assets of Quatech for $10.5 million in cash. In connection with the Asset Purchase Agreement, each of Fifth Third Bank, N.A., and the State of Ohio, as lenders to DPAC and Quatech, entered into forbearance agreements with DPAC and Quatech, pursuant to which each consented to DPAC and Quatech entering into the Asset Purchase Agreement and agreed to forbear from exercising certain rights under their respective loan agreement with DPAC and Quatech until the closing has occurred or the Asset Purchase Agreement has terminated. The Company's balance sheet at June 30, 2011, showed $9.69 million in total assets, $7.20 million in total liabilities and $2.48 million in total stockholders' equity. The Company said certain conditions exist that raise substantial doubt about its ability to continue as a going concern. These conditions include recent operating losses, deficit working capital balances and the inherent risk in extending or refinancing the Company's bank line of credit, which matures on Sept. 5, 2011. As reported by the TCR on May 24, 2011, Maloney + Novotny in Cleveland, Ohio, expressed substantial doubt about DPAC Technologies' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that of the Company's continued operating losses, deficit working capital balances and the inherent risk in extending or refinancing its bank line of credit, which matures on May 31, 2011. DUNE ENERGY: To Pursue Prepack Ch. 11 if Exchange Fails ------------------------------------------------------- Dune Energy, Inc. has initiated an offer to purchase $300 million in aggregate principal amount of its 10.5% Senior Secured Notes due 2012 (CUSIP NO. 265338 AC 7) in exchange for: an aggregate of approximately 251 million shares of its newly issued common stock, an aggregate of 250,000 shares of its Series C Convertible Preferred Stock, par value $0.01 per share, which will automatically convert into an aggregate of approximately 3.537 billion shares of common stock when the restructuring transactions are completed, and at Dune's option, either (a) $50 million aggregate principal amount of newly issued Floating Rate Senior Secured Notes due 2016 or (b) an aggregate cash payment of $50 million. Holders of existing notes that are exchanged pursuant to the exchange offer will not receive any additional consideration in respect of accrued and unpaid interest on such existing notes. In conjunction with the exchange offer, Dune is also soliciting consents to the release of all liens securing the existing notes, and the adoption of certain proposed amendments to the indenture governing the existing notes to, among other things, eliminate substantially all of the restrictive covenants, certain events of default and other related provisions. The exchange offer is a principal component of Dune's financial restructuring plan, which is being implemented pursuant to an amended restructuring support agreement with a group of investors that hold approximately 96% of the aggregate principal amount of the existing notes. If fully subscribed, the exchange offer would result in the ownership of 97.25% of Dune's common stock on a post-restructuring basis by the holders of existing notes tendered and exchanged pursuant to the offer. As part of its overall restructuring efforts, Dune has also entered into a customary commitment letter from BMO Capital Markets Corp. and Bank of Montreal providing for a new $200.0 million senior secured revolving credit facility with an initial borrowing base limit of up to $63.0 million. The commitment letter contemplates Bank of Montreal acting as sole administrative agent for the new credit facility. Bank of Montreal has committed to provide the entire amount of lending under the senior secured revolving credit facility, upon the terms and subject to the conditions set forth in the commitment letter and the related term sheet. The commitment letter and related term sheet contemplate the credit facility being secured by a first priority lien on substantially all of the assets of Dune and its subsidiaries. The same collateral would also be subject to a subordinated lien securing the new notes, with such subordinated lien being subject to the terms of an intercreditor agreement. The exchange offer will expire immediately after 11:59 p.m., New York City time, on Dec. 12, 2011, unless extended by Dune. Dune may extend the expiration date for any purpose, in accordance with applicable securities laws, including in order to permit the satisfaction or waiver of any or all conditions to the exchange offer. The exchange offer is subject to several conditions. Dune reserves the right to waive any and all such conditions, in whole or in part, subject to the provisions of the restructuring support agreement. Pursuant to a similar restructuring plan support agreement with a holder of approximately 64% of Dune's issued and outstanding 10% Senior Redeemable Convertible Preferred Stock, Dune has also initiated solicitations of consents from the holders of existing preferred stock, to the conversion of all of the outstanding existing preferred stock into $4.0 million in cash and 1.5% of Dune's common stock on a post-restructuring basis. If completed, the contemplated restructuring transactions would result in Dune's current common stockholders holding 1.25% of Dune's common stock on a post-restructuring basis. Post- restructuring, percentage ownership of common stock by holders of existing notes, holders of existing preferred stock and Dune's current common stockholders, will be subject to dilution through issuance of equity compensation pursuant to Dune's equity compensation plan. "With the support of holders of our notes and preferred stock, and an ample lending commitment from Bank of Montreal, we are pleased to begin this critical step towards completing our financial restructuring plan," said James A. Watt, Dune's President and Chief Executive Officer. "We believe launching the exchange offer and the related transactions is an important step toward the goal of reducing Dune's outstanding debt, while providing stability and operating flexibility that will benefit our stockholders, employees, customers, partners and vendors." As an alternative to the exchange offer, Dune is also soliciting consents from its noteholders and existing preferred stockholders to approve a prepackaged plan of reorganization in a chapter 11 bankruptcy proceeding. If the exchange offer is not consummated, Dune intends to pursue the prepackaged plan; however, the decision to file a bankruptcy proceeding has not yet been made. If the requisite votes are received from holders of existing notes and existing preferred stock accepting the prepackaged plan and it is confirmed by the bankruptcy court, the prepackaged plan would have principally the same effect as if 100% of the existing notes had been tendered in the exchange offer and all the existing preferred stock had been converted into common stock in accordance with the preferred stock consent solicitation. I n the event the capital restructuring plan is implemented pursuant to the prepackaged plan, such restructuring plan is dependent upon a number of factors, including the filing of the prepackaged plan and the confirmation and consummation of the prepackaged plan in accordance with the provisions of the bankruptcy code, and obtaining new exit financing. Dune does not anticipate any business interruption in its operations during the restructuring process, regardless of whether the restructuring is completed out of court or pursuant to a bankruptcy proceeding. Dune will continue its operations in the normal course, and all vendors and suppliers will continue to be paid in full under normal terms in the ordinary course of business, subject to receipt by Dune of authority to do so in the event of a bankruptcy filing. About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company reported a net loss of $75.53 million on $64.18 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $59.13 million on $52.24 million of revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $271.17 million in total assets, $376.85 million in total liabilities, $156.56 million in redeemable convertible preferred stock, and a $262.24 million total stockholders' deficit. * * * As reported by the TCR on Oct. 14, 2011, Standard & Poor's Ratings Services lowered its unsolicited corporate credit rating on Dune Energy to 'CC' from 'CCC-'. "We view this transaction as a distressed exchange offer as bondholders and holders of preferred stock would be receiving less value than the promise under the original securities. Upon completion of the exchange offer, we would expect to lower our unsolicited senior secured debt rating to 'D' from 'CC' and the unsolicited corporate credit rating to 'SD' from 'CC'. In the event of a prepackaged bankruptcy, we would expect to lower the corporate credit rating to 'D' from 'CC,'" S&P related. DUTCH GOLD: Delays Filing of Quarterly Report on Form 10-Q ---------------------------------------------------------- Dutch Gold Resources, Inc., notified the U.S. Securities and Exchange Commission that it will be late in filing its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2011. The Company was unable to compile the necessary financial information required to prepare a complete filing. Thus, the Company would be unable to file the periodic report in a timely manner without unreasonable effort or expense. The Company expects to file within the extension period. About Dutch Gold Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI) -- http://www.dutchgoldresources.com/-- is a junior gold miner focused on developing its existing mining properties in North America and acquiring and developing new mines that can enter into production in 12 to 24 months. The Company's balance sheet at June 30, 2011, showed $3.41 million in total assets, $7.08 million in total liabilities, and a $3.67 million total stockholders' deficit. As of June 30, 2011, the Company had cash on hand of $21,425, investments available for sale of $366,645, a working capital deficit of approximately $5.2 million and has incurred a loss from operations for the six months ended June 30, 2011. The Company reported a net loss of $3.70 million on $0 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $11.33 million on $0 of revenue during the prior year. As reported, Hancock Askew & Co., LLP, in Atlanta, Georgia, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has limited liquidity and has incurred recurring losses from operations. DYNEGY INC: U.S. Bank Wants Examiner to Probe Insiders ------------------------------------------------------ U.S. Bank National Association asks Judge Cecelia Morris of the U.S. Bankruptcy Court to appoint an examiner to investigate and report on the conduct of Dynegy Holdings LLC, certain of its affiliates and directors, and certain significant equity holders of Dynegy Inc., with a particular focus on those entities' roles in prepetition actions that resulted in hundreds of millions of dollars in assets being transferred away from Dynegy Holdings' creditors for the benefit of their ultimate equity holders just two months prior to the commencement of the Chapter 11 cases. U.S. Bank is successor indenture trustee under the Indenture of Trust, Mortgage, Assignment of Leases and Rents and Security Agreement related to Roseton Units 1 and 2 and successor indenture trustee under the Indenture of Trust, Mortgage, Assignment of Leases and Rents and Security Agreement related to Danskammer Units 3 and 4, at the direction of holders of notes issued under those indentures. John J. Rapisardi, Esq., at Cadwalader Wickersham & Taft LLP, in New York, contends that the appointment of an examiner is mandatory pursuant to Section 1104(c) of the Bankruptcy Code, and cause exists for the appointment of an examiner based on the conduct of Dynegy Holdings, its affiliates and the Control Group. These cases, Mr. Rapisardi asserts, are not about preserving an operating business because only two of the five debtors in these cases have operating businesses, and those debtors have made clear that they intend to get rid of those businesses as soon as possible. He further asserts that the only issues in these cases are: * what assets are or should be available to satisfy the debtors' obligations; and * who is entitled to those assets? Prior to September 2011, Dynegy Holdings indirectly owned all of the Debtors' and their non-Debtor affiliates' operating assets. Accordingly, all of Dynegy Holdings' assets were available to satisfy Dynegy Holdings' creditors, and all of the value of those assets had to pass through Dynegy Holdings before reaching its parent company, Dynegy Inc., a non-Debtor. On September 2, 2011, Dynegy Inc. announced that it was now the owner of over half of the operating assets that used to belong to Dynegy Holdings. In other words, half of Dynegy Holdings' revenue-generating assets no longer are available to satisfy Dynegy Holdings' creditors because they are exclusively available to Dynegy Inc. and its equity holders, Mr. Rapisardi points out. "This insider transfer was undertaken with no notice to creditors and, based on Dynegy Inc.'s public filings, no third party marketing process, no fairness opinion and no review by independent directors," Mr. Rapisardi tells the Court. The restructuring support agreement that Dynegy Holdings, Dynegy Inc. and a de minimis minority of non-insider creditors agreed to immediately prior to the filing of these cases is a direct outgrowth of this improper transfer and requires the debtors to implement a plan that maintains equity's hold on assets that should properly be used to repay creditors, Mr. Rapisardi argues. The fact that Dynegy Holdings transferred a significant portion of its assets to an insider through a closed and secretive process just two months prior to filing a Chapter 11 case is in and of itself sufficient to warrant scrutiny, Mr. Rapisardi asserts. In addition, Mr. Rapisardi asserts that rather than honoring its fiduciary duties to Dynegy Holdings' creditors, the board sought to erect legal barriers to inevitable creditor challenges by (i) laundering the transfer through a shell subsidiary formed less than a month earlier, in an attempt to manufacture standing obstacles to any challenges, and (ii) converting Dynegy Holdings from a corporation to a limited liability company the same day its board approved the transfer in an attempt to minimize fiduciary obligations to creditors. "Dynegy Holdings' board's abdication of its responsibilities to creditors raises serious questions about its fitness to manage Dynegy Holdings and the other debtors in these Chapter 11 cases," Mr. Rapisardi says. The actions of Dynegy Inc. and the Control Group are equally troubling, and are clear violations of laws protecting creditors against self-dealing, fraudulent transfers and abuse of the corporate form. Pending State Court Litigation On September 21, 2011, certain holders of Dynegy Holdings' senior notes commenced an action against Dynegy Inc., Dynegy Holdings, Dynegy Gas Investments, and Dynegy Holdings' board in the Supreme Court of the State of New York, County of New York, captioned Avenue Investments, L.P. v. Dynegy Inc., Case No. 652599/2011. On September 27, 2011, the Indenture Trustee commenced an action against Dynegy Inc., Dynegy Holdings, Dynegy Gas Investments, and their directors and managers in the same court, captioned U.S. Bank National Ass'n v. Dynegy Inc., Case No. 652642/2011. On November 4, 2011, the PSEG Entities commenced an action against Dynegy Inc., Dynegy Holdings, Dynegy Gas Investments, and their directors, managers and significant shareholders in the same court, captioned Resources Capital Management Corp. v. Dynegy Inc., Case No. 653067/2011. Each complaint seeks, among other things, declarations that the transfer of the coal portfolio to Dynegy Inc. constituted actual and constructive fraudulent transfers, and an unwinding of that transfer. Dec. 2 Hearing The Court will conduct a hearing on U.S. Bank's Request on December 2, 2011 at 10:00 a.m. Objections must be filed no later than November 28, 2011 at 12:00 p.m. 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 estimated $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) DYNEGY INC: Debtors Propose to Continue Energy Marketing & Sale --------------------------------------------------------------- Dynegy Holdings, LLC, and its debtor affiliates seek authority from Judge Cecelia Morris of the U.S. Bankruptcy Court for the Southern District of New York to continue the marketing, sale, and trading of energy through their non-debtor affiliate Dynegy Power Marketing, LLC. The Debtors have previously filed a motion seeking to immediately reject the leases of the Roseton and Danskammer facilities, with the rejection to be effective as of November 7, 2011. The Debtors also intend to take all steps necessary to transition operation of the Leased Facilities to the Owner Lessors, as soon as practicable in accordance with all applicable Federal and New York regulatory requirements. According to Sophia P. Mullen, Esq., Sidley Austin LLP, in New York, applicable regulatory requirements prevent the Debtors from simply "handing over the keys" to the Owner Lessors immediately upon entry of an order authorizing the rejection until the Owner Lessors are authorized to take operational control of the Leased Facilities. The Debtors anticipate that it may take some period of time to obtain the necessary regulatory approvals to transition operational control of the Leased Facilities to the Owner Lessors. The Debtors say they are pursuing all available alternatives to expedite the approval process. During this transition period, the Debtors intend to operate the Leased Facilities in accordance with prudent operating standards and as necessary to comply with all applicable federal and state regulatory requirements until the Owner Lessors are able to accept operational responsibility for the Leased Facilities, Ms. Mullen says. Ms. Mullen relates that Danskammer and Roseton are exempt wholesale energy generators that lease and operate power generating Facilities located in New York. The Facilities are located within the New York Independent System Operator, Inc. balancing authority area. NYISO is a non-profit corporation regulated by the Federal Energy Regulatory Commission that is responsible for the reliable operation of New York's nearly 11,000 miles of high-voltage transmission and the dispatch of over 500 electric power generators. Because Danskammer and Roseton are not currently authorized NYISO market participants/customers, they cannot sell electric energy directly into the markets facilitated by the NYISO, Ms. Mullen tells the Court. In order to sell the energy they produce into the NYISO Markets, Danskammer and Roseton each have entered into an Energy Management Agreement with a non-debtor affiliate, Dynegy Power Marketing, LLC, dated August 4, 2011. DPM is an energy marketer that is a registered NYISO customer and market participant and is authorized to sell energy, capacity and certain ancillary services related to energy sales in the New York region at market-based rates. Pursuant to the EMAs, DPM provides energy management and marketing services to Danskammer and Roseton by, among other things, selling the energy generated by the Facilities and scheduling the sales. In addition to sales and marketing, DPM has also historically performed certain trading and hedging activities on behalf of Danskammer and Roseton. After DPM completes a sale, it collects the revenues generated by the sale and remits those amounts to DNE's gross margin account. DPM receives a fee of $100,000 per month from each of Danskammer and Roseton for the services provided by DPM under the EMAs. As of the Petition Date, the Debtors do not believe that there are any amounts owing to DPM under the EMAs. Although the Debtors believe that continuing to operate under the EMAs is in the ordinary course of their businesses, given the critical importance of the EMAs and the need to comply with NYISO rules and requirements, the Debtors are filing the Motion out of an abundance of caution to ensure continuity in their business practices and continued compliance with applicable regulatory requirements, Ms. Mullen tells the Court. In addition, the Debtors believe the relief requested may help avoid any misunderstanding between DPM and NYISO based on DPM's non-debtor status and its role marketing and selling the Energy Products. The relief sought in this Motion is thus critical and will help enable the Debtors to stabilize their business operations and reassure market participants transacting with DPM that DPM has the requisite authority to transact on behalf of the Debtors, and continues to comply with applicable regulatory requirements, Ms. Mullen asserts. * * * The Court authorized the Debtors to continue operating, in the ordinary course of business, under the terms of the EMAs with DPM, including with respect to the marketing and sale of energy products at any prior to the final hearing. The final hearing on the request is scheduled for Dec. 2, 2011, at 10:00 a.m. Eastern Time. Objections are due Nov. 23. 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 estimated $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) DYNEGY INC: Debtors Propose to Pay Prepetition Employee Wages ------------------------------------------------------------- The business operations of Debtors Dynegy Northeast Generation, Inc. and Hudson Power, L.L.C., are wholly conducted through Debtors Dynegy Roseton, L.L.C. and Dynegy Danskammer, L.L.C., at their power generation facilities Dynegy Northeast Generation, Inc., currently employs 152 full- time employees, comprising 126 hourly employees and 26 salaried employees. Approximately 126 of the employees are represented by a union and are covered by a 2008 Collective Bargaining Agreement Between the International Brotherhood of Electrical Workers Local 320-AFL-CIO and Dynegy Northeast Generation, Inc. The CBA expires on January 31, 2012. The remainder of the Debtors' employees is not subject to the terms of the CBA. The Debtors assert that the expertise and experience developed by the employees is a critical component of the Debtors' ability to operate the Facilities, in accordance with all applicable regulatory requirements. The Debtors, accordingly, ask interim authority from the Court to continue to perform their obligations under existing plans, programs and policies, to : (i) pay prepetition wages, salaries and other compensation to their employees; (ii) continue to pay and honor obligations relating to employee medical, insurance and other benefit programs; (iii) reimburse prepetition employee expenses; (iv) make payments relating to deductions and withholdings; and (v) make all payments to third parties relating to payments and contributions. Furthermore, the Debtors ask the Court to direct applicable banks and other financial institutions to honor and pay all checks and transfers drawn on the Debtors' payroll accounts to make the payments. James F. Conlan, Esq., at Sidley Austin LLP, in New York, relates that while the motion contemplates interim relief with regard to the Debtors' Employee Obligations, the Motion does not seek authority to honor the Debtors' obligations regarding these plans until after the Debtors provide notice and a Final Hearing: A. STI Plan Eligible Non-Union Employees of certain Debtors participate in the DI Incentive Compensation Plan. Participants who are employed on the last day of a calendar year have an opportunity to receive an award, generally payable as a lump sum cash payment, for the Performance Period if certain performance goals and objectives are achieved during the Performance Period. A Participant is generally eligible to receive an STI award based on his or her established STI target, eligible base pay, performance and the level of funding of the total "Bonus Pool" for the Performance Period. B. Long-Term Incentives/Equity and Equity-Based Awards DI maintains certain long-term incentive plans and the DI 2009 Phantom Stock Plan, under which DNE is a participating employer and under which prior equity awards have been granted, and may be granted going forward, to certain Non-Union Employees. Specifically, four Non-Union Employees have been granted and have outstanding awards of phantom stock units, with a total of about 35,864 outstanding units that are generally anticipated to vest and be paid no sooner than March 2012. However, one of these four Non-Union Employees has given notice of his intent to retire by year-end 2011 and meets certain age and service requirements that would result in certain of the Employee's outstanding phantom stock unit amounts vesting and being paid at that time in accordance with the applicable award agreements. If the Non- Union Employee retires on December 31, 2011, approximately 4,991 of his outstanding unvested phantom stock units would vest and be paid at the time. Vesting and other terms and conditions of these phantom stock unit awards are governed by the award agreements and the Phantom Plan. Mr. Conlan tells the Court that the Debtors believe no Employee is owed in excess of $11,725 per employee on account of prepetition wages. However, the Debtors submit that, to the extent any Employee is, in fact, owed in excess of $11,725, satisfaction and payment of the amount is necessary and appropriate, and may be authorized under Sections 105(a) and 363(b) of the Bankruptcy Code. The Debtors argue that the they are asking is necessary for them to operate the Facilities in compliance with all applicable federal and state regulatory requirements until the Owner Lessors are able to accept operational responsibility for the Leased Facilities. The Debtors' Employees rely on their full compensation or reimbursement of their expenses in order to continue to pay their daily living expenses, and these Employees will be exposed to significant financial difficulties if the Debtors are not permitted to honor their exiting Employee Obligations. Any delay or failure to pay wages, salaries, benefits, expense reimbursements and other similar items would irreparably impair the Employees' morale, dedication, confidence, and cooperation, and would adversely impact the Debtors' relationship with the Employees at a time when the Employees' support is critical to facilitate the transition of the Leased Facilities to the Owner Lessors. 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 estimated $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) DYNEGY INC: Debtors Propose to Pay Critical Vendors' Claims ----------------------------------------------------------- Dynegy Holdings, LLC, is a direct subsidiary of Dynegy Inc., a public company which is not a debtor in these Chapter 11 proceedings, and is the direct or indirect parent of each of the other four Debtors in the Chapter 11 cases. The business operations of Dynegy Northeast Generation, Inc., and Hudson Power, L.L.C., are wholly conducted through Debtors Dynegy Roseton, L.L.C. and Dynegy Danskammer, L.L.C. at their power generation facilities. Danskammer owns four of the six power generation units located at the Danskammer Facility and leases the additional two units. The Danskammer Facility uses coal, natural gas and fuel oil as its primary fuels. Roseton leases each of the two units located at the Roseton Facility. The Roseton Leased Facility uses natural gas and fuel oil as its primary fuels. The units at the Facilities have a combined generating capacity of approximately 1,693 MW, with the units at the Leased Facilities comprising approximately 1,570 MW of this capacity. The Leased Facilities are leased pursuant to sale-leaseback transactions under which Danskammer and Roseton make semi-annual lease payments to a trustee for the benefit of pass-through trust certificate holders and Roseton OL LLC and Danskammer OL LLC, the owner lessors. While operating the Leased Facilities for the benefit of the Owner Lessors until the transition of operational control, the Debtors must ensure continuous delivery of goods and services necessary to ensure compliance with applicable regulatory requirements. The Debtors ask the Court to enter an interim order authorizing them, in their discretion, to pay the prepetition claims of Critical Vendors, Shippers, and Lien Claimants, in an aggregate amount not to exceed $300,000. The Debtors also seek authority to grant administrative priority status to all their undisputed obligations owing to vendors arising from the postpetition delivery of goods and postpetition rendering of services ordered prior to the Petition Date. The Debtors also seek authority to pay the obligations in the ordinary course of business pursuant to Section 503(b) of the Bankruptcy Code. Furthermore, the Debtors ask the Court to direct banks and other financial institutions at which the Debtors maintain disbursement and other accounts, at the Debtors' instruction, to receive, process, honor, and pay, to the extent of funds on deposit, any and all checks or electronic fund transfers in respect of the relief requested. Sophia P. Mullen, Esq., at Sidley Austin LLP, in New York, contends that collectively, the Debtors' vendors and service providers ensure that the Debtors receive all of the fuel, goods, equipment, and other materials necessary to operate the Roseton and Danskammer Facilities in accordance with prudent operating standards and applicable law. Any significant disruption in the Debtors' vendor network, like a vendor halting delivery of certain necessary materials or fuel, or a vendor refusing to perform duties necessary for the Debtors to comply with the multi-faceted regulatory regime governing the Debtors' businesses, could result in one or both of the Facilities shutting down, potentially causing blackouts in the New York state area. "Such a result would have a devastating impact on the Debtors' ability to maintain operations in accordance with prudent operating standards and regulatory requirements, pending regulatory approval to transition operational control of the Leased Facilities to the Owner Lessors," Ms. Mullen says. Ms. Mullen tells the Court that the Debtors have reviewed their accounts payable and have undertaken a process to identify those vendors who are essential to ensuring that the Debtors are able to operate the Roseton and Danskammer Facilities consistent with prudent operating standards and with all applicable regulations. * * * The Court has entered an interim order authorizing payment of certain prepetition claims of Critical Vendors, Shippers, and Other Lien Claimants in an amount aggregating not more than $300,000. The Office of the U.S. Trustee and an official committee of unsecured creditors will be provided with weekly reports of any payments made under the Interim Order. The Final Hearing on the request will be held on December 2, 2011 at 10:00 a.m. Eastern Time. Any objections must be filed with the Court so as to be received no later than 5:00 p.m. Eastern Time on November 23, 2011. 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 estimated $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) DYNEGY INC: ISDA Names Bonds Deliverable Into Auction ----------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a committee of the International Swaps and Derivatives Association published an initial list of Dynegy Holdings LLC bonds Monday that in two weeks time can be delivered by holders of insurance on the power producer's debt in exchange for payouts. 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 estimated $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) DYNEGY INC: Meeting to Form Creditors' Committee Today ------------------------------------------------------ Tracy Hope Davis, United States Trustee for Region 2, will hold can organizational meeting on Nov. 16, 2011, at 11:00 a.m. in the bankruptcy case of Dynegy Holdings LLC. The meeting will be held at: J Millenium Broadway Hotel New York 145 West 44th Street New York, NY 10036 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. 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 estimated $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) EAGLE BULK: Posts $5.9 Million Net Loss in 2011 Third Quarter ------------------------------------------------------------- Eagle Bulk Shipping Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $5.9 million on $80.3 million of revenues for the three months ended Sept. 30, 2011, compared with net income of $8.2 million on $72.8 million of revenues for the same period last year. The Company had a net loss of $13.1 million on $243.4 million of revenues for the nine months ended Sept. 30, 2011, compared with net income of $23.8 million on $192.7 million of revenues for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $1.9 billion in total assets, $1.2 billion in total liabilities, and stockholders' equity of $670.2 million. Disagreement with Lender on Interpretation of Facility Agreement's Net Worth Covenant On Sept. 26, 2011, the Company entered into a Sixth Amendatory and Commercial Framework Implementation Agreement (the "Sixth Amendment") to the Third Amended and Restated Credit Agreement dated Oct. 19, 2007, which expires on April 30, 2012. Among other provisions, the Sixth Amendment suspends the Company's compliance with the Minimum Adjusted Net Worth covenant until April 30, 2012, for accounting periods ending March 31, 2011, June 30, 2011, Sept. 30, 2011, and Dec. 31, 2011, and suspends compliance with the Minimum Liquidity covenant until Jan. 30, 2012. From Jan. 31, 2012, until March 30, 2012, the Minimum Liquidity covenant is reduced to $500,000 multiplied by the number of vessels owned and from March 31 until April 29, 2012, the Company is required to maintain cash and cash equivalents in the amount of $27,000,000 and at April 30, 2012, in the amount of $36,000,000. Until April 30, 2012, the calculation of Minimum Liquidity covenant includes undrawn facility amounts as cash and cash equivalents. As of Sept. 30, 2011, the undrawn amount is $21,875,735. The Sixth Amendment requires the Company to obtain the lenders' consent for additional vessel dispositions during the commercial framework period, and to make reasonable efforts to meet certain reporting requirements to the lenders. At the end of the Commercial Framework the Company will provide to its lender the compliance certificates for the deferred periods. As described in the Company's Annual Reports on Form 10-K for the years ended Dec. 31, 2009, and Dec. 31, 2010, on Aug. 4, 2009, the Company entered into a third amendatory agreement to its revolving credit facility. Among other things, the third amendatory agreement reduced the facility to $1.2 billion and changed the applicable interest rate to 2.5% over LIBOR. In addition, among other changes, the third amendatory agreement amended the facility's net worth covenant from a market value to book value measurement with respect to the value of the Company's fleet and reduced the facility's EBITDA to interest coverage ratio, with these changes to stay in effect until the Company was in compliance with the facility's original covenants for two consecutive accounting periods. Based on information which the Company provided in 2010 to the lenders under the revolving credit facility, the agent for the lenders notified the Company that according to its interpretation the Company was in compliance with the original covenants for the second and third quarters during 2010, and, therefore, the Company's original collateral covenants have been reinstated. The Company disagrees with the interpretation of the original covenant calculation being used by the agent and has advised the agent that the Company was not in compliance with the original covenants for these two consecutive quarters, and, therefore, the amended collateral covenants should remain in place. Under the agent's interpretation of the covenant, the Company was in compliance both with the original collateral covenants and the amended collateral covenants during the accounting period ended Dec. 31, 2010. The Company has remained in compliance with the amended collateral covenants during the accounting periods ended March 31, 2011, June 30, 2011, and Sept. 30, 2011, but would not have been in compliance for these periods under the agent's interpretation of the original collateral covenants. The Company believes that its interpretation of the facility agreement's covenant calculation is correct, that the reinstatement of the original loan covenant was not valid, and that the Company remains in compliance with all covenants in effect at Sept. 30, 2011. However, if the agent's interpretation is determined to be correct, the Company would not be in compliance with the original covenants for the periods ending March 31, 2011, June 30, 2011, and Sept. 30, 2011, which could lead to a default under the facility agreement effective as of the Compliance Certificate Date for that period and would result in the classification as current of amounts due under the facility agreement and could lead to substantial doubt about the Company's ability to continue as a going concern, if the Company is unable to agree on satisfactory terms or obtain a waiver from the agent. Although there is no assurance that the Company will be successful in doing so, it continues to seek a satisfactory agreement with the agent. A complete text of the Form 10-Q is available for free at: http://is.gd/G5Prg3 Eagle Bulk Shipping Inc. is a Republic of the Marshall Islands corporation headquartered in New York City. It owns one of the largest fleets of Supramax dry bulk vessels in the world. The Company transports a broad range of major and minor bulk cargoes, including iron ore, coal, grain, cement and fertilizer, along worldwide shipping routes. As of Sept. 30, 2011, the Company's operating fleet consisted of 44 vessels. It completed its Supramax newbuilding program with the delivery of the last newbuilding vessel on Oct. 19, 2011. EASTERN LIGHT: Receives Notice of Non-Compliance From NYSE Amex --------------------------------------------------------------- Eastern Light Capital, Inc. has been notified by the Compliance Staff of the NYSE Amex LLC that the Company has not timely regained compliance with Section 1003(a)(iii) of the Exchange's Company Guide due to stockholders' equity of less than $6,000,000. As a result, the notice indicated that the Company's securities are subject to delisting from the Exchange unless the Company requests a hearing before the Exchange's Listing Qualifications Panel. As disclosed on July 30, 2010, the Staff previously granted the Company's request for an extension to evidence compliance with the Exchange's stockholders' equity requirement, through November 7, 2011. The Company intends to request a hearing before the Panel at which it will seek continued listing on the Exchange. Based on the hearing request, it is expected that the Company's securities will remain listed and eligible for trading on the Exchange until the Panel renders a decision following the hearing. However, there can be no assurance that following the hearing the Panel will grant the Company's request for continued listing on the Exchange. About Eastern Light Prior to 2007, Eastern Light Capital, Inc. originated and invested in non-conforming, high yielding residential loans. In 2007, new management was installed, the Company eliminated the origination and investment in mortgage loans and focused on repaying debt and monetizing its existing loans and foreclosed properties. The Company's future investment plans include retaining its REIT status and investing in existing, leased, commercial properties utilizing limited leverage. Alternative strategic plans are also being considered. EMPIRE RESORTS: Reports $867,000 Third Quarter Net Income --------------------------------------------------------- Empire Resorts, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $867,000 on $20.06 million of net revenues for the three months ended Sept. 30, 2011, compared with a net loss of $938,000 on $19.48 million of net revenues for the same period during the prior year. The Company also reported net income of $958,000 on $53.53 million of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $11.77 million on $52.52 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $50.53 million in total assets, $24.86 million in total liabilities and $25.66 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/YE0uDV About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Friedman LLP, after auditing the Company's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. Friedman noted that the Company's ability to continue as a going concern depends on its ability to satisfy its indebtedness when due. In addition, the Company has continuing net losses and negative cash flows from operating activities. Empire Resorts reported a net loss of $17.57 million on $68.54 million of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $10.57 million on $67.63 million of net revenues during the prior year. ENER1 INC: Delays Filing of Quarterly Report on Form 10-Q --------------------------------------------------------- Ener1, Inc., is unable, without unreasonable effort or expense, to file its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2011, with the Securities and Exchange Commission by Nov. 9, 2011. As described in Ener1's current report on Form 8-K dated June 22, 2011, the Audit Committee of the Board of Directors of Ener1, together with the then-Chief Executive Officer and then- Chief Financial Officer of Ener1, had concluded that Ener1 was required, under generally accepted accounting principles, to record a material charge related to the loans receivable of Think Holdings, AS, and accounts receivable of Think Global, AS, held by Ener1. In addition, as disclosed in Ener1's Quarterly Report on Form 10-Q for the quarter ended March 31, 2011, Ener1 recorded an impairment charge to write off its investment in Think Holdings. Thereafter, the Audit Committee of the Board of Directors of Ener1, based upon a recommendation from management, determined that Ener1's financial statements for the year ended Dec. 31, 2010, and for the quarter ended March 31, 2011, should no longer be relied upon and should be restated. This determination was made following an assessment of certain accounting matters related to the Think Holdings loans receivable and Think Global accounts receivable and the timing of the recognition of the impairment charge related to Ener1's investment in Think Holdings originally recorded during the quarter ended March 31, 2011. In addition, Ener1 has experienced further business disruptions, including management changes and liquidity concerns. Ener1 expects to receive, in its amended 2010 Form 10-K, an explanatory paragraph in the audit opinion on its financial statements as of and for the year ended Dec. 31, 2010, describing substantial doubt about Ener1's ability to continue as a going concern. Ener1 is currently exploring its options, including a potential in-court or out-of-court financial restructuring. Ener1 continues to work to complete the restatement of its financial statements for the year ended Dec. 31, 2010, and the quarter ended March 31, 2011, as well as its financial statements for the second and third quarters of 2011. However, despite those efforts, Ener1 does not expect it will be able to complete the restatements and financial statements and file the Form 10-Q by Nov. 14, 2011, and is unable to predict when it will be able to do so. About Ener1 Ener1 Inc. (OTCBB: ENEI) -- http://www.ener1.com/-- has three business lines, which the company conducts through three operating subsidiaries. EnerDel, an 80.5% owned subsidiary, which is 19.5% owned by Delphi, develops Li-ion batteries, battery packs and components such as Li-ion battery electrodes and lithium electronic controllers for lithium battery packs. EnerFuel develops fuel cell products and services. NanoEner develops technologies, materials and equipment for nanomanufacturing. On Aug. 15, 2011, Ener1 disclosed that the Company's financial statements for the year ended December 31, 2010 and for the quarterly period ended March 31, 2011 should no longer be relied upon and should be restated. The determination was made following an assessment of certain accounting matters related to the loans receivable owed to Ener1 by Think Holdings and accounts receivable owed to Ener1 by Think Global held by the Company, and the timing of the recognition of the impairment charge related to the Company's investment in Think Holdings originally recorded during the quarter ended March 31, 2011. Ener1 in September 2011 announced that it has entered into an agreement to restructure its 8.25% Senior Amortizing Notes with Goldman Sachs Asset Management, L.P., and other holders of the Notes. Ener1 also announced that its primary shareholder, BzinFin S.A., has extended the maturity of its $15-million line of credit from November 2011 to July 2013. The Company and Bzinfin S.A., on Sept. 12, 2011, entered into an amendment to the Line of Credit Agreement dated June 29, 2011. Under the LOC Agreement, Bzinfin established a line of credit for the Company in the aggregate principal amount of $15,000,000, of which approximately $11,241,000 has been borrowed by the Company. Under the terms of the Amendment, the maturity date for the repayment of all advances under the LOC Agreement and all unpaid accrued interest thereon was extended to July 2, 2013, and the interest rate at which all outstanding advances will bear interest from and after Sept. 12, 2011, was increased to 15% per year. ENTECH SOLAR: Posts $2.0 Million Net Loss in 2011 Third Quarter --------------------------------------------------------------- Entech Solar, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $2.0 million on $51,000 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $3.3 million on $128,000 of revenues for the same period last year. The Company had a net loss of $6.6 million on $162,000 of revenues for the nine months ended June 30, 2011, compared with a net loss of $14.4 million on $173,000 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $38.7 million in total assets, $4.2 million in total liabilities, $11.2 million of Series D-1 convertible preferred stock, and stockholders' equity of $23.3 million. As reported in the TCR on Marcy 29, 2011, EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about Entech Solar'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 negative cash flows from operations. A copy of the Form 10-Q is available for free at: http://is.gd/0NuyrS Fort Worth, Tex.-based Entech Solar, Inc., develops innovative, patented solar technologies, including concentrating photovoltaic (CPV) systems for both ground and space power applications. The Company designs concentrating solar modules that produce electricity from sunlight as part of the SolarVolt(TM) product line. EPICEPT CORP: Files Form 10-Q, Incurs $5.4 Million Q3 Net Loss -------------------------------------------------------------- EpiCept Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $5.39 million on $275,000 of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $3.16 million on $257,000 of total revenue for the same period during the prior year. The Company also reported a net loss of $12.20 million on $737,000 of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $12.56 million on $703,000 of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $12.19 million in total assets, $26.44 million in total liabilities and a $14.25 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/vWm7te About EpiCept Corporation Tarrytown, N.Y.-based EpiCept Corporation (Nasdaq and Nasdaq OMX Stockholm Exchange: EPCT) -- http://www.epicept.com/-- is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), approved in the European Union for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. In the United States, a pivotal trial is scheduled to commence in 2011. The Company has two other oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. The Company's recurring losses from operations and the Company's stockholders' deficit raise substantial doubt about its ability to continue as a going concern and, as a result, the Company's independent registered public accounting firm, Deloitte & Touche LLP, in Parsippany, New Jersey, included an explanatory paragraph in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2010, which was included in our Annual Report on Form 10-K, with respect to this uncertainty. EVERGREEN ENERGY: Receives Non-Compliance Notice from NYSE Arca --------------------------------------------------------------- Evergreen Energy Inc. was notified by NYSE Arca, Inc., that it was not in compliance with the following NYSE Arca continued listing standards: (i) Rule 5.5(b) - failure to maintain a closing price at or above $3.00 over a 30 consecutive trading day period; (ii) Rule 5.5(b) - failure to maintain a minimum net worth of $4,000,000; and (iii) Rule 5.5(l)(3) - NYSE Arca has concluded that the Company's financial condition is currently impaired to the degree requiring consideration of a suspension or delisting action. The Company responded to the NYSE Arca on Nov. 6, 2011, addressing the areas of noncompliance. On Nov. 8, 2011, the Company received a further letter from NYSE Arca indicating that it planned to initiate delisting procedures for the reasons stated above by holding a meeting on Nov. 29, 2011, to determine whether the Company should remain listed. Evergreen is exploring alternatives to address these areas of non- compliance. Pending the exchange's final determination, the Company's common stock will remain listed on the NYSE Arca exchange under the symbol "EEE," but will be assigned a ".BC" indicator by the NYSE Arca to show that the company is currently out of compliance with the NYSE Arca's continued listing standards. As previously disclosed in the 8-K, in connection with her employment, Judy Tanselle was granted options to purchase 250,000 shares of common stock, the options were fully vested on the date of grant and expire on Oct. 12, 2016. The options are as follows: (i) 100,000 options at an exercise price of $.095, the closing price of the Company's common stock on Oct. 12, 2011); (ii) 75,000 options at exercise price of 150% of Grant Date Price, or $1.43 per option; (iii) 37,500 options at an exercise price of 175% of Grant Date Price, or $1.66 per option; and (iv) 37,500 options at 225% of Grant Date Price, or $2.14 per option. The equity-based awards granted to Ms. Tanselle were granted pursuant to the employment inducement award exemption provided under the corporate governance listing standards of NYSE Arca. About Evergreen Energy Evergreen Energy Inc. has developed two, proprietary, patented, and green technologies: the GreenCert(TM) suite of software and services and K-Fuel(R). GreenCert, which is owned exclusively by Evergreen, is a science-based, scalable family of environmental intelligence solutions that quantify process efficiency and greenhouse gas emissions from energy, industrial and agricultural sources and may be used to create verifiable emission reduction credits. K-Fuel technology significantly improves the performance of low-rank coals, yielding higher efficiency and lowering emissions. The Company reported a net loss of $21.02 million on $403,000 of total operating revenue for the year ended Dec. 31, 2010, compared with a net loss of $58.53 million on $423,000 of total operating revenue during the prior year. Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about Evergreen Energy's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has had recurring cash used in operations. The Company's balance sheet at June 30, 2011, showed $24.54 million in total assets, $21.52 million in total liabilities, $2,000 in preferred stock, and $3.02 million in total stockholders' equity. FAIRFIELD SENTRY: Liquidators Amend $919-Mil. Suit vs. Manager -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that liquidators from the British Virgin Islands for Fairfield Sentry Ltd. and affiliated funds, which had been the largest feeder funds for Bernard L. Madoff Investment Securities Inc., filed an amended complaint against the funds' managers, including Fairfield Greenwich Ltd. and Fairfield Greenwich (Bermuda) Ltd. According to the report, the complaint seeks return of $919 million paid over six years as management and performance fees for supposed profits from investing with Mr. Madoff. The complaint says the managers were paid 20% of realized and unrealized growth in the funds' net assets. The complaint, originally filed in New York state court, was transferred to U.S. District Court and from there to the bankruptcy court in Manhattan. About Fairfield Sentry Fairfield Sentry is being liquidated under the supervision of the Commercial Division of the High Court of Justice in the British Virgin Islands. It is one of the funds owned by the Fairfield Greenwich Group, an investment firm founded in 1983 in New York City. Fairfield Sentry and other Greenwich funds had among the largest exposures to the Bernard L. Madoff fraud. Fairfield Sentry Limited filed for Chapter 15 protection (Bankr. S.D.N.Y. Case No. 10-13164) on June 14, 2010. Greenwich Sentry, L.P., and an affiliate filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010, hoping to settle lawsuits filed against it in connection with its investments with Bernard L. Madoff. On May 18, 2009, Irving H. Picard, the trustee liquidating the estate of Mr. Madoff and his firm, Bernard L. Madoff Investment Securities, LLC, filed a lawsuit against Fairfield Sentry and Greenwich, seeking the return of US$3.55 billion that Fairfield withdrew from Madoff during the period from 2002 to Mr. Madoff's arrest in December 2008. Since 1995, the Fairfield funds invested about US$4.5 billion with BLMIS. Mr. Picard claims that Fairfield knew or should have known about the fraud give that it received from BLMIS unrealistically high and consistent annual returns of between 10% and 21% in contrast to the vastly larger fluctuations in the S&P 100 Index. FILENE'S BASEMENT: Shareholder Says Syms is Solvent --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the creditors' committee for discount retailers Syms Corp. and subsidiary Filene's Basement LLC selected Hahn & Hessen LLP and Richards Layton & Finger PA as the panel's attorneys. According to the report, in advance of the Nov. 15 hearing for authority to conduct going-out-of-business sales at all 46 stores, landlords filed objections often seen in similar cases. Landlords argued that liquidators can't use signs or banners not permitted by the leases. One objecting landlord is Saul and Stanley Zabar. The report relates that Syms shareholder Esopus Creek Value Series Fund LP, is objecting to the sale procedures. Esopus said Syms is solvent while Filene's isn't. To protect shareholders, Esopus wants the judge to incorporate protections into sale approval so expenses run up by Filene's aren't paid by Syms. Esopus also argues that the liquidators' guarantee of a minimum recovery of 90% of the cost of merchandise is "illusory." The long-time shareholder points to provisions in the contract with the liquidators where the guarantee evaporates should the inventory value come in below a specified level. Mr. Rochelle says the stock price indicates that Syms should be a solvent liquidation, meaning creditors of Syms would be paid in full with cash left over for stockholders. The day before the Chapter 11 filing, the stock closed at $7.67. After bankruptcy, the price rose 33% to close at $10.17 on Nov. 3. Since then, the stock has consistently fallen. On Nov. 11, the stock closed at $8.19, down 61 cents a share on the Nasdaq Stock Market. 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 disclosed $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%. FILENE'S BASEMENT: Shareholders May Get Committee in Syms Ch. 11 ---------------------------------------------------------------- Dow Jones' DBR Small Cap reports thatfederal 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 disclosed $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%. FILENE'S BASEMENT: Shareholders, Creditors Protest Sale Plan ------------------------------------------------------------ Dow Jones' DBR Small Cap reports that shareholders and creditors of Syms Corp., operator of the Filene's Basement and Syms retail chains, are challenging the retailers' proposed method for emptying the shelves at the chains' 46 stores in a massive going- out-of-business sale, arguing the company has extended too generous a hiring deal to outside liquidators. 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 disclosed $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%. FRIENDLY ICE CREAM: Kirkland & Ellis OK'd as Bankruptcy Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Friendly Ice Cream Corporation, et al., to employ Kirkland & Ellis LLP as counsel. The Court ordered that K&E will file a notice of rate increase with the Court if K&E increases the profession hourly rate of any K&E attorney working on the matter to an amount in excess of $1,000 per hour. To the best of the Debtor's knowledge, K&E is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. 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. On Oct. 12, 2011, the U.S. Trustee appointed the Committee. The Committee currently consists of seven members. The Committee selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to serve as co-counsel to the Committee, and FTI Consulting to serve as the Committee's financial advisor. FRIENDLY ICE CREAM: Zolfo Cooper OK'd as Bankruptcy Consultants --------------------------------------------------------------- The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware authorized Friendly Ice Cream Corporation, et al., to employ Zolfo Cooper, LLC, as bankruptcy consultants and special financial advisors. ZC will coordinate with the Debtors and with Duff $ Phelps Securities, LLC and GA Keen Realty Advisors to avoid unnecessary duplication of services. To the best of the Debtors' knowledge, ZC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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. On Oct. 12, 2011, the U.S. Trustee appointed the Committee. The Committee currently consists of seven members. The Committee selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to serve as co-counsel to the Committee, and FTI Consulting to serve as the Committee's financial advisor. FRIENDLY ICE CREAM: Creditors Committee Taps Akin Gump as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Friendly Ice Cream Corporation, et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain Akin Gump Strauss Hauer & Feld LLP as its co-counsel. Akin Gump will, among other things: a) advise the Committee with respect to its rights, duties and powers in these cases; b) assist and advise the Committee in its consultations with the Debtors relative to the administration of these chapter 11 cases; and c) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests. The hourly rated of Akin Gump professionals and paraprofessionals are: Partners $500 - $1,200 Senior Counsel and Counsel $415 - $850 Associates $335 - $625 Paraprofessionals $125 - $310 Akin Gump professionals with primary responsibility in the cases and their hourly rates are: Daniel H. Golden, partner $990 Philip C. Dublin, partner $790 Abid Qureshi, partner $790 Ashleigh L. Blaylock, associate $550 Kristine G. Manoukian $510 In addition to the financial restructuring lawyers, it will be necessary, during the course of these cases, for other Akin Gump professionals in other legal disciplines to provide services to the Committee. To the best of the Committee's knowledge, Akin Gump is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The Committee set a Nov. 23 hearing at 2:00 p.m. (ET), on its requested retention of Akin Gump. Objections, if any, are due Nov. 16, at 4:00 p.m. 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. On Oct. 12, 2011, the U.S. Trustee appointed the Committee. The Committee currently consists of seven members. The Committee selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to serve as co-counsel to the Committee, and FTI Consulting to serve as the Committee's financial advisor. FRIENDLY ICE CREAM: Pachulski Stang Approved as Bankruptcy Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized Friendly Ice Cream Corporation, et al., to employ Pachulski Stang Ziehl & Jones LLP as counsel. To the best of the Debtors' knowledge, PSZ&J is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. 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. On Oct. 12, 2011, the U.S. Trustee appointed the Committee. The Committee currently consists of seven members. The Committee selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to serve as co-counsel to the Committee, and FTI Consulting to serve as the Committee's financial advisor. FUNXION LLC: Court Rejects Landlord's Proposed Order ---------------------------------------------------- Bankruptcy Judge S. Martin Teel, Jr., rejected an attempt by a debtor's landlord to insert new language in a proposed order, saying such requested relief ought to be pursued by a new motion. Euro K Street Properties, Inc., landlord to FunXion LLC, sought a declaration that the automatic stay is inapplicable in the Debtor's case on the theory that the lease had been terminated prepetition. At the hearing on the motion, Euro's attorney announced that Euro would no longer be pursuing the argument that the debtor's lease had been terminated prepetition. The motion was resolved by the entry of an Order Conditioning Automatic Stay. Thereafter, Euro's attorney docketed the new proposed order, linking the new proposed order as relating to the motion. The new proposed order alludes to the motion and the Order Conditioning Automatic Stay that resolved that motion, and alludes to a later order deeming the debtor's lease to have been rejected. The new proposed order recites that Euro "has requested an order pursuant to 11 U.S.C. Sec. 362(j) confirming that the automatic stay has been terminated." In fact, however, no motion making such a request has been filed. Judge Teel said the proposed order is an attempt to rely upon a fact -- namely, the entry of a later order decreeing that the lease had been rejected -- that was not a fact that was relied upon or could have been relied upon in the motion. Moreover, 11 U.S.C. Sec. 362(j) only applies when the automatic stay has been terminated under 11 U.S.C. Sec. 362(c), which has nothing to do with a rejected lease. If there has been a failure to pay rent as required by the Order Conditioning Automatic Stay and a failure to cure within the specified time after notice of the default, then the stay lifted without the necessity of further order. A copy of Judge Teel's Nov. 10, 2011 Memorandum Decision and Order is available at http://is.gd/VqLX66from Leagle.com. FunXion LLC is a restaurant and bar in Washington D.C. It sells tame, organic health food by day. No salt, oil, sugar or butter is allowed in the kitchen. But, upon nightfall, the club sells sustainable booze and switches its name to DysFunXion. It filed for Chapter 11 (Bankr. D. D.C. Case No. 11-00377) on May 18, 2011, listing under $1 million in assets and debts. A copy of the petition is available at http://bankrupt.com/misc/dcb11-00377.pdf GENTA INC: Incurs $26.3 Million Third Quarter Net Loss ------------------------------------------------------ Genta Incorporated filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $26.29 million on $63,000 of net product sales for the three months ended Sept. 30, 2011, compared with net income of $7.74 million on $82,000 of net product sales for the same period during the prior year. The Company reported a net loss of $167.3 million on $257,000 of sales for 2010, compared with a net loss of $86.3 million on $218,000 for 2009. The Company also reported a net loss of $37.36 million on $170,000 of net product sales for the nine months ended Sept. 30, 2011, compared with a net loss of $133.43 million on $192,000 of net product sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $16.82 million in total assets, $32.13 million in total liabilities and a $15.30 million total stockholders' deficit. Bankruptcy Warning In September 2011, the Company issued $12.7 million of units, consisting of $4.2 million of senior secured convertible notes and $8.5 million of senior secured cash collateralized convertible notes. In connection with the sale of the units, the Company also issued two types of debt warrants in an amount equal to 100% of the purchase price for each unit. The Company had direct access to $4.2 million of the proceeds, and the remaining $8.5 million of the proceeds were placed in a blocked account as collateral security for the $8.5 million senior secured cash collateralized convertible notes. Presently, with no further financing, the Company projects that it will run out of funds during the first quarter of 2012. The Company currently does not have any additional financing in place. If it is unable to raise additional funds, the Company could be required to reduce its spending plans, reduce its workforce, license one or more of its products or technologies that it would otherwise seek to commercialize itself, sell some or all of its assets, cease operations or even declare bankruptcy. There can be no assurance that the Company can obtain financing, if at all, or raise those additional funds, on terms acceptable to it. A full-text copy of the Form 10-Q is available for free at: http://is.gd/oEuNnI About Genta Incorporated Berkeley Heights, New Jersey-based Genta Incorporated (OTC BB: GNTA) -- http://www.genta.com/-- is a biopharmaceutical company engaged in pharmaceutical (drug) research and development. The Company is dedicated to the identification, development and commercialization of novel drugs for the treatment of cancer and related diseases. EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about Genta's ability to continue as a going concern following the 2010 financial results. The independent auditors noted that of the Company's recurring losses from operations, negative cash flows from operations and current maturities of convertible notes payable. Amper, Politziner & Mattia, LLP, in Edison, New Jersey, did not include a going concern explanatory paragraph in its audit report on the Company's financial statements for fiscal 2009. GOLD RESERVE: Toronto Stock Exchange Reviews Firm's Listing ----------------------------------------------------------- Gold Reserve Inc. disclosed that the Toronto Stock Exchange is reviewing the Company's Common Shares with respect to meeting the requirements for continued listing pursuant to the Expedited Review Process. This review of our compliance with the TSX's continued listing standards is a direct result of the expropriation of the Brisas Project by the government of Venezuela. In September 2011 the Company received a letter from the Compliance & Disclosure Department of the TSX requesting that the Company provide information regarding its current operating activities as part of a fact gathering process related to meeting the TSX's continuous listing requirements. The letter stated that if the TSX determines that the Company has discontinued a substantial portion of its business, the Company will be required to meet the original listing requirements of the TSX. If the Company fails to provide an acceptable plan to the TSX of how it intends to meet the OLR in the short term, the TXS will initiate a delisting review. On Oct. 4, 2011 the Company provided its response and a plan to the TSX regarding the Company's efforts to maintain compliance and continue its listing on the TSX. On Nov. 11, 2011 the Company received a letter from the Compliance Department advising the Company that the Company's plans are not sufficiently advanced to approve compliance with TSX's continued listing requirements. As a result, the TSX is reviewing the eligibility for continued listing on TSX of the common shares of the Company pursuant to Part VII of The TSX Company Manual, under the Expedited Review Process as described in Section 707(b) of the TSX Company Manual. The Continued Listing Committee of the TSX scheduled a meeting on Nov. 21, 2011 to consider whether or not to suspend trading in and delist the common shares of the Company. The Company expects to make a submission regarding this matter prior to the meeting. There can be no assurance that the Company will be able to achieve compliance within the required time frame, and if the Company is not able to achieve compliance, the Company will remain subject to delisting procedures as set forth in the Company Manual and may in fact be delisted. Management is also evaluating alternative listing options such as the TSX Venture Exchange or NEX. GLOBAL FOOD: Posts $1.0 Million Net Loss in Third Quarter --------------------------------------------------------- Global Foods Technologies, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.0 million on $5,936 of revenues for the three months ended Sept. 30, 2011, compared with a net loss $869,936 on $297,455 of revenues for the same period last year. The Company had a net loss of $2.9 million on $107,374 of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $2.7 million on $933,255 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $1.3 million in total assets, $4.3 million in total liabilities, all current, and a stockholders' deficit of $3.0 million. Squar, Milner, Peterson, Miranda & Williamson, LLP, in Newport Beach, California, expressed substantial doubt about Global Foods Technologies' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has an accumulated deficit of approximately $64.4 million at Dec. 31, 2010, has negative cash flow from operations of approximately $2.8 million for the year ended Dec. 31, 2010, and has negative working capital at Dec. 31, 2010. A copy of the Form 10-Q is available for free at: http://is.gd/4xBERL Headquartered in Hanford, California, Global Food Technologies, Inc., is a life sciences company focused on food safety processes for the food processing industry by using its proprietary scientific processes to substantially increase the shelf life of commercially packaged seafood and to make those products safer for human consumption. The Company has developed a process using its technology called the "iPuraT Food Processing System". The System is installed in processor factories in foreign countries with the product currently sold in the United States. GLOBAL TEL*LINK: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issue-level rating and '3' recovery rating to Mobile, Ala.-based prison phone provider Global Tel*Link Corp.'s (GTL) proposed $605 million term loan and $50 million revolving credit. At the same time, Standard & Poor's affirmed its 'B' corporate credit rating on the company. The outlook is stable. "The ratings on GTL reflect the company's highly leveraged financial risk profile and what we consider a weak business risk profile," said Standard & Poor's credit analyst Catherine Cosentino. GTL's niche focus on a mature market, recent revenue declines (primarily stemming from a higher concentration of local calls having lower call pricing), as well as some historical volume declines, outweigh the company's largely recurring revenue business based on multiple-year contracts with prisons, in the business risk assessment. "GTL provides telecommunications services to U.S. correctional facilities operated by city, county, and state authorities. The company is the largest provider in this approximately $1.2 billion market with about a 50% share, followed by Securus Holdings Inc. GTL's focus on a mature niche market, high cost structure, exposure to ongoing bad debt expense for the non-prepaid part of its business, and the risk of continued call volume declines contribute to what we consider a weak business risk profile. Although EBITDA margins have improved, commissions paid to facilities and telecommunications expenses remain significant costs," S&P said. Partly tempering the business risks are multiple-year customer contracts, typically with high renewal rates that provide visibility into recurring revenue, benefits from additional scale following recent acquisitions, and the company's ability to continue to reduce bad debt exposure by shifting a significant portion of revenues to accounts prepaid by inmate family and friends. Further, GTL's strong market share and the exit of larger, better capitalized telecommunications companies from the prison phone market give GTL a good competitive position," S&P said. GREAT ATLANTIC: $490MM Yucaipa Funding Underpins Chapter 11 Plan ---------------------------------------------------------------- Kathleen Lynn at NorthJersey.com reports that Great Atlantic & Pacific Tea Co. reached an agreement on employee concessions and filed a reorganization plan on Nov. 14, 2011, with the U.S. bankruptcy court. According to the report, the plan, first announced earlier this month, would allow A&P to emerge from bankruptcy in early 2012 as a private company, with $490 million in debt and equity financing from The Yucaipa Cos., Mount Kellett Capital Management LP and investment funds managed by Goldman Sachs Asset Management LP. The investors will purchase new notes and shares and will receive all the equity in the reorganized company. The financing will pay secured creditors in full and provide a $40 million cash pool for distribution to general unsecured creditors. The report says the reorganization plan includes concessions from the United Food and Commercial Workers Union, which represents almost 12,000 workers at A&P's stores. Those include the Pathmark, Waldbaum's, Food Emporium, Food Basics and SuperFresh stores. "We have a tentative agreement with A&P, subject to the approval of our membership," the report quotes John T. Niccollai, president of the union's Little Falls-based Local 464A, which represents 9,000 A&P employees, as saying. About Great Atlantic & Pacific Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific is a supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid-Atlantic and Northeastern United States. Before filing for bankruptcy in 2010, A&P operated 429 stores in 8 states and the District of Columbia under the following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-Center, Best Cellars, The Food Emporium, Super Foodmart, Super Fresh and Food Basics. A&P had 41,000 employees prior to the bankruptcy filing. A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, in White Plains, New York. In its petition, A&P reported total assets of $2.5 billion and liabilities of $3.2 billion as of Sept. 11, 2010. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represent the Official Committee of Unsecured Creditors. A&P obtained court approval for a new contract with C&S Wholesale Grocers Inc., its principal supplier. The contract is designed to save A&P $50 million a year when the supermarket operator emerges from Chapter 11 reorganization. A&P sold 12 Super-Fresh stores in the Baltimore-Washington area for $37.83 million, plus the value of inventory. Thirteen other locations didn't attract buyers at auction and were closed mid- July 2011. GREENSHIFT CORP: To Effect a 1-for-1000 Reverse Stock Split ----------------------------------------------------------- Effective at close of business on Sept. 9, 2011, GreenShift Corporation filed with the Secretary of State of the State of Delaware a certificate of amendment to the Company's certificate of incorporation to give effect to a 1-for-1000 reverse stock split. The Company's common began trading on a post-reverse split basis on Nov. 11, 2011. The post-reverse split common stock will be listed under the symbol "GERSD" for twenty business days, then will revert to "GERS." About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. The Company reported a net loss of $12.14 million on $7.73 million of revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $19.73 million on $3.87 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $6.74 million in total assets, $50.97 million in total liabilities and a $44.23 million total stockholders' deficit. As reported by the TCR on April 8, 2011, Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, 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 has suffered recurring losses from operations and its total liabilities exceed its total assets. GUIDED THERAPEUTICS: Amends 2.6 Million Common Shares Offering -------------------------------------------------------------- Guided Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission Amendment No.1 to Form S-1 registration statement relating to 2,600,000 shares of the Company's common stock issued or issuable upon the exercise of warrants at an exercise price of $0.01 per share. The shares offered by this prospectus may be sold from time to time by James E. Funderburke and Dolores Maloof at prevailing market prices or prices negotiated at the time of sale. The Company will not receive any cash proceeds from the sale of shares by the selling stockholders, but to the extent that the warrants are exercised in whole or in part, the Company will receive payment for the exercise price. The Company will pay the expenses of registering these shares. The Company's common stock is dually listed on the OTC Bulletin Board and the OTCQB quotation systems under the symbol "GTHP." The last reported sale price of the Company's common stock on the OTCBB on Nov. 7, 2011, was $0.85 per share. A full-text copy of the amended Form S-1 is available at no charge at http://is.gd/fZmE27 About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. The Company's balance sheet at June 30, 2011, showed $3.31 million in total assets, $2.91 million in total liabilities, and $410,000 in stockholders' equity. The Company reported a net loss of $2.84 million on $3.36 million of contract and grant revenue for the year ended Dec. 31, 2010, compared with a net loss of $6.21 million on $1.55 million of contract and grant revenue during the prior year. As reported by the TCR on April 4, 2011, UHY LLP, in Atlanta, Georgia, noted that the Company's recurring losses from operations, accumulated deficit and lack of working capital raise substantial doubt about its ability to continue as a going concern. HARRISBURG, PA: Council Attorney Asks IRS to Probe City Bonds ------------------------------------------------------------- Dow Jones' DBR Small Cap reports that the attorney representing a band of Harrisburg, Pa., city council members has asked the U.S. Internal Revenue Service to investigate whether the city did its financial homework before issuing bonds to pay for its failed trash incinerator project. About Harrisburg, Pennsylvania 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. HAWKER BEECHCRAFT: Bank Debt Trades at 26% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 73.98 cents-on- the-dollar during the week ended Friday, Nov. 11, 2011, an increase of 0.47 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014, and carries Moody's Caa2 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kan., is a manufacturer of business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. The Company's balance sheet at June 30, 2011, showed $3.01 billion in total assets, $3.33 billion in total liabilities, and a $317.30 million deficit. Hawker Beechcraft reported a net loss of $304.3 million on $2.80 billion of total sales for 12 months ended Dec. 31, 2010. Net loss in 2009 and 2008 was $451.3 million and $157.2 million, respectively. The Company reported a net loss of $126 million on $1.14 billion of total sales for the six months ended June 30, 2011, compared with a net loss of $120 million on $1.20 billion of total sales for the six months ended June 27, 2010. To reduce the cost of operations, in October 2010, the Company announced it would implement a cost reduction and productivity program. The first part of the program consisted of the immediate termination of approximately 8% of salaried employees while the second part involves reducing the Company's factory and shop work forces by approximately 800 employees by end of August 2011. * * * As reported by the TCR on Sept. 16, 2011, Moody's Investors Service has lowered all the credit ratings, including the corporate family rating to Caa3 from Caa2, of Hawker Beechcraft Acquisition Company LLC. The rating outlook is negative. The downgrades reflect Hawker Beechcraft's mounting retained deficit and Moody's view that the soft economy dims chances for profitability anytime soon. Although limited near-term debt maturities exist, with the prospect of further losses Moody's views the capital structure to be unsustainable. Pronounced risk that some form of restructuring of the company's debt obligations may occur underscores the negative rating outlook. Softness in most developed economies should constrain demand for the smaller and mid-sized cabin aircraft that comprise the company's Business and General Aviation product portfolio. While management has aggressively lowered overhead and cut production costs, the revenue outlook seems weak. As of June 30, 2011, the debt to book capital ratio was 114% and the trailing 12-month EBITDA to interest ratio was 0.2x (Moody's adjusted basis) HCSB FINANCIAL: Posts $3.3 Million Net Loss in Third Quarter ------------------------------------------------------------ HCSB Financial Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $3.3 million on net interest income of $3.9 million for the three months ended Sept. 30, 2011, compared with a net loss of $3.0 million for the same period of 2010. The Company had a net loss of $24.9 million on net interest income of $12.9 million for the nine months ended Sept. 30, 2011, compared with a net loss of $8.7 million on net interest income of $13.4 million for the corresponding period last year. The Company's balance sheet at Sept. 30, 2011, showed $544.4 million in total assets, $543.9 million in total liabilities, and stockholders' equity of $472,000. "The Bank [Horry County State Bank}, with a loan portfolio consisting of a concentration in commercial real estate loans, has seen a decline in the value of the collateral securing its portfolio as well as rapid deterioration in its borrowers' cash flow and ability to repay their outstanding loans to the Bank," the Company said in the filing. "As a result, the Bank's level of nonperforming assets has increased substantially during 2010 and the nine months of 2011. As of Sept. 30, 2011, our nonperforming assets equaled $90,632,000, or 16.65% of assets, as compared to $86,386,000, or 10.93% of assets, as of Dec. 31, 2010. In addition, our level of impaired loans increased to $76,821,000 at Sept. 30, 2011, compared to $69,495,000 at Dec. 31, 2010. For the nine months ended Sept. 30, 2011, the Bank recorded a $20,175,000 provision to increase the allowance for loan losses to a level which, in management's best judgment, adequately reflected the increased risk inherent in the loan portfolio as of Sept. 30, 2011. Nevertheless, given the current economic climate, management recognizes the possibility of further deterioration in the loan portfolio for the remainder of 2011. For the nine months ended Sept. 30, 2011, we recorded net loan charge-offs of $14,989.000, or 3.57% of average loans, as compared to net loan charge-offs of $9,570,000, or 2.28% of average loans, for the nine months ended September 30, 2010." "Management believes the Bank's liquidity sources are adequate to meet its needs for at least the next 12 months, but if the Bank is unable to meet its liquidity needs, then the Bank may be placed into a federal conservatorship or receivership by the FDIC, with the FDIC appointed conservator or receiver." "The Company will also need to raise substantial additional capital to increase capital levels to meet the standards set forth by the FDIC. As a result of the recent downturn in the financial markets, the availability of many sources of capital (principally to financial services companies) has become significantly restricted or has become increasingly costly as compared to the prevailing market rates prior to the volatility. Management cannot predict when or if the capital markets will return to more favorable conditions. Management is actively evaluating a number of capital sources asset reductions and other balance sheet management strategies to ensure that the Bank's projected level of regulatory capital can support its balance sheet." "There can be no assurances that the Company will be successful in its efforts to raise additional capital during the remainder of 2011, in 2012, or at all. An equity financing transaction would result in substantial dilution to the Company's current shareholders and could adversely affect the market price of the Company's common stock. It is difficult to predict if these efforts will be successful, either on a short-term or long-term basis. Should these efforts be unsuccessful, due to the regulatory restrictions which exist that restrict cash payments between the Bank and the Company, the Company may be unable to realize its assets and discharge its liabilities in the normal course of business." Consent Order On Feb. 10, 2011, the Bank entered into the Consent Order with the FDIC and the State Board. The Consent Order conveys specific actions needed to address the Bank's current financial condition, primarily related to capital planning, liquidity/funds management, policy and planning issues, management oversight, loan concentrations and classifications, and non-performing loans. The Company believes it is currently in substantial compliance with the Consent Order except for the requirement to achieve and maintain, within 150 days from the effective date of the Consent Order, Total Risk Based capital at least equal to 10% of risk- weighted assets and Tier 1 capital at least equal to 8% of total assets. At Sept. 30, 2011, the Bank was categorized as "significantly undercapitalized." Pursuant to the requirements under the Consent Order, the Company submitted its capital plan to the FDIC for review. The FDIC has directed the Company to revise the capital plan and, in addition, to develop a capital restoration plan, which the Company has resubmitted. A copy of the Form 10-Q is available for free at: http://is.gd/6K8bUM Loris, South Carolina-based HCSB Financial Corporation was incorporated on June 10, 1999, to become a holding company for Horry County State Bank. The Bank is a state chartered bank which commenced operations on Jan. 4, 1988. From its 13 branch locations, the Bank offers a full range of deposit services, including checking accounts, savings accounts, certificates of deposit, money market accounts, and IRAs, as well as a broad range of non-deposit investment services. During the third quarter of 2011, the Bank closed its Covenant Towers branch located at Myrtle Beach. All deposits were transferred to the Bank's Myrtle Beach branch and the Bank does not expect any disruption of service in that market for its customers. HEARTLAND GOLF: Files for Bankruptcy to Avert Foreclosure Sale -------------------------------------------------------------- Steve Vockrodt, reporter at Kansas City Business Journal, relates that Heartland Golf Development II LLC filed on Nov. 10, 2011, for Chapter 11 bankruptcy reorganization in the U.S. Bankruptcy Court in Kansas City to stave off a foreclosure sale of its south Kansas City property. Heartland Golf Development II LLC owns Hillcrest Country Club. According to the report, the Chapter 11 filing came a day before the country club property was set to be auctioned off on the Jackson County Courthouse steps. The owner of the club, which opened in 1916 in the area around 87th Street and Interstate 435 near Swope Park, had defaulted on a promissory note with North American Savings Bank. The bankruptcy filing stays the foreclosure proceedings. The report notes Erlene Krigel, Esq., at Krigel & Krigel PC represents the Company as its attorney. She may be reached at: Erlene Krigel, Esq. KRIGEL & KRIGEL PC 4550 Belleview Avenue Kansas City, MO 64111-3506 Tel: 816-756-5800 (Ext. 6010) Fax: 816-756-1999 The report says the bankruptcy filing indicated that Heartland Golf has between $1 million and $10 million in both debts and assets. The petition lists 23 creditors but does not include amounts owed. Among those listed were NASB, HCA Midwest, the Missouri Department of Revenue and Prairie Highlands Golf Course. The report says Prairie Highlands Golf Course in Olathe is owned by Heartland Golf managing member David Francis, scion of the Kansas City family behind the Francis Family Foundation. The report adds one of Mr. Francis' associates, Terry Clark, also is listed as a creditor. Messrs. Clark and Francis are embroiled in an ownership dispute about a Hillcrest property and others. Mr. Clark has claimed that Francis cut him out of an equal partnership in Heartland Golf's assets. HOLDINGS OF EVANS: Hearing on Access to Cash Continued to Nov. 21 ----------------------------------------------------------------- On Nov. 2, 2011, 2010-1 SFG Venture, LLC, filed its opposition to Holdings of Evans LLC's motion for authorization to use cash collateral. SFG says that the Debtor cannot adequately protect SFG's security interest in the cash collateral or SFG's other collateral because: 1) The Debtor does not have any equity in the Real Property, which by the Debtor's admission may be worth as low as $4.7 million. 2) The Debtor's proposed budget, which already indicates that the Debtor will have net operating income of a meager $239 a month, fails to provide for the payment of all expenses, such as the timely accrual and payment of real property taxes, which are necessary to prevent diminution to the value of SFG's collateral. 3) The Debtor's continued unauthorized use of cash collateral without the consent of SFG or an order from the Bankruptcy Court, combined with the Debtor's inability to honor its previous commitments to make agreed adequate-protection payments, demonstrates the Debtor's total inability to adequately protect SFG's collateral, much less propose a plan that has reasonable possibility of being confirmed within a reasonable time period. In the alternative, should the Court approve the cash collateral motion, SFG requests that: 1) Any order authorizing the final use of cash collateral should be for a limited time -- until Dec. 6, 2011 ? and condition any use of the cash collateral after Dec. 6, 2011, on the Debtor's ability to comply with Section 362(d)(3) of the Bankruptcy Code. Pursuant to Section 362(d)(3) of the Bankruptcy Code, the Debtor, which does not dispute it is a single-asset real estate entity, has 90 days from the Petition Date to either file a plan of reorganization that has a reasonable possibility of being confirmed within a reasonable time or commence making monthly interest payments to SFG "in an amount equal to interest at the then applicable contract rate of interest on the value of [SFG's] interest in the real estate." The Debtor should pay all net operating income to SFG. The U.S. Bankruptcy Court for the Southern District of Georgia has continued to Nov. 21, 2011, at 3:30 p.m. the final hearing on the Debtor's motion for interim and final authorization to use cash collateral. As reported in the TCR on Oct. 31, 2011, Holdings of Evans, LLC, asked the Bankruptcy Court for authorization to use cash collateral of SFG, consisting of cash deposited in the Debtor's checking account of $20,526 as of the Petition Date, the cash generated from the postpetition collection of prepetition receivables, and postpetition rents. SFG, which claims to be owed at least $5,281,992 as of the Petition Date, exclusive of accruing interest, fees, costs, and other charges, asserts a security interest in assets of the Debtor by virtue of an assignment from the FDIC as receiver for Silverton Bank, N.A., as assignee of Specialty Finance Group, LLC. The Debtor proposes as adequate protection in exchange for its use of cash collateral that SFG will retain its pre-petition liens to the same extent and priority that existed pre-petition, and that the Debtor will begin making adequate protection payments as provided in the Interim Order. SFG, on Oct. 20, 2011, had asked the Bankruptcy Court to enter an order compelling the Debtor to immediately cease using cash collateral, and for Debtor to sequester and account for all cash collateral. About Holdings of Evans Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood Suites, owns improved real property located at 156 Classic Road in Athens, Georgia and is engaged in the business of operating a hotel commonly known as Candlewood Suites. The Company filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-11756) on Sept. 2, 2011. Judge Susan D. Barrett presides over the case. Todd Boudreaux, Esq., at Shepard, Plunkett, Hamilton & Boudreaux, LLP, in Evans, Ga., serves as the Debtor's counsel. The petition was signed by GB Sharma, managing member. In its amended schedules, the Debtor disclosed $11,115,538 in assets and $6,784,463 in liabilities as of the petition date. Sean C. Kulka, Esq., Michael F. Holbein, Esq., and Noel J. Bartels, Esq., at Arnall Golder Gregory LLP, in Atlanta, Ga., represent secured creditor 2010-1 SFG Venture LLC as counsel. HOLDINGS OF EVANS: Wants to Pay Escrow Shortage by Nov. 30 ---------------------------------------------------------- Holdings of Evans LLC asks the U.S. Bankruptcy Court for the Southern District of Georgia to amend its oral order announced on Oct. 26, 2011, requiring the Debtor to make two payments prior to the close of business on Oct. 31, 2011: an adequate protection payment of $26,000 and an escrow payment in the amount of $45,958.73 for real property taxes. The requirement to pay $45,958.73 was based on 2010-1 SFG Venture, LLC's representation that real property taxes were due and payable by Oct. 20, 2011. The Debtor has provided information to SFG to indicate that the taxes are not due until Dec. 20, 2011. The Debtor told the Court it lacks sufficient cash to immediately pay the two payments as announced by the Court, but anticipates having sufficient funds from its operations to pay the escrow shortage prior to Nov. 30, 2011. Thus, the Debtor asks the Court to amend its oral ruling permitting the Debtor to pay the escrow shortage on or before Nov. 30, 2011. The hearing on the motion, originally scheduled for Nov. 3, 2011, is continued to Nov. 21, 2011, at 3:30 p.m. About Holdings of Evans Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood Suites, owns improved real property located at 156 Classic Road in Athens, Georgia and is engaged in the business of operating a hotel commonly known as Candlewood Suites. The Company filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-11756) on Sept. 2, 2011. Judge Susan D. Barrett presides over the case. Todd Boudreaux, Esq., at Shepard, Plunkett, Hamilton & Boudreaux, LLP, in Evans, Ga., serves as the Debtor's counsel. The petition was signed by GB Sharma, managing member. In its amended schedules, the Debtor disclosed $11,115,538 in assets and $6,784,463 in liabilities as of the petition date. Sean C. Kulka, Esq., Michael F. Holbein, Esq., and Noel J. Bartels, Esq., at Arnall Golder Gregory LLP, in Atlanta, Ga., represent secured creditor 2010-1 SFG Venture LLC as counsel. HOLDINGS OF EVANS: Wants to Borrow $100,000 From G.B. Sharma ------------------------------------------------------------ Holdings of Evans LLC asks the U.S. Bankruptcy Court for the Southern District of Georgia for authorization to obtain financing of up to $100,000 from G.B. Sharma on a revolving credit basis. G.B. Sharma is the President and CEO of the Debtor. Among the conditions to such financing are Lender's requirements that it be granted priority treatment pursuant to 11 U.S.C. Section 364(b). Interest will accrue on the unpaid principal balance of the Post- Petition Loan and will be payable in arrears by Debtor on the first day of each month upon the closing daily balances in Debtor's Post-Petition Loan account for each day during the immediately preceding month, at a rate of 1% per annum in excess of the Prime Rate as published in the Wall Street Journal. The Agreement will become effective upon acceptance by Lender and will continue in full force and effect for a term ending the earlier of Dec. 31, 2015, or the sale of substantially all of the Debtor's assets, unless sooner terminated as provided in the Agreement or by the Bankruptcy court, or extended by Lender in its absolute discretion. 2010-1 SFG Venture, LLC, has filed a limited objection to the motion of the Debtor obtain financing. Specifically, SFG objects to the DIP Financing Motion and the Proposed DIP Financing Order to the extent that either provides the Lender protections unavailable to under Section 364(b) of the Bankruptcy Code. SFG further requests that the Proposed DIP Financing Order clarify that the proposed financing is subject to SFG's liens, including any replacement liens (to the extent granted), and that the Lender is not entitled to receive any payments on account of the proposed financing unless and until SFG receives payment in full of the Pre-Petition Debt and/or its super-priority claim, if any (to the extent granted). SFG also objects, absent an evidentiary record, to the Court making a good faith finding under Section 364(e) of the Bankruptcy code. In favor of the proposed Lender. SFG is represented by: Sean C. Kulka, Esq. Michael F. Holbein, Esq. Noel J. Bartels, Esq. ARNALL GOLDEN GREGORY LLP 171 17th Street, N.W., Suite 2100 Atlanta, GA 30363-1031 Tel: (404) 873-8664 Fax: (404) 873-8665 E-mail: sean.kulka@agg.com michael.holbein@agg.com noel.bartels@agg.com About Holdings of Evans Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood Suites, owns improved real property located at 156 Classic Road in Athens, Georgia and is engaged in the business of operating a hotel commonly known as Candlewood Suites. The Company filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-11756) on Sept. 2, 2011. Judge Susan D. Barrett presides over the case. Todd Boudreaux, Esq., at Shepard, Plunkett, Hamilton & Boudreaux, LLP, in Evans, Ga., serves as the Debtor's counsel. The petition was signed by GB Sharma, managing member. In its amended schedules, the Debtor disclosed $11,115,538 in assets and $6,784,463 in liabilities as of the petition date. Sean C. Kulka, Esq., Michael F. Holbein, Esq., and Noel J. Bartels, Esq., at Arnall Golden Gregory LLP, in Atlanta, Ga., represent secured creditor 2010-1 SFG Venture LLC as counsel. HOVNANIAN ENT: Fitch Affirms 'C' Rating on Sr. Unsecured Notes -------------------------------------------------------------- Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Hovnanian Enterprises, Inc. (NYSE: HOV) to 'CCC' from Restricted Default (RD). Fitch lowered Hovnanian's IDR to RD on Nov. 2, 2011 following the completion of the company's debt exchange offer, which Fitch viewed as a distressed debt exchange. In addition, the following ratings are affirmed: -- Senior secured notes at 'B-/RR3'; -- Senior unsecured notes at 'C/RR6'; -- Series A perpetual preferred stock at 'C/RR6'. Fitch has also assigned a 'CC/RR5' rating to the company's new $141.8 million 5% senior secured notes and $53.2 million 2% senior secured notes due 2021. The rating for HOV is influenced by the company's execution of its business model, land policies, and geographic, price point and product line diversity. The rating additionally reflects the company's liquidity position, substantial debt and high leverage. The rating also incorporates the still challenging housing environment. With the soft economy and lowered economic growth expectations for 2011 and 2012, the environment may at best support a relatively modest recovery in housing metrics over the next year and a half. The company ended the July 2011 quarter with $273.4 million of unrestricted cash on the balance sheet and no major debt maturities until calendar 2014, when approximately $42.9 million of senior notes become due. While the company currently has an adequate liquidity position, Fitch is somewhat concerned that the company is willing to lower its target level for unrestricted cash to between $110 million and $185 million to take advantage of land acquisition opportunities. Given that the company terminated its revolving credit facility during the fourth quarter of 2009, Fitch is concerned that this level of cash does not provide a large enough liquidity cushion in the event that the current low levels of housing activity persist longer than anticipated or gravitate lower. The absence of a bank credit facility also means a lack of bank oversight, which is a useful check on management's appetite for risk. HOV spent roughly $305 million on land and development during the first nine months of fiscal 2011. This compares to $287.9 million of new land purchases during fiscal 2010. For the 12-month period ending July 31, 2011, the company had $238.7 million of negative cash flow from operations (CFO). A weak operating environment over the next 12-18 months will likely result in continued losses and negative CFO for the company, thereby eroding its cash position. Fitch currently projects HOV's unrestricted cash position will be between $125 million and $150 million by year-end 2012. Should the depressed level of housing starts and weak new non-residential construction spending persist beyond 2012, HOV's liquidity could deteriorate further and lead to additional negative rating actions. At July 31, 2011, the company controlled 32,185 lots (including unconsolidated joint ventures), of which 59.2% were owned and the remaining lots controlled through options and joint venture partnerships. Based on the latest 12-month (LTM) closings, HOV controlled 7.6 years of land and owned roughly 4.8 years of land. As expected, the housing recovery has been irregular so far and to date quite anemic. Various housing and related statistics appear to have bottomed in early to mid-2009. Since then, the on, off, then on again federal housing credit at times spurred or at least pulled housing demand forward. With the U.S. economy moving from recession to expansion in the third quarter of 2009, plus very attractive housing affordability and government incentives, housing was jump-started. However, faltering consumer confidence, among other issues, has restrained the recovery so far. Fitch currently projects new single-family housing starts will drop 13.1% in 2011 following 5.8% growth in 2010. After falling 14.1% in 2010, new home sales are forecast to decrease about 7% in 2011. Fitch expects existing home sales to slip 2% in 2011 after a 4.8% decline in 2010. In a moderately growing economy in 2012, housing metrics could modestly expand, off a very depressed base. Future ratings and Outlooks will be influenced by broad housing- market trends as well as company specific activity, such as trends in land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, debt levels and especially free cash flow trends and uses, and the company's cash position. Negative rating actions could occur if the anticipated recovery in housing does not materialize and the company prematurely steps up its land/development spending, leading to consistent and significant negative quarterly CFO. HOV's rating is constrained in the intermediate term due to weak credit metrics and high leverage. Fitch's Recovery Rating (RR) of 'RR3' on HOV's senior secured notes indicates good recovery prospects for holders of these debt issues. The 'RR5' on the new senior secured notes indicates below-average recovery prospects in a default scenario. The 'RR6' on HOV's senior unsecured notes, senior subordinated notes and preferred stock indicates poor recovery prospects in a default scenario. HOV's exposure to claims made pursuant to performance bonds and the possibility that part of these contingent liabilities would have a claim against the company's assets were considered in determining the recovery for the unsecured debtholders. Fitch applied a liquidation value analysis for these RRs. I/OMAGIC CORP: Inks Third Amendment to Laro Properties Lease ------------------------------------------------------------ I/OMagic Corporation entered into a Third Amendment of Lease dated Oct. 20, 2011, with Laro Properties L.P. The Third Amendment amends a Standard Industrial/Commercial Net Lease originally dated July 1, 2003, between the Company and Lessor, as amended. Under the Third Amendment, the term of the lease was reduced to May 31, 2012, from Dec. 31, 2012. The Third Amendment also provided for the forfeiture of $27,000, representing the Company's security deposit, to be applied against the Company's rent due as of Sept. 30, 2011. In addition, the base rent was reduced to $14,300 per month on 22,000 square feet plus any rent obtained from the Company's sublease of the premises, which is currently $8,000 per month from two subtenants. The Third Amendment also provides for a balance due of $42,578 upon termination of the lease. Finally, the Third Amendment provides for early termination of the lease by Lessor should it locate a new tenant, upon 60 days prior notice, and the Third Amendment terminates the Company's option to extend the lease past the May 31, 2012, expiration date of the lease. About I/OMagic Irvine, Calif.-based I/OMagic Corporation sells electronic data storage products and other consumer electronics products in the North American retail marketplace, which includes the United States and Canada. During 2010 and 2009, all of the Company's net sales were generated within the United States. The Company's balance sheet at June 30, 2011, showed $1.20 million in total assets, $4.48 million in total liabilities, and a $3.28 million total stockholders' deficit. As reported in the TCR on March 8, 2011, Simon & Edward, LLP, in City of Industry, Calif., expressed substantial doubt about I/OMagic's ability to continue as a going concern, following the Company's results for fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has incurred significant operating losses, has serious liquidity concerns and may require additional financing in the foreseeable future. Bankruptcy Warning At June 30, 2011, the Company had cash of only $150,918. As of Aug. 18, 2011, the Company had cash of only $192,000 and a credit facility limited to $1,500,000. As of those dates, the Company also had significant long-term liabilities. Accordingly, the Company has limited liquidity and access to capital. The Company has insufficient liquidity to fund its operations for the next twelve months or less. The Company's inability to fund its operations may require the Company to substantially curtail its operations and may require that the Company seek protection under the United States Bankruptcy Code. IDEARC INC: 3rd Cir. Affirms Dismissal of Shareholder Suit ---------------------------------------------------------- The U.S. Court of Appeals for the Third Circuit shot down an appeal by former shareholders of Idearc Inc. over an order of the United States District Court for the Eastern District of Pennsylvania granting separate motions to dismiss filed by Verizon Communications, Inc. and J.P. Morgan Chase Bank, N.A. The shareholders argue that the District Court improperly dismissed their complaint and erroneously declined to consider the shareholders' then-pending motion for summary judgment before doing so. The Appellants are former investors in Idearc, a corporation that was formed as part of a 2006 spin-off transaction whereby Verizon divested its domestic print and Internet "Yellow Pages" directory publishing operation and formed Idearc for the purpose of continuing that operation as a separate business. In connection with the spin-off, J.P. Morgan Ventures Corporation and Bear, Stearns & Company agreed to exchange roughly $7 billion in Verizon debt for an equal amount of Idearc debt. JPMC served as an administrative agent for the debt exchange. In addition to that $7 billion in debt, Idearc also incurred $2 billion in debt to Verizon as partial consideration for the Yellow Pages business and the right to be the exclusive and official publisher of Verizon print directories. Less than three years after its spin-off from Verizon, Idearc filed for Chapter 11 bankruptcy. The shareholders actively participated in the bankruptcy proceedings. Among other things, they sought to have Idearc's bankruptcy proceedings dismissed on the ground that the Idearc bankruptcy was part of a scheme orchestrated by Verizon for the purpose of reducing its liabilities while leaving Idearc's shareholders with crushing debt. The Bankruptcy Court denied the Appellants' motion to dismiss and ultimately confirmed Idearc's Chapter 11 reorganization plan, over the shareholders' objections. Under the Plan, Idearc cancelled its existing common stock and issued new common stock to its secured and unsecured creditors. In addition, the Plan established a litigation trust to investigate and pursue any claims for the benefit of Idearc's bankruptcy estate and creditors. Following the Plan's confirmation, the shareholders filed a notice of appeal and motions that, if granted by the Bankruptcy Court, would have rescinded the confirmation order or stayed the Plan's implementation. Those motions were denied by the Bankruptcy Court on March 5, 2010. The shareholders filed the class action on March 25, 2010 and subsequently amended their complaint twice, asserting claims for securities fraud, insider trading, common law fraud, conversion, a Bivens claim for violation of federal constitutional rights, and a claim alleging violation of Sec. 206 of the Communications Act, 47 U.S.C. Sec. 206. Verizon and JPMC each filed a motion to dismiss the second amended complaint. After the shareholders declined the District Court's invitation to file a third amended complaint, the Court granted the Appellees' motions and dismissed the second amended complaint in its entirety. The Court held that the securities fraud, insider trading, and common law fraud claims did not satisfy the applicable pleading standard; it rejected the shareholders' conversion claim as a collateral attack on the Idearc bankruptcy; and it concluded that there was no legal basis for a claim under Bivens or the Communications Act. Finding that a curative amendment would be futile, inasmuch as the shareholders had already filed two amended complaints and still failed to present a cognizable claim for relief, the District Court dismissed the second amended complaint with prejudice. The Court denied the shareholders' motion for summary judgment. The case is TALBOT BARNARD; DONALD B. BIGGERSTAFF; SUSAN BIGGERSTAFF; DAVID BOON; GREG BOSER; DEB BOSER; THOMAS BOVET, COL.; MARK HENDRYCH; ZHENGXU HE FANG; YING FANG; BIN LEE; THOMAS E. MARTIN; MIDDLEBAR MONASTERY, NON-PROFIT; JERSEY NIETUBYC; KATHERINE PERINO; BRIAN D. SPENCER; STEPHEN S. SPENCER; CHARLES J. TURK, KNOWN COLLECTIVELY AS "THE SPENCER COMMITTEE", Appellants, v. VERIZON COMMUNICATIONS, INC.; J.P. MORGAN CHASE BANK, N.A., INDIVIDUALLY AND AS AGENT, No. 11-1318 (3rd Cir.). A copy of the Third Circuit's Nov. 14, 2011 opinion is available at http://is.gd/dDHYEhfrom Leagle.com. The appellate panel consists of Circuit Judges Anthony Joseph Scirica, D. Brooks Smith, and Kent A. Jordan, who wrote the opinion. About Idearc Inc. Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as SuperMedia Inc., is the second largest U.S. yellow pages publisher. Idearc was spun off from Verizon Communications, Inc. Idearc and its affiliates filed for Chapter 11 protection on March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on the official committee of unsecured creditors. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co- counsel. Idearc completed its debt restructuring and its plan of reorganization became effective as of Dec. 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. Less than two years since leaving bankruptcy protection, SuperMedia remains in quandary. Early in October 2011, Moody's Investors Service slashed its corporate family rating for SuperMedia to Caa1 from B3 prior. The downgrade reflects Moody's belief that revenues will continue to decline at a double digit rate for the foreseeable future, leading to a steady decline in free cash flow. SuperMedia's sales were down 17% for the second quarter of 2011 in a generally improving advertising sector. Moody's ratings outlook for SuperMedia remains negative. While SuperMedia is attempting to transition the business away from its reliance on print advertising through development of online and mobile directory service applications, Moody's is increasingly concerned that the company will not be able to make this change quickly enough to stabilize the revenue base over the intermediate term. Further, the high fixed cost nature of SuperMedia's business could lead to steep margin compression, notwithstanding continued aggressive cost management. INDEPENDENCE TAX III: Reports $350,000 Net Income in June 30 Qtr. ----------------------------------------------------------------- Independence Tax Credit Plus L.P. III filed its quarterly report on Form 10-Q, reporting net income of $350,049 on $1.6 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $500,152 on $1.4 million of revenues for the three months ended Sept. 30, 2010. The Company had net income of $36,099 on $3.0 million of revenues for the six months ended June 30, 2011, compared with a net loss of $963,591 on $2.8 million of revenues for the six months ended June 30, 2010. At Sept. 30, 2011, the Partnership's balance sheet showed $16.8 million in total assets, $46.7 million in total liabilities, and a partners' deficit of $29.9 million. As reported in the TCR on July 11, 2011, Trien Rosenberg Weinberg Ciullo & Fazzari LLP, in New York, noted that the Partnership's consolidated financial statements for the fiscal year ended March 31, 2011, include the financial statements of two subsidiary partnerships with significant uncertainties. These two subsidiary partnerships' net losses aggregated $413,927 (2010 Fiscal Year) and $4,959,477 (2009 Fiscal Year) and their assets aggregated $1,715,468 at March 31, 201,1 and $1,938,832 at March 31, 2010. A copy of the Form 10-Q is available for free at: http://is.gd/3lUbZM About Independence Tax III Independence Tax Credit Plus L.P. III is a limited partnership which was formed under the laws of the State of Delaware on Dec. 23, 1993. The Partnership invests in other partnerships owning leveraged apartment complexes that are eligible for the low-income housing tax credit enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. The Partnership is based in New York City. INFUSION BRANDS: Delays Filing of Quarterly Report on Form 10-Q --------------------------------------------------------------- Infusion Brands International, Inc., notified the U.S. Securities and Exchange Commission that its Form 10-Q for the quarterly period ended Sept. 30, 2011, cannot be filed within the prescribed time period because the Company requires additional time for compilation and review to insure adequate disclosure of certain information required to be included in the Form 10-Q. The Company's Quarterly Report on Form 10-Q will be filed on or before the 5th calendar day following the prescribed due date. About Infusion Brands Infusion Brands International, Inc. is a global consumer products company. Its wholly owned operating subsidiary, Infusion Brands, Inc. specializes in building and marketing profitable brands through international direct-to-consumer channels of distribution. On Dec. 16, 2010, as part of its quasi-reorganization in order to change its business model from that of an acquisition strategy to a singular operating model as a consumer products company which builds and markets brands internationally through direct-to- consumers channels of distribution, OmniReliant Holdings, Inc. entered into an agreement and plan of merger with Infusion Brands International, Inc., a Nevada corporation and the Company's wholly-owned subsidiary. Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, the Company merged with and into Infusion Brands International, Inc., solely to effect a name change of the Company. The Company's balance sheet at June 30, 2011, showed $8.32 million in total assets, $8.11 million in total liabilities, $7.29 million in redeemable preferred stock, and a $7.08 million total deficit. As reported by the TCR on April 7, 2011, Meeks International LLC, in Tampa, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant recurring losses from operations and is dependent on outside sources of financing for continuation of its operations and management is restructuring and redirecting its operating initiatives that require the use its available capital resource. JACKSON & PERKINS: Blackstreet Completes Sale for $12.8 Million --------------------------------------------------------------- Citybizlist.com reports that Blackstreet Capital prevailed at the auction and closed on its purchase of Jackson & Perkins Co. and Park Seed Inc. in August 2010 for nearly $12.8 million. According to the report, the Blackstreet bid provided the most attractive offer due to its cash value, Blackstreet's willingness to continue to use existing suppliers, Blackstreet's commitment to retain workers, and Blackstreet's track record in successfully turning around troubled assets. The report notes Womble Carlyle, on behalf of the Committee, supported the transaction for these reasons and advocated for its approval by the Bankruptcy Court. The report adds, as part of the purchase, Blackstreet agreed to maintain the company's 150-employee workforce for at least three years, and they also agreed to stay in Greenwood. South Carolina-based Jackson & Perkins Co. and Park Seed Inc. filed for Chapter 11 reorganization. The company is a well-known distributor of roses, seed and other gardening supplies. JEFFERSON COUNTY, AL: Bank of New York Backs Receiver ----------------------------------------------------- American Bankruptcy Institute 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. As reported in the Troubled Company Reporter on Nov. 14, 2011, Bill Rochelle, the bankruptcy columnist for Bloomberg News, said that Jefferson County is facing the first litigated dispute in the Chapter 9 municipal bankruptcy begun Nov. 9 in Birmingham. The receiver appointed by a state court in September 2010 to take over and operate the sewer system filed papers Nov. 10 asking the bankruptcy judge to rule that he's entitled to retain control. Shortly after the Chapter 9 filing, according to John S. Young, the receiver, the county demanded that he relinquish control of the sewer system. In his court papers, Mr. Young said the bankruptcy court has no power or authority to oust him. Mr. Rochelle noted that in typical bankruptcy cases, Section 543 of the Bankruptcy Code requires receivers to turn over property. As Mr. Young pointed out, that section doesn't apply in a municipal bankruptcy, thus robbing the bankruptcy court of power for his ouster. Mr. Young also pointed to Section 903 of the Bankruptcy Code, applicable only in Chapter 9 cases, which says that bankruptcy doesn't limit the ability of a state, "by legislation or otherwise," to "control" a municipality. In Chapter 9, unlike Chapter 11 for companies, the bankruptcy court must approve the filing. At a hearing U.S. Bankruptcy Judge Thomas B. Bennett said he would hold the approval hearing in December. 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: S&P Lowers Ratings on Warrants to 'C' ------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on various warrants issued by Jefferson County, Ala. and placed all of those warrants on CreditWatch with negative implications. "The rating actions reflect our view of the county's Nov. 9, 2011 filing under Chapter 9 of the Bankruptcy Code," S&P said. Specifically, Standard & Poor's has lowered its long-term and underlying ratings on Jefferson County, Ala.'s general obligation (GO) warrants to 'C' from 'B'. "We have also lowered our ratings on Jefferson County Public Building Authority's (PBA) series 2006 lease-revenue warrants to 'C' from 'B-'. Revenues available for payment of debt service on the GO warrants include ad valorem taxes, sales and use taxes, and other revenues flowing into the county's general fund; however, none of these legally available revenues is specifically pledged for payment of debt service," S&P said. Standard & Poor's has also lowered its rating to 'C' from 'B' on Jefferson County's series 2000 limited obligation school warrants. The warrants are secured by lease payments from the Jefferson County Board of Education to the county. "Although the debt service for all of the above obligations has been paid to date, because of the county's bankruptcy filing, we are uncertain that the payments will continue in a timely manner," said Standard & Poor's credit analyst Brian Marshall. "In the event the county fails to make a principal or interest payment on any of the above-referenced obligations when due, we expect to lower the underlying ratings (SPURs) on the obligations to 'D'," added Mr. Marshall. On Nov. 9, 2011, the Jefferson County Commissioners voted four to one to file a petition for bankruptcy relief under Chapter 9 of the U. S. Bankruptcy Code. JEFFERSON COUNTY: S&P Lowers Rating on School Warrants to 'B' ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the limited obligation school warrants issued by Jefferson County, Ala. to 'B' from 'BBB-'. "The rating action reflects our view of the county's Nov. 9, 2011 filing under Chapter 9 of the Bankruptcy Code. The ratings have also been placed on CreditWatch with developing implications. The CreditWatch status reflects the potential for additional rating actions in the short term, either positive or negative," S&P said. "Because we view the warrants as special revenue bonds under the code, in accordance with our criteria, we expect the bankruptcy filing per se should not affect payment," said Standard & Poor's credit analyst Brian Marshall. "However, while the warrants are secured by the proceeds of a countywide special education tax (sales tax), which are dedicated solely to the repayment of the warrants, the county's willingness to continue these scheduled payments is uncertain," added Mr. Marshall. The bankruptcy filing resulted primarily from the significant fiscal stress related to the county's sanitary sewer fund and the inability to reach an agreement with creditors holding those variable-rate warrants. However, the county has not been clear regarding its intentions to service the limited obligation school warrants or how the bankruptcy proceedings will affect them. For these reasons, the ratings have been lowered to 'B'. JEFFERSON COUNTY: S&P Puts 'C' Rating on Warrants on Watch Neg. --------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'C' underlying ratings (SPURs) on Jefferson County, Ala.'s series 1997A, 2001A, 2003-B-8, 2003 B-1-A through series 2003 B-1-E, and series 2003 C- 1 through 2003 C-10 sewer system revenue warrants on CreditWatch with negative implications. "The rating of 'C' already reflects our view of the fiscal stress of the sewer system, but the CreditWatch placement reflects the likelihood that we could lower the ratings in the short term because of non-payment on these rated obligations," said Standard & Poor's credit analyst James Breeding. On Wed., Nov. 9, 2011, when the Jefferson County commissioners were unable to agree on settlement terms with creditors, the county filed for bankruptcy under Chapter 9 of the U.S. Bankruptcy Code. As of Sept. 30, 2010 (the latest audit available), the county had sewer revenue warrants outstanding totaling $3.16 billion. Three series of warrants are in a fixed-rate mode (series 1997A, 2001A, and 2003B-8), two series are in an auction-rate mode (series 2003B-1 and 2003C), and the remainder were issued as variable-rate warrants. Standard & Poor's does not maintain a rating on the variable-rate warrants. According to county officials, the county remains current on the payment of the principal and interest due on both the fixed-rate and auction-rate warrants. In fiscal 2010, the county made debt service payments on these warrants totaling approximately $95 million. However, following the bankruptcy filing, there is additional uncertainty regarding the county's willingness and ability to continue these payments. In addition, the liquidity position of the sanitary sewer fund remains exceptionally low, in our view, with unrestricted cash and investments totaling only $5.8 million. "Regularly scheduled principal payments on both the fixed-rate and auction-rate warrants are due Feb. 1 of each year. In the event the county fails to make a principal or interest payment on any of these warrants when due, we will lower the SPURs on the warrants to 'D'," S&P said. KINGFISHER AIRLINES: Must Raise Fresh Funds Before Restructuring ---------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Kingfisher Airlines Ltd. -- which is facing serious headwinds due to a severe cash crunch -- must raise about INR8 billion ($158.8 million) to reduce its debt, bankers to India's second-largest airline by market share have demanded. As reported in the Troubled Company Reporter-Asia Pacific on Nov. 3, 2011, The Economic Times reported that Kingfisher Airlines denied it was going for another debt restructuring but said it had sought lenders' help to substitute high-cost rupee borrowings with low-cost foreign current debt. According to the report, Ravi Nedungadi, President and group Chief Financial Officer, said in a statement that the carrier has also asked banks to "appraise working capital requirements in the usual course, to account for changes in international prices of fuel and the change in rupee- dollar parity." "The banks are in active consideration of these requests and there is absolutely no question of another debt recast," the report quotes Mr. Nedungati as saying. About Kingfisher Airlines Headquartered in Mumbai, India, Kingfisher Airlines -- http://www.flykingfisher.com/-- formerly known as Deccan Aviation Ltd., serves about 35 domestic destinations with a fleet of more than 40 aircraft, including Airbus jets and ATR 72 turboprops. It maintains bases in major cities such as Delhi and Mumbai. Kingfisher Airlines is a unit of UB Holdings, best known for its United Breweries unit, and the carrier shares the Kingfisher brand with a popular Indian beer. UB Holdings also owns a stake in another domestic carrier, Air Deccan, whose operations it combined with Kingfisher Airlines in mid-2008. Kingfisher Airlines began flying in 2005. * * * Kingfisher Airlines has lost money six years in a row, accumulating net debt of INR77.2 billion (US$1.74 billion) as of March 2010, according to data compiled by Bloomberg. As reported in the Troubled Company Reporter-Asia Pacific on Sept. 16, 2011, The Economic Times said Kingfisher Airlines Ltd. has found itself parrying questions about its survival after its auditor raised doubts over the company's ability to stay in business for long. Audit firm BK Ramadhyani & Co, which examined the books of the airline, said in remarks published in the airline's annual report that Kingfisher's ability to remain a "going concern" will depend on its promoters bringing in money into the company. The auditors also said Kingfisher has not deposited with the government money it collected from employees as tax deducted at source and provident fund contribution, painting a dire picture of the airline's finances, The Economic Times reported. LAKE PLEASANT: Plan Outline Hearing Continued Until Dec. 13 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona has continued until Dec. 13, 2011, at 1:30 p.m., the hearing to consider adequacy of the Disclosure Statement explaining Lake Pleasant Group's Chapter 11 Plan. As reported in the Troubled Company Reporter on July 25, 2011, the Debtors' schedules list Johnson Bank as a creditor with a total claim in the approximate amount of $19.4 million secured by a first position lien on the Properties. Lake Pleasant's schedules list unsecured creditors in the amount of $151,000, and DLGC's schedules list unsecured creditors in the amount of $190,000. The Debtors are currently in the process of seeking a rezoning of the Properties to Mixed Used-Recreational Vehicle Resort and Commercial to allow a luxury oriented recreational-vehicle resort with approximately 1,512 spaces to exist on the Properties. The DLGC Property will also include a 22-acre commercial site which will allow the opportunity for supporting retail and two R.V. storage parcels, as ancillary uses to help support the RV resort and the surrounding areas. The Debtors and Pensus Cholla Hills RV Resort LLC have entered into the Sales Agreement which provides for the sale of the Properties to Pensus, for not less than $23 million. The Sale of the Properties will be conditioned upon the Properties being rezoned as set forth above. The Sale will result in all creditors being paid in full on their allowed claims. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/lakepleasant.DS.pdf About Lake Pleasant Phoenix, Arizona-based Lake Pleasant Group, LLP, was formed for the purpose of purchasing and developing 244 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. The partnership filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011. In its schedules, Lake Pleasant Group disclosed assets of $15,780,263 and liabilities of $10,301,552 as of the Petition Date. Affiliate DLGC II, LLC, simultaneously filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 11-10174). DLGC owns 210 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. DLGC also owns interests in Lake Pleasant Water Company and Lake Pleasant Sewer Company. DLGC has valued these interests at $1,313,511 in its schedules. Mark W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart PC, in Phoenix, Ariz., represent the Debtors as counsel. Earl Curley & Lagarde PC serves as special zoning counsel; and Morrill & Aronson, P.L.C. as special counsel for DLGC with respect to certain condemnation litigation brought by the Arizona Department of Transportation, which is pending in the Maricopa County Superior Court as case number CV2010-015022. LAS VEGAS MONORAIL: Settles Objections of All Creditors ------------------------------------------------------- Tim O'Reiley at Las Vegas Review-Journal reports that the Las Vegas Monorail had settled objections of all its creditors. The report says, however, U.S. Bankruptcy Bruce Markell cross- examined witnesses about his own concerns that the repayment plan still left the transit line financially unstable. In particular, he worried about an after-bankruptcy debt of $50 million, more than double the estimated value of the line. Further, Judge Markell worried about projected on-going losses and the inability to fund critical equipment overhauls needed in a few years. According to the report, the monorail managers count in three factors to plug the financial gaps: increased ridership stemming from the Project Linq shopping and entertainment complex proposed by Caesars Entertainment, more passengers from a reopened Sahara and greater access to federal funding because the post-bankruptcy debt will be more than 90 percent lower than current levels. The report notes that the hearing continued, although the judge did not indicate when he would rule. About Las Vegas Monorail Las Vegas, Nevada-based Las Vegas Monorail Company, organized by the State of Nevada in 2000 as a nonprofit corporation, owns and manages the Las Vegas Monorail. The Monorail is a seven-stop, elevated train system that travels along a 3.9-mile route near the Las Vegas Strip. LVMC has contracted with Bombardier Transit Corporation to operate the Monorail. Though it benefits from its tax-exempt status due to being a nonprofit entity, LVMC claims to be the first privately-owned public transportation system in the nation to be funded solely by fares and advertising. LVMC says it receives no governmental financial support or subsidies. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 10-10464) on Jan. 13, 2010. Gerald M. Gordon, Esq., at Gordon Silver, assists the Company in its restructuring effort. Alvarez & Marsal North America, LLC, is the Debtor's financial advisor. Stradling Yocca Carlson & Rauth is the Debtor's special bond counsel. Jones Vargas is the Debtor's special corporate counsel. The Company disclosed $395,959,764 in assets and $769,515,450 in liabilities as of the Petition Date. In April 2010, bondholder Ambac Assurance Corp. lost in its bid to halt the bankruptcy after U.S. Bankruptcy Judge Bruce A. Markell ruled that Monorail isn't a municipality and is therefore entitled to reorganize in Chapter 11. U.S. District Judge James Mahan in Reno upheld the ruling in October 2010. LEVELLAND/HOCKLEY COUNTY: Houlihan Lokey OK'd as Financial Advisor ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas for authorized Levelland/Hockley County Ethanol to employ Houlihan Lokey Howard & Zukin Capital, Inc., as financial advisor. Houlihan Lokey is providing financial advisory and investment banking services in connection with a sale of all or substantially all of the assets of, financial restructuring or reorganization of, or merger transaction involving the Company and with respect to such other financial matters. The Debtor related that GE Business Financial Services, Inc., in its capacity as an administrative agent for itself and the other lenders under that certain Construction and Term Loan Agreement dated as of Sept. 27, 2006, had discussions with the Official Committee of Unsecured Creditors seeking terms for its support of a consensual marketed sale process for its plant in Hockley County, Texas. The parties are in the process of negotiating and finalizing the terms of an agreed cash collateral order that will outline the sales process and commit to cash collateral use through the expected conclusion date of the transaction process. Specifically, Houlihan Lokey is expected, among other things: a) assist the Debtor in evaluating indications of interest and proposals regarding any transaction(s) from current or potential lenders, equity investors, acquirers or strategic partners; b) assist the Debtor with the negotiation of any transaction(s), including participating in negotiations with creditors and other parties involved in any Transaction(s); and c) provide expert advice and testimony regarding financial matters related to any transaction(s), if necessary. The Debtor intended that Houlihan Lokey's services will complement, and not duplicate, the services to be rendered by Block & Garden, LLP or any other professional retained in this chapter 11 case. Adam Dunayer, a managing director of Houlihan Lokey, told the Court that Houlihan Lokey's fee structure includes: i) Initial Fee: a nonrefundable cash fee of $100,000; ii) Transaction Fee(s): a. Restructuring Transaction Fee of $750,000 to be paid at closing. If all or any portion of the Senior Lenders receive over 50% of the Company's equity as a result of or following the Restructuring Transaction, Houlihan Lokey will instead be paid a Restructuring Transaction Fee of $375,000. b. Sale Transaction Fee, calculated as: ARC up to $35 million: $750,000, plus ARC in excess of $35.0 million: 5% of such incremental AGC. c. Financing Transaction Fee equal to the sum of: (I) 2% of the gross proceeds of any indebtedness raised or committed that is senior to other indebtedness of the Debtor, secured by a first priority lien and unsubordinated, with respect to both lien priority and payment, to any other obligations of the Debtor provided that such proceeds are sufficient to pay all obligations owed to the Senior Lenders in full and are so paid to the Senior Lenders at the closing of such Financing Transaction; (II) 4% of the gross proceeds of any indebtedness raised or committed that is secured by a lien (other than a first lien), is unsecured or is subordinated; and (III) 6% of the gross proceeds of all equity or equity-linked securities (including, without limitation, convertible securities and preferred stock) placed or committed. Only one type of Transaction Fee may be earned. The Court authorized the Debtor to pay the initial fee of $100,000 to Houlihan Lokey from the Debtor's debtor-in- possession bank in accordance with the agreement. Mr. Dunayer assures the Court that Houlihan Lokey is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Levelland/Hockley Levelland/Hockley County Ethanol LLC is a Texas limited liability company that owns and operates a 40 million gallon per annum Ethanol production plant located in Levelland, Hockley county, Texas. The LLC has over 100 members many of whom are local farmers, business people and civic leaders. A recent appraisal Of its facility values its assets, with the Plant under full operation, at over $51.5 million. Levelland Ethanol filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case No. 11-50162) on April 27, 2011. I. Richard Levy, Esq., Christopher M. McNeill, Esq., and Susan Frierott, Esq., at Block & Garden, LLP, in Dallas, represent the Debtor as counsel. The Debtor disclosed total assets of $60,451,124 and total liabilities of $47,557,432 in its schedules. On May 9, 2011, William T. Neary, U.S. Trustee for Region 6, appointed unsecured creditors to the Official Committee of Unsecured Creditors in the Debtor's cases. Stephen M. Pezanosky, Esq., and Mark Elmore, Esq., at Haynes and Boone, LLP, in Fort Worth, Tex., represent the Committee. LIQUIDMETAL TECHNOLOGIES: Posts $7.4MM 3rd Quarter Net Income ------------------------------------------------------------- Liquidmetal Technologies, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income attributable to Liquidmetal Technologies, Inc., of $7.40 million on $2.91 million of total revenue for the three months ended Sept. 30, 2011, compared with a net loss attributable to Liquidmetal Technologies, Inc., of $16.62 million on $17.31 million of total revenue for the same period during the prior year. The Company also reported net income attributable to Liquidmetal Technologies, Inc., of $1.14 million on $9.27 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss attributable to Liquidmetal Technologies, Inc., of $17.69 million on $22.21 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $10.50 million in total assets, $25.72 million in total liabilities and a $15.22 million total shareholders' deficiency. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ULmEH9 About Liquidmetal Technologies Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies, Inc. and its subsidiaries are in the business of developing, manufacturing, and marketing products made from amorphous alloys. Liquidmetal Technologies markets and sells Liquidmetal(R) alloy industrial coatings and also manufactures, markets and sells products and components from bulk Liquidmetal alloys that can be incorporated into the finished goods of its customers across a variety of industries. The Company also partners with third- party licensees and distributors to develop and commercialize Liquidmetal alloy products. The Company classifies operations into two reportable segments: Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys. Choi, Kim & Park LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The Company has experienced losses from continuing operations during the last three fiscal years and has an accumulated deficit of $165,879 as of Dec. 31, 2010. Net cash provided by continuing operations for the year ended Dec. 31, 2010 was $10,080. At Dec. 31, 2010, working capital deficit was $14,180. As of Dec. 31, 2010, the Company's principal source of liquidity is $5,049 of cash and $1,731 of trade accounts receivable. The Company's restated statement of operations reflects a net loss of $4.69 million on $30.27 million of revenue for the year ended Dec. 31, 2010, compared with net income of $251,000 on $16.94 million of revenue during the prior year. LOS ANGELES DODGERS: To Solicit Bids for TV Broadcasting Rights --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Los Angeles Dodgers filed court papers seeking approval of procedures to solicit bids for television broadcasting rights to accompany a settlement with the commissioner of Major League Baseball that calls for selling the team. According to the report, at a Nov. 30 hearing, the Dodgers will ask the bankruptcy court to approve procedures which amount to modifications of the rights of first negotiation and first refusal contained in the existing broadcasting agreement with Fox Entertainment Group Inc. The current agreement, giving Fox broadcasting rights through the end of the 2013 season, precludes the Dodgers from negotiating with anyone else until October 2012, followed by a right of first refusal. The Dodgers, the report relates, will file papers in the "near future" to approve the settlement announced this month with the baseball commissioner, according to the team's Nov. 12 filing. The settlement allows the team to solicit offers for broadcasting rights to kick in with the 2014 season, according to court papers. The settlement provides that anyone buying the team has the option of accepting or rejecting any newly negotiated television deal. Negotiating the best deal for future television rights will give prospective purchasers of the team "real world information" about the value of one of the club's most valuable assets, the Dodgers said, according to the report. Under the Dodgers' proposal, the team would negotiate with Fox alone for 45 days. If there's a deal, the team won't solicit other offers. If there isn't, the team will make an offer a few days later that Fox can accept or reject by Feb. 22. Mr. Rochelle notes that the proposal has complicated provisions under which Fox could accept a third party's less-attractive offer. The sale of the club as a whole will be completed by April 30, the Dodgers said. A buyer can purchase either the assets or the stock of the entity owning the team. The sale can be carried out either through a Chapter 11 plan or in advance of plan confirmation. The team, Mr. Rochelle adds, said it will file another set of papers asking the bankruptcy judge to estimate the amount of damages, if any, that Fox would sustain from early negotiations over future television rights. The Dodgers contend that modifications to Fox's rights won't give rise to any damages. If the court determines that damages are "substantial," the team said it will drop the idea of soliciting offers from third parties. Before the settlement, Bud Selig, the baseball commissioner, opposed the team's original proposal for a media-rights sale to fund a reorganization plan, contending it would mortgage the team's future. Faced with missing payroll, the team filed for bankruptcy protection in June when the commissioner refused to approve a sale of television rights beginning with the 2014 season. 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. LOUISVILLE ORCHESTRA: Musicians Want More Time to Review Offer -------------------------------------------------------------- Elizabeth Kramer at the Courier-Journal reports that Louisville Orchestra musicians have asked for an extension on a Nov. 13 deadline to accept a new contract offer from management, because they didn't receive the written proposal until late afternoon on Nov. 11. According to the report, mediator Henri Mangeot said Nov. 9 that the musicians could vote on the offer on Nov. 13. But on Nov. 13, Kim Tichenor, chairwoman of the players? negotiating committee, said: "We still need more time to look over it. There are some changes there that we need to look over." The report relates that Mr. Tichenor said the Sunday deadline came with the offer the orchestra presented on Nov. 7. On Nov. 15, 2011, management agreed verbally to modify that offer but, she said, didn?t deliver its latest proposal in writing until Nov. 11. According to the report, the orchestra has offered positions to all salaried musicians willing to work, starting Jan. 9, 2012, but proposed that the number of musicians in the orchestra be cut to 55 by the end of May 2013. The musicians have pressed to have the contract employ all the musicians who start with the collective- bargaining agreement through 2017, when it is scheduled to expire. Management had consistently sought to cut the number of musicians in the orchestra from 71 in the previous contract. Orchestra board President Chuck Maisch said that 64 musicians were on the payroll when the orchestra filed for Chapter 11 bankruptcy in December. The report notes that the orchestra has also offered musicians a minimum weekly salary of $925 for each season through 2017, plus 30 weeks of guaranteed work annually, except for a shortened season that would begin this January, when there would be 13 work weeks. About Louisville Orchestra Based in Louisville, Kentucky, Louisville Orchestra, Inc. filed for Chapter 11 bankruptcy protection (Bankr. W.D. Ky. Case No. 10-36321) on Dec. 3, 2010. Judge David T. Stosberg presides over the case. Daniel T. Albers, Jr., Esq., Mark A. Robinson, Esq., and Robert Wagner, Esq., at Valenti Hanley & Robinson PLLC, represent the Debtor. In its schedules, Louisville Orchestra disclosed it had $412,000 in assets and $1.4 million in liabilities. The Louisville Symphony Orchestra won confirmation of its Chapter 11 plan on Aug. 17, 2011. The reorganization plan resulted from negotiations with JPMorgan Chase Bank NA and Fifth Third Bank, the two principal secured lenders. The non-profit symphony was founded in 1937 and filed for Chapter 11 relief last December in its hometown. In August, the Debtor announced the cancellation of concerts scheduled for September and October 2011. The symphony said that the musicians' union threatened to fine members who worked so long as there is no new contract. The symphony said it was offering musicians $925 a week plus benefits, the same as last season's wages. MACROSOLVE INC: Incurs $614,000 Third Quarter Net Loss ------------------------------------------------------ Macrosolve, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $614,694 on $593,243 of net sales for the quarter ended Sept. 30, 2011, compared with a net loss of $515,686 on $125,964 of net sales for the same period during the prior year. The Company also reported a net loss of $1.84 million on $928,674 of net sales for the nine months ended Sept. 30, 2011, compared with a net loss of $1.42 million on $533,223 of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.30 million in total assets, $3.20 million in total liabilities and a $898,737 total stockholders' deficit. "This has been a pivotal quarter for MacroSolve. We've solidified the shift in our sources of revenue from legacy services and hardware to an emphasis on our patented mobile app platforms. These are higher margin, recurring revenue sources. We have the technology, and the development and management talent to dominate in the mobile app industry," stated MacroSolve President and CEO, Steve Signoff. "These third quarter revenues do not yet reflect the significant and strategic business development agreements we've put in place in Q2 and Q3 with Donald Trump Jr. and The Richards Group, both of which we expect will yield us major national accounts and sales that will create a very positive impact in future quarterly revenues." A full-text copy of the Form 10-Q is available for free at: http://is.gd/QYrr5K About MacroSolve, Inc. Tulsa, Okla.-based MacroSolve, Inc. (OTC BB: MCVE) -- http://www.macrosolve.com/-- is a technology and services company that develops mobile solutions for businesses and government. A mobile solution is typically the combination of mobile handheld devices, wireless connectivity, and software that streamlines business operations resulting in improved efficiencies and cost savings. As reported in the Troubled Company Reporter on April 7, 2010, Hood Sutton Robinson & Freeman CPAs, P.C., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's recurring losses from operations and net capital deficiency. MARION AMPHITHEATRE: Section 341(a) Meeting Scheduled for Dec. 12 ----------------------------------------------------------------- The U.S. Trustee for Region 4 will convene a meeting of creditors of Marion Amphitheatre, LLC, on Dec. 12, 2011, at 10:45 a.m., to be held at Columbia Meeting of Creditors. Last day to oppose dischargeability of certain debts is Feb. 10, 2012. Proofs of claim or interest are due by March 12, 2012. 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. Marion Amphitheatre, LLC, filed for Chapter 11 bankruptcy (Bankr. D. S.C. Case No. 11-06980) on Nov. 9, 2011. Marion Amphitheatre scheduled assets of $26,235,309 and scheduled debts of $23,945,393. The petition was signed by Michael Guarco, Sr., manager-member. G. William McCarthy, Jr., Esq., at McCarthy Law Firm, LLC, in Columbia, South Carolina, serves as counsel to the Debtor. MEDICAL BILLING: Incurs $38,000 Net Loss in Third Quarter --------------------------------------------------------- Medical Billing Assistance, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $38,315 on $322,905 of rental revenue for the three months ended Sept. 30, 2011, compared with net income of $66,978 on $317,557 of rental revenue for the same period during the prior year. The Company also reported net income of $45,565 on $979,485 of rental revenue for the nine months ended Sept. 30, 2011, compared with net income of $201,443 on $944,425 of rental revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $6.70 million in total assets, $7.79 million in total liabilities and a $1.08 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/mLZsV4 About Medical Billing Melbourne, Fla.-based Medical Billing Assistance, Inc., was incorporated in the State of Colorado on May 30, 2007, to act as a holding corporation for I.V. Services Ltd., Inc. ("IVS"), a Florida corporation engaged in providing billing services to the medical community. IVS was incorporated in the State of Florida on Sept. 28, 1987. On Dec. 29, 2010, the Company entered into a Share Exchange Agreement with FCID Medical, Inc., a Florida corporation and FCID Holdings, Inc., a Florida corporation, and the shareholders of FCID. Pursuant to the terms of the Share Exchange Agreement, the FCID Shareholders exchanged 100% of the outstanding common stock of FCID for a total of 40,000,000 shares of common stock of the Company, resulting in FCID Medical and FCID Holdings being 100% owned subsidiaries of the Company. All of the Company's operations are conducted out of its wholly- owned subsidiaries: IVS, FCID Medical and FCID Holdings. The Company has real estate holdings through FCID Holdings, Inc., under which Marina Towers, LLC, is wholly-owned subsidiary. Ronald R. Chadwick, P.C., in Aurora, Colo., expressed substantial doubt about 's ability to continue as a going concern, following the Company's 2010 results. Mr. Chadwick noted that the Company has a working capital and stockholders' deficit. MERCANTILE BANCORP: Intends to Delist Shares From NYSE Amex ----------------------------------------------------------- Mercantile Bancorp, Inc. has submitted a written notice to the NYSE Amex of its intention to voluntarily delist its Common Stock, par value $0.4167 per share, from AMEX and intends to terminate the registration of the Common Stock under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Effective as of Nov. 8, 2011, the Board of Directors of the Company approved the voluntary delisting and deregistration of the Common Stock. The Company intends to initiate the deregistration and delisting by filing with the Securities and Exchange Commission (the "SEC") a Form 25 on or after November 28, 2011. The Company anticipates that the delisting will be effective 10 days after filing the Form 25, and that the Common Stock would be removed from listing on AMEX on or about Dec. 8, 2011. Following anticipated delisting from AMEX, the Common Stock will not be quoted on any stock exchange, and there cannot be any assurance that the shares will be quoted on any over-the-counter market. On or after the effective date of Form 25, the Company intends to file a Form 15 with the SEC. Upon filing Form 15, the Company will no longer be obligated to file certain periodic and other reports with the SEC under the Exchange Act, including Forms 10-K, 10-Q and 8-K and proxy statements. Although the Company will no longer file reports with the SEC nor be subject to AMEX rules once the anticipated delisting and deregistration of the common stock are effective, it intends to continue making certain information available to stockholders as required by applicable law. Lee R. Keith, the President and Chief Executive Officer of the Company, said, "The Board of Directors approved the delisting and deregistration of the shares of the Company's Common Stock unanimously. The costs and administrative burdens associated with being a public company have substantially increased in recent years. In light of the fact that the Company does not intend to access the public capital markets in the foreseeable future for its financing needs and other relevant factors, for Mercantile the advantages of being a public reporting company are outweighed by those costs and burdens. For those reasons, we believe the delisting and deregistering will serve the best interests of our stockholders. At our heart, we are a community banking organization and we wish to continue to focus on serving our customers' needs and building value for our stockholders." As previously disclosed, the Company received notice on April 29, 2011 from AMEX indicating the Company was below certain of AMEX's continued listing standards regarding stockholders' equity, losses from continuing operations, and net losses in two of its three most recent fiscal years, as set forth in Sections 1003(a)(i), (ii) and (iv) of the AMEX Company Guide. The Company submitted a plan to regain compliance with those requirements, and on July 18, 2011, was granted an extension by AMEX to regain compliance, subject to satisfaction of various conditions under the plan and periodic review by AMEX during the extension period. Notwithstanding the Company's ongoing pursuit of the plan to regain compliance, the Company has not yet achieved the plan. As a result of the delisting, the Company will no longer pursue the plan of to regain compliance with AMEX continued listing standards. About Mercantile Bancorp Mercantile Bancorp -- http://www.mercbanx.com/-- is a Quincy, Illinois-based bank holding company with wholly owned subsidiaries consisting of one bank in Illinois and one each in Kansas and Florida, where the Company conducts full-service commercial and consumer banking business, engages in mortgage banking, trust services and asset management, and provides other financial services and products. The Company also operates Mercantile Bank branch offices in Missouri and Indiana. As reported in the TCR on April 26, 2011, BKD, LLP, in Decatur, Illinois, expressed substantial doubt about Mercantile 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 resulting from the effects of the economic downturn causing its subsidiary banks to be undercapitalized and resulting in consent orders to be issued by their primary regulators. On Aug. 10, 2011, the Illinois Division of Banking released a Consent Order that Mercantile Bank, the Federal Deposit Insurance Corporation, and the Division entered into as of July 28, 2011. Under the Order, Mercantile Bank will cease operating with all money transmitters and currency businesses providing brokerage, sale or exchange of non-United States currency for deposit customers. Furthermore, Mercantile Bank may not enter into a new line of business without the prior written consent of the FDIC and the Division. The Company's balance sheet at June 30, 2011, showed $888.99 million in total assets, $896.02 million in total liabilities and a $7.03 million total stockholders' deficit. MF GLOBAL: U.S. Trustee Appoints Official Committee of Creditors ---------------------------------------------------------------- Pursuant to Section 1102 of the Bankruptcy Code, Tracy Hope Davis, U.S. Trustee for Region 2, appointed on Nov. 7, 2011, five creditors to serve as members of the Official Committee of Unsecured Creditors in the Chapter 11 cases of MF Global Holdings Ltd. and its debtor affiliates: 1. Wilmington Trust Company 50 South Sixth Street - Suite 1290 Minneapolis, MN 55402-1544 Attention: Julie J. Becker - Vice President Telephone: (612) 217-5626 Fax: (612) 217-5651 2. JP Morgan Chase Bank, N.A. 383 Madison Avenue - 23rd Floor New York, NY 10179 Attention: Charles Freedgood Telephone: (212) 622-4513 Fax: (212) 622-4557 3. Bank of America, N.A. 335 Madison Avenue - 5th Floor New York, NY 10017 Attention: Charles S. Francavilla, Managing Director Telephone: (646) 556-0678 Fax: (646) 556-0351 4. Elliot Management Corporation 40 West 57th Street New York, NY Attention: Mark Cicirelli, Portfolio Manager Telephone: (212) 478-2025 Fax: (212) 478-2686 5. Caplin Systems Ltd. 5 Penn Plaza - Suite 1982 New York, NY 10001 Attention: Jose Cadalzo, General Manager, Americas Telephone: (212) 835-1574 Fax: (212) 806-2388 Wilmington Trust serves as indenture trustee for several bonds, totaling more than $1 billion, issued by the Debtors. JPMorgan holds a $1.2 billion bond debt in MF Global. Bank of America, like JPMorgan, is also a lender in the $300 million secured revolving credit facility MF Global Inc. entered into in June 2011. Caplin Systems holds a $427,520 claim against the Debtors. MF Global creditors may sue the company's advisers, search for assets overseas, and seek information from a probe into the commingling of customer accounts at the brokerage, a bankruptcy lawyer said, according to Tiffany Kary at Bloomberg News. "In a situation such as this where there seems to be building a view that asset values are not sufficient to provide a recovery, creditors will look to assert claims against various third parties either at MF Global, and its agents," Lorenzo Marinuzzi, Esq., a partner at Morrison & Foerster LLP in New York, told Bloomberg. Mr. Marinuzzi isn't involved in the case, the news agency noted. Bloomberg said creditors and bankruptcy lawyers may hesitate to get involved in the case because of worries it may not have enough money to pay the committee's legal fees. Fred Hodara, Esq., a partner at Akin Gump Strauss Hauer & Feld LLP, told Bloomberg his firm is interested in representing the creditors' committee though he said he doesn't know enough about the cash situation to have a view of the risks. "It's not out of the realm of possibility that large bits of cash are lurking in the system today, and that leads you to one set of conclusions," Mr. Hodara said, according to Bloomberg. "And it's not out of the realm of possibility that significant funds have left the system." Mr. Marinuzzi told Bloomberg that while many of the company's overseas operating units are also unwinding under administrators, including its U.K. unit, other subsidiaries could also end up under Chapter 11 protection within weeks or months. Unsecured bondholders make up a large segment of the Debtors' creditors. MF Global's 6.25% notes due 2016 traded at 104 cents on the dollar as of Sept. 7 before dropping to 50 cents on the dollar in the week before its bankruptcy. "The real question will be who's on what committees and how will they handle things," said Scott Peltz, the national leader of RSM McGladrey's Financial Advisory Services Group in Chicago. JPMorgan, the agent to a $1.2 billion unsecured loan, also provided a $300 million secured loan to MF Global's brokerage and may cause conflicts by seeking a seat on the creditors' committee, Bloomberg noted. The bank would have an interest in keeping money at the broker-dealer unit to satisfy its secured debt, while other creditors would have an interest in bringing the broker-dealer's assets into the holding company's bankrupt estate, the news agency further noted. Senior Lien In exchange for allowing the Debtors to use $8 million cash collateral, JPMorgan was given a senior lien on all the Debtors' available assets, including unencumbered security interests held by the Debtors. Wilmington Trust has taken over from Deutsche Bank AG, which resigned, as trustee to more than $1 billion in unsecured notes. Other unsecured creditors include Headstrong Services LLC, owed $3.9 million, New York-based law firm Sullivan & Cromwell LLP, owed $596,939, and Oracle Corp., owed $302,704. JPMorgan was given rights to what a judge said may be the only asset for unsecured creditors: so-called avoidance actions, the lawsuits that let creditors win back assets transferred out of the estate 90 days before its bankruptcy filing. The judge, according to Bloomberg, said he doesn't usually permit such extraordinary rights for a lender, and left the door open to re- evaluate JPMorgan's request at a Nov. 14 hearing. Bridge to Nowhere "It's potentially the only recoveries unsecureds have," U.S. Bankruptcy Judge Martin Glenn said when he approved JPMorgan's request at a Nov. 1 hearing, Bloomberg cited. He said the company's use of cash collateral could be "a bridge to nowhere." Shareholders, last in line to recover anything from a bankrupt estate, may get nothing if that's the case. MF Global's largest common shareholders as of Sept. 30 were Pyramis Global Advisors LLC, with 8.4%; RS Investments in San Francisco, with 7.8%; Fine Capital Partners LP, 7.4%; and Cadian Capital Management LLC, 6.2%. TIAA-CREF, Piper Jaffray Companies, Dimensional Fund Advisors, LP, and Rydez Security Global each hold a little more than 5%. RS has sold its entire stake, Erin Burke, a spokeswoman for the firm, said in an e-mail, according to the report. J.C. Flowers & Co. owns 1.5 million preferred shares, MF Global said. Jon Corzine, who joined MF Holdings in March 2010, is also an operating partner at J.C. Flowers, Bloomberg pointed out. 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: Files Amended List of 30 Largest Unsec. Creditors ------------------------------------------------------------ MF Global Holdings Ltd. and MF Global Finance USA Inc. filed an amended list of their 30 largest unsecured creditors on Nov. 9 to, among other things, add Wilmington Trust, N.A., as a large unsecured creditor. Entity Nature of Claim Amount ------ --------------- ------ JPMorgan Chase Bank, N.A., Revolving Credit $1,200,875,000 as Administrative Agent 383 Madison Ave. New York, NY 10179 Tel: (212) 622-5986 Wilmington Trust, N.A., as Bond Debt $325,000,000 Indenture Trustee for the 6.250% Notes due Aug. 8, 2016 Attention: Julie J. Becker Corporate Client Services 50 South Sixth Street, Suite 1290 Minneapolis, MN 55402-1544 Drop Code: 7100/Minnesota Tel.: (612) 217-5628 Fax: (612) 217-5651 Wilmington Trust, N.A., as Bond Debt $325,000,000 Indenture Trustee for 3.375 % Notes due August 1, 2018 Wilmington Trust, N.A., as Bond Debt $287,500,000 Indenture Trustee for 1.875% Notes due February 1, 2016 Wilmington Trust, N.A., as Bond Debt $78,617,000 Indenture Trustee for 9% Notes due June 20, 2038 Headstrong Services, LLC Unknown $3,936,074 4035 Ridge Top Rd Ste 300 Fairfax, VA 22030 Phone: (703) 272-6700 Fax: (703) 272-2000 Sullivan & Cromwell LLP Unknown $596,939 125 Broad St New York, NY 10004-2498 Phone: (212) 558-4000 Fax: (212) 558-3588 Wachtell, Lipton, Rosen & Katz Unknown $388,000 51 W 52nd St New York, NY 10019 Phone: (212) 403-1000 Fax: (212) 403-2000 Linklaters LLP Unknown $348,000 1345 Avenue of the Americas New York, NY 10105 Phone: (212) 903-9000 Fax: (212) 903-9100 PricewaterhouseCoopers LLP Unknown $312,598 1177 Avenue of the Americas New York, NY 10036 Phone: (212) 596-8000 Fax: (813) 286-6000 Dean Media Group Unknown $309,000 560 W Washington Blvd Ste 420 Chicago, IL 60605 ForwardThink Group Inc. Unknown $278,825 112 Candido Ct Manalapan, NJ 07726 Phone: (646) 873-6530 The Gate Worldwide (S) Pte Ltd Unknown $229,739 11 E 26th St Fl 14 New York, NY 10010-1422 Fax: (212) 508-3543 52 Craig Rd Singapore 89690 Braxton Group LLC Unknown $172,325 7 Bridge View Dr New Fairfield, CT 06812 Phone: (203) 312-9200 Forum Group Unknown $154,300 260 Madison Ave # 200 New York, NY 10016-2401 Phone: (212) 687-4050 Fax: (917) 256-0314 Shearman & Sterling Unknown $135,500 599 Lexington Ave New York, NY 10022 Phone: (212) 848-4000 Fax: (212) 848-7179 RR Donnelly Unknown $118,600 111 South Wacker Dr Chicago, IL 60606 Phone: (312) 326-8000 Fax: (212) 503-1344 Infinia Group LLC Unknown $115,001 515 West 20th St Fl 3 New York, NY 10011 Phone: (212) 463-5100 ADK America Inc. Unknown $101,958 515 West 20th St Fl 6 East New York, NY 10011 3137 S La Cienega Blvd Los Angeles, CA 90016 Alvarez & Marsal Tax Advisory Unknown $65,000 Services LLC 600 Lexington Ave Fl 6 New York, 10022 10017 Phone: (212) 759-4433 Fax: (212) 328-8757 The Global Capital Group, Ltd. Unknown $63,250 88 W Schiller Ste 3008 Chicago, IL 60610 Phone: (312) 451-2676 Access Search Inc. Unknown $61,440 218 N Jefferson Ste 302 Chicago, IL 60661 Phone: (312) 930-1034 Fax: (312) 930-1070 American Express Company Unknown $40,000 Corporate Services Operations AESC-P 20022 N 31st Ave Mail Code AZ-08-03-11 Phoenix, AZ 85027 Phone: (800) 528-2122 TechnologyManagement Unknown $34,000 Consulting Group DBA Roadmap Learning 235 Iris Rd Lakewood, NJ 08701 GKH Law Offices Unknown $30,074 One Azrieli Center, Round Building Tel Aviv 67021 Israel Phone: 972-3-607-4444 Fax: 972-3-607-4422 1 Shmuel Ha'Nagid Street, 4th Floor Jerusalem 94592 Israel Phone: 972-2-623-2683 Fax. 972-2-623-6082 Amideo and Associates Unknown $27,300 787 S Shore Drive Miami Beach, FL 33141 Phone: (305) 519-5377 Promontory Financial Group LLC Unknown $25,000 1201 Pennsylvania Ave NW Ste 617 Washington, DC 20004-2401 Phone: (202) 662-6980 Fax: (202) 783-2924 Media Two Unknown $25,000 319 W Martin St Ste 200 Raleigh, NC 27601 Phone: (919) 553-1246 Ticker Consulting LLC Unknown $22,800 3 Cypress Dr Cedar Knolls, NJ 07927 Premiere Global Services Inc. Unknown $18,227 The Terminus Building 3280 Peachtree Rd NE Ste 1000 Atlanta, GA 30305 Phone: (866) 548-3203 Fax: (404) 262-8540 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: Deadline to Transfer Accounts Expired Nov. 11 -------------------------------------------------------- James W. Giddens, trustee for the liquidation of the business of MF Global Inc. under the Securities Investor Protection Act, said he will be accepting proposals for the transfer of all customer securities accounts of the Debtor to another member of the Securities Investor Protection Corporation. MFGI holds roughly 450 Accounts, excluding DVP and affiliate Accounts. Prospective transferees must sign a Nondisclosure Agreement to conduct due diligence regarding the Accounts, which may be obtained by contacting: Joshua Zalasky, Esq. Tel: (212) 837-6713 E-mail: zalasky@hugheshubbard.com Prospective transferees should be prepared to exhibit their financial capability to fund their proposals and to handle the accounts going forward through, among other things, current FOCUS Reports, balance sheets, and bank references. The SIPA Trustee will notify prospective transferees who return Nondisclosure Agreements of the procedures for making proposals for the Accounts transfer. Nov. 11 Deadline for Account Transfers The SIPA Trustee said commodity customer accounts that have not been transferred as part of the bulk transfer of accounts can be transferred if the account holder finds a Futures Commission Merchant willing to accept a transfer of the positions in the account without collateral. As required by law, account transfers must be complete by 5:00 pm EST on Friday, November 11, 2011, at which time the process of an orderly liquidation of non-transferred accounts will begin. Former MFGI customers who would like to transfer positions without collateral may log their requests with MFGI, and may contact Dan Schulman to do so at (312) 548-2020. By seeking Court approval on an emergency basis, the Trustee -- in coordination with the Commodity Futures Trading Commission, Securities Investor Protection Corporation, and the CME Group and other exchanges -- has been able to transfer roughly 17,000 customer accounts with open commodities positions, along with roughly $1.55 billion in collateral, which is roughly 60% of the collateral that had been associated with these positions at the time of the bankruptcy. The Court-authorized bulk transfer was the maximum relief available under the law and the circumstances, and it averts mandatory liquidation of the transferred positions under governing CFTC rules. MF Global Inc., by court order, is undergoing a liquidation process. MF Global Inc. is currently being wound down. The broker-dealer is not conducting business and will not be reorganized, according to the SIPA Trustee. In order to protect their transferred positions, MF Global Inc. customers who have been transferred should consider posting collateral if that action is requested by the transferee Futures Commission Merchant (FCM), the Trustee said. As an alternative, these former MF Global Inc. customers can request to have accounts liquidated. The Trustee has begun an independent and thorough investigation. The Trustee said he can't know how long the investigation will take or how long it will be before we are able to begin to return additional assets to customers. The Trustee acknowledged an apparent shortfall at MF Global Inc. The Trustee reiterated that his obligations under the law are to preserve assets and identify and marshal other assets to maximize the estate in a manner that is fair to all customers. The Trustee said he does not have the authority to transfer commodity accounts except in bulk, as granted by the Bankruptcy Court. If an individual's account has not been transferred as part of the bulk transfer, that account can be transferred if the individual finds an FCM and transfers the account without collateral, he added. Additionally, the Trustee said his team has identified roughly 400 security accounts that were active at MF Global and they are attempting to find brokers where those accounts can be bulk transferred back to customers. To the extent that accounts are not transferred, the Trustee will be establishing a claims process, which will need to be approved by the Court, for the customers and creditors of MF Global Inc. consistent with his duties under SIPA to identify and marshal assets available to satisfy customer claims and to maximize the estate for all stakeholders in an orderly and fair 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: Deadline to File Non-Cash Claims Expired Nov. 15 ----------------------------------------------------------- James W. Giddens, the SIPA Trustee for MF Global Inc.'s liquidation, said the brokerage's commodity customers who deposited certain kinds of non-cash property may seek for the return of those property provided they send instructions to the Trustee on or before Nov. 15. Non-cash property are those referred to in Part 190 of the Regulations of the Commodity Futures Trading Commission as "specifically identifiable property," including: (1) Any security deposited as margin which, as of October 31, 2011, was securing an open commodity contract and is: -- registered in the client's name, -- not transferable by delivery, and -- not a short-term obligation. (2) Any fully-paid, non-exempt security held for the client's account in which there were no open contracts as of October 31, 2011. (3) Any warehouse receipt, bill of lading or other document of title deposited as margin which, as of October 31, 2011, was securing an open commodity contract and can be identified in MFGI's records as being held for your account, and is neither in bearer form nor otherwise transferable by delivery. (4) Any warehouse receipt, bill of lading or other document of title, or any commodity received, acquired or held by MFGI to make or take delivery or exercise from or for the client's account and which can be identified in MFGI's records as received from or for the client's account as held specifically for the purpose of delivery or exercise. (5) Any cash or other property deposited to make or take delivery on a futures or options contract may be eligible to be returned. Instructions should be directed to: James W. Giddens Trustee for the SIPA Liquidation of MF Global Inc. c/o EPIQ Bankruptcy Solutions, LLC FDR Station, P.O. Box 5082 New York, NY 10150-5082 E-mail: MFGIProperty@hugheshubbard.com 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: Giddens Wins Nod to Issue Subpoenas ---------------------------------------------- James W. Giddens, the SIPA Trustee for MF Global Inc.'s liquidation, sought and obtained approval from the bankruptcy court to issue subpoenas to compel production of documents and the testimony of witnesses in connection with his investigation. The Court directs witnesses to produce, on a rolling basis, all responsive documents described in the SIPA Trustee's subpoena in a way that all responsive documents are received by the SIPA Trustee within 10 days of the service of a subpoena. With regard to the Debtors' limited response, the Court explained that the SIPA Trustee must be permitted to conduct his investigation without being required to divulge his investigatory steps or the discovery obtained to any other party-in-interest, including the Chapter 11 Debtors. When the SIPA Trustee completes his investigation, he must prepare a "statement of his investigation" as provided by statute. The Court further explained that an investigation as contemplated by the statute cannot be performed effectively if the SIPA Trustee is required to reveal his investigatory methodology or documents or information discovered, at least until the investigation is complete and the statement of his investigation is disseminated. "In this case, there have already been serious allegations of potential misconduct at MFGI," the Court noted. It recalled that on October 31, 2011, the General Counsel of MFGI advised the CFTC and SEC of a substantial shortage in segregated collateral belonging to customers. Whether management of MFGI or the Debtors was involved in misconduct is clearly a proper subject for investigation and the Trustee must be able to investigate these allegations without interference from any party-in-interest, the Court related. The Court, however, agreed that the Debtors' books and records currently held by the SIPA Trustee are needed in the efficient conduct of the Chapter 11 case. Accordingly, the Court said it expects the SIPA Trustee to cooperate with the Debtors in providing access to information needed in the Chapter 11 case. 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: Clearing Firms Begin Dividing Former Clients ------------------------------------------------------- Ten clearing firms began dividing former clients of MF Global Holding Ltd.'s U.S. brokerage among themselves, one of the first steps by rivals to fill the vacuum left by the huge commodities firm's collapse, Jerry A. Dicolo, Jacob Bunge and Dan Strumpf of The Wall Street Journal reported. The Journal cited major banks and brokerages like BNP Paribas SA and Newedge Group and niche firms like Pension Financial Services Inc. among the clearing firms that were vetting lists of MF Global's account holders, according to a person familiar with the matter. The Journal's source said other firms receiving funds are: * Dorman Trading LLC; * R.J. O'Brien & Associates LLC; * Mizuho Securities USA Inc., a unit of Mizuho Financial Group; * FC Stone LLC; * Rosenthal Collins Group LLC; * ADM Investor Services Inc., a unit of Archer Daniels Midland Co.; and * Macquarie Futures USA The clearing firms, however, will not take clients en masse without first analyzing their creditworthiness and other factors, the Journal said. Judge Martin Glenn recently authorized the transfer of about 50,000 customer accounts to other clearing firms. The Journal noted that the effort -- spearheaded by CME Group Inc. -- is an attempt to make progress on unlocking the assets of hundreds of thousands of investors and businesses whose accounts have been largely frozen since MF Global filed for bankruptcy protection. The report said the 10 firms will receive bulk transfers of segregated-client accounts and distribute some funds back to those clients. The process will enable the firms to get the first crack at former customers of one of the largest commodities broker- dealers in the U.S., according to the report. Investors that have not had access to their open trading positions or bets on the market will be able to close out or offset those trades once they post sufficient funds at the new clearing firm, the Journal noted. The accounts transfers mark the first step in the quest by customers to receive the estimated $5.45 billion in assets due them by MF Global, the Journal stated. Only 60% of the accounts' assets can be transferred immediately. Interactive Brokers Group Inc., which nearly bought MF Global, decided not to join the 10 firms that would be receiving the customer accounts, the Journal said. Interactive Brokers Chief Executive Thomas Peterffy cited in an e-mailed statement potential market exposure and legal risks that could come along with the business, adding that "MF Global put the exchanges and regulators in a very tough position," the Journal quoted. After the transfer, former MF Global customers would have the option to keep the accounts with the new clearing firm, transfer them elsewhere, or liquidate them, the Journal said. The transfer however does not necessarily entail that former customers of MF Global will be able to pull out the cash, the report explained. The new clearing firms are seen asking the failed firm's clients to increase their collateral requirements, according to people involved in the process, the Journal said. CME Group, the biggest futures market operator in the U.S., is aiming to open the transfer process to other exchanges and trade- clearing facilities operated by IntercontinentalExchange Inc., Depository Trust & Clearing Corp., NYSE Euronext and the OCC, which clears trades on all U.S. stock-option markets, a person involved in the process disclosed to the Journal. 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: Fires Workers, Offered $250 Million Loan --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee for MF Global Inc., the liquidating commodities broker, fired its 1,066 workers and said as many as 200 will be rehired to help sort out customers' claims and distribute their property. According to the report, CME Group Inc., saying the MF Global liquidation is "absolutely uncharted territory for this industry," agreed to provide as much as $300 million in "financial guarantees" to help customers recover their cash more quickly. CME, a Chicago-based provider of market and clearing services for options and futures, will provide the MF Global trustee with $250 million so he can have "greater latitude to make an interim distribution," CME said in a statement. The remaining $50 million will go to other brokers "in the event there is a shortfall at the conclusion of the trustee's distribution process." CME's operations include the Chicago Mercantile Exchange. Mr. Rochelle notes that firing the broker's workers might be alleged to violate the so-called Warn Act, a federal law requiring 60-days' notice before mass layoffs. In some bankruptcy cases, class-action suits are filed in bankruptcy court to assert workers' claims for wages they would have earned during the 60-day period. If a class suit or workers' individual claims are successful, they can be priority claims in the liquidation, to be paid ahead of general unsecured claims although effectively behind customers' claims. 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 Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Klehr Harrison WARN Act Lawsuit Seeks $25 Million ------------------------------------------------------------ Two former employees, Todd Thielmann and Pierre-Yvan Desparois, filed for damages on behalf of themselves and all employees laid off by MF Global when it laid off 1066 employees on November 11, 2011 without providing any advance notice. Mr. Thielmann and Mr. Desparois worked in MF Global's Chicago and New York offices, respectively. MF Global filed for bankruptcy on November 1, 2011 and laid off 1066 employees on Friday November 11, 2011 telling them their employment was being terminated immediately, they would be paid thru November 15 and health benefits will be cut off November 30. Failure to give sixty (60) days notice violates the federal Worker Adjustment and Retraining Notification Act. Additionally, all the laid off employees worked in either Chicago or New York and each state has its own WARN Act (and New York's law requires 90 days notice as opposed to 60 under the federal law). The Complaint and Proof of Claim estimate the damages to be in excess of $25 million. The case is being pursued in the United States Bankruptcy Court for the Southern District of New York. Charles A. Ercole, a partner with Klehr Harrison Harvey Branzburg LLP in Philadelphia, who represents Mr. Thielmann and Mr. Desparois, said, "We plan to exhaust all avenues to recover the money owed to these employees. Given its deteriorating financial condition, MF Global clearly knew long before November 11, 2011 that it was going to have to close its doors and there is no reason WARN Act notices shouldn't have been given," said Mr. Ercole. Klehr Harrison is a full service law firm with its primary office in Philadelphia. Mr. Ercole is Chair of the Labor and Employment practice group and has had significant recoveries for employees in numerous other WARN Act cases including $35 million for 2200 former employees of Qimonda North America; $6.775 million for 1900 former employees of USF Red Star; and $4.0 million for 550 former employees of Arrow Trucking. If you have any questions, please contact Charles A. Ercole. 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 Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: ICE Clear Canada Completes Transfer of Canada Positions ------------------------------------------------------------------ IntercontinentalExchange ICE disclosed that ICE Clear Canada has completed the transfer or closure of all MF Global Canada customer positions executed on ICE Futures Canada and held at the clearing house. The substantial majority of customer positions were transferred to alternative clearing participants at the request of customers, and the balance of open positions were closed by the clearing house. ICE Clear Canada remained fully collateralized throughout the process. "ICE Clear Canada has worked closely with clearing participants and their customers to mitigate the impact of MF Global's default on our markets, and to ensure an efficient and expeditious resolution of the default," said Brad Vannan, President, ICE Clear Canada. "We are grateful for the assistance we have received from the Manitoba Securities Commission, clearing participants, FCMs and customers during this process." About IntercontinentalExchange IntercontinentalExchange ICE is a leading operator of regulated futures exchanges and over-the-counter markets for agricultural, credit, currency, emissions, energy and equity index contracts. ICE Futures Europe hosts trade in half of the world's crude and refined oil futures. ICE Futures U.S. and ICE Futures Canada list agricultural, currencies and Russell Index markets. ICE is also a leading operator of central clearing services for the futures and over-the-counter markets, with five regulated clearing houses across North America and Europe. ICE serves customers in more than 70 countries. 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 Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MILESTONE SCIENTIFIC: Incurs $637,000 Net Loss in 3rd Quarter ------------------------------------------------------------- Milestone Scientific Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss applicable to common stockholders of $637,338 on $1.74 million of net product sales for the three months ended Sept. 30, 2011, compared with a net loss applicable to common stockholders of $583,526 on $1.92 million of net product sales for the same period during the prior year. The Company also reported a net loss applicable to common stockholders of $1.07 million on $6.63 million of net product sales for the nine months ended Sept. 30, 2011, compared with a net loss applicable to common stockholders of $319,244 on $7.70 million of net product sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $7.04 million in total assets, $4.91 million in total liabilities and $2.13 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/vLQh3D About Milestone Scientific Piscataway, N.J.-based Milestone Scientific Inc. (OTC BB: MLSS) -- http://www.milestonescientific.com/-- is engaged in pioneering proprietary, highly innovative technological solutions for the medical and dental markets. Central to the Company's IP platform and product development strategy is its patented CompuFlo(R) technology for the improved and painless delivery of local anesthetic. As reported by the TCR on April 4, 2011, Holtz Rubenstein Reminick LLP, in New York, noted that the Company has suffered recurring losses from operations since inception, which raises substantial doubt about its ability to continue as a going concern. MUNICIPAL MORTGAGE: Incurs $18.5 Million 3rd Quarter Net Loss ------------------------------------------------------------- Municipal Mortgage & Equity, LLC, filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $18.48 million on $25.77 million of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $17.35 million on $25.94 million of total revenue for the same period a year ago. The Company also reported a net loss of $47.59 million on $73.87 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $69.65 million on $80.05 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.93 billion in total assets, $1.22 billion in total liabilities and $707.23 million in total equity. As reported by the TCR on April 6, 2011, KPMG LLP, in Baltimore, Maryland, expressed substantial doubt about Municipal Mortgage & Equity's ability to continue as a going concern. The independent auditors noted that the Company has been negatively impacted by the deterioration of the capital markets and has liquidity issues which have resulted in the Company having to sell assets, liquidate collateral positions, post additional collateral, sell or close different business segments and work with its creditors to restructure or extend its debt arrangements. Municipal Mortgage reported a net loss of $72.5 million on $107.7 million of total revenue for 2010, compared with a net loss of $380.1 million on $134.8 million of total revenue for 2009. Bankruptcy Warning The Company's ability to restructure its debt is especially important with respect to the subordinated debentures. The weighted average pay rate on the remaining $196.7 million (unpaid principal balance) of subordinated debentures was 2.1% at Sept. 30, 2011. The Company's pay rates are due to increase in the first and second quarters of 2012, which will bring the weighted average pay rate to approximately 8.6%. The Company does not currently have the liquidity to meet these increased payments. In addition, substantially all of the Company's assets are encumbered, which limits its ability to increase its liquidity by selling assets or incurring additional indebtedness. There is also uncertainty related to the Company's ability to liquidate non-bond related assets at sufficient amounts to satisfy associated debt and other obligations and there are a number of business risks surrounding the Company's bond investing activities that could impact its ability to generate sufficient cash flow from the bond portfolio. These uncertainties could adversely impact the Company's financial condition or results of operations. In the event the Company is not successful in restructuring or settling its remaining non-bond related debt, or in generating liquidity from the sale of non-bond related assets or if the bond portfolio net interest income and the common equity distributions the Company receives from its subsidiaries are substantially reduced, the Company may have to consider seeking relief through a bankruptcy filing. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ER03Db Municipal Mortgage, on Nov. 9, 2011, held its annual meeting of shareholders. At that meeting, the shareholders of Municipal Mortgage & Equity, LLC, elected Douglas A. McGregor and Fred N. Pratt, Jr., to the Board of Directors for a three year term and ratified the selection of KPMG, LLP as independent registered public accountant for the year ended 2011. About Municipal Mortgage Baltimore, Md.-based Municipal Mortgage & Equity, LLC (Pink Sheets: MMAB) -- http://www.munimae.com/-- was organized in 1996 as a Delaware limited liability company and is classified as a partnership for federal income tax purposes. When the Company became a publicly traded company in 1996, it was primarily engaged in originating, investing in and servicing tax- exempt mortgage revenue bonds issued by state and local government authorities to finance affordable multifamily housing developments. Since then, the Company made several acquisitions that significantly expanded its business. However, in 2008, due to the financial crisis, the Company began contracting its business. The Company has sold, liquidated or closed down all of its different businesses except for its bond investing activities and certain assets and residual interests related to the businesses and assets that the Company sold due to its liquidity issues. The Company has a majority position in International Housing Solutions S.a.r.l., a partnership that was formed to promote and invest in affordable housing in overseas markets. In addition, at Dec. 31, 2010, the Company has an unfunded equity commitment of $5.1 million, or 2.67% of total committed capital with respect to its role as the general partner to the South Africa Workforce Housing Fund SA I ("SA Fund"). The SA Fund was formed to invest directly or indirectly in housing development projects and housing sector companies in South Africa. A portion of the funding of SA Fund is participating debt provided by the United States Overseas Private Investment Corporation, a federal government entity, and the remainder is equity primarily invested by institutional and large private investors. The Company expects to continue this business. M.W. SEWALL: Shuts Final Chapter on Family Fuel Business -------------------------------------------------------- November 14 marked the end of the last chapter for M.W. Sewall, a 123 year old family business founded in 1887 and based in Bath, Maine. The company sold fuel, heating oil, and propane and operated 11 convenience stores. Its assets are now being sold. "Our retail company had a beginning based in service," says Philip Sewall, the last CEO of M.W. Sewall. "We delivered coal and ice to homesteaders. Being of service to our community is also how I see our end," he said. Sewall pleaded no contest to three misdemeanor accounts of the corporation's failure to pay taxes in a timely manner. However, all taxes are being paid to Maine and the citizens are protected thanks to an errors and omissions insurance policy Sewall commissioned as CEO. This story may be a happy ending for Maine, but it's bittersweet for Sewall. The company insurance didn't quite cover all the outstanding monies. He has personally stepped up for the rest. "The agreement reached requires Philip Sewall to personally pay out a large amount of money ($275,000) to cover the unpaid taxes owed by the company and other assets are available to repay the state through the bankruptcy. The remaining companies of M.W. Sewall are under new leadership and can move forward. This is a good outcome for the citizens of Maine," says Attorney General Schneider. Over an organizational lifetime that touched three centuries, M.W. Sewall employed hundreds of Bath residents. "What I am most proud of," says Sewall, "is we always operated as part of the community- -my family settled here over 200 years ago. While I wish we were still operating today, I'm proud that we managed to close our doors in a way that took care of people as best we could and that serves our obligations to the citizens of Maine and our creditors." Philip Sewall is the great grandson of founder Mark W. Sewall. "Philip and his family have been devastated by the whole process," says Tom Davidow, a family business counselor for over two decades. "I'm glad it's over for him. I'm not surprised to find he's managed to take care of so many people and exit the business in a responsible manner--that's the way his father taught him, which is why he asked Philip to replace him when he resigned as a director." "While the final days were full of challenges, I did my best for the community, employees, and the company, in line with the family value of service just as my father would have wanted," commented Philip. NCOAT INC: Plan Outline Hearing Scheduled for Dec. 15 ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of North Carolina will convene a hearing on Dec. 15, 2011, at 9:30 a.m., to consider adequacy of the Disclosure Statement explaining nCoat Inc., et al.'s Plan of Reorganization dated Oct. 20, 2011. As reported in the Troubled Company Reporter on Oct. 28, 2011, the Plan of orderly liquidation contemplates the distribution of the Net Sales Proceeds ($671,184) to pay all Allowed Administrative Expenses incurred through the Effective Date, Allowed Priority Unsecured Claims, and Allowed Secured Claims (which remain unpaid) of the Debtors, with any remaining Net Sales Proceeds to be divided equally between the estates of MCC, HPC and nTech and, after payment of Allowed Administrative Expenses incurred after the Effective Date, distributed to unsecured creditors in each case in accordance with the priorities established by the Bankruptcy Code. The Debtors expect that there may be funds remaining in the nTech estate after the payment of all secured and unsecured creditors, which would then be distributed to secured and unsecured creditors of nCoat in accordance with the priorities established by the Bankruptcy Code. The Debtors do not anticipate that any excess funds will be available from the estates of MCC and HPC to pay claims of creditors of nCoat. The Allowed Unsecured Claims of nCoat of approximately $788 million (Class 17) will be paid from the nCoat Available Cash (in full or pro rata depending upon the amount of nCoat Available Cash) in one or more distributions after the Effective Date upon the realization of nCoat Available Cash, and after payment in full of Allowed Administrative Expenses incurred by nCoat on or after the Effective Date. The Debtors has estimated that there will likely be no meaningful distribution on Class 17 Allowed Unsecured Claims. The existing equity interests (Class 18) will be extinguished and no distributions will be made on account of such old equity interests. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/ncoat.DS.dkt238.pdf About nCoat Inc. nCoat, Inc., filed for Chapter 11 protection on Aug. 16, 2010, (Bankr. M.D. N.C. Case No. 10-11512). John A. Northen, Esq., and Vicki L. Parrott, Esq., who have offices in Chapel Hill, North Carolina, represent the Debtor. The Debtor disclosed $1,375,746 in assets and $913,619,139 in debts. Affiliates High Performance Coatings, Inc. (Bankr. M.D. N.C. Case No. 10-11515); MCC, Inc., dba Jet Hot (Bankr. M.D. N.C. Case No. 10-11514); and nTech, Inc. (Bankr. M.D. N.C. Case No. 10-11513) file separate Chapter 11 petitions on Aug. 16, 2010. Julie B. Pape, Esq., and William B. Sullivan, Esq., at Womble Carlyle Sandridge & Rice, PLLC, in Winston-Salem, N.C., represent the Official Committee of Unsecured Creditors. On Sept. 28, 2010, the Bankruptcy Court approved the sale substantially all of the Debtors' assets to Fort Ashford Funds, LLC, subject to higher and better bids at an auction. No bids were received by the Debtors other than the initial bid of Fort Ashford. The sale closed on Oct. 1, 2010 (the "Sale Date"). After the Sale Date, the Debtors ceased all business operations, paid all undisputed secured claims, assumed and assigned certain executory contracts and unexpired leases to the designee of Fort Ashford, and retained two employees to close the books and records and wind up the business affairs of the Debtors. The Debtors, prior to the Sale Date, specialized in nanotechnology research, licensing, and the commercialization, distribution and application of nano-structured as well as multiple non-nano structured surface coatings. The Debtors' specialized coatings were used by the automotive, diesel engine, trucking, recreational vehicle, motorcycle, aerospace and oil and gas industries for heat management, corrosion resistance, friction reduction, bond strength and appearance. NETWORK CN: Charles Liu Appointed to Board of Directors ------------------------------------------------------- The Board of Directors of Network CN Inc. resolved to increase the authorized number of Board members from five to six members, and to appoint Mr. Charles Liu to fill the vacancy occasioned by the increase, effective as of Nov. 16, 2011. The Board also appointed Mr. Liu to serve as a member of the Company's Audit Committee and Nominating Committee as of the Effective Date. The Board has also determined that Mr. Liu qualifies as an "independent" director as that term is defined by the rules of the Nasdaq Stock Market. Mr. Charles Liu. Mr. Liu, aged 61, has over 38 years' experience in the banking industry, and has worked since January 2009 as a financial advisor to various listed and private companies. Prior to that, Mr. Liu served from August 1970 to December 2008, in various capacities with Citibank Hong Kong, and since March 2004, as Director of its Asia Pacific Regional Processing Center, focusing on syndicated loans, agencies and trusts. The Company has not entered into any written agreement with Mr. Liu, but as a non-employee director of the Company, he will be entitled to a monthly cash fee of $1,500 and will be granted an award of 75,000 shares which shall be vested on June 30, 2012, so long as he continues in his role as a director that date. There are no arrangements or understandings between Mr. Liu and any other persons pursuant to which he was selected as a director and there are no transactions between the Company and Mr. Charles Liu that would require disclosure under Item 404(a) of Regulation S-K. About Network CN Network CN Inc. (OTC QB: NWCN) -- http://www.ncnmedia.com/-- is building a multi-media, multi-application out-of-home advertising network in the key cities of China. Network CN Inc. was incorporated in the State of Delaware in 1993 and is headquartered in Causeway Bay, Hong Kong. As reported in the TCR on Mar 24, 2011, Baker Tilly Hong Kong Limited, in Hong Kong SAR, expressed substantial doubt about Network CN's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred net losses of $2.60 million and $37.38 million for the years ended Dec. 31, 2010, and 2009, respectively. As of Dec. 31, 2010, the Company recorded a stockholders' deficit of $3.52 million. The Company's balance sheet at June 30, 2011, showed $1.28 million in total assets, $5.59 million in total liabilities and a $4.30 million total stockholders' deficit. NEW ENGLAND: Granted Until March to Regain NYSE Amex Compliance --------------------------------------------------------------- New England Realty Associates Limited Partnership received a notification letter from the Corporate Compliance Department of the NYSE Amex LLC indicating that as of June 30, 2011 the Partnership is not in compliance with the minimum stockholders' equity requirement for continued listing of the Partnership's Depositary Receipts on the NYSE Amex. Specifically, the Partnership is not in compliance with Section 1003(a)(i) of the NYSE Amex Company Guide since it reported stockholders' equity of less than $2,000,000 at June 30, 2011 and has incurred losses from continuing operations and/or net losses in two out of its three most recent fiscal years ended Dec. 31, 2010. The Partnership was afforded the opportunity to submit a plan of compliance to the NYSE Amex and on Oct. 4, 2011 the Partnership presented its Compliance Plan to the NYSE Amex. On Nov. 10, 2011, the NYSE Amex notified the Partnership that it accepted the Partnership's Compliance Plan and granted the Partnership an extension until March 11, 2013 to regain compliance with the continued listing standards of the NYSE Amex as set forth in the Company Guide. The Partnership will be subject to periodic review by the staff of the NYSE Amex during the extension period. Failure to make progress consistent with the Compliance Plan or to regain compliance with the continued listing standards of the NYSE Amex as set forth in the Company Guide by the end of the extension period could result in the Partnership being delisted from the NYSE Amex. In furtherance of the Compliance Plan, the Partnership has authorized a 3-for-1 forward split of its Depositary Receipts listed on the NYSE Amex and a concurrent adjustment of the exchange ratio of Depositary Receipts for Class A Units of the Partnership from 10-to-1 to 30-to-1, such that each Depositary Receipt shall represent one-thirtieth (1/30) of a Class A Unit of the Partnership. The Partnership has fixed December 16, 2011 as the record date for the forward split of its Depositary Receipts which shall become effective as of the opening of trading on the NYSE Amex on Jan. 3, 2012. NEWPAGE CORP: Critical Vendor Cap Set at $20MM Under Amended Order ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware has amended its original order authorizing NewPage Corporation to pay the prepetition claims of certain critical vendors and administrative claimholders. The terms of the Amended Order provide: 1. Payment of Critical Vendor Claims will not exceed $20 million in the aggregate, unless otherwise permitted by the DIP Documents and ordered by the Court, after notice and hearing; provided that the Debtors will provide the Creditors' Committee with advance notice as is practicable under the circumstances of any motion to increase the Critical Vendor Cap beyond $20 million. 2. The Debtors may in their discretion apply all payments of Critical Vendor Claims first to the Critical Vendor's claims for goods received by the Debtors within 20 days prior to the Commencement Date. 3. As a condition to payment of the Critical Vendor Claims, unless otherwise modified or waived by the Debtors in their sole discretion, the Critical Vendors are required to continue to provide goods and services to the Debtors on the most favorable terms in effect between the Critical Vendor and the Debtors in the 12 months before the Petition Date, or on those other favorable terms as the Debtors and the Critical Vendor may otherwise agree. The Customary Trade Terms will apply throughout the Debtor's Chapter 11 cases, as long as the Debtors agree to pay for such goods in accordance with such terms. The Debtors are authorized, but not directed, to obtain written verification before issuing payment to a Critical Vendor that said Critical Vendor will continue to provide goods and services to the Debtors on Customary Trade Terms for the remaining term of the Critical Vendor's agreement with the Debtors. If any Critical Vendor accepts payment on account of a Critical Vendor Claim and thereafter fails to provide the Debtors with the requisite Customary Trade Terms, any payment will be deemed an unauthorized postpetition transfer under Section 549 of the Bankruptcy Code and will be recoverable by the Debtors in cash or goods, or, at the Debtor's option, may be applied as a credit against any outstanding postpetition claims held by that Critical Vendor. Upon recovery of a payment made in respect of a Critical Vendors Claim, the claim will be reinstated as a prepetition claim in the amount so recovered, less the Debtor's reasonable costs of recovery. A copy of the Amended Order is available for free at: http://bankrupt.com/misc/newpagecorp.dkt337.pdf About NewPage Corporation Headquartered in Miamisburg, Ohio, NewPage Corporation is the leading producer of printing and specialty papers in North America, based on production capacity, with $3.6 billion in net sales for the year ended December 31, 2010. The company's product portfolio is the broadest in North America and includes coated freesheet, coated groundwood, supercalendered, newsprint and specialty papers. These papers are used for corporate collateral, commercial printing, magazines, catalogs, books, coupons, inserts, newspapers, packaging applications and direct mail advertising. NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a total annual production capacity of approximately 4.1 million tons of paper, including approximately 2.9 million tons of coated paper, approximately 1.0 million tons of uncoated paper and approximately 200,000 tons of specialty paper. NewPage Corporation, along with affiliates, filed Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12804) on Sept. 7, 2011. Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York, serve as counsel. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-counsel. Lazard Freres & Co. LLC is the investment banker, and FTI Consulting Inc. is the financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. In its balance sheet, the Debtors disclosed $3.4 billion in assets and $4.2 billion in total liabilities as of June 30, 2011. Attorneys at Young Conaway Stargatt & Taylor, LLP, and Paul, Hastings, Janofsky & Walker LLP, represent the Official Committee of Unsecured Creditors. NewPage Corp. prevailed over most objections from the official creditors' committee and won agreement from the bankruptcy judge on final approval of $600 million in secured financing. Moody's Investors Service assigned a Ba2 rating to the $350 million first-out revolving debtor-in-possession credit facility and a B2 rating to the $250 million second-out debtor-in- possession term loan for NewPage. NORTHCORE TECHNOLOGIES: Incurs C$820,000 3rd Quarter Net Loss ------------------------------------------------------------- Northcore Technologies Inc. reported a net loss and comprehensive loss of C$820,000 on C$203,000 of revenue for the three months ended Sept. 30, 2011, compared with a net loss and comprehensive loss of C$1.02 million on C$132,000 of revenue for the same period a year ago. The Company also reported a net loss and comprehensive loss of C$3.27 million on C$573,000 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss and comprehensive loss of C$2.35 million on C$406,000 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed C$1.91 million in total assets, C$1.16 million in total liabilities, and C$747,000 in total shareholders' equity. "I am gratified by the progress that Northcore has achieved in the last quarter. On the strength of the successful deployment of our first Social Commerce customer, we have formed a dedicated group to focus on this business area," said Amit Monga, CEO of Northcore Technologies. "It is also exciting to see the modest, but important, sequential improvements to our revenue lines and balance sheet. We are working aggressively on many fronts to ensure these encouraging trends continue." A full-text copy of the press release is available for free at: http://is.gd/Ve37rX About Northcore Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC BB: NTLNF) -- http://www.northcore.com/-- provides a Working Capital Engine(TM) that helps organizations source, manage, appraise and sell their capital equipment. Northcore offers its software solutions and support services to a growing number of customers in a variety of sectors including financial services, manufacturing, oil and gas and government. Northcore owns 50% of GE Asset Manager, LLC, a joint business venture with GE. Together, the companies work with leading organizations around the world to help them liberate more capital value from their assets. Northcore reported a net loss for the first quarter of C$574,000. This compares with a net loss of C$677,000 in the fourth quarter of 2010. In the first quarter of 2010, Northcore reported a net loss of $713,000. Northcore reported consolidated revenues of C$183,000 for the first quarter, an increase of 4% over the C$176,000 reported in the fourth quarter of 2010. In the same period of 2010, Northcore reported consolidated revenues of C$150,000. Certain adverse conditions and events cast substantial doubt upon the ability of the Company to continue as a going concern, the Company said in the filing. "The Company has not yet realized profitable operations and has relied on non-operational sources of financing to fund operations." OMNICOMM SYSTEMS: Reports $510,000 Third Quarter Net Income ----------------------------------------------------------- OmniComm Systems, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $510,399 on $3.33 million of total revenues for the three months ended Sept. 30, 2011, compared with a net loss of $1.09 million on $3.16 million of total revenues for the same period a year ago. The Company also reported a net loss of $4.38 million on $10 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $2.39 million on $9.07 million of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.24 million in total assets, $24.31 million in total liabilities and a $22.06 million total shareholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/8wnIjP About OmniComm Systems Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. (OTC: OMCM.OB) -- http://www.OmniComm.com/-- provides customer-driven Internet solutions to pharmaceutical, biotechnology, research and medical device organizations that conduct life changing clinical trial research. OmniComm Systems, Inc has U.S. headquarters in Fort Lauderdale, Fla. and European headquarters in Bonn, Germany, with satellite offices in New Jersey and the United Kingdom, as well as sales offices throughout the U.S. and Europe. Webb & Company, P.A., in Boynton Beach, Fla., expressed substantial doubt about OmniComm Systems' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has a net loss attributable to common shareholders of $3,335,869, a negative cash flow from operations of $1,953,919, a working capital deficiency of $9,400,947 and a stockholders' deficiency of $17,814,029. OPTIONS MEDIA: Appoints Dr. Ervin Braun as Director --------------------------------------------------- Options Media Group Holdings, Inc., appointed Dr. Ervin Braun to serve as a director of the Company. Dr. Braun invested $140,000 in the Company's Series G Preferred Stock offering on May 25, 2011. In connection with his appointment, Dr. Braun was granted 5,000,000 three-year, non-qualified stock options exercisable at $0.03 per share. Dr. Braun will also receive a stipend of $7,500 per calendar quarter, subject to his continued service as a director of the Company. Dr. Braun is a member of The Big Company, LLC. As a result of the efforts of Keith St. Clair, presently the Company's Board Chairman and formerly a manager of TBC, in negotiating agreements with Justin Beiber Brands, LLC, and certain associates of Justin Beiber, TBC was issued the following: -- 18,000,000 shares of the Company's common stock; -- 37,000,000 one-year warrants exercisable at $0.01 per share; -- 25,000,000 one-year warrants exercisable at $0.02 per share; -- A fee of $20,000 per month which accrues until the Company raises $500,000 or enters into a factoring agreement in which case the Company pays $10,000 per month with the balance accruing until the Company raises $5,000,000. -- Sales royalties based upon a percent of adjusted gross profit after deducting activation and software costs and royalties payable to the Bieber Group; and -- An option to take up to 50% of sales royalties due and receive shares of common stock at $0.01 per share, with a maximum of 25,000,000 shares issuable. On Nov. 4, 2011, Russell Strunk notified the Company of his resignation as President and as a director of the Company for personal reasons, effective Nov. 7, 2011. About Options Media Boca Raton, Fla.-based Options Media Group Holdings, Inc., had historically been an Internet marketing company providing e-mail services to corporate customers. Additionally, Options Media has a lead generation business and disposed of its SMS text messaging delivery business. In 2010, Options Media transitioned by changing its focus to smart phones and acquiring a robust anti- texting program that prohibits people in vehicles from texting, e- mailing, and reading such communications while moving. As part of its focus on mobile software applications, Options Media has also broadened its suite of products by continuing to improve the features of its Drive Safe(TM) anti-texting software. In conjunction with this change of focus, in February 2011, Options Media sold its e-mail and SMS businesses. Options Media retains its lead generation business. The Company's balance sheet at June 30, 2011, showed $3.9 million in total assets, $8.9 million in total liabilities, all current, and a stockholders' deficit of $5.0 million. As reported in the TCR on May 31, 2011, Salberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about Options Media Group Holdings' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has a net loss of $9.86 million, and net cash used in operations of $2.02 million for the year ended Dec. 31, 2010, and a working capital deficit and an accumulated deficit of $524,157, and $22.74 million respectively at Dec. 31, 2010. The independent auditors noted that the Company has also discontinued certain operations. OSAGE EXPLORATION: Incurs $142,000 Third Quarter Net Loss --------------------------------------------------------- Osage Exploration and Development, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $142,787 on $854,200 of total operating revenues for the three months ended Sept. 30, 2011, compared with a net loss of $260,836 on $467,947 of total operating revenues for the same period during the prior year. The Company also reported net income of $2.56 million on $2.45 million of total operating revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $1.56 million on $1.26 million of total operating revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $5.32 million in total assets, $1.14 million in total liabilities, and $4.17 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/OPMZbw About Osage Exploration Based in San Diego, California with production offices in Oklahoma City, Oklahoma, and executive offices in Bogota, Colombia, Osage Exploration and Development, Inc. (OTC BB: OEDV) -- http://www.osageexploration.com/-- is an independent exploration and production company with interests in oil and gas wells and prospects in the US and Colombia. The Company reported a net loss $1.62 million on $1.83 million of total operating revenues for the year ended Dec. 31, 2010, compared with a net loss of $2.32 million on $2.81 million of total operating revenues during the prior year. GKM, LLP expressed substantial doubt about the Company's ability to continue as a going concern. GKM noted that the Company has suffered recurring losses from operations and has an accumulated deficit as of Dec. 31, 2010. OZBURN-HESSEY HOLDING: S&P Lowers Corporate Credit Rating to 'B-' ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on Brentwood, Tenn.-based Ozburn-Hessey Holding Co. LLC, including lowering the corporate credit rating to 'B-' from 'B'. The outlook is negative. "The downgrade reflects OHL's deteriorating operating profitability and cash flow adequacy, resulting from customer attrition, and challenges integrating acquisitions," said Standard & Poor's credit analyst Anita Ogbara. "Further, we expect credit ratios to continue to weaken over the next several quarters." The revised ratings on OHL reflect the company's competitive end markets and high debt leverage. The contractual nature of the contract logistics/warehousing business as well as relatively stable industry fundamentals for the next few years partly offset these factors. OHL offers various third-party logistics services, including warehousing (about 37% of 2010 gross revenues), domestic transportation (27%), and global freight management and logistics (36%). Standard & Poor's characterizes OHL's business profile as weak, its financial profile as highly leveraged, and its liquidity as adequate. "Our near-term outlook for the third-party logistics industry remains stable because we expect companies to continue to outsource these services to reduce costs, lower capital expenditure requirements, manage working capital, and enhance operating flexibility," Ms. Ogbara said. "Still, given the highly fragmented competitive landscape, the sector will remain very price competitive." OHL developed its current suite of logistics services, which include warehousing, transportation, and other ancillary services, through a series of acquisitions. Because of its acquisition history and private ownership structure, OHL is highly leveraged, with limited financing sources. Over the past few quarters, earnings have deteriorated following the refinancing and consolidation (completed in March 2010) of its less-profitable global freight management and logistics operations. PACIFIC AVENUE: Judge Hodges Rejects Bid to Disqualify Attorney --------------------------------------------------------------- Susan Stabley, staff writer at Charlotte Business Journal, reports that U.S. Bankruptcy Court Judge George Hodges dismissed a motion to disqualify James Henderson as the attorney for 210 Trade Investments LLC at a hearing Monday on the Chapter 11 proceedings for the owners and operators of uptown?s Epicentre. According to the report, Blue Air 2010 -- the limited liability company that bought the EpiCentre's $93.97 million construction debt -- filed the motion on Nov. 3, 2011, as part of its dispute with the complex?s developer Afshin Ghazi. Blue Air alleges in the filing that Ghazi did not disclose in federal bankruptcy court his ownership stake in 210 Trade Investments, which holds the development rights for a condo tower on a corner of the EpiCentre. The report says 210 Trade Investments acquired the residential tower's air rights in an auction in November 2010. Mr. Henderson's name was on those contracts, listing him as 210 Trade's manager. Blue Air wants him to testify as a material witness but worries he will claim attorney-client privilege to avoid giving a deposition. On Nov. 14, 2011, Mr. Henderson told Judge Hodges that he only signed documents on behalf of 210 Trade and was never involved in any negotiations or dispersion of funds. Judge Hodges dismissed the motion to disqualify without prejudice, adding that attorneys for Blue Air can revisit the request if needed. The report notes that, among several allegations made in federal court, Blue Air says parking revenue rights from the EpiCentre was transferred to 210 Trade before the complex's owners filed for Chapter 11 bankruptcy reorganization. About Pacific Avenue Pacific Avenue, LLC, is a North Carolina limited liability company whose principal place of business is located in Charlotte, North Carolina. Together with Pacific Avenue II, LLC, the Company owns and operates the EpiCentre, a mixed-use commercial development consisting of approximately 302,000 rentable square feet of office and retail/entertainment space, plus an underground parking deck, located at 210 E. Trade St. in the city block surrounded by the light rail line, Fourth Street, College Street, and Trade Street in uptown Charlotte, North Carolina. The companies were led by Afshin Ghazi. Pacific Avenue LLC filed for Chapter 11 bankruptcy protection (Bankr. W.D. N.C. Case No. 10-32093) on July 22, 2010. Joseph W. Grier, III, Esq., at Grier, Furr & Crisp, P.A., assists the Company in its restructuring effort. The Company estimated up to $50,000 in assets and $50 million to $100 million in debts in its bankruptcy petition. The Company's affiliate, Pacific Avenue II, filed a separate Chapter 11 petition. Linda W. Simpson, the U.S. Bankruptcy Administrator for the Western District of North Carolina, appointed six members to the official committee of unsecured creditors in the Chapter 11 case of Pacific Avenue LLC. PILGRIM'S PRIDE: Settles Securities Fraud Suit for $1.5 Million --------------------------------------------------------------- Lana Birbrair at Bankruptcy Law360 reports that Pilgrim's Pride Corp. agreed Monday in Texas to pay $1.5 million to settle a securities fraud class action accusing it of misleading investors about the company's financial well-being months before it filed for bankruptcy protection. According to Law360, Pilgrim's Pride and the plaintiffs agreed to settle all claims in the suit and filed a stipulation and agreement of settlement in which the chicken company denied any wrongdoing but agreed to pay $1.5 million within 10 days to avoid further litigation. About Pilgrim's Pride Pilgrim's Pride Corporation -- http://www.pilgrimspride.com/-- is one of the largest chicken companies in the United States, Mexico and Puerto Rico. The Company's fresh chicken retail line is sold throughout the US, throughout Puerto Rico, and in the northern and central regions of Mexico. The Company exports commodity chicken products to 90 countries. The Company operates feed mills, hatcheries, processing plants and distribution centers in 15 U.S. states, Puerto Rico and Mexico. Pilgrim's Pride and six of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 08-45664) on Dec. 1, 2008. The Company's subsidiaries in Mexico and certain subsidiaries in the United States were not included in the filing and operated outside of the Chapter 11 process. Attorneys at Weil, Gotshal & Manges LLP served as bankruptcy counsel. Lazard Freres & Co., LLC, was the Company's investment bankers. Kurtzman Carson Consulting LLC served as claims and notice agent. Kelly Hart and Brown Rudnick represented the official equity committee. Attorneys at Andrews Kurth LLP represented the official committee of unsecured creditors. On Dec. 10, 2009, the Bankruptcy Court confirmed the Joint Plan of Reorganization filed by the Debtors. The Plan was premised on the sale of the business to JBS SA. Under the Plan, creditors are paid in full. Existing owners retained 34% of the equity. The Company emerged from its Chapter 11 bankruptcy proceedings on Dec. 28, 2009. * * * According to the Troubled Company Reporter on July 5, 2011, Moody's Investors Service downgraded Pilgrim's Pride's Corporate Family and Probability of Default ratings to B2 from B1 and senior unsecured note rating to Caa1 from B3 given the lack of improvement in chicken prices and its consequent impact on Pilgrim's Pride's financial performance, including expectations for modest EBITDA at best for 2011. Moody's concern is somewhat mitigated by the covenant relief provided by Pilgrim's lenders and the cash advance of $50 million from JBS USA (a PIK subordinated loan provided by a sister company). The SGL-3 speculative grade liquidity rating was affirmed. The outlook is stable. PIONEER NATURAL: S&P Raises Corp. Credit Rating From 'BB+' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term corporate credit rating on Dallas-based Pioneer Natural Resources Co. to 'BBB-' from 'BB+'. "We also revised our rating on the company's senior unsecured debt to 'BBB-' from 'BB+', and withdrew our recovery ratings," S&P said. "The ratings on Pioneer Natural Resources Co. reflect a satisfactory business risk profile and an intermediate financial risk profile," said Standard & Poor's credit analyst Carin Dehne- Kiley. Pioneer is a midsize independent exploration and production (E&P) company, with approximately 967 million barrels of oil equivalent (mmboe); 56% crude oil and natural gas liquids (NGLs); and 57% proved developed (adjusted for the sale of Pioneer's Tunisian assets earlier this year and its 62% ownership in its master limited partnership (MLP), Pioneer Southwest Energy). The company's reserve base is concentrated in the onshore U.S., primarily in the Spraberry field (Permian Basin), the Eagle Ford shale and the Raton Basin (Rockies), with less than 1% of its reserves offshore South Africa. With daily production of 128 MBOE/d in the third quarter, Pioneer's reserve base is long at more than 20 years, providing a multi-year, low-risk, development drilling inventory. Pioneer expects to grow production at an 18% CAGR from 2011 to 2014, including 20% or more in 2012. Growth is being driven by the Spraberry field in the Permian Basin and the Eagle Ford shale in South Texas, both liquids-rich plays. Oil/NGL production is expected to grow from 44% of total volumes in 2010 to 50% in 2011 and 60% by 2015, which given Standard & Poor's price deck and the high price of oil relative to natural gas, should enhance profitability going forward. "The outlook is stable, reflecting our expectations that Pioneer will continue to maintain a more conservative financial policy, such that debt to EBITDA remains below 2x. We could downgrade the company if Pioneer's near-term debt to EBITDA approaches 3.0x, or if FFO to debt deteriorates to less than 20%, and the company does not take action to remedy this within a reasonable time frame. We view a positive rating action as unlikely near-term, given the company's smaller production base relative to its investment-grade peers," S&P said. PHARM'L PRODUCT: S&P Assigns Prelim. 'B+' Corp. Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'B+' corporate credit rating to Wilmington, N.C.-based Pharmaceutical Product Development Inc. "At the same time, we assigned our preliminary 'BB-' issue-level rating and a preliminary '2' recovery rating to PPD's $1.5 billion senior secured credit facilities and a preliminary 'B' issue-level rating and a preliminary '5' recovery rating to PPD's proposed $700 million issue of senior notes. The senior secured credit facility consists of a $175 million revolving credit facility due 2016 and a $1.325 billion term loan B due 2018. The senior credit facility also has an incremental facility that provides the company with the ability to upsize the term loan by the greater of $200 million and an amount capped at 3.25X gross senior secured leverage," S&P related. "Our speculative-grade ratings on Wilmington, North Carolina-based contract research organization (CRO) Pharmaceutical Product Development Inc. (PPD) primarily reflect the company's highly leveraged financial risk profile following the planned leveraged buyout (LBO) by Hellman & Friedman and the Carlyle Group for $4 billion (including fees)," said Standard & Poor's rating analyst Shannan Murphy. "The LBO will result in pro forma adjusted leverage of more than 6x and funds from operations to total debt of about 10%. PPD's leading market position in the late-stage clinical segment of the CRO market, its substantial revenue visibility, and our favorable view of the CRO industry's medium- term growth prospects support our belief that PPD has a fair business risk profile. It also supports our expectation that PPD will generate low- to mid-single-digit revenue and EBITDA growth over the near term." "The financial risk profile incorporates our belief that leverage likely will remain higher than 5x over the next few years, a level we consider to be highly leveraged. We also believe sponsor ownership will shape a financial policy resulting in free cash flow being applied to tuck-in acquisitions and/or shareholder- friendly actions, rather than debt repayment. However, we believe PPD's relatively high revenue visibility and expected mid-single- digit EBITDA growth eventually will steadily reduce leverage. Assuming mid-single-digit revenue growth, modest cost savings, and no margin expansion, we expect adjusted leverage to decline to around 5.5x by the end of 2012. However, generous covenant tests and sizeable incremental facility may also limit the company's incentive to reduce debt," S&P related. PHILADELPHIA ORCHESTRA: Seeks Longer 'Exclusivity' -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Philadelphia Orchestra for a second time is requesting an extension of the exclusive right to propose a bankruptcy reorganization plan. The orchestra and the musicians' pension fund may be near resolution of disputes over documents and information the fund can obtain from donors. The exclusivity motion will be up for hearing on Nov. 28. According to the report, in seeking an extension of exclusivity until April 11, 2012, the orchestra lauds itself for reaching agreement with the musicians' union on a new labor contract. The motion didn't say when a plan would be filed. The orchestra did say it still needs a new lease for the Kimmel Center, where it performs. Mr. Rochelle notes that although the union came to agreement on wages for musicians, the pension plan and the orchestra are in disagreement over the prospect of ending the existing pension plan. The pension plan has been attempting to subpoena information from donors about conditions, if any, attached to their gifts. The pension fund aims to prove that some of the endowment fund may be used to pay Chapter 11 claims, such as damages resulting from termination of the pension plan. The dispute appears to be on the road to settlement. There will be a status conference on Nov. 16. If settlement fails, the dispute over information from donors will be on the bankruptcy court's Nov. 28 calendar. About The Philadelphia Orchestra The Philadelphia Orchestra -- http://www.philorch.org/-- claims to be among the world's leading orchestras. Bloomberg News says the orchestra became the first major U.S. symphony to file for bankruptcy protection, surprising the music world. Previous conductors include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and Christoph Eschenbach (2003-08). Charles Dutoit is currently chief conductor, and Yannick Nezet-Seguin has assumed the title of music director designate until he takes up the baton as The Philadelphia Orchestra's next music director in 2012. The Philadelphia Orchestra Association, The Academy of Music of Philadelphia, Inc., and Encore Series, Inc., filed separate Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to 11-13100) on April 16, 2011. Judge Eric L. Frank presides over the case. The Philadelphia Orchestra Association is being advised by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal, its financial advisor. Curley, Hessinger & Johnsrud serves as its special counsel. Philadelphia Orchestra disclosed $15,950,020 in assets and $704,033 in liabilities as of the Chapter 11 filing. Encore Series Inc. tapped EisnerAmper LLP as accountants and financial advisors. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed seven members to the official committee of unsecured creditors in the Debtors' case. Reed Smith LLP serves as the Committee's counsel. PRESIDENTAL REALTY: Delays Filing of Quarterly Report ----------------------------------------------------- Presidential Realty Corporation notified the U.S. Securities and Exchange Commission that it will be late in filing its quarterly report on Form 10-Q for the period ended Sept. 30, 2011. On Nov. 8, 2011, Presidential Realty entered into a strategic transaction. The Company was unable to incorporate disclosure of the transaction and its effects into its Form 10-Q for the period ended Sept. 30, 2011, without unreasonable effort or expense before the due date for the Form 10-Q. 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. PRIME RESTAURANTS: Ontario Court OKs Dec. 12 Special Meeting ------------------------------------------------------------ Prime Restaurants Inc. disclosed that the Ontario Superior Court of Justice has issued an interim order authorizing, among other things, the holding of a special meeting of the holders of Class A limited voting shares of PRI, at which Shareholders will be asked to approve the previously-announced proposed arrangement under Section 182 of the Business Corporations Act (Ontario) with Cara Operations Limited. The Company also announced that Cara has irrevocably waived its financing condition in connection with the Transaction, bringing to an end the "go shop" period contemplated in the acquisition agreement between Cara and the Company dated Oct. 17, 2011. Shareholders should review the full text of the Acquisition Agreement, which is available on SEDAR for all terms and conditions of the Transaction. The Meeting is scheduled to be held at the offices of Goodmans LLP, 333 Bay Street, Suite 3400, Toronto, Ontario at 9:00 a.m. (Toronto time) on Dec. 12, 2011. The record date for determining Shareholders eligible to vote at the Meeting is Nov. 4, 2011. The Company's information circular being prepared in connection with the Meeting will include a summary of the Acquisition Agreement and additional details concerning the Transaction. The Company expects to mail the Information Circular to beneficial Shareholders on or about Nov. 21, 2011, at which time it will also be available on SEDAR. The Company's board of directors, based on the recommendation of a special committee of independent directors, has unanimously recommended that Shareholders vote in favour of the Transaction. On Oct. 25, 2011, in connection with the Transaction, Prime Restaurant Holdings Inc. converted its 942,686 Class B limited voting shares and 407,333 Class C non-voting shares into an aggregate of 1,350,019 Class A limited voting shares. Following such conversion, PRH holds approximately 30% of the outstanding shares eligible to vote on the Transaction at the Meeting. PRH has entered into a merger support agreement with Cara pursuant to which it has committed to vote its shares in favor of the Transaction, subject to certain terms and conditions About Prime Restaurants Prime Restaurants Inc. franchises, owns and operates one of Canada's leading networks of casual dining restaurants and pubs. With such well-respected brands as East Side Mario's, Casey's, Fionn MacCool's, D'Arcy McGee's, Paddy Flaherty's, Tir nan Og, and Bier Markt, PRI has been delivering quality, value and a superior guest experience for more than thirty years. PRI's Class A limited voting shares are listed on the Toronto Stock Exchange under the symbol "EAT". PURADYN FILTER: Incurs $497,000 Net Loss in Third Quarter --------------------------------------------------------- Puradyn Filter Technologies Incorporated filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $497,084 on $554,960 of net sales for the three months ended Sept. 30, 2011, compared with a net loss of $132,023 on $1.10 million of net sales for the same period a year ago. Puradyn Filter reported a net loss of $1.57 million on $3.10 million of net sales for the year ended Dec. 31, 2010, compared with a net loss of $2.07 million on $1.91 million of net sales during the prior year. The Company also reported a net loss of $1.27 million on $1.93 million of net sales for the nine months ended Sept. 30, 2011, compared with a net loss of $837,312 on $2.54 million of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.38 million in total assets, $9 million in total liabilities and, a $7.61 million total stockholders' deficit. As reported in the TCR on April 13, 2011, Webb and Company, P.A., in Boynton Beach, Fla., expressed substantial doubt about PuraDdn Filter Technologies' ability to continue as a going concern, following the Company's 2010 financial results. The independent auditors noted that the Company has suffered recurring losses from operations, its total liabilities exceed its total assets, and it has relied on cash inflows from an institutional investor and current stockholder. A full-text copy of the Form 10-Q is available for free at: http://is.gd/HxEU3a About Puradyn Filter Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated (OTC BB: PFTI) -- http://www.puradyn.com/-- designs, manufactures and markets the puraDYN(R) Oil Filtration System. QUANTUM FUEL: Files Form S-3; Registers 2.9 Million Common Shares ----------------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc., filed with the U.S. Securities and Exchange Commission a Form S-3 registration statement relating to the resale by Anson Investments Master Fund LP, Cranshire Capital Master Fund, Ltd., Freestone Advantage Partners II, LP, et al., of up to 2,973,485 shares of common stock, consisting of (i) 1,858,434 shares of common stock issuable upon conversion of 10% convertible notes issued in a private placement transaction that was completed in two tranches on Sept. 29, 2011, and Oct. 12, 2011, and (ii) 1,115,051 shares of the Company's common stock issuable upon the exercise of warrants issued in the Private Placement. The Company is not selling any shares of common stock in this offering and, therefore, will not receive any proceeds from this offering. The Company will bear all of the expenses and fees incurred in registering the shares offered by this prospectus. The Company's common stock is quoted on The Nasdaq Global Market under the symbol "QTWW." The last reported sale price of the Company's common stock on Nov. 9, 2011, was $2.00 per share. The Company's convertible notes and warrants are not and will not be listed for trading on any exchange. The shares included in this prospectus may be sold by the selling security holders from time to time, in the open market, in privately negotiated transactions, in an underwritten offering, or a combination of methods, at market prices prevailing at the time of sale, at prices related to such prevailing market prices or at negotiated prices. The selling security holders may engage brokers or dealers who may receive commissions or discounts from the selling security holders. Any broker-dealer acquiring the common stock from the selling security holders may sell these securities in normal market making activities, through other brokers on a principal or agency basis, in negotiated transactions, to its customers or through a combination of methods. A full-text copy of the prospectus is available for free at: http://is.gd/Eoi1Q8 About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on Jan. 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company's balance sheet at July 31, 2011, showed $74.15 million in total assets, $31.62 million in total liabilities, and $42.53 million total stockholders' equity. The Company reported a net loss attributable to stockholders of $11.03 million on $20.27 million of total revenue for the year ended Apri1 30, 2011, compared with a net loss attributable to stockholders of $46.29 million on $9.60 million of total revenue during the prior year. Ernst & Young LLP, in Orange County, California, noted that Quantum Fuel's recurring losses and negative cash flows combined with the Company's existing sources of liquidity and other conditions raise substantial doubt about the Company's ability to continue as a going concern. Possible Bankruptcy The Company anticipates that it will need to raise a significant amount of debt or equity capital in the near future in order to repay certain obligations owed to the Company's senior secured lender when they mature. As of June 15, 2011, the total amount owing to the Company's senior secured lender was approximately $15.5 million, which includes approximately $12.5 million of principal and interest due under three convertible promissory notes that are scheduled to mature on Aug. 31, 2011, and a $3.0 million term note that is potentially payable in cash upon demand beginning on Aug. 1, 2011, if the Company's stock is below $10.00 at the time demand for payment is made. If the Company is unable to raise sufficient capital to repay these obligations at maturity and the Company is otherwise unable to extend the maturity dates or refinance these obligations, the Company would be in default. The Company said it cannot provide any assurances that it will be able to raise the necessary amount of capital to repay these obligations or that it will be able to extend the maturity dates or otherwise refinance these obligations. Upon a default, the Company's senior secured lender would have the right to exercise its rights and remedies to collect, which would include foreclosing on the Company's assets. Accordingly, a default would have a material adverse effect on the Company's business and, if the Company's senior secured lender exercises its rights and remedies, the Company would likely be forced to seek bankruptcy protection. R & J MOTORS: Says Cash Use Will Adequately Protect Firstbank ------------------------------------------------------------- R & J Motors Corp. filed with the U.S. Bankruptcy Court for the District of Puerto Rico its response to secured creditor Firstbank de Puerto Rico's motion to prohibit use of cash collateral. The Debtor relates that its response is in compliance to the Court's order dated Oct. 14, 2011, where the Court stated that if consent for the use of Firstbank's cash collateral was not obtained, the Debtor was to propose adequate protection of Firstbank's interest. The Debtor disputes owing Firstbank approximately $23,327,155 plus attorney's fees and charges. The Debtor notes that the Debtor's inventory and the real property do not diminish in value, are well maintained, and properly insured and the taxes thereon are being paid. As additional adequate protection to Firstbank, the Debtor will surrender its entire motor vehicle inventory thereto for the agreed to value of $4,716,000, thus providing Firstbank with the indubitable equivalent of its interest in Debtor's property. Firstbank, in its second motion, asked the Court for an order: i) prohibiting further use of the cash collateral, further sales of vehicle without the Court's or Firstbank's permission with the sole purpose to protect interests and its collateral; ii) providing security measures to adequately protect the units which for part of the Bank's collateral; and iii) require the Debtor to provide insurance for his business and Firstbank's collateral. The Bank related the Court denied its first motion to prohibit the use of cash collateral, and its motion to reconsider the Oct. 6 order denying the reconsideration request. On Oct. 11, 2011, the Debtor filed a motion requesting conversion of the case to voluntary Chapter 11 petition and on the same date the order for relief was granted in favor of the Debtor. The Bank reiterated its wish to prohibit the Debtor's use of cash collateral because: -- the Debtor's main business is not operating in full capacity and has a profound security issues that puts creditor's collateral at risk; -- the Debtor has allowed its insurance policy to expire and has not acquired a new one providing for an even bigger risk for the creditor; and -- the Bank has not given permission for the Debtor to use its collateral. 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). REAL MEX: Committee Hires Bankruptcy Professionals -------------------------------------------------- BankruptcyData.com reports that Real Mex Restaurants' official committee of unsecured creditors filed with the U.S. Bankruptcy Court motions to retain: -- Kelley Drye & Warren (Contact: James S. Carr) as counsel at these hourly rates: partner at $480 to 850, counsel at 450 to 600, associate at 305 to 580 and paraprofessional at 100 to 275; -- Cole, Schotz, Meisel, Forman & Leonard (Contact: Patrick J. Reilley) as co-counsel at these hourly rates: member and special counsel at $340 to 775, associate at 210 to 425 and paralegal at 160 to 245; and -- Duff & Phelps Securities (Contact: Brent C. Williams) as financial advisor for a monthly fee of $125,000 and a deferred restructuring fee of $500,000. 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. REALOGY CORP: Bank Debt Trades at 11% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Realogy Corp. is a borrower traded in the secondary market at 89.13 cents-on-the- dollar during the week ended Friday, Nov. 11, 2011, an increase of 2.58 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 425 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2016, and carries Moody's B1 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Realogy Corp. Realogy Corp. -- http://www.realogy.com/-- a global provider of real estate and relocation services with a diversified business model that includes real estate franchising, brokerage, relocation and title services. Realogy's world-renowned brands and business units include Better Homes and Gardens Real Estate, CENTURY 21, Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group, ERA, Sotheby's International Realty, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise systems have around 15,000 offices and 270,000 sales associates doing business in 92 countries around the world. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. Realogy reported a net loss of $285 million on $3.16 billion of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $7 million on $3.12 billion of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $7.89 billion in total assets, $9.24 billion in total liabilities and a $1.34 billion total deficit. Realogy has 'Caa2' corporate family rating and 'Caa3' probability of default rating, with positive outlook, from Moody's. The rating outlook is positive. Moody's said in January 2011 that the 'Caa2' CFR and 'Caa3' PDR reflects very high leverage, negative free cash flow and uncertainty regarding the timing and strength of a recovery of the residential housing market in the U.S. Moody's expects Debt to EBITDA of about 14 times for the 2010 calendar year. Despite the recently completed and proposed improvements to the debt maturity profile, the Caa2 CFR continues to reflect Moody's view that current debt levels are unsustainable and that a substantial reduction in debt levels will be required to stabilize the capital structure. In February, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'CCC' from 'CC'. The rating outlook is positive. RENASCENT INC: Combined Hearing on Plan & Disc. Statement Dec. 8 ---------------------------------------------------------------- The Hon. Ralph B. Kirscher of the U.S. Bankruptcy Court for the District of Montana has preliminarily approved Renascent, Inc.'s amended Disclosure Statement filed August 31, 2011, subject to Bank of America's continuing objection and a hearing on final approval. The hearing on final approval of Debtor's Amended Disclosure Statement, and the hearing on confirmation of the Debtor's Amended Chapter 11 Plan, filed Aug. 31, 2011, will be held on Thursday, Dec. 8, 2011, at 10:00 a.m. The last day for filing and serving written objections to final approval of the amended Disclosure Statement and objections to confirmation of the Plan is set on Friday, Dec. 2, 2011. The Debtor's proposed plan contemplates a combination of: a. the development and sale of the Debtor's real estate (81 & 83 Bell Crossing); and b. continuing claims against the State of Montana and Ravalli County, continuing claims in Adversary #11-00045 against Countrywide Home Loans, Inc.; BAC Home Loans Servicing LP fka. Countrywide Home Loans, Servicing, LP; Thornburg Mortgage Securities Trust 2007-3; Recontrust Company NA; Mortgage Electronic Registration System, Inc. A copy of the Aug. 24, 2011 disclosure statement is available for free at http://bankrupt.com/misc/renascent.dkt159.pdf The Plan designates 5 Classes of Claims and Interests: Class I - Administrative Expenses. This class is unimpaired. This Class will be paid within 30 days of approval of fees by the Court. There is currently approximately $37,950 owed to Binney Law Firm; Markette & Chouinard $8,676.92; and Goetz Law Firm, amount unknown. Class II - Thornburg Mortgage Securities Trust/BAC Home Loan Financing -- Disputed mortgage on residence located at 81 Bell Crossing, Victor, Montana. The Debtor instituted an adversary proceeding to determine validity and extent of lien. There will be no payments until the Court determines whether a valid debt is owed to this creditor, if so, whether the debt is secured against the above referenced property. In the even there is a final determination in favor of this creditor, the amount of the debt will be paid with 3% p.a. interest only payments with a balloon payment at 5 years after confirmation of the Chapter 11 Plan. Class III - Secured Claim of Farmers State Bank -- 1st mortgage on 83 Bell Crossing, Victor, Montana. The fully secured claim of Farmers State Bank in the amount of $507,000 will be paid with contractual rate interest only monthly payments of $3,389.34 to begin 30 days after confirmation of the Chapter 11 Plan with a balloon payment at 5 years after confirmation of the Chapter 11 Plan. Class IV - Rebecca L. DeSilva (79% Fractional Interest)/Creative Finance & Investments, LLC, PSP (21% Fractional Interest) -- 2nd mortgage on 83 Bell Crossing, Victor, Montana. The fully secured claim in the amount of $150,871.06 will be paid 12.5% per annum interest monthly payments of $1,989 to begin 30 days after confirmation of the Chapter 11 plan with a balloon payment at 5 years after confirmation of a Chapter 11 Plan. Class V - Unsecured Creditors. The Debtors will pay unsecured creditors whose claims are allowed plus accruing interest at 4% per annum with 4 annual interest only payments commencing one year after confirmation. The remaining balance of all unsecured claims and any accrued interest will be paid in full through a balloon payment at 5 years after the confirmation of the Chapter 11 Plan. About Renascent, Inc Victor, Montana-based Renascent, Inc., owned two large tracts of property in Ravalli County, Montana when it filed for Chapter 11 protection (Bankr. D. Mont. Case No. 10-62358) on Sept. 29, 2010. This property was sold in two sales for $2.5 million on July 14, 2001. In addition, there is a 170 acre parcel of land consisting of 2 tracts of contiguous land near Stevensville, Montana (83 Bell Crossing and 81 Bell Crossing). Jon R. Binney, Esq., who has an office in Missoula, Montana, represents the Debtor. David Markette, Esq., and Dustin Chouinard, at Markette & Chouinard, serve as the Debtor's special counsel. There was no official committee appointed in the Debtor's case. The Company disclosed $13,131,199 in assets and $7,278,420 in liabilities as of the Chapter 11 filing. In a court-approved stipulation, Renascent, Inc. and the Office of the United States Trustee agreed to appoint Ross P. Richardson as special litigation master. REVEL ENTERTAINMENT: Bank Debt Trades at 11% Off ------------------------------------------------ Participations in a syndicated loan under which Revel Entertainment Group LLC is a borrower traded in the secondary market at 89.20 cents-on-the-dollar during the week ended Friday, Nov. 11, 2011, an increase of 0.70 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 750 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 15, 2017, and carries Moody's B3 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Revel Entertainment Group, LLC -- http://www.revelinac.com/-- is a gaming and entertainment company that is developing a $2.4 billion beachfront casino entertainment resort project in Atlantic City, which is expected to open in mid-2012. The company was founded in 2006 and is based in Atlantic City, N.J. RIVER ISALND: Court Sets Dec. 13 Disclosure Statement Hearing ------------------------------------------------------------- River Island Farms, Inc., has filed a disclosure statement in support of its plan of reorganization with the U.S. Bankruptcy Court for the Southern District of Florida. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/riverisland.DS.pdf The Bankruptcy Court has set a hearing for Dec. 13, 2011, at 1:30 p.m. to consider the "adequacy" of the disclosure statement filed in support of the Debtor's Plan. Objections to approval of the disclosure statement must be filed no later than Dec. 6, 2011. As reported in the TCR on Oct. 18, 2011, the Debtor filed on Oct. 5, 2011, a plan of reorganization with the Bankruptcy Court for the Southern District of Florida. On the Effective Date of the Plan, all property of the Estate will vest in the Reorganized Debtor. The shareholder of the Debtor (Sid Corrie, Jr.) will contribute that amount as is necessary to fund the amounts due professionals and the initial payment to creditors on confirmation of the case to the extent that the Debtor does not have sufficient cash available for those payments. The shareholder will further deposit with the Disbursing Agent the funds as may be required from time to time to make payments as required under the terms of the Plan of Reorganization to the extent the Reorganized Debtor has insufficient funds to make any payment. The plan designates 6 Classes of Claims and Interests: I. General Unsecured Claims II. Secured claim of Gibraltar Private Bank and Trust Company III. Secured claim of Eurotrade Loans, Ltd. IV. Unsecured claim of Corrie Development Corporation (CDC) V. Unsecured claim of Sid Corrie, Jr. (Corrie) VI. Equity security holder of the common stock of the Debtor General Unsecured Claims in Class I will receive payment in full. The secured claim of Gibraltar will be paid in full on or before one year from the Plan's Effective Date. Partial payment on account of Gibraltar's allowed claim will be made upon the sale or refinance of any property of the Debtor or any other property securing the indebtedness owed Gibraltar occurring prior to that date. In the event that the total amount of the allowed claim due Gibraltar has not been satisfied on or before 365 days after the Effective Date, then, and in that event, River Island will deed its interest in any remaining property on which Gibraltar holds a lien. The Class III allowed claim of Eurotrade will be paid upon the sale of the collateral securing the claim or twelve (12) months after the Effective Date, whichever occurs first. The Class IV claim of CDC and the Class V Claim of Sid Corrie, Jr., will be subordinated to the claims in Class I, Class II and Class III and no payment will be made on Class IV and V until claims in Class 1, Class II and Class III have been paid in full. The Class VI equity security holder will retain all equity interest in the Debtor. A copy of the Plan is available for free at: http://bankrupt.com/misc/riverisland.chapter11plan.doc109.pdf About River Island Farms, Inc. Fort Lauderdale, Florida-based River Island Farms, Inc., was initially formed as a single asset entity that acquired an 80% interest in 55 acres of developable property opposite Blackhawk in Danville, California. On June 30, 2004, the Company sold the 55 acre property to Shapell Industries. The sale was structured as an Internal Revenue Code Section 1031 exchange. Due to the requirements that River Island purchase property within a specified time period in order to take advantage of the IRS Code provision, River Island purchased property in Ft. Lauderdale and Stuart, Florida consisting of 2328 Aqua Vista Blvd., Ft. Lauderdale, Florida; 2521 Mercedes Drive, Ft. Lauderdale, Florida; 2001 SE St. Lucie Blvd., Stuart, Florida; and 1735 SE St. Lucie Blvd., Stuart, Florida. The Mercedes Drive residence was sold in June 2011. The other remaining properties are being actively marketed. The Company 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 bankruptcy case was commenced as a result of a pending foreclosure sale regarding one of the properties owned by the Debtor. SAND SPRING: Files List of Equity Security Holders -------------------------------------------------- Sand Spring Capital III, LLC, et al., have filed a list of equity security holders. A copy of the 13-page list is available for free at http://bankrupt.com/misc/Sand_Spring_EquityList.pdf Nine funds advised by Commonwealth Advisors Inc. of Baton Rouge, Louisiana, sought Chapter 11 protection on Oct. 25, 2011 after failing to work out a reorganization plan acceptable to all investors. Lead Debtor is Sand Spring Capital III, LLC (Bankr. D. Del. Case No. 11-13393). Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, Wilmington, Delaware serves as counsel to the Debtors. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The funds were formed from 2005 to 2007 under Walter Morales, president and chief investment manager, and attracted 456 investors, according to filings in U.S. Bankruptcy Court in Wilmington, Delaware. Last year, investors filed class-action and derivative suits alleging mismanagement, misrepresentation, and breach of fiduciary duty. According to Bloomberg News, the U.S. Securities and Exchange Commission initiated a formal investigation in July 2009. The funds were unable or unwilling to satisfy investors' redemption demands, which would have required liquidation of "their holdings in an illiquid market and at depressed prices." The funds, Commonwealth and Morales negotiated a prepackaged Chapter 11 plan, which was accepted by all classes of creditors except one. Because third-party contributions required unanimous approval, the funds said they filed in Chapter 11 so they could have "further discussions with their investors with the oversight of this court." An 11 U.S.C. Sec. 341(a) meeting of creditors of Sand Spring Capital III, LLC, et al., will be held on Dec. 1, 2011 at 10:00 AM at US District Court, 844 King St., Room 5209, Wilmington. SEAT PAGINE: Lenders Agree in Principle to Restructuring Deal ------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Italian directories publisher Seat Pagine Gialle SpA said late Friday that its lenders, including Royal Bank of Scotland Group PLC, have agreed in principle with a plan to reorganize its debt, although it added that there were differences over a dividend limit, among other things. As reported in the Troubled Company Reporter on Nov. 8, 2011, Ben Bloomberg News said that Seat Pagine Gialle SpA urged stakeholders to agree to a debt-for-equity swap before the end of the month. Seat Pagine said in a stock exchange statement on Thursday that it backs an offer by bondholders to write down some of their EUR1.3 billion (US$1.8 billion) of debt, Bloomberg related. The proposal would see shareholders led by Permira Advisers Ltd., CVC Capital Partners Ltd., and Investitori Associati SpA cede 90% of the company, Bloomberg noted. About Seat Pagine Seat Pagine Gialle SpA (PG IM) -- http://www.seat.it/-- is an Italy-based company that operates multimedia platform for assisting in the development of business contacts between users and advertisers. It is active in the sector of multimedia profiled advertising, offering print-voice-online directories, products for the Internet and for satellite and ortophotometric navigation, and communication services such as one-to-one marketing. Its products include EuroPages, PgineBianche, Tuttocitta and EuroCompass, among others. Its activity is divided into four divisions: Directories Italia, operating through, Seat Pagine Gialle; Directories UK, through TDL Infomedia Ltd. and its subsidiary Thomson Directories Ltd.; Directory Assistance, through Telegate AG, Telegate Italia Srl, 11881 Nueva Informacion Telefonica SAU, Telegate 118 000 Sarl, Telegate Media AG and Prontoseat Srl, and Other Activitites division, through Consodata SpA, Cipi SpA, Europages SA, Wer liefert was GmbH and Katalog Yayin ve Tanitim Hizmetleri AS. * * * As reported by the Troubled Company Reporter-Europe on Nov. 4, 2011, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Italy-based international publisher of classified directories SEAT PagineGialle SpA to 'CC' from 'CCC+'. S&P said that the outlook is negative. SECURITY NATIONAL: Gets Interim Access to Cash, Dec. 6 Hearing Set ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized, in a second interim order, Security National Properties Funding III, LLC, et al., to use cash collateral of prepetition agents and lenders. The Debtors set a Dec. 6, 2011 final hearing at 9:00 a.m., on the requested access to the cash collateral. Objections, if any, are due Nov. 24, at 4:00 p.m. (Eastern Time). The parties with an alleged interest in the cash collateral are Bank of America, N.A., in its capacity as administrative agent for itself and other lenders under the prepetition credit agreement, and Banc of America Securities LLC, as sole arranger and sole book manager. The Debtors would use the cash collateral to (i) maintain their operations and provide funding to affiliates; (ii) pay certain prepetition obligations; and (iii) pay disbursements. The Debtors are permitted a 15% variance, however, the cumulative variance for all line times during the specified period will not exceed more than $300,000. As of the Petition Date, the aggregate outstanding unpaid principal balance of the loan was in the approximate amount of $160,000,000. The obligations of the Debtors under the loan documents are secured by, among other things, a first priority lien in and to the properties, all of the rents, profits and revenues derived therefrom and substantially all of the assets of the Security National Properties Funding III, LLC, including but not limited to its ownership interests in each of the other Debtors. The loan matured on Oct. 31, 2009, and has thereafter been in default, both as a result of maturity and certain payment and other defaults under the terms of the loan documents, including all amendments. As a result of the defaults, the loan was not eligible for extension past the Original Maturity Date. Notwithstanding the fact that the Lenders had no obligation to do so, the lenders have twice agreed to extend the maturity date of the Loan first from the Original Maturity Date to Jan. 29, 2010, and then again from Jan. 29, 2010, to Jan. 29, 2012, pursuant to the terms and conditions of the Sixth Amendment and Seventh Amendment, respectively, to the loan agreement. As adequate protection from any diminution in value of their respective interest in the cash collateral, the Debtors will grant the lenders replacement liens in all postpetition rents generated by the qualified properties with the same priority as the administrative agent's prepetition liens in the cash collateral. As additional adequate protection, the Debtors will pay any accrued prepetition interest to the lenders at the non-default, contract rate and will pay postpetition interest at a rate of 4.5% 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. SECURITY NATIONAL: BofA Wants Motion to Critical Provider Denied ---------------------------------------------------------------- Bank of America, N.A., as administrative agent for the lenders, asks the U.S. Bankruptcy Court for the District of Delaware to deny, on a final basis, Security National Properties Funding III, LLC, et al.'s motion for authority to pay "critical provider" claims. BofA relates that on Oct. 18, 2011, the Court granted interim relief, and authorized the Debtors to pay up to $300,000 in prepetition obligations to alleged critical vendors through Nov. 8, 2011. The Debtors estimated that the total outstanding prepetition amount owed to the critical providers is $520,822. According to the BofA, the Debtors recently advised that they erred and failed to include interim critical provider payments in the budget. Additionally, the Debtors have already issued checks for the interim critical vendor payments to the recipient vendors. The Debtors continue to provide information regarding these payments to the lenders and Alvarez and Marsal, the lenders' financial advisors who is looking into the issue on the lenders' behalf. BofA notes that the Debtors' motion provides no information regarding the identity of the critical providers, other than perfunctory statements regarding the categories of some of the services involved, including janitorial, security, fire alarm and monitoring and elevator services. Moreover, BofA adds that it appears that a significant number of the critical providers are under contract with the Debtors to provide the goods and services. Thus, the relief requested in the motion may be unnecessary because the so-called critical providers are under a contractual obligation to continue performance under their respective contracts. The lenders reserve the right to join in or assert additional objections to the motion, either at, or prior to any hearing on the motion. BofA is represented by: Mark D. Collins, Esq. Julie A. Finocchiaro, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: collins@rlf.com finocchiaro@rlf.com = and - Lloyd A. Palans, Esq. Michelle McMahon, Esq. BRYAN CAVE LLP 1290 Avenue of the Americas New York, NY 10104 Tel: (212) 541-2000 Fax: (212) 541-4630 E-mails: lapalans@bryancave.com michelle.mcmahon@bryancave.com Keith M. Aurzada, Esq. BRYAN CAVE LLP JP Morgan Chase Tower 2200 Ross Avenue, Suite 3300 Dallas, TX 75201 Tel: (214) 721-8000 Fax: (214) 721-8100 E-mail: keith.aurzada@bryancave.com 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. SEQUENOM INC: FMR LLC Discloses 4.7% 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 4,707,388 shares of common stock of Sequenom Inc. representing 4.746% of the shares outstanding. As previously reported by the TCR on July 14, 2011, FMR LLC disclosed beneficial ownership of 14,848,645 shares or 14.9% equity stake. A full-text copy of the amended Schedule 13G is available for free at http://is.gd/kYfggw About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom reported a net loss of $120.85 million on $47.45 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $71.01 million on $37.86 million of total revenue during the prior year. The Company also reported a net loss of $51.98 million on $40.42 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $98.82 million on $33.70 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $152.99 million in total assets, $42.13 million in total liabilities and $110.85 million in total stockholders' equity. Ernst & Young LLP of San Diego, California, in its audit report attached to the 2010 financial statements, did not include a going concern qualification for Sequenom. E&Y, in its report on the 2009 results, expressed substantial doubt against Sequenom's ability as a going concern, noting that the Company "has incurred recurring operating losses and does not have sufficient working capital to fund operations through 2010." SHERIDAN GROUP: Incurs $963,225 Net Loss in Third Quarter --------------------------------------------------------- The Sheridan Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $963,225 on $67.01 million of net sales for the three months ended Sept. 30, 2011, compared with a net loss of $1.20 million on $67.86 million of net sales for the same period during the prior year. The Sheridan Group, Inc., reported a net loss of $5.9 million on $266.2 million of sales for 2010, compared with net income of $8.2 million on $293.9 million of sales for 2009. The Company also reported a net loss of $7.21 million on $200.20 million of net sales for the nine months ended Sept. 30, 2011, compared with net income of $946,449 on $200.58 million of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $230.36 million in total assets, $199.45 million in total liabilities and $30.91 million in total stockholders' equity. PricewaterhouseCoopers LLP, in Baltimore, Maryland, expressed substantial doubt about The Sheridan Group, Inc.'s ability to continue as a going concern. The independent auditors noted that the Company has a significant amount of current debt maturing within the next twelve months and will need to raise additional capital in order to settle these obligations. A full-text copy of the Form 10-Q is available for free at: http://is.gd/GI7UPM About The Sheridan Group Hunt Valley, Maryland-based The Sheridan Group, Inc. -- http://www.sheridan.com/-- is a specialty printer offering a full range of printing and value-added support services for the journal, catalog, magazine and book markets. As reported by the TCR on Sept. 16, 2011, Standard & Poor's Ratings Services lowered its corporate credit rating on Hunt Valley, Md.-based printing company The Sheridan Group Inc. to 'CCC+' from 'B-'. "The 'CCC+' corporate credit rating reflects Sheridan's ongoing thin margin of compliance with its minimum EBITDA covenant," said Standard & Poor's credit analyst Tulip Lim. "It also reflects our expectation of continued difficult operating conditions across the company's niche printing segments, its vulnerability to prevailing economic pressures, its high debt leverage, and the secular shift away from print media." SILVERSUN TECHNOLOGIES: Incurs $14,000 Third Quarter Net Loss ------------------------------------------------------------- Silversun Technologies, Inc., formerly known as Trey Resources, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $14,141 on $2.37 million of total net revenues for the three months ended Sept. 30, 2011, compared with net income of $730,785 on $1.90 million of total net revenues for the same period during the prior year. The Company also reported net income of $2.80 million on $7.82 million of total net revenues for the nine months ended Sept. 30, 2011, compared with net income of $343,359 on $5.52 million of total net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.11 million in total assets, $2.89 million in total liabilities, all current, and a $783,533 total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/kohkyN About SilverSun Livingston, N.J.-based SilverSun Technologies, Inc., formerly known as Trey Resources, Inc., focuses on the business software and information technology consulting market, and is looking to acquire other companies in this industry. SWK Technologies, Inc., the Company's subsidiary and the surviving company from the acquisition and merger with SWK, Inc., is a New Jersey-based information technology company, value added reseller, and master developer of licensed accounting and financial software published by Sage Software. SWK Technologies also publishes its own proprietary supply-chain software, the Electronic Data Interchange (EDI) solution "MAPADOC." SWK Technologies sells services and products to various end users, manufacturers, wholesalers and distribution industry clients located throughout the United States, along with network services provided by the Company. As reported in the TCR on April 2, 2011, Friedman LLP, in East Hanover, NJ, expressed substantial doubt about Trey Resources, Inc.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred substantial accumulated deficits and operating losses, and at Dec. 31, 2010, has a working capital deficiency of approximately $5.1 million. SMART-TEK SOLUTIONS: Delays Filing of Quarterly Report ------------------------------------------------------ Smart-Tek Solutions Inc. notified the U.S. Securities and Exchange Commission that it will be late in filing its Quarterly Report on Form 10Q for the period ended Sept. 30, 2011. The review of the financials by the outside auditors will be completed on or about Nov. 16, 2011. About Smart-tek Solutions Newport Beach, Calif.-based Smart-tek Solutions Inc. has two business lines. Through its wholly owned subsidiary Smart-Tek Communications Inc. the Company specializes in the design and development of Radio Frequency Identification (RFID) integration, monitoring and tracking solutions to meet industry demands. Through its wholly owned subsidiary Smart-Tek Automated Services Inc. the Company provides professional employer organization services. The Company's balance sheet at June 30, 2011, showed $4.44 million in total assets, $3.46 million in total liabilities, all current, and $983,163 in total stockholders' equity. John Kinross-Kennedy, of Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern. Mr. Kinross-Kennedy noted that that the Company has suffered recurring losses until the latest fiscal year, and has a working capital deficiency of $994,278 and a stockholders' deficiency of $438,164 at June 30, 2010. SPANISH BROADCASTING: Posts $8.7 Million Third Quarter Net Income ----------------------------------------------------------------- Spanish Broadcasting System, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $8.79 million on $36.41 million of net revenue for the three months ended Sept. 30, 2011, compared with net income of $3.07 million on $34.55 million of net revenue for the same period a year ago. The Company also reported net income of $17.54 million on $102.81 million of net revenue for the nine months ended Sept. 30, 2011, compared with net income of $11.68 million on $101.23 million of net revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $495.67 million in total assets, $441.65 million in total liabilities, $92.34 million in cumulative exchangeable redeemable preferred stock, and a $38.33 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/5uhBNJ About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. SP NEWSPRINT: Files Chapter 11 to Maximize Going Concern Value -------------------------------------------------------------- SP Newsprint Holdings LLC and its subsidiaries each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company intends to use the bankruptcy process to explore options to continue its business as a going concern. "As a result of weak economic conditions coupled with record prices for key raw materials the Company's profit margins have been reduced to levels that are not able to support servicing of current outstanding debt. Therefore, the Company is seeking court protection to maximize going concern value in an orderly manner," said Ed Sherrick, Chief Financial Officer. The Company is in the process of negotiating debtor-in-possession (DIP) financing with certain of its lenders and agreed upon use of cash collateral in the interim, which is expected to provide liquidity during the restructuring process. In connection with today's filings, the Company is requesting customary relief to support its customers and employees as the Company explores its options. SP Newsprint is seeking to retain Cahill Gordon & Reindel LLP and Richards, Layton & Finger as legal counsel. Information about the SP Newsprint restructuring is available at the Company's restructuring Web site, http://www.gcginc.com/cases/snpor via the Company's restructuring information line at 1-888-290-4881 . About SP Newsprint SP Newsprint Co., a Georgia company and the main operating company, is one of the largest producers of newsprint in North America. SP Recycling Corporation, a Georgia corporation and the Debtors' other operating company, was established in 1980 as a means for SP to secure a ready supply of recycled fiber, a key raw material for its newsprint. SPECTRAWATT INC: Files Creditor Payout Plan in Wake of Auction -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that after auctioning the machinery inside the New York factory that used to make solar panel parts, SpectraWatt Inc. filed a creditor payout plan that would spread roughly $5 million in sale money among its noteholders, owed about $41 million, and unsecured creditors. As reported in the Troubled Company Reporter on Nov. 7, 2011, The Hon. Cecelia G. Morris U.S. Bankruptcy Court for the Southern District Of New York authorized Spectrawatt, Inc., to sell substantially all of its assets to Canadian Solar, Inc. In an auction held Sept. 28, 2011, Canadian Solar, Inc., acquired all capital equipment of SpectraWatt, Inc. for $4.945 million. The Series A-1 Noteholders have agreed to allow the sale of the Purchased Assets upon the agreement of the Debtor to pay to the Series A-1 Noteholder Agent the proceeds of the sale of the Purchased Assets, less these costs, expenses and holdbacks. About SpectraWatt Inc. Based in Hopewell Junction, New York, SpectraWatt Inc. was spun off from Intel in June 2008 and raised $50 million through a sale of preferred stock to its former parent and other investors including Goldman Sachs Group Inc.'s Cogentrix Energy LLC, PCG Clean Energy and Berlin-based solar panel maker Solon SE. The Company has also issued about $36.7 million in senior secured convertible notes. The Company has a manufacturing facility in Hopewell Junction designed to generate over 200 megawatts of production per year. The plant began operations in January 2010 with an initial capacity of only 30 megawatts per year. The Company began winding down its affairs late last year after encountering setbacks and shut down the lone manufacturing facility in March, and fired all its workers. SpectraWatt filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 11-37366) on Aug. 19, 2011, in Poughkeepsie, New York. SpectraWatt estimated as much as $50 million in both debt and assets as of the Chapter 11 filing. Mark W. Wege, Esq., and Scott Davidson, Esq., at King & Spalding LLP, in Houston, Texas, is the proposed counsel for the Debtor. SPECTRAWATT INC: Court Approves Brad Walker as CRO and CEO ---------------------------------------------------------- SpectraWatt Inc. obtained authority from the Honorable Cecelia G. Morris to employ Brad Walker as its chief restructuring officer and chief executive officer. The Debtor is also authorized to retain Mr. Walker's associate, Daniel Warsowick to assist Mr. Walker in discharging his duties. Mr. Warsowick will assist Mr. Walker with various financial matters arising in the administration of the case and, in particular, will assist in preparing schedules, statements, and monthly operating reports Mr. Walker will be compensated and reimbursed for any related expenses in accordance with the engagement agreement between the parties. Mr. Walker will first draw down his $35,000 retainer in full before being paid any further sums by the Debtor. About SpectraWatt Inc. Based in Hopewell Junction, New York, SpectraWatt Inc. was spun off from Intel in June 2008 and raised $50 million through a sale of preferred stock to its former parent and other investors including Goldman Sachs Group Inc.'s Cogentrix Energy LLC, PCG Clean Energy and Berlin-based solar panel maker Solon SE. The Company has also issued about $36.7 million in senior secured convertible notes. The Company has a manufacturing facility in Hopewell Junction designed to generate over 200 megawatts of production per year. The plant began operations in January 2010 with an initial capacity of only 30 megawatts per year. The Company began winding down its affairs late last year after encountering setbacks and shut down the lone manufacturing facility in March, and fired all its workers. SpectraWatt filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 11-37366) on Aug. 19, 2011, in Poughkeepsie, New York. SpectraWatt estimated as much as $50 million in both debt and assets as of the Chapter 11 filing. Mark W. Wege, Esq., and Scott Davidson, Esq., at King & Spalding LLP, in Houston, Texas, is the proposed counsel for the Debtor. SPECTRAWATT INC: Seeks to Hire McCabe & Mack as Local Counsel -------------------------------------------------------------- SpectraWatt, Inc. seeks to employ McCabe & Mack LLP as local counsel to assist in its duties as debtor-in-possession and to assist its primary counsel, King & Spalding LLP, nunc pro tunc to July 28, 2011. The Debtor believes that the employment of McCabe & Mack will aid in reducing the amount of administrative expenses to be incurred in its bankruptcy case. The Debtor also believes that the Firm does not hold or represent an interest adverse to the bankruptcy estate and that it is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. About SpectraWatt Inc. Based in Hopewell Junction, New York, SpectraWatt Inc. was spun off from Intel in June 2008 and raised $50 million through a sale of preferred stock to its former parent and other investors including Goldman Sachs Group Inc.'s Cogentrix Energy LLC, PCG Clean Energy and Berlin-based solar panel maker Solon SE. The Company has also issued about $36.7 million in senior secured convertible notes. The Company has a manufacturing facility in Hopewell Junction designed to generate over 200 megawatts of production per year. The plant began operations in January 2010 with an initial capacity of only 30 megawatts per year. The Company began winding down its affairs late last year after encountering setbacks and shut down the lone manufacturing facility in March, and fired all its workers. SpectraWatt filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 11-37366) on Aug. 19, 2011, in Poughkeepsie, New York. SpectraWatt estimated as much as $50 million in both debt and assets as of the Chapter 11 filing. Mark W. Wege, Esq., and Scott Davidson, Esq., at King & Spalding LLP, in Houston, Texas, is the proposed counsel for the Debtor. STELLAR GT: Winning Bid to Be Presented at Nov. 18 Plan Hearing --------------------------------------------------------------- The Hon. Paul Mannes of the U.S. Bankruptcy Court for the District of Maryland has approved the revision of auction procedures. The revised auction Procedures provide for submission of final sealed bids by 2:00 p.m. Eastern Time on Nov. 14, 2011, except that Lender's final bid must be submitted by Nov. 13, 2011. Until the Definitive Bid Deadline, the Broker will engage in negotiations and discussions with (a) potential bidders who have not previously bid, and (b) qualified bidders from the first round of sealed bids, with the objective of obtaining higher and better offers by the Definitive Bid Deadline. The Revised Auction Procedures contemplate that by 5:00 p.m. on Nov. 17, 2011, the qualified bidder with the highest cash bid that exceeds Lender's highest credit bid will be declared the successful bidder, and its bid will be presented to the Court for approval at the confirmation hearing scheduled for Nov. 18, 2011. The Revised Bidding Procedures also contemplate selection of a backup bidder. As reported in the Troubled Company Reporter on Sept. 14, 2011, the Hon. Paul Mannes of the U.S. Bankruptcy Court for the District of Maryland authorized Stellar GT TIC LLC, and VFF TIC LLC, to sell all or substantially all of the Debtors' assets. The Debtors intended to sell a certain 891-unit multi-family high rise property (consisting of two 14-story apartment buildings) located at 8750 Georgia Avenue in Silver Spring, Maryland, and commonly known as The Georgian, which is subject to liens held by Wells Fargo Bank, N.A., as trustee for the registered holders of Deutsche Mortgage & Asset Receiving Corporation, COMM 2007- C9, Commercial Mortgage Pass-Through Certificates, U.S. Bank National Association, as trustee, as successor in interest to Bank of America, National Association, as trustee, as successor in interest to Wells Fargo Bank, N.A., as trustee for the registered holders of Deutsche Mortgage & Asset Receiving Corporation, CD 2007-CD5 Commercial Mortgage Pass-Through Certificates, and FCP Georgian Towers, LLC, all acting by and through Helios AMC, LLC, in its capacity as Special Servicer. The auction of the project will be conducted by the broker at: CB RICHARD ELLIS INC. Attn: William S. Roohan 250 West Pratt Street Baltimore, MD 21201 Tel: (410) 244-7100 Fax: (410) 244-3107 E-mail: bill.roohan@cbre.com The Lender is represented by: KILPATRICK TOWNSEND & STOCKTON LLP Mark D. Taylor, Esq. Suite 900, 607 14th Street, NW Washington, DC 20005-2018 Tel: (202) 508-5800 Fax: (202) 508-5858 - and - ZEICHNER ELLMAN & KRAUSE LLP Stephen F. Ellman, Esq. Jantra Van Roy, Esq. 575 Lexington Avenue New York, NY 10022 Tel: (212) 826-5353 Fax: (212) 753-0396 E-mail: sellman@zeklaw.com jvanroy@zeklaw.com About Stellar GT TIC and VFF TIC Stellar GT TIC LLC and VFF TIC LLC, owners of the Georgian apartments located at 8750 Georgia Avenue in Silver Spring, Maryland, filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case Nos. 11-22977 and 11-22980) on June 22, 2011. Judge Wendelin I. Lipp oversees the case. Michelle Maloney-Raymond is the case administrator. Matthew G. Summers, Esq., at Ballard Spahr LLP, serves as the Debtors' counsel. The Debtors negotiated a plan of reorganization before filing for Chapter 11. The proposed plan is premised on either (1) a sale of the project pursuant to an auction process or (2) a consensual restructuring of the secured debt. Broker CB Richard Ellis Inc. has been hired to conduct the sale. The auction rules provide that a first-round sealed bid would be required to be submitted by Aug. 24, 2011. The broker would then have until Sept. 5 to negotiate with the first-round bidders. Second- round sealed bids would be due Sept. 5. The highest second-round bid would be identified by Sept. 12. The highest bid would be submitted for approval at the confirmation hearing in October. Wells Fargo, the holder of a $207.6 million secured debt, can bid at the auction. The Lender is represented by Mark Taylor, Esq., at Kilpatrick Townsend & Stockton LLP, and Jantra Van Roy, Esq., at Zeichner Ellman & Krause LLP. The U.S. Trustee for Region 4 notified the Court that he has not appointed an unsecured creditors' committee in the Chapter 11 cases of Stellar GT TIC LLC and VFF TIC LLC. SUFFOLK BANCORP: Intends to Appeal Notice of NASDAQ Delisting ------------------------------------------------------------- Suffolk Bancorp disclosed that as expected, on Nov. 8, 2011, it received a Delisting Determination letter from NASDAQ for failing to timely file its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2011 and June 30, 2011 with the Securities and Exchange Commission in violation of Listing Rule 5250(c)(1). NASDAQ had previously granted Suffolk an exception until Nov. 7, 2011 to regain compliance with the Rule but Suffolk failed to file the Periodic Reports prior to that deadline. Suffolk intends to appeal this determination to a NASDAQ hearings panel by Nov. 15, 2011, which is the deadline for an appeal, and to request a stay of any delisting of Suffolk common stock until the hearing takes place and a decision is issued. The filing of the appeal will automatically stay a delisting until 15 calendar days after the date of the hearing request. Suffolk continues to work to file its Periodic Reports, as well as its Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2011. Suffolk is also working to file amended filings with respect to the periods ended Sept. 30, 2010, and Dec. 31, 2010, as previously announced on Aug. 10, 2011. Suffolk Bancorp is a one-bank holding company engaged in the commercial banking business through the Suffolk County National Bank, a full service commercial bank headquartered in Riverhead, New York. "SCNB" is Suffolk Bancorp's wholly owned subsidiary. Organized in 1890, the Suffolk County National Bank has 30 offices in Suffolk County, New York. SUNVALLEY SOLAR: Delays Filing of Quarterly Report on Form 10-Q --------------------------------------------------------------- SunValley Solar, Inc., notified the U.S. Securities and Exchange Commission that it will be late in filing its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2011. The Company was unable to compile the necessary financial information required to prepare a complete filing. Thus, the Company would be unable to file the periodic report in a timely manner without unreasonable effort or expense. The Company expects to file within the extension period. About Sunvalley Solar Sunvalley Solar, Inc., is a California-based solar power technology and system integration company. Since the inception of its business in 2007, the company has focused on developing its expertise and proprietary technology to install residential, commercial and governmental solar power systems. The Company's balance sheet at June 30, 2011, showed $3.88 million in total assets, $3.84 million in total liabilities and $36,619 total stockholders' equity. As reported in the TCR on April 8, 2011, Sadler, Gibb and Associates, LLC, in Salt Lake City, Utah, expressed substantial doubt about Sunvalley Solar's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had losses from operations of $375,839 and accumulated deficit of $958,924. According to the Company, the success of its business plan during the next 12 months and beyond will be contingent upon generating sufficient revenue to cover the Company's costs of operations /or upon obtaining additional financing. SUSTAINABLE ENVIRONMENTAL: Amends Form S-8 Registration Statement ----------------------------------------------------------------- Sustainable Environmental Technologies Corporation filed with the U.S. Securities and Exchange Commission a Post-Effective Amendment No. 1 to Form S-8 registration statement registering 20,000,000 shares of the Company's common stock, $0.001 par value per share, issuable under the Company's 2010 Incentive and Nonstatutory Stock Option Plan. This Amendment corrects that of the 20,000,000 shares of Common Stock issuable pursuant to the Equity Plan registered on Form S-8, 2,125,000 shares of Common Stock were previously issued pursuant to the 2010 Plan to certain Company employees, directors and consultants. Therefore this Amendment contains two parts. The first part contains a resale prospectus prepared in accordance with the requirements of General Instruction C to Form S-8 that covers resales of "restricted securities" and "control securities". This resale prospectus relates to the 2,125,000 previously issued shares of Common Stock pursuant to the 2010 Plan. The second part of this Registration Statement contains Information Required in the Registration Statement pursuant to Part II of Form S-8. A full-text copy of the amended prospectus is available for free at http://is.gd/SEmnYY About Sustainable Environmental Upland, Calif.-based Sustainable Environmental Technologies Corporation (formerly RG Global Lifestyles, Inc.) offers water and wastewater treatment engineering and construction services. The Company's balance sheet at June 30, 2011, showed $3.39 million in total assets, $3.50 million in total liabilities and a $101,562 total stockholders' deficit. During the quarter ended Dec. 31, 2010, the Company incurred an operating loss from continuing operations before income taxes of $265,464. As of Dec. 31, 2010, the Company had a working capital deficit of approximately $2.3 million. "These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company said in the filing. SW BOSTON: Wins Plan Confirmation Over Prudential's Challenge ------------------------------------------------------------- SW Boston Hotel Venture LLC and its affiliated debtors won confirmation of their Modified First Amended Joint Plan of Reorganization over the objection of Prudential Insurance Company of America. Prudential is the only creditor and class which voted against the Plan. All other classes of creditors accepted or are deemed to have accepted the Plan. The City of Boston cast its own vote in favor of the Plan. Prudential submitted a ballot rejecting the Plan on behalf of the City of Boston. Prudential is seeking to strike the City's vote and cast its own vote against the Plan on behalf of the City pursuant to an Intercreditor and Subordination Agreement. The Intercreditor Agreement between the City as Junior Lender and Prudential as Senior Lender is dated January 2009 and was executed in connection with the City's $10 million loan to SW to assist it in completing construction of the project. Prudential contends that the City agreed to assign its voting rights to Prudential based upon Section 8(c) of the Intercreditor Agreement. The Plan provides for payment in full of all allowed claims held by non-insiders from the income generated by the Debtors' operations and the sale of the Debtors' assets. The Debtors propose to sell the condominiums in the ordinary course of SW's business and the proceeds of the sales of the condominiums, and the assets and income of the affiliated Debtors will be used as necessary to pay allowed claims in full with interest. Under the Plan, Prudential is allowed a $180,803,187.86 claim in Class 2. The claim will be paid in full prior to March 31, 2014 with post-confirmation interest at a rate of 4.25%, or such other rate as determined by the Court. Prudential will retain its prepetition liens on the Debtors' property and it will be paid from condo sales. Prudential also will receive, on a monthly basis, the aggregate of the Debtors' cash in excess of working capital amounts. The Plan provides for Prudential to receive additional treatment as the Court determines is necessary to provide Prudential with the indubitable equivalent of the allowed claim. The City of Boston will be paid in full under the Plan including interest at the contract rate of 8%. The City is allowed a secured claim for $10,704,247. The City will only be paid interest on account of its secured claim pending payment in full of Prudential's claim. The City will retain its liens on the Debtors' property. Prudential asserts a laundry-list of objections to the Plan, including that it does not provide a fair and equitable treatment of Prudential's secured claim in violation of 11 U.S.C. Sec. 1129(b)(2) because it does not provide fair and equitable treatment of its claim due to the inadequate rate of interest to be paid to it on its restructured obligation. Prudential also maintains that the Plan is premised on the improper substantive consolidation of the Debtors which it asserts prejudices it, and violates the absolute priority rule which requires that, absent full satisfaction of a creditor's allowed claim, no member of a class junior in priority to the class of that creditor, may receive any distributions on account of their claim or interest. Prudential also argues that the Debtors' Plan is not feasible as it is based on projections that exceed historical performance and, accordingly, does not satisfy the requirement of 11 U.S.C. Sec. 1129(a)(11). Prudential also asserts that the Plan does not pay to creditors at least the amount they would receive in a Chapter 7 case and, thus, does not satisfy the "best interests of creditors" test set forth in 11 U.S.C. Sec. 1129(a)(7). The City opposes Prudential's exercise of its voting rights with respect to the Plan. It cast its own vote to accept the Plan and maintains that its vote in favor of the Plan is determinative of Class 3's acceptance, not Prudential's surrogate vote. The City argues that the purported assignment of voting rights in the Intercreditor Agreement is unenforceable as parties cannot contractually annul provisions of the Bankruptcy Code. The Debtors requested that the Plan be confirmed over the objection of Prudential. They point out that the Plan has been accepted by all creditors other than Prudential and it satisfies the requirements of 11 U.S.C. Sec. 1129 for a "cramdown," that is confirmation over the objection of the sole dissenting class, Prudential. The Debtors emphasize that the Plan provides for payment in full of all allowed, non-insider claims, plus post- confirmation interest, which amounts are to be paid from the Debtors' income from operations and sales of assets. The Debtors maintain that the treatment of its largest secured creditors, Prudential and the City, satisfy 11 U.S.C. Sec. 1129(b) because they are retaining their liens and receiving deferred cash payments which total their allowed claims and have a present value equal to their claims or the indubitable equivalent of their claims. They add that the Plan can be confirmed over the objection of either creditor, under the so-called "cramdown" method because the Plan complies with that subsection's requirements for treatment of the claim: either deferred cash payments with retention of liens until the claims are paid in full with interest, fair and equitable treatment, or the indubitable equivalent of the claim. The Debtors also argue that they have provided for the appropriate treatment of the City's claim as the Plan does not alter the debt service payments or the maturity date of the City's loan set forth in the loan documents and provides for payment by December 9, 2019. They state that principal and interest payments to the City as provided in the City loan documents will only begin after the Prudential claim has been paid in full, although the City will receive accrued interest and receive interest payments from the $4 million of cash collateral in the City Account subject to its lien. The Debtors also agree with the position of the City with respect to its voting rights, and request that the Court determine that the purported assignment of the City's voting rights is unenforceable and that Prudential is not entitled to vote the City's claim. As to the treatment of Prudential's claim, the Debtors submit that because Prudential's allowed claim will be paid in full by March 31, 2014 with post-confirmation interest at the rate of 4.25% per year, which sums will be payable from sales in the ordinary course of business of the condominium units that constitute Prudential's collateral, all of which reasonably protect Prudential's interest as mortgagee, the Plan provides for a proper treatment of Prudential's claim under all of the subsections of 11 U.S.C. Sec. 1129(b)(2). The Debtors argue that 4.25% is an appropriate and adequate rate of post-confirmation interest. They point to evidence they presented through credible expert opinions that there is no efficient market for comparable loans and that the amount of interest was formulated using the guidelines established by the Supreme Court in Till v. SCS Credit Corp., 541 U.S. 465 (2004). The Debtors criticize the opinion of Prudential's expert as being based on a number of erroneous assumptions. In particular, they point to the testimony that there is an efficient market for a loan with similar characteristics to Prudential's loan, the use of an inaccurate loan to value ratio, and the failure to recognize that the Plan is feasible. The Debtors maintain that the substantial and persuasive evidence they presented in support of the Plan establish that the Plan is feasible. They argue that their projections for the sale of condominiums over a three year period are reasonable and are supported by the record of sales during the pendency of their cases. In her Nov. 14, 2011 Memorandum, Bankruptcy Judge Joan N. Feeney held that the Plan satisfies the applicable confirmation requirements including those contested by the sole objecting party, Prudential. The Court also held that the assignment of voting rights by the City to Prudential is not enforceable, the City's vote accepting the Plan was valid, and Prudential cannot be permitted to reject the Plan on behalf of the City. Moreover, because three other impaired classes voted to accept the Plan, the voting dispute between Prudential and the City is irrelevant. The Court also ruled that Prudential's argument that the City is receiving amounts contrary to the Intercreditor Agreement is without merit. As the City correctly points out, its interest in the City Account with a balance of approximately $4 million is not subject to Prudential's liens, and it is only receiving interest payments from that account until Prudential is paid in full. The Court said the Debtors' proposed treatment of Prudential's allowed secured claim over its objection meets the requirements for a cramdown under 11 U.S.C. Sec. 1129(b)(2)(A). Prudential will retain its lien and receive payments with interest at an appropriate rate from the sale of the condominiums, a lien it will retain until its claim its allowed secured claim is paid in full. The Debtors intend to satisfy Prudential's lien in a relatively short period of time, rapidly amortizing the loan no later than March 31, 2014. The Debtors' treatment of Prudential's secured claim is fair and equitable and does not unfairly discriminate. Moreover, the Plan provides Prudential with the indubitable equivalent of its claim and the treatment complies with the requirements of 11 U.S.C. Sec. 1129(b)(2)(A)(i) and (iii). About SW Boston Hotel Boston, Massachusetts-based SW Boston Hotel Venture LLC is the developer of the W Hotel in Boston. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 10-14535) on April 28, 2010. Harold B. Murphy, Esq., and Natalie B. Sawyer, Esq., at Hanify & King, P.C., is the Debtors' bankruptcy counsel. Edwards Angell Palmer & Dodge LLP is the Company's special counsel. The Company estimated its assets and debts at $100 million to $500 million. The debtor-affiliates are Auto Sales & Service, Inc., General Trading Company, Frank Sawyer Corporation, 100 Stuart Street, LLC, 30-32 Oliver Street Corporation, General Land Corporation, and 131 Arlington Street Trust. Prudential is represented in the case by: Gina L. Martin, Esq. GOODWIN PROCTER LLP Exchange Place 53 State Street Boston, MA 02109 Tel: (617) 570-1000 Fax: (617) 523-1231 E-mail: gmartin@goodwinprocter.com - and - Emanuel C. Grillo, Esq. GOODWIN PROCTER LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 Tel: (212) 813-8800 Fax: (212) 355-3333 TALON INTERNATIONAL: Incurs $126,000 Third Quarter Net Loss ----------------------------------------------------------- Talon International, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $126,020 on $9.40 million of net sales for the three months ended Sept. 30, 2011, compared with a net loss of $1.24 million on $9.27 million of net sales for the same period during the prior year. The Company reported a net loss of $1.46 million on $41.46 million of net sales for the year ended Dec. 31, 2010, compared with a net loss of $2.69 million on $38.67 million of net sales during the prior year. The Company also reported net income of $129,377 on $31.38 million of net sales for the nine months ended Sept. 30, 2011, compared with a net loss of $1.44 million on $32.48 million of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $15.37 million in total assets, $9.41 million in total liabilities, $19.89 million in Series B Convertible Preferred Stock, and a $13.93 million total stockholders' deficit. "Our sales performance for the quarter and year-to-date reflect a mixture of important strategic wins, overshadowed by competitive and economic challenges," noted Lonnie Schnell, Talon's CEO. "During 2011 we have seen solid growth in sales from our Trim Products, and we have added more than a dozen new customers to our approved zipper nominations representing in excess of 10% of our zipper sales year-to-date. Our year-to-date zipper sales to mass merchandise retailers however have declined by over $3.0 million from the same period in 2010 as a consequence of increased competition from newly approved low-cost Asian manufacturers." A full-text copy of the Form 10-Q is available for free at: http://is.gd/49QESB About Talon International Woodland Hills, Calif.-based Talon International, Inc. (OTC BB: TALN) -- http://www.talonzippers.com/-- is a global supplier of apparel fasteners, trim and interlining products to manufacturers of fashion apparel, specialty retailers, mass merchandisers, brand licensees and major retailers. Talon manufactures and distributes zippers and other fasteners under its Talon(R) brand, known as the original American zipper invented in 1893. Talon also designs, manufactures, engineers, and distributes apparel trim products and specialty waistbands under its trademark names, Talon, Tag-It and TekFit, to more than 60 apparel brands and manufacturers including Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor, Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen, Reebok and Juicy Couture. Talon has offices and facilities in the United States, United Kingdom, Hong Kong, China, and Bangladesh. TELEFLEX INC: S&P Affirms 'BB' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook on Teleflex to stable from positive, reflecting insufficient improvement in financial metrics over the past year to warrant an upgrade at this time. "We are affirming our 'BB' corporate credit rating," S&P said. "Margin improvement resulting from volume growth and favorable pricing actions has been offset by pricing erosion in certain geographies, as well as higher manufacturing and commodity costs," said Standard & Poor's rating analyst Cheryl Richer. "As a result, EBITDA margins are slightly below our expectations. In addition, the level of debt has increased modestly over the past year, and profitability of divested industrial businesses was slightly higher than that of the medical business. As a result, adjusted debt to annualized EBITDA from the continuing health care businesses of about 3.5x and funds from operations (FFO) to debt of about 23% have not reached levels expected one year ago; we expected ratios of under 3x and over 25%, respectively. However, given a sizeable cash balance, future debt repayment, or cash- financed acquisitions that bolster EBITDA, could accelerate financial strengthening." "The ratings on medical device developer and manufacturer Teleflex Inc. reflect our expectation that revenues will grow at an annual rate in the low- to mid-single digits as a result of growth in medical procedures, market share gains, and price increases. We expect margins to increase by about 100 basis points annually over the next few years as a result of these factors, as well as efforts to improve manufacturing efficiencies. Still, a significant financial risk profile reflects debt leverage of 3.4x (annualized third quarter of 2011) and FFO to debt below 25%, although liquidity is strong. The company's fair business risk profile reflects some concentration in anti-infective, catheter- based technologies as well as competitive threats. Despite Teleflex's brand recognition, broad customer base, and long-term customer relationships, its medical products compete with those of significantly larger industry participants such as Ethicon (a division of Johnson & Johnson), Smith & Nephew, Bard (C.R.) Inc., and CareFusion Corp.," S&P said. TRADE UNION: Court Approves Settlement with Bank Group Lenders -------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California granted the motion of Trade Union International, Inc. and Duck House, Inc., approving (i) a Settlement and compromise of Disputes with the Bank Group Lenders and (ii) Ancillary Loan Modification Documents. The parties to the Settlement Agreement are the Debtors, Wen Pin Chang, an individual, Mei Lien Chang, an individual, and Wen Pin Chang And Mei Lien Chang as Trustees of the Chang Revocable Trust u/t/a Sept. 20, 1996, on the one hand, and Cathay Bank, a California banking corporation, as agent for itself and Chinatrust Capital Corporation, successor in interest to ChinaTrust Bank U.S.A. as a lender, and Cathay as L/C Issuer. Upon review of the Settlement and taking into consideration the probability of success in litigation involving the claims associated with the Settlement; the complexity; the expense; and the inconvenience and delay necessarily attending that litigation, the Court finds that the Settlement is fair and equitable and is in the best interests of the bankruptcy estates and their creditors. The Debtors' settlement with and release of the Lenders under the terms and conditions set forth in the Loan Modification Agreement, as modified and amended at the hearing on the Motion and as evidenced by Settlement Agreement and ancillary loan modification documents identified in the Notice, is approved on a final basis. The Debtors are authorized to immediately enter into the Loan Modification Agreement with the Lenders, which provides for, among other things, a new revolving line of credit capped at $5,000,000, with the initial advance to be determined at the time of closing, and four term loans: Term A in the principal amount of $1,370,000; Term B in the amount of $1,620,000; Term C in the amount of $5,500,000; and Term D in the face amount of $400,000. The Debtors are also authorized to assign, grant and convey to the Bank Group liens in favor of the Bank Group against the Debtors' assets that are identified to serve as collateral for the Bank Group in accordance with the terms of Settlement Agreement, the Loan Modification Agreement, and the ancillary loan modification documents, no matter of what or where the collateral is located. The Bank Group Lenders are entitled to all of the protections of a postpetition lender pursuant to the provisions of Section 364(e) of the Bankruptcy Code and the Order, and the liens and protections of the Settlement and the Financing will be binding and protect the Bank Group Lenders even if the Order is reversed or modified on appeal. In a separate filing, the Court also approved a stipulation among the Debtors, Cathay Bank, and the Official Committee of Unsecured Creditors with respect to the Tenth Modification, which contains a definition of "Effective Date" and a condition precedent to the effectives of the agreement. The Tenth Modification agreement is so modified. About Trade Union Montclair, California-based Trade Union International Inc. supplies aftermarket aluminum alloy wheels and wheel and truck accessories. It filed for Chapter 11 bankruptcy protection on January 31, 2011 (Bankr. C.D. Calif. Case No. 11-13071). In its schedules, the Debtor disclosed $11,350,971 in assets and $19,826,869 in liabilities. Affiliate Duck House, Inc., a California corporation, filed a separate Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-13072)on Jan. 27, 2011. Duck House, Inc., specializes in designing products for sports enthusiasts. Trade Union and Duck House are each owned one-half by Wen Pin Chang and one-half by Mei Lien Chang. The Debtors sought bankruptcy protection after the bank cut off access to the bank account and said sought appointment of a receiver. James C. Bastian, Jr., Esq. -- jbastian@shbllp.com -- at Shulman Hodges & Bastian LLP, in Irvine, Calif., serves as the Debtor's bankruptcy counsel. Robert E. Opera, Esq., and Richard H. Golubow, Esq. -- ropera@winthropcouchot.com and rgolubow@winthropcouchot.com -- at Winthrop Couchot PC, in Newport Beach, Calif., serve as the general insolvency counsel of the Official Committee of Unsecured Creditors. As reported in the TCR on Sept. 29, 2011, Trade Union International Inc. won confirmation of a reorganization plan where the owners maintain control in return for a contribution of about $500,000. The secured bank debt of some $11.5 million was rolled over into a new secured obligation. Unaffiliated unsecured creditors with claims of about $900,000 will be paid $750,000 in installments through 2016. The owners in effect subordinated unsecured claims of some $9 million. TRANSATLANTIC PETROLEUM: Posts $328,000 Net Loss in 3rd Qtr. ------------------------------------------------------------ TransAtlantic Petroleum Ltd. filed its quarterly report on Form 10-Q, reporting a net loss of $328,000 on $32.0 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $11.8 million on $18.7 million of revenues for the same period of 2010. For the nine months ended June 30, 2011, the Company had a net loss of $41.3 million on $92.7 million of revenues, compared with a net loss of $39.5 million on $45.9 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $512.0 million in total assets, $264.1 million in total liabilities, and stockholders' equity of $247.9 million. As reported in the TCR on April 27, 2011, KPMG LLP, in Calgary, Canada, expressed substantial doubt about TransAtlantic Petroleum'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 from operations, has a working capital deficiency and significant commitments. A complete text of the Form 10-Q is available for free at: http://is.gd/ve3woZ Istanbul, Turkey-based TransAtlantic Petroleum Ltd. (TSX: TNP)(NYSE-AMEX: TAT) -- http://www.transatlanticpetroleum.com/-- is a vertically integrated, international energy company engaged in the acquisition, development, exploration, and production of crude oil and natural gas. The Company holds interests in developed and undeveloped oil and gas properties in Turkey, Morocco, Bulgaria and Romania. The Company owns its own drilling rigs and oilfield service equipment, which it uses to develop its properties in Turkey. In addition, the Company's drilling services business provides oilfield services and drilling services to third parties in Turkey and Iraq. TRANSWEST RESORT: Court Sets Nov. 28 Plan Confirmation Hearing -------------------------------------------------------------- Transwest Resort Properties, Inc., et al., have filed a disclosure statement in support of their second amended and restated Joint Plan of Reorganization, filed Oct. 4, 2011. The Court will hold hearings on the confirmation of the Plan on Monday, Nov. 28, 2011, at 10:00 a.m. The Court has tentatively set aside Dec. 1, 2, 5, 6, and 9, 2011, as continued confirmation hearing dates. The Plan contemplates a comprehensive restructuring of the Debtors' capital structure by re-sizing and modifying the Mortgage Loan secured by the Resorts and the immediate investment of $30.0 million of new capital in the Debtors to facilitate the Plan and a multi-year property improvements plan that will devote over approximately $33 million to refurbishing the Resort. A newly formed holding company ("Newco") that will be fully capitalized by Southwest Value Partners Fund XV, L.P. ("SWVP"), an affiliate of Southwest Value Partners, will put up the $30 million in new capital. The capital infusion in the Reorganized Debtors (i.e., the Operating Debtors as reorganized under the Plan), together with the cash held by the Debtors on the Effective Date and additional funds that they expect to receive in connection with negotiating new management agreements for the Resorts, will be used to fund not less than $14.5 million in improvements to the Resorts, establish reserve accounts and make certain payments under the Plan, including distributions to unsecured creditors that would not be available in a liquidation of the Debtors. Following the Effective Date, the Reorganized Debtors will continue to own the Resorts. The Reorganized Debtors will use the income and proceeds derived from operation of the Resorts to fund the obligations under the Plan. Importantly, the Reorganized Debtors will reserve 6% of gross operating revenue expressly for purposes of making capital improvements. The Plan classifies the various Claims and Equity Interests into ten (10) Classes: Class 1 - Senior Lender Secured Claims Class 2 - EZ Trader Secured Claim Class 3 - GE Capital Secured Claim Class 4 - Convenience Unsecured Claims Class 5 - Unsecured Trade Creditor Claims Class 6 - General Unsecured Claims Impaired Class 7 - Mezzanine Lender Claims Impaired Class 8 - Subordinated Penalty Claims Class 9 - TRP Creditor Claims Class 10 - Equity Interests And Subject Insider Claims Classes 1 through 7 are all impaired and thus entitled to vote. The Class 1 Senior Lender Secured Claims will be restructured in a manner that, based on the current and projected future performance of the Resorts, will allow the Senior Lender to receive a significant recovery of its Allowed Secured Claim. Specifically, the Holder of the Class 1 Senior Lender Claims will receive interest only months payments for 36 consecutive months. Beginning on the first day of the 37th calendar month and continuing for 82 consecutive months thereafter, the Reorganized Debtors will make payments of principal and interest calculated on a 30-year amortization. The Replacements Notes will each be fully due and payable 120 months after the date the first payment is due. The Secured Claims of EZ Trader LLC and GE Capital/GE Capital Solutions will also be restructured in a manner that will allow them to receive a full recovery on account of their Allowed Secured Claims. Each Holder of an Allowed Class 5A claim against Transwest Tucson Property L.L.C. will receive 40% of his Class 5A Claim in 4 equal annual installments payable on the first Business Day of March beginning in 2012. No interest will be paid on any Class 5A Unsecured Trade Creditor Claims. Each Holder of an Allowed Class 5B claim against Transwest Hilton Head Property L.L.C. will receive 40% of his Class 5A Claim in 4 equal annual installments payable on the first Business Day of July beginning in 2012. No interest will be paid on any Class 5A Unsecured Trade Creditor Claims. On the later of the date sixty (60) days after the Effective Date or the applicable Claim Payment Date, each holder of an Allowed Class 6 Claim will receive: (a) A Cash payment equal to a pro rata share of the Unsecured Creditor Fund (with reserves for Disputed Claims, which will later be distributed to the holders of Allowed Class 6 Claims to the extent not paid with respect to such Disputed Claims); and (b) A Class 6 Membership Appreciation and Cash Flow Certificate that will entitle the holder to a pro rata right to share in the cash flow, and appreciation in the Reorganized Debtors' memberships equity securities, if certain conditions are met. Holders of Class 8 Penalty Claims will be paid nothing on account of their claims under the Plan. Class 8 is impaired, but because it will receive no distributions it will not vote and will be deemed to reject the Plan. Class 9 consists of all the Claims of creditors of Transwest Resort Properties, Inc., including but not limited to, SGC Hotel DLP, LP, the United States Internal Revenue Service, and certain state taxing authorities. On the Effective Date, Transwest Resort Properties, Inc.'s Reorganization Case will be dismissed and the Holders of Class 9 Claims will be free to pursue any and all legal, equitable or contractual remedies as existed as of the Petition Date. Class 9 Claims are not impaired. Class 10 consists of all of the Equity Interests in the Level II Debtors and the Operating Debtors, and the Subject Insider Claims. On the Effective Date, all Equity Interests in the Debtors will be automatically canceled and voided. All holders of Equity Interests and Subject Insider Claims will receive nothing on account of those Equity Interests and Subject Insider Claims. The holders of Class 10 Equity Interests and Subject Insider Claims will not receive or retain anything under the Plan, and thus Class 10 is deemed to reject the Plan. A copy of the Disclosure Statement to Second Amended and Restated Joint Plan of Reorganization dated Oct. 4, 2011, is available for free at http://bankrupt.com/misc/transwestresort.dkt582.pdf About Transwest Resort Tucson, Arizona-based Transwest Resort Properties, Inc., indirectly owns an interest in two companies, Transwest Tucson Property, L.L.C., and Transwest Hilton Head Property, L.L.C. These two companies each own and manage a resort hotel: the Westin La Paloma Resort and Country Club in Tucson, Arizona (the "La Paloma Resort" or "La Paloma"), which is owned and managed by Transwest Tucson Property, L.L.C., and the Westin Hilton Head Island Resort and Spa on Hilton Head Island in South Carolina (the "Hilton Head Resort," and collectively with La Paloma, the "Resorts"), which is owned and managed by Transwest Hilton Head Property, L.L.C. TRP, Transwest Tucson Property, and Transwest Hilton Head property are affiliates of Transwest Partners, a real estate development and investment firm which has been active in the hospitality sector in Southern Arizona and Sonora, Mexico. Transwest Tucson Property is a wholly owned subsidiary of Transwest Tucson II, L.L.C. Transwest Hilton Head Property is a wholly owed subsidiaryof Transwest Hilton Head II, L.L.C. TRP filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37134) on Nov. 17, 2010. Kasey C. Nye, Esq., Susan g. Boswell, Esq., and Elizabeth S. Fella, Esq., at Quarles & Brady LLP, in Tucson, Ariz., assist the Debtor in its restructuring effort. The Debtor estimated its assets at up to $50,000 and debts at $10 million to $50 million. Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz. Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D. Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D. Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C. (Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11 petitions on Nov. 17, 2010. BeachFleischman PC serves as tax preparer and advisor, accountant and auditor. Hundley & Company, LLC, serves as financial restructuring and interest rate experts, and Hospitality Real Estate Counselors as valuation consultant and expert. Transwest Hilton Head Property estimated assets at $10 million to $50 million and debts at $100 million to $500 million. Transwest Tucson Property estimated assets at $50 million to $100 million and debts at $100 million to $500 million. The U.S. Trustee appointed an Official Committee of Unsecured Creditors on Dec. 15, 2010. TRAVELPORT HOLDINGS: Incurs $26 Million Net Loss in 3rd Quarter --------------------------------------------------------------- Travelport Limited filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $26 million on $509 million of net revenue for the three months ended Sept. 30, 2011, compared with net income of $24 million on $488 million of net revenue for the same period during the prior year. The Company also reported net income of $256 million on $1.57 billion of net revenue for the nine months ended Sept. 30, 2011, compared with net income of $25 million on $1.54 billion of net revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $3.43 billion in total assets, $4.21 billion in total liabilities and a $780 million total deficit. "We continue to gain momentum on our commercial objectives of enhanced travel content aggregation, the deployment of new point of sale technologies for travel agencies and travel product suppliers, and expanding our geographic and customer segment footprints. I am pleased to report solid results for the quarter, with revenue up 4%, volume up 3% and Adjusted EBITDA in line with management expectations despite the uncertain economic climate in many key geographies." A full-text copy of the Form 10-Q is available for free at: http://is.gd/pr0HJr About Travelport Holdings Travelport Holdings is the direct parent of Travelport Limited, is a broad-based business services company and a leading provider of critical transaction processing solutions to companies operating in the global travel industry. With a presence in 160 countries and approximately 3,500 employees, Travelport is comprised of the global distribution system (GDS) business, which includes the Galileo and Worldspan brands and its Airline IT Solutions business, which hosts mission critical applications and provides business and data analysis solutions for major airlines. Travelport also owns approximately 48% of Orbitz Worldwide (NYSE: OWW), a leading global online travel company. Travelport is a private company owned by The Blackstone Group, One Equity Partners, Technology Crossover Ventures, and Travelport management. Travelport Holdings Limited is a holding company with no direct operations. Its principal assets are the direct and indirect equity interests it holds in its subsidiaries, including Travelport Limited. Travelport Limited, a direct subsidiary of Travelport Holdings Limited, reported net income of $283 million on $1.061 billion of of net revenue for the six months ended June 30, 2011, compared with net income of $1 million on $1.056 billion of net revenue for the same period of 2010. Results for the six months ended June 30, 2011, includes gain of $312 million, net of tax, from the sale of sale of the Gullivers Travel Associates ("GTA") business to Kuoni Travel Holdings Limited ("Kuoni"). The sale was completed on May 5, 2011. Loss from continuing operations was $4 million during the six months ended June 30, 2011, compared with a loss of $2 million for the same period of 2010. * * * As reported by the TCR on Oct. 10, 2011, Standard & Poor's Ratings Services lowered its long-term corporate credit ratings on travel services provider Travelport Holdings Limited (Travelport Holdings) and indirect subsidiary Travelport LLC (Travelport) to 'SD' (selective default) from 'CC'. The downgrades follow the implementation of a capital restructuring, which was necessary because of the Travelport group's high leverage, weak liquidity, and the upcoming maturity of its $693 million (as of end-June 2011) PIK loan in March 2012. "According to our criteria, we view this restructuring as a distressed exchange and tantamount to a default (see 'Rating Implications Of Exchange Offers And Similar Restructurings, Update,' published May 12, 2009, on RatingsDirect on the Global Credit Portal)," S&P related. TRAVELPORT INC: Bank Debt Trades at 14% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Travelport, Inc., is a borrower traded in the secondary market at 85.61cents-on-the- dollar during the week ended Friday, Nov. 11, 2011, a drop of 0.77 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Aug. 23, 2015, and carries Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Travelport Holdings Travelport Holdings is the direct parent of Travelport Limited, is a broad-based business services company and a leading provider of critical transaction processing solutions to companies operating in the global travel industry. With a presence in 160 countries and approximately 3,500 employees, Travelport is comprised of the global distribution system (GDS) business, which includes the Galileo and Worldspan brands and its Airline IT Solutions business, which hosts mission critical applications and provides business and data analysis solutions for major airlines. Travelport also owns approximately 48% of Orbitz Worldwide (NYSE: OWW), a leading global online travel company. Travelport is a private company owned by The Blackstone Group, One Equity Partners, Technology Crossover Ventures, and Travelport management. Travelport Holdings Limited is a holding company with no direct operations. Its principal assets are the direct and indirect equity interests it holds in its subsidiaries, including Travelport Limited. Travelport Limited, a direct subsidiary of Travelport Holdings Limited, reported net income of $283 million on $1.061 billion of net revenue for the six months ended June 30, 2011, compared with net income of $1 million on $1.056 billion of net revenue for the same period of 2010. Results for the six months ended June 30, 2011, includes gain of $312 million, net of tax, from the sale of sale of the Gullivers Travel Associates ("GTA") business to Kuoni Travel Holdings Limited ("Kuoni"). The sale was completed on May 5, 2011. Loss from continuing operations was $4 million during the six months ended June 30, 2011, compared with a loss of $2 million for the same period of 2010. Travelport Limited's balance sheet at June 30, 2011, showed $3.680 billion in assets, $4.136 billion in total liabilities, and a stockholders' deficit of $456 million. TRIBUNE CO: Bank Debt Trades at 38% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 61.82 cents-on-the- dollar during the week ended Friday, Nov. 11, 2011, an increase of 1.72 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2014. Moody's has withdrawn its rating on the loan. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIUS THERAPEUTICS: Reports $14.3-Mil. 3rd Quarter Net Income ------------------------------------------------------------- Trius Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $14.31 million on $30.43 million of total revenues for the three months ended Sept. 30, 2011, compared with a net loss of $8.49 million on $1.94 million of total revenues for the same period during the prior year. The Company reported a net loss of $23.86 million on $8.03 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $22.68 million on $5.01 million of total revenues during the prior year. The Company also reported a net loss of $5.73 million on $36 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $15.11 million on $5.51 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $77.02 million in total assets, $15.64 million in total liabilities and $61.38 million in total stockholders' equity. "We are pleased to report our consistent achievement of objectives since our IPO in August 2010," said Jeffrey Stein, Ph.D., president and chief executive officer of Trius. "We look forward to continuing our track record of solid execution in our clinical trials and company development." A full-text copy of the Form 10-Q is available for free at: http://is.gd/FenpVE About Trius Therapeutics San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) -- http://www.triusrx.com/-- is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibiotics for serious, life-threatening infections. The Company's first product candidate, torezolid phosphate, is an IV and orally administered second generation oxazolidinone being developed for the treatment of serious gram-positive infections, including those caused by MRSA. In addition to the company's torezolid phosphate clinical program, it is currently conducting two preclinical programs using its proprietary discovery platform to develop antibiotics to treat infections caused by gram-negative bacteria. The Company has incurred losses since its inception and it anticipates that it will continue to incur losses for at least the next several years. The Company does not anticipate that its existing working capital, including the funds received on Aug. 6, 2010, from its IPO, alone will be sufficient to fund its operations through the successful development and commercialization of torezolid phosphate or any other products it develops. As a result, the Company says it will need to raise additional capital to fund its operations and continue to conduct clinical trials to support potential regulatory approval of torezolid phosphate and any other product candidates. TRONOX INC: Environmental Liability Suit Trial Set for May 15 ------------------------------------------------------------- Hilary Russ at Bankruptcy Law360 reports that Tronox Inc.'s $15 billion lawsuit against Anadarko Petroleum Corp. over a spinoff that allegedly saddled it with insurmountable environmental liabilities is scheduled to go to trial May 15, though a New York bankruptcy judge nudged the parties toward mediation Monday. Law360 relates that with Anadarko and once-bankrupt Tronox each possibly presenting testimony from at least four expert witnesses -- and with some executives possibly taking the stand -- attorneys said the trial could last at least eight weeks. About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on Jan. 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156), before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represented the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants served as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders were appointed in the cases. The Creditors Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until Sept. 30, 2008, Tronox was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of Dec. 31, 2008, Tronox had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors' First Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated November 5, 2010. Under the Plan, Tronox reorganized around its existing operating businesses, including its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia. TROPICANA ENT: Proposes Liberty Mutual Settlement ------------------------------------------------- Tropicana Entertainment, LLC, and the other Reorganized OpCo Debtors ask the U.S. Bankruptcy Court for the District of Delaware to approve a settlement agreement between Aztar Corporation and all of its affiliates, parents, and subsidiaries, and Liberty Mutual Fire Insurance Company and all of its affiliates, parents, and subsidiaries in connection with closing out and finalizing the Parties' financial liabilities under the insurance policies provided by Liberty Mutual to the Reorganized OpCo Debtors. The Release/Retrospective Premium/Deductible Advance Reimbursement Buyout settlement provides for these terms: * In consideration of the Reorganized OpCo Debtors' payment of $175,000, Liberty Mutual agrees to release the Reorganized OpCo Debtors and any of their affiliates, parents, and subsidiaries from any future premium payments or other financial obligations that might arise under the Policies. * The Reorganized OpCo Debtors agree to pay Liberty Mutual the Settlement Amount from the proceeds of an existing letter of credit in the amount of $1,140,595. The remaining funds from the letter of credit, amounting to $965,595, will be returned to the Reorganized OpCo Debtors upon receipt of a fully executed copy of the Settlement Agreement and entry of an order approving the settlement. * The Settlement Agreement is limited to the Reorganized OpCo Debtors' financial obligations to Liberty Mutual under the Policies and will have no effect on Liberty's continuing obligation to defend and indemnify the Reorganized OpCo Debtors against covered claims, together with all other obligations under the Policies, subject to certain terms, conditions, limitations and exclusions. Other than the Reorganized OpCo Debtors' financial obligations released under the Settlement Agreement, nothing in the settlement will otherwise alter the terms, conditions, limitations, exclusions or scope of coverage of the Policies. * The Reorganized OpCo Debtors agree to release and discharge Liberty Mutual of and from any obligation to pay or refund any and all credits, return premiums or any other sums due to the Debtors that may arise under the Policies. The release and discharge will include any financial or monetary claims the Reorganized OpCo Debtors may have against Liberty under the Policies. * Liberty Mutual agrees to withdraw, with prejudice, Claim Nos. 78 and 646 filed in the Chapter 11 cases of Adamar of New Jersey, Inc., Case No. 09-20711, filed in the U.S. Bankruptcy Court for the District of New Jersey. The Settlement Agreement will give the Reorganized OpCo Debtors certainty as to the amounts owed under the Policies, and Liberty Mutual will be prevented from looking to the Reorganized OpCo Debtors for payment of defense costs and other similar obligations under the Policies that are unknown at this time. This certainty allows the Reorganized OpCo Debtors to move forward expeditiously with the administration of their estates, final payment of claims, and the closing of the Chapter 11 cases, according to Lee E. Kaufman, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Tropicana Entertainment Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENT: Wimar Asserts Priority Treatment of Claim -------------------------------------------------------- In connection with its motion for approval of its $2 million administrative expense claim notes that Tropicana entities known as the Reorganized OpCo Debtors have cited three cases to support their opposition to the admin. claim. Sandra G. M. Selzer, Esq., at Greenberg Traurig, LLP, in Wilmington, Delaware -- selzers@gtlaw.com -- on behalf of Wimar Tahoe Corporation, points out that these cases involve some form of temporary staffing agency providing workers for a fee. Wimar Tahoe's prepetition payroll claim is different than those of an employment agency because Wimar provided the Debtors with employees and paid their wages, Ms. Selzer asserts. Wimar Tahoe seeks reimbursement of those wage payments, without markup or a fee, she continues. Wimar Tahoe is not an individual and was not an employee of the Debtors, but one court has stated that Section 507(a)(4) of the Bankruptcy Code is not limited to employee claimants, Ms. Selzer says, citing In re Corcoran, No. 10-00741, 2010 WL 5207589 (Bankr. D. Haw. Dec. 16, 2010). Ms. Selzer emphasizes that Wimar Tahoe is entitled to priority treatment for the payment of prepetition payroll under Section 507(a)(4). In addition, Wimar seeks these same funds under its alternative claim for administrative expenses as a result of its substantial contribution to the Reorganized Debtors' estates under Section 503(b)(3)(D) of the Bankruptcy Code, which has already been fully briefed. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Tropicana Entertainment Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENT: LandCo Debtors File 3rd Qtr. Post-Conf. Report ------------------------------------------------------------- Marie Ramsey, vice president of finance of the LandCo Debtors, submitted separate post-confirmation quarterly summary reports of the LandCo Debtors for the reporting period from July 1, 2011, to September 30, 2011: Beginning Ending LandCo Debtor Cash Balance Cash Balance ------------- ------------ ------------ Adamar of Nevada Corporation $0 $0 Hotel Ramada of Nevada Corporation 0 0 Tropicana Development Company LLC 0 0 Tropicana Enterprises 0 0 Tropicana Las Vegas Holdings, LLC 0 0 Tropicana Las Vegas Resort and Casino, LLC 0 0 Tropicana Real Estate Company, LLC 0 0 The Chapter 11 Plan of the LandCo Debtors was confirmed on May 5, 2009, and was subsequently declared effective on July 1, 2009. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Tropicana Entertainment Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENT: OpCo Debtors File 3rd Qtr. Post-Conf. Report ----------------------------------------------------------- Lance Millage, chief financial officer and treasurer of Tropicana Entertainment Inc., submitted a post-confirmation quarterly summary report of the Reorganized OpCo Debtors for the reporting period of July 1, 2011, through September 30, 2011. Tropicana Entertainment, LLC Cash Sources/Uses Summary For the Period July 1 to September 30, 2011 Unaudited Beginning cash balance $76,212,031 All receipts received by Debtor: Cash sales 84,982,546 Collection of accounts receivable 0 Proceeds from litigation (settlement or 0 otherwise) Sale of Reorganized OpCo Debtor's assets 0 Capital infusion pursuant to OpCo Plan 0 -------------- Total cash received 84,982,546 -------------- Total cash available 161,194,577 Less all disbursements or payments: Disbursements made under the OpCo Plan, 18,574 excluding admin. claims of bankruptcy professionals Disbursements made pursuant to the admin. 0 claims of bankruptcy professionals All other disbursements made in the ordinary 69,203,908 course -------------- Total disbursements 69,222,481 -------------- Ending Cash Balance $91,972,096 ============== Tropicana Entertainment, LLC Combined Balance Sheet As of September 30, 2011 Unaudited ASSETS Current Assets Cash - unrestricted $23,387,874 Cash - restricted 12,410,770 Accounts receivable - net 14,966,529 Inventory 1,704,654 Notes receivable 0 Prepaid expenses 7,338,293 Other 0 -------------- Total Current Assets 59,808,121 Property, Plant and Equipment Real property, buildings, boats and 246,212,208 improvements Machinery and equipment 0 Furniture, fixtures and office equipment 37,947,759 Vehicles 0 Leasehold improvements / CIP 5,651,837 Less: Accumulated depreciation/depletion (30,703,588) -------------- Total property, plant and equipment 259,108,215 Due from affiliates and insiders 0 Other 62,486,711 -------------- TOTAL ASSETS $381,403,047 ============== LIABILITIES AND SHAREHOLDERS' DEFICIT Liabilities Not Subject to Compromise - Postpetition Liabilities: Accounts payable $7,963,197 Taxes payable 5,714,571 Notes payable 0 Professional fees 0 Secured debt 0 Due to affiliates and insiders (26,762,796) Other 53,799,568 -------------- Total postpetition liabilities 40,714,540 Liabilities Subject to Compromise - Prepetition Liabilities: Secured debt - per plan 0 Priority debt - per plan 0 Unsecured debt - per plan 0 Other - per plan 0 -------------- Total prepetition liabilities 0 -------------- Total Liabilities 40,714,540 Equity: Common stock 0 Retained earnings (deficit) 340,688,507 -------------- Total Equity (Deficit) 340,688,507 -------------- TOTAL LIABILITIES AND OWNERS' EQUITY $381,403,047 ============== The OpCo Debtors' Plan became effective on March 8, 2010. Accordingly, at the Effective Date, the OpCo Debtors emerged from Chapter 11 and are no longer debtors-in-possession. About Tropicana Entertainment Tropicana Entertainment Inc. is a publicly reporting company that, along with its affiliates, owns or operates nine casinos and resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey. The Company owns approximately 6,000 rooms, 9,000 slot positions and 250 table games. In addition, the Company owns a development property in Aruba. The company is based in Las Vegas, Nevada. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana obtained confirmation from the Bankruptcy Court of a reorganization plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Effective March 8, Tropicana Entertainment successfully emerged from the Chapter 11 reorganization process as an Carl Icahn-owned entity. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represented the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have merged into Adamar of NJ In Liquidation, LLC. The merger and name change is in accordance with an Amended and Restated Purchase Agreement, which governs the sale and transfer of the operations of the Tropicana Casino and Resort - Atlantic City, including substantially all of the New Jersey Debtors' assets, to Tropicana Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana AC Sub Corp., free and clear of any and all liens, claims and encumbrances. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Tropicana Entertainment Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TXU CORP: Bank Debt Trades at 32% Off in Secondary Market --------------------------------------------------------- Participations in a syndicated loan under which TXU Corp., now known as Energy Future Holdings Corp., is a borrower traded in the secondary market at 68.09 cents-on-the-dollar during the week ended Friday, Nov. 11, 2011, an increase of 0.59 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2017, and carries Moody's B2 rating and Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 134 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. Energy Future Holdings Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $710 million on $2.32 billion of operating revenues for the three months ended Sept. 30, 2011, compared with a net loss of $2.90 billion on $2.60 billion of operating revenue for the same period during the prior year. The Company also reported a net loss of $1.77 billion on $5.67 billion of operating revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $2.97 million on $6.59 billion of operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $44.02 billion in total assets, $51.68 billion in total liabilities and a $7.66 billion total deficit. The Company's consolidated balance sheets at Dec. 31, 2010, showed $46.388 billion in total assets, $52.299 billion in total liabilities, and a stockholders' deficit of $5.911 billion. * * * In April 2011, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating, 'Caa3' Probability of Default Rating and SGL-4 Speculative Grade Liquidity Ratings of EFH. Outlook is stable. EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed company with limited financial flexibility; its capital structure appears to be untenable, calling into question the sustainability of the business model; and there is no expectation for any meaningful debt reduction over the next few years, beyond scheduled amortizations. At the end of February 2011, Fitch Ratings it does not expect to take any immediate rating action on EFH's Texas Competitive Electric Holdings Company LLC or their affiliates based on recent default allegations from lender Aurelius. EFH carries a 'CCC' corporate rating, with negative outlook, from Fitch. UNIGENE LABORATORIES: Discloses Results of Phase 3 SMC021 Study --------------------------------------------------------------- Unigene Laboratories, Inc., announced that Novartis Pharma AG has disclosed first interpretable results from a three-year Phase 3 trial, Study 2303, conducted by its license partner Nordic Bioscience, assessing the safety and efficacy of an oral formulation of calcitonin (SMC021), which used Emisphere's proprietary oral delivery technology, in the treatment of post- menopausal osteoporosis. These results indicate that Study 2303 failed to demonstrate a significant difference between treatment groups at three years for the primary endpoint, with no statistically significant treatment effect observed on the reduction of the occurrence of new vertebral fractures. Similarly no statistical significant response was observed on key secondary endpoints such as new non- vertebral fractures or new clinical fractures. According to Novartis, the only statistically significant treatment effect in the first interpretable results dataset, which contains only the most important analyses for expedited review, was an increase in lumbar spine Bone Mineral Density in the SMC021 treatment group relative to placebo. Preliminary analysis of data did show that SMC021 displayed a positive safety profile. Novartis' Study 2303, evaluating an oral formulation of calcitonin (SCM021) for the treatment of osteoporosis, was developed using Emisphere's proprietary oral delivery technology and, under a worldwide licensing agreement, using Unigene's patented peptide manufacturing process to produce calcitonin. Ashleigh Palmer, Unigene's President and CEO, stated, "While we would have preferred positive results from this Phase 3 trial, the outcome has very limited impact on Unigene's successful turnaround strategy. Unigene's own oral formulation of salmon calcitonin reached Phase 3 statistical significance for its primary endpoint as presented in detail at the American Society of Bone and Mineral Research in September." Palmer continued, "Although today's news reduces the likelihood of near-term royalties under our manufacturing license with Novartis, it ironically now places Unigene in an exceptionally strong leadership position with respect to our oral peptide drug delivery platform. In recent months, Unigene has demonstrated that our technology and expertise can overcome Phase 3 development patient compliance and food effect challenges for oral calcitonin; reach Phase 2 oral delivery proof-of-concept for an exacting peptide like PTH; and engage multiple partners in funding feasibility studies for a wide variety of peptides requiring oral delivery across a broad spectrum of therapeutic areas. Without a doubt, Unigene truly is now the industry's peptide development partner of choice!" About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Grant Thornton LLP, in New York, expressed substantial doubt about Unigene Laboratories' ability to continue as a going concern following the Company's 2009 results. The firm noted that the Company has incurred a net loss of $13,400,000 during the year ended Dec. 31, 2009 and has an accumulated deficit of approximately $143,000,000 as of Dec. 31, 2009. As of that date, the Company's current liabilities exceeded its current assets by $1,251,000 and its total liabilities exceeded total assets by $30,442,000. The Company reported a net loss of $27.86 million on $11.34 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $13.37 million on $12.79 million of revenue during the prior year. The Company 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. UNILIFE CORPORATION: Posts $9.7 Million Net Loss in Sept. 30 Qtr. ----------------------------------------------------------------- Unilife Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $9.7 million on $2.1 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $7.2 million on $3.5 million of revenues for the there months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $88.1 million in total assets, $42.5 million in total liabilities, and stockholders' equity of $45.6 million. As reported in the TCR on Sept. 29, 2011, KPMG LLP, in Harrisburg, Pennsylvania, expressed substantial doubt about Unilife's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2011. The independent auditors noted that the Company has incurred recurring losses from operations and estimates that its existing cash and cash equivalents will last only through the third quarter of fiscal 2012. A complete text of the Form 10-Q is available for free at: http://is.gd/Cgr4bF Unilife Corporation is a U.S.-based developer, manufacturer and supplier of advanced drug delivery systems with state-of-the-art facilities in Pennsylvania. UNI-PIXEL INC: Incurs $1.8 Million Net Loss in Third Quarter ------------------------------------------------------------ Uni-Pixel, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.87 million on $731 of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $1.47 million on $37,273 of revenue for the same period during the prior year. The Company reported a net loss of $3.81 million on $243,519 of thin film revenue for the year ended Dec. 31, 2010, compared with a net loss of $5.37 million on $0 of thin film revenue during the prior year. The Company also reported a net loss of $6.69 million on $190,297 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $2.94 million on $140,037 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $9.71 million in total assets, $143,600 in total liabilities and $9.57 million in total shareholders' equity. PMB Helin Donovan, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has sustained losses and negative cash flows from operations since inception. "During the third quarter of 2011, we achieved another major milestone in commercializing UniBoss by initiating our sampling program with multiple touch panel suppliers and OEMs," said Reed Killion, UniPixel's president and CEO. "The UniBoss design and sampling program allows interested parties to submit their touch- sensor design and work closely with our engineering team to produce fully functional, multi-touch sensor prototypes. The program allows them to experience the numerous advantages our UniBoss touch sensor offers over the ITO standard and other ITO replacement alternatives." A full-text copy of the Form 10-Q is available for free at: http://is.gd/7osYbW About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. URANIUM ONE: S&P Assigns 'BB-' Long-Term Corp. Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB-' long-term corporate credit rating, and stable outlook, to Toronto-based Uranium One Inc. "The rating on Uranium One reflects what we view as the company's limited operating and geographic diversification, relatively short collective mine life, limited track record, and reliance on residual cash flows from its joint venture mine operations," said Standard & Poor's credit analyst Donald Marleau. "This is somewhat offset, in our view, by Uranium One's attractive cost profile, growing production base, relatively low debt leverage, and resilient demand for uranium from a growing worldwide nuclear reactor fleet," Mr. Marleau added. Uranium One has varying ownership interests in five joint ventures in Kazakhstan. The company also has interests in multiple advanced development projects in the U.S. and Australia, as well as the potential acquisition of the Tanzania-based Mkuju River project that is currently owned by Uranium One's majority shareholder, JSC Atomredmetzoloto (ARMZ; not rated). "Uranium One's reserve life is relatively low based on proven and probable reserves reporting standards in Canada, but we believe that resource estimates indicate meaningful potential to extend the productive capacity of its currently producing mines, with further potential output growth from development projects," S&P said. Uranium One is majority-owned by ARMZ, a wholly owned subsidiary of Atomic Energy Power Corp. (JSC) (BBB-/Stable/A-3). Atomic Energy, in turn, is a wholly owned subsidiary of State Atomic Energy Corp. Rosatom (not rated), a state-owned entity of the Russian Federation (foreign currency: BBB/Stable/A-3). "Standard & Poor's assesses Uranium One's stand-alone credit profile at 'b+', which is one notch below Atomic Energy's stand- alone credit profile. We view Uranium One as a government-related entity with a low probability of extraordinary government support stemming from its limited link with, and limited importance to, the Russian government," S&P said. "The stable outlook reflects Standard & Poor's view that Uranium One's operating performance should remain solid in the medium term due to its low-cost production profile and long-term sales contracts. We estimate that financial leverage will remain near 2.5x, on a proportionately consolidated basis, with EBITDA generation of more than US$280 million per year," S&P said. "We expect that pressure on the ratings would emerge if any combination of significantly tighter uranium margins, higher capital expenditures, or acquisitions contributed to debt-to- EBITDA above 4.5x for an extended period. While unlikely given currently low debt levels, we estimate that such a scenario could occur if EBITDA were to significantly deteriorate from uranium margins declining below US$15.00 per lb as a result of weaker uranium demand expectations and accelerating cash costs at Uranium One. Though not expected in the near term, we could consider a positive rating action on the company's stand-alone credit profile if it delivers on its growth plans, thus enhancing cash flow diversity and earnings," S&P said. "In addition, we would reassess our perspective on parental and government support, as well as the company's operating risk, if we see a fundamental change in the company's ties to its parent or to either key government -- Russia or Kazakhstan," S&P said. VERECLOUD INC: Amends March 31 Quarterly Report ----------------------------------------------- Verecloud, Inc., filed with the U.S. Securities and Exchange Commission Amendment No. 1 to its Form 10-Q for the quarter ended March 31, 2011. The Company's restated statement of operations reflects a net loss of $3.42 million on $1 million of revenue for the three months ended March 31, 2011, compared with a net loss of $385,936 on $1 million of revenue as originally reported. The Company's restated balance sheet at March 31, 2011, showed $1.31 million in total assets, $1.56 million in long term debt, and a $1.01 million stockholders' deficit, compared with $1.52 million in total assets, $1.42 million in long term debt and a $658,407 stockholders' deficit, as originally reported. A full-text copy of the amended Form 10-Q is available at no charge at http://is.gd/RzytiQ About Verecloud Englewood, Colorado-based Verecloud, Inc. (OTC BB: VCLD) -- http://www.verecloud.com/-- is an innovative technology company that is developing Cloudwrangler(TM), a cloud service brokerage platform, which connects and integrates cloud service suppliers to small and medium size businesses (SMBs) through multiple distribution channels. Schumacher & Associates, Inc., in Littleton, Colorado, expressed substantial doubt about Verecloud's ability to continue as a going concern. The independent auditors noted that the Company had negative working capital and a stockholders' deficit and requires additional funding to execute on its business plan. The Company reported a net loss of $6.09 million on $4.42 million of revenue for the fiscal year ended June 30, 2011, compared with a net loss of $400,493 on $5.84 million of revenue for the fiscal year ended June 30, 2010. The Company's balance sheet at June 30, 2011, showed $1.04 million in total assets, $3.17 million in total liabilities, and a stockholders' deficit of $2.13 million. VERECLOUD INC: Incurs $1.2 Million Net Loss in Q1 Fiscal 2012 ------------------------------------------------------------- Verecloud, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $1.26 million on $140,862 of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $147,851 on $1.51 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $808,140 in total assets, $4.07 million in total liabilities and a $3.27 million total stockholders' deficit. Following the Company's results for the year ended June 30, 2011, Schumacher & Associates, Inc., in Littleton, Colorado, expressed substantial doubt about Verecloud's ability to continue as a going concern. The independent auditors noted that the Company had negative working capital and a stockholders' deficit and requires additional funding to execute on its business plan. The Company reported a net loss of $6.09 million on $4.42 million of revenue for the fiscal year ended June 30, 2011, compared with a net loss of $400,493 on $5.84 million of revenue for the fiscal year ended June 30, 2010. Bankruptcy Warning As of Nov. 14, 2011, the Company has not secured any additional financing or commitments. Assurances cannot be given that adequate financing can be obtained to meet its capital needs. If the Company is unable to generate profits and are unable to obtain financing to meet its working capital requirements, it may have to curtail business sharply or cease operations altogether. Its continuation as a going concern is dependent upon the Company's ability to generate sufficient cash flow to meet its obligations on a timely basis to retain its current financing, to obtain additional financing, and, ultimately, to attain profitability. Should any of these events not occur, the Company will be adversely affected and may have to cease operations. Failure to secure additional financing in a timely manner and on favorable terms would have a material adverse effect on financial performance, results of operations and stock price and require it to curtail or cease operations, sell off its assets, seek protection from its creditors through bankruptcy proceedings, or otherwise. "While the financial results of this first fiscal quarter 2012 report do not reflect the momentum we have achieved and are experiencing currently, we are anticipating good customer growth to be reported in the second quarter of 2012 based on the fact that we have already transitioned thousands of business users to Cloudwrangler. Since August 2011, we have launched numerous successful promotions, and we have contracted partnerships with exciting new sales channels. Today, we are totally focused on growing our customer base and adding best of breed services into our Marketplace," said John McCawley, Verecloud CEO. A full-text copy of the Form 10-Q is available for free at: http://is.gd/rnPA3V Englewood, Colorado-based Verecloud, Inc. (OTC BB: VCLD) -- http://www.verecloud.com/-- is an innovative technology company that is developing Cloudwrangler(TM), a cloud service brokerage platform, which connects and integrates cloud service suppliers to small and medium size businesses (SMBs) through multiple distribution channels. VERENIUM CORP: Reports $5.8 Million Third Quarter Net Income ------------------------------------------------------------ Verenium Corporation reported net income attributed to Verenium of $5.79 million on $18.41 million of total revenue for the three months ended Sept. 30, 2011, compared with net income attributed to Verenium of $39.71 million on $12.57 million of total revenue for the same period during the prior year. The Company reported a net loss of $5.35 million on $52.07 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $56.24 million on $48.82 million of total revenue during the prior year. The Company also reported net income attributed to Verenium of $8.14 million on $46.94 million of total revenue for the nine months ended Sept. 30, 2011, compared with net income attributed to Verenium of $23.23 million on $38.47 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $63.29 million in total assets, $50.97 million in total liabilities and $12.31 million in stockholders' equity. "We have made strong financial and operational progress in the first nine months of this year," said James E. Levine, president and chief executive officer at Verenium. "In the third quarter of 2010 we shifted our business strategy toward growing a leading, commercial industrial enzymes business. The continued increase in product revenue and record product gross profit we saw in the third quarter of 2011 are important indicators that we've had a solid year of progress against our new strategy and are well on our way to building a successful industrial biotechnology company." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/ejFffn About Verenium Corporation Cambridge, Mass.-based Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a pioneer in the development and commercialization of high-performance enzymes for use in industrial processes. Verenium currently sells enzymes developed using its R&D capabilities to industrial customers globally for use in markets including biofuels, animal health and oil seed processing. As reported in the Troubled Company Reporter on March 19, 2010, Ernst & Young LLP, in San Diego, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring operating losses and accumulated deficit of $630.0 million at Dec. 31, 2009. Bankruptcy Warning In April 2007, the Company completed the sale of $120 million of 2007 Notes. In September 2009, pursuant to privately negotiated exchange agreements with the Company, certain holders of the 2007 Notes exchanged approximately $30.5 million in aggregate principal amount of 2007 Notes for approximately $13.7 million in aggregate principal amount of the Company's 2009 Notes. The holders of the 2007 and 2009 Notes have the right to require the Company to purchase the Notes for cash on each of April 1, 2012, April 1, 2017, and April 1, 2022. Assuming the holders of the Notes exercise their put option in 2012, based on current cash resources and 2011 operating plan, the Company's existing working capital will not be sufficient to meet the cash requirements to fund the retirement of the Notes, and planned operating expenses, capital expenditures and working capital requirements after such exercise without additional sources of cash. If the Company is unable to re-finance the Notes or raise additional capital, it will need to defer, reduce or eliminate significant planned expenditures, restructure or significantly curtail operations, issue equity in exchange for the Notes at substantial dilution to current stockholders, file for bankruptcy, or cease operations. VEY FINANCE: Compass Bank Files Liquidating Plan ------------------------------------------------ The hearing to approve the disclosure statement explaining creditor Compass Bank's proposed Liquidating Plan for Vey Finance, LLC, is scheduled for Dec. 15, 2011, at 10:00 a.m. In general, the Plan calls for the appointment of a Disbursing Agent to (1) transfer and assign to the Bank of the West (owed $1,445,993) and to Capital Bank (owed $847,124) all of the collateral for their debts, (2) to liquidate all of the Debtor's assets and pay Creditors with Allowed Claims according to the terms of the Plan, (3) to pay 100% of the Allowed Claims of Unsecured Creditors (estimated by Compass not to exceed $116,106, plus interest) within 30 days after the Effective Date of the Plan, (4) to compromise and settle pending litigation with Compass, and (5) when all Allowed Administrative, Priority, Ad Valorem Tax and Unsecured Claims have been paid, to pay to Compass the balance of all funds in the Estate until its Allowed Claim has been paid in full. Compass will have an Allowed Claim of $9,045,859. On the Effective Date, or as soon thereafter as is practicable, the Disbursing Agent will assign or otherwise transfer to Compass all of the property which is collateral for the Allowed Claim of Compass. The USDC Lawsuit will be compromised and settled as described in Article VI. On the Effective Date, all Equity Interests in the Debtor will be canceled. Compromise and Settlement of All Claims On the Effective Date, Compass and the Disbursing Agent will submit an Agreed Order in the USDC Lawsuit, The Agreed Order will provide, in general, for (1) the release of all Claims of Compass against the Debtor, and (2) the release of all claims of the Debtor against Compass; provided, however, the parties will stipulate that Compass has an Allowed Claim of $9,085,859, and that the monies in the registry of the United States District Court which resulted from the sale of part of Compass' collateral for its loans to the Debtor during the pendency of the USDC Lawsuit, being approximately $251,993 plus interest, will be release to the Disbursement Agent. A copy of the Disclosure Statement explaining Compass Bank's proposed liquidating plan for the Debtor is available for free at: http://bankrupt.com/misc/veyfinance.dkt79.pdf About Vey Finance Vey Finance, LLC, in El Paso, Texas, filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-30901) on May 13, 2011. Judge H. Christopher Mott presides over the case. Corey W. Haugland, Esq., at James & Haugland, P.C., in El Paso, Texas, represents the Debtor as bankruptcy counsel. John W. (Jay) Dunbar, CPA, serves as its regular accountant. The Debtor scheduled assets of $10,477,513 and liabilities of $12,504,207. The petition was signed by Veronica L. Veytia, managing member. VYCOR MEDICAL: Amends 93.6 Million Common Shares Offering --------------------------------------------------------- Vycor Medical, Inc., filed with the U.S. Securities and Exchange Commission Amendment No.1 to Form S-1 registration statement relating to the offering by the selling stockholders of the Company of up to 93,602,221 shares of common stock, par value $0.0001 per share. The Company will not receive any proceeds from the sale of common stock. The selling stockholders have advised the Company that they will sell the shares of common stock from time to time in broker's transactions, in the open market, on the OTC Bulletin Board, in privately negotiated transactions or a combination of these methods, at market prices prevailing at the time of sale, at prices related to the prevailing market prices or at negotiated prices. The Company will pay the expenses incurred to register the shares for resale, but the selling stockholders will pay any underwriting discounts, commissions or agent's commissions related to the sale of their shares of common stock. The Company's common stock is traded on the OTC Bulletin Board under the symbol "VYCO.OB". On Oct. 21, 2011, the closing sale price of the Company's common stock was $0.03 per share. A full-text copy of the amended prospectus is available for free at http://is.gd/hhHqCc About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. The Company's balance sheet at June 30, 2011, showed $4.7 million in total assets, $2.8 million in total liabilities, and a stockholders' deficit of $1.9 million. As reported in the TCR on April 11, 2011, Paritz & Company, P.A., in Hackensack, New Jersey, expressed substantial doubt about Vycor Medical's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred a loss since inception, has a net accumulated deficit and may be unable to raise further equity. WALKABOUT CREEK: Court Says Plans Fail Feasibility Test ------------------------------------------------------- Bankruptcy Judge S. Martin Teel, Jr., denied confirmation of the separate reorganization plans submitted by Walkabout Creek Limited Dividend Housing Association Limited Partnership and Walkabout Creek II Limited Dividend Housing Association Limited Partnership, saying the Debtors failed to demonstrate that the plans are feasible as required under 11 U.S.C. Sec. 1129(a)(11) in that it is more likely than not that the plans will not be followed by "the liquidation, or the need for further financial reorganization, of the debtor or any successor to the debtor under the plan . . . ." The Michigan State Housing Development Authority, which provided loans to finance the debtors' purchase of their properties and is the sole secured creditor of the debtors, opposed confirmation on three grounds: -- The plans violate the absolute priority rule of 11 U.S.C. Sec. 1129(b)(2)(B); -- Each debtor has not met the cramdown requirements of 11 U.S.C. Sec. 1129(b)(2)(A) with respect to its class. -- The debtor will have insufficient cash flow to provide for its ongoing capital expenditure needs over the course of the plan. Walkabout Creek Limited Dividend Housing Association Limited Partnership and Walkabout Creek II Limited Dividend Housing Association Limited Partnership are affiliated partnerships and the owners of adjacent residential apartment complexes in Dexter, Michigan. Walkabout I's complex consists of 100 units; Walkabout II's consists of 65 units. Each debtor operates its apartment complex subject to a Regulatory Agreement between the debtor and MSHDA, entered into incident to the purchases of the complexes, and requiring the debtor to rent certain percentages of the units at reduced rents to households whose income is not greater than certain percentages of median income for the area. The debtors filed voluntary Chapter 11 petitions (Bankr. D. D.C. Case No. 09-00632) on July 21, 2009. A copy of Judge Teel's Nov. 10, 2011 Memorandum Decision is available at http://is.gd/CrhU96from Leagle.com. WARNER MUSIC: Brian Roberts to Become Chief Financial Officer ------------------------------------------------------------- Warner Music Group Corp. announced that Brian Roberts will become WMG's Executive Vice President and Chief Financial Officer, by Jan. 1, 2012. Roberts, who will report to WMG CEO Stephen Cooper, will succeed Steven Macri. Macri, who has been WMG's Executive Vice President and CFO since 2008, has decided to leave WMG, but will remain in his position until up to the end of this year to ensure a smooth transition. Roberts currently serves as Senior Vice President and CFO of Warner/Chappell Music, WMG's music publishing business, a position he's held since 2007. WMG's Chairman of the Board, Edgar Bronfman, Jr. said, "Steve Macri has done an outstanding job, overseeing our global financial operations with skill and vision, and putting in place a team of top-flight financial executives, including Brian Roberts. Brian's financial acumen and deep understanding of the music industry and the company make him the ideal candidate to fill this vital role." Prior to joining Warner/Chappell in 2005, Roberts served for five years as BMG Music Publishing's Senior Vice President, Finance & Administration of North and South America. In that role, he managed all finance and administrative operations in that company's Core, Contemporary Christian and Production Music divisions. Roberts received his B.S. degree in Accounting from Manhattan College and is a Certified Public Accountant in New York. Effective as of Jan. 1, 2012 or such earlier date, Mr. Roberts will be paid an annual base salary of $550,000 and a target bonus of $550,000. About Warner Music Group Based in New York, Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- was formed by a private equity consortium of investors on Nov. 21, 2003. The Company is the direct parent of WMG Holdings Corp., which is the direct parent of WMG Acquisition Corp. WMG Acquisition Corp. is one of the world's major music-based content companies and the successor to substantially all of the interests of the recorded music and music publishing businesses of Time Warner Inc. The Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing. The Company's Recorded Music business primarily consists of the discovery and development of artists and the related marketing, distribution and licensing of recorded music produced by such artists. The Company's Music Publishing operations include Warner/Chappell, its global Music Publishing company, headquartered in New York with operations in over 50 countries through various subsidiaries, affiliates and non-affiliated licensees. Warner Music reported a net loss of $39 million on $682 million of revenue for the three months ended March 31, 2011, compared with a net loss of $28 million on $666 million of revenue for the same period during the prior year. The Company also reported a net loss of $57 million on $1.47 billion of revenue for the six months ended March 31, 2011, compared with a net loss of $44 million on $1.58 billion of revenue for the same period during the prior year. The Company's balance sheet at June 30, 2011, showed $3.58 billion in total assets, $3.87 billion in total liabilities and a $289 million total deficit. * * * In May 2011, Warner Music Group Corp. and Access Industries, the U.S.-based industrial group, announced the execution of a definitive merger agreement under which Access Industries will acquire WMG in an all-cash transaction valued at $3.3 billion. The purchase includes WMG's entire recorded music and music publishing businesses. WAVE SYSTEMS: Incurs $1.8 Million Net Loss in Third Quarter ----------------------------------------------------------- Wave Systems Corp. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.84 million on $9.53 million of total net revenues for the three months ended Sept. 30, 2011, compared with a net loss of $1.17 million on $6.69 million of total net revenues for the same period a year ago. The Company reported a net loss of $4.12 million on $26.05 million of total net revenues for the year ended Dec. 31, 2010, compared with a net loss of $3.34 million on $18.88 million of total net revenues during the prior year. The Company also reported a net loss of $5.93 million on $25.10 million of total net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $2.91 million on $19.01 million of total net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $27.53 million in total assets, $13.23 million in total liabilities and $14.30 million in total stockholders' equity. Due to the early stage nature of its market category, Wave is unable to predict with a high enough level of certainty whether enough revenue will be generated to fund its cash flow requirements for the twelve-months ending Sept. 30, 2012. Given the uncertainty with respect to Wave's revenue forecast for the twelve-months ending Sept. 30, 2012, Wave may be required to raise additional capital through either equity or debt financing in order to adequately fund its capital requirements for the twelve- months ending Sept. 30, 2012. As of Sept. 30, 2011, the Company had approximately $6.9 million of cash on hand and positive working capital of approximately $1.3 million. Considering the Company's current cash balance and Wave's projected operating cash requirements, the Company projects that it will have enough liquid assets to continue operating through Sept. 30, 2012. However, due to the Company's current cash position, its capital needs over the next twelve months and beyond, the fact that it may require additional financing and uncertainty as to whether it will achieve its sales forecast for its products and services, substantial doubt exists with respect to its ability to continue as a going concern. Wave's independent registered public accounting firm has issued a report dated March 16, 2010, that includes an explanatory paragraph referring to its significant operating losses and substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: http://is.gd/mW289T About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. WILLIAM SWITZER: Chapter 15 Case Closed at Monitor's Behest ----------------------------------------------------------- The Hon. Robert E. Gerber of the U.S. Bankruptcy Court for the Southern District of New York has closed the Chapter 15 case of William Switzer & Associates, Ltd. As reported in the Troubled Company Reporter on Oct. 28, 2011, PricewaterhouseCoopers, Inc., in its capacity as the monitor of the Debtor, authorized by the Supreme Court of British Columbia, Canada, and appointed by a consent to act in accordance with the CCAA, explained that with the sale closed and the Canadian Proceeding complete, there is no further activity anticipated in this Chapter 15 case. PwC related that title to all the Debtor's assets was transferred to a new entity controlled and created by 091 (Newco) under the sale order and there are no remaining assets in the United States to be administered. Accordingly, the monitor believed that the proceeding has been fully administered as contemplated by Bankruptcy Code section 350(a) and must be closed without prejudice. The Court ordered that notwithstanding the dismissal of the Chapter 15 case, all orders entered by the Court and the Canadian Court will remain in full force an effect. About William Switzer & Associates, Ltd. Switzer Ltd. is the successor corporation of the family-owned and operated business founded by William Switzer in 1952 as a full- service interior design business. Since 1978, the Switzer Group has evolved into a business specializing in the production of handmade furniture, including bespoke custom furnishings, fine quality reproductions, original house designs, the Lucien Rollin Collection and the Charles Pollock collection. Switzer Group furniture is found in many exclusive homes and hotels world-wide. Recognizing its financial difficulties, the Switzer Group retained the services of PwC to help it address establish a plan for restructuring. The Switzer Group also retained restructuring counsel at Davis LLP in Canada and Fox Rothschild LLP in the United States to assist with a restructuring the business. Despite having worked with these experienced parties to avoid a court-supervised process since mid-February 2011, the demands of the landlords in the United States and Canada have made it necessary to go forward with formal court proceedings. On May 13, 2011, the Honorable Madame Justice Gropper of the Supreme Court of British Columbia, entered an initial order commencing the Switzer Group's restructuring in Canada under the CCAA. PwC, on behalf of Switzer Ltd., sought creditor protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 11-12449) on May 20, 2011. A copy of the Chapter 15 case summary is in the May 24 edition of the Troubled Company Reporter. According to papers filed in U.S. Bankruptcy Court, Switzer Ltd. has taken further steps to reduce its surplus inventory, including conducting a liquidation sale of showroom pieces through Maynards Industries. It is anticipated that in a restructuring proceeding, Maynards will continue to play a key role in liquidating excess inventory to realize substantial cash being tied up therein, and to allow the Switzer Group's management to focus on restructuring its business. 0910308 B.C. Ltd., a company owned by Renee and Allan Switzer, has agreed to purchase Switzer Ltd.'s building on Cordova Street, in Vancouver, British Columbia at its fair market value of $1,175,000. The Cordova Sale, which has been approved by PwC as a prudent measure in restructuring the Switzer Group, is expected to realize proceeds which will be used to pay down amounts owing to the Bank of Montreal as the secured creditor with a collateral mortgage on the building. This will reduce the obligations of Switzer Ltd. (and the obligations of the other members of the Switzer Group pursuant to their guarantees) and also allow the company to return its focus on its core business. The Switzer Group has total liabilities of roughly $12,365,000. WIND WORKS: MNP LLP Raises Going Concern Doubt ---------------------------------------------- Wind Works Power Corporation filed on Oct. 28, 2011, its annual report on Form 10-K for the fiscal year ended June 30, 2011. MNP LLP, Chartered Accountants, expressed substantial doubt about Wind Works Power's ability to continue as a going concern. The independent auditors noted that the Company has not generated revenues since its inception, has incurred annual losses, and further losses are anticipated. In addition, the Company requires additional funds to meet its obligations and ongoing operations. The Company reported a net loss of $5.08 million for the fiscal year ended June 30, 2011, compared with a net loss of $2.48 million on $0 revenue for the fiscal year ended June 30, 2010. To date, the Company has not generated any revenues. The Company's balance sheet at June 30, 2011, showed $11.79 million in total assets, $11.65 million in total liabilities, and stockholders equity of $141,993. A copy of the Form 10-K is available for free at: http://is.gd/XjekLc Wind Works Power Corporation's business strategy is to pursue opportunities in the alternative energy field with a particular emphasis on wind energy. The Company intends to develop wind parks. It will assemble land packages ("Wind Parks"), secure requisite environmental permitting, provide wind testing by erecting towers to measure wind speed. Subject to favorable wind testing results, it will then apply for a power contract for the number of megawatts (MW) that the project will allow. Once it secures power contracts, management believes that it will be able to lease or sell the wind parks to operating utility companies or companies desiring to purchase wind turbines and erect the necessary power lines. The Company is headquartered in Ottawa, Ontario, Canada. WINDRUSH SCHOOL: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Windrush School filed with the Bankruptcy Court for the Northern District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $12,000,000 B. Personal Property $1,676,352 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $13,030,000 E. Creditors Holding Unsecured Priority Claims $127,159 F. Creditors Holding Unsecured Non-priority Claims $49,117 ----------- ----------- TOTAL $14,809,364 $13,206,276 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. WOLF MOUNTAIN: Disclosure Statement Hearing Today ------------------------------------------------- Debtor Wolf Mountain Resorts, L.C., and Canyon Mountain Partners, LLC, jointly filed with the U.S. Bankruptcy Court for the Central District of California on Oct. 14, 2011, a disclosure statement describing the Debtor's first amended plan of reorganization dated Oct. 14, 2011. The Bankruptcy Court set a hearing for Nov. 16, 2011, at 9:30 a.m. to approve the disclosure statement. All Cash necessary for the Reorganized Debtor to make payments required by the Plan will be obtained from (i) existing Cash balances, (ii) the operations of the Debtor or Reorganized Debtor, including rent payments under the ASC Lease, not including the September 2011 Rent Payment, (iii) the Equity Contribution, and (iv) if necessary as a result of a Final Order entered in favor of ASC, the Holder of a Development Litigation Claim, or other Disputed Claims, the sale or refinance of some or all of the Reorganized Debtor's assets. The amount of the Equity Contribution will be $2,300,000, including amounts previously lent to the Debtor by CMP under the Court's Sept. 26, 2011 order authorizing the Debtor to borrow funds from CMP under the Court's Sept. 26, 2011 order authorizing the Debtor to borrow funds from CMP on a super-priority administrative claim basis. In addition, and only to the extent the Debtor does not have sufficient cash flow available to make all Plan Payments, CMP, or another affiliate of Kenneth Abdalla will provide the Debtor with the Exit Facility in an amount of up to $500,000. The Plan designates 10 Classes of Claims and Interests: 1 - Non-Tax Priority Claims Unimpaired. 2(a) ? ASC Secured Claim Impaired. 2(b) ? Kirton & McConkie Secured Claim Impaired. 2(c) ? Brundage Secured Claim Impaired. 2(d) ? Build Secured Claim Impaired. 2(e) ? Highland Secured Claim Impaired. 2(f) ? Kilgoe Secured Claim Impaired. 2(g) ? Summit County Secured Claim Impaired. 2(h) ? Wasatch Capital Secured Claim Impaired. 2(i) ? Other Secured Claims Unimpaired. 3 - Convenience Claims Impaired. 4 - Development Litigation Claims Impaired. 5 - Osguthorpe Lease Claims Impaired. 6 - Fairstar Claims Impaired. 7 - General Unsecured Claims Impaired. 8 - Insured Claims Unimpaired. 9 - Subordinated Claims Impaired. 10 - Interests in Debtor Impaired. Interests in the Debtor will be canceled on the Effective Date and Holders thereof will receive and retain nothing on account of those Interests under the Plan. The ASC Secured Claim in Class 2(a), which filed a Proof of Claim in the amount of $60,456,704.70, will receive the ASC Note, the ASC Deed of Trust, and the ASC Security Agreement. The ASC Note is in the original principal amount of $57,272,575 and accrues interest at the rate of 3% per annum. All principal, interest, and other amounts due but unpaid under the ASC Note will be due and payable on the ASC Note Maturity Date. On the Effective date, each Holder of a General Unsecured Claim will, at the option of the Plan Proponents, be entitled to either Option A or B unless a Holder, in its sole and absolute discretion, delivers written notice to the Debtor, elects the treatment set forth in Option C. Option A provides that a Holder of a General Unsecured Claim will receive 16.67% of his claim on the Effective Date, and 16.67% plus accrued interest at 3% per annum on the date that is one year after the Effective Date, and continuing thereafter until the obligation is fully paid on the 5th year. Under Option B, each Holder of a General Unsecured claim that timely filed a proof of claim will retain all legal, equitable, and contractual rights pursuant to his Claim. Under Option C, each Holder of an allowed General Unsecured Claim will receive a Cash payment equal to such Holder's Pro Rata Share of the Unsecured Creditors' Fund. A copy of the Debtor's First Amended Plan of Reorganization is available for free at: http://bankrupt.com/misc/wolfmountain.dkt148.pdf ASC Utah, LLC, objects to the approval of the disclosure statement describing the Debtor's first amended plan of reorganization, citing that the amended disclosure statement still lacks adequate information, and does not contain all of the information that the Court previously directed the proponents to add. A copy of ASC's objection is available for free at: http://bankrupt.com/misc/wolfmountain.dkt156.pdf About Wolf Mountain Resorts Wolf Mountain Resorts, L.C., is a property owner and developer located in Park City, Utah, and was formed in 1994 to own and operate a ski resort located in Park City, Utah, then known as the "Wolf Mountain Ski Resort" and now known as "The Canyons". The Company filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-30162) on May 9, 2011. Judge Peter Carroll presides over the case. David S. Kupetz, Esq., and Mark S. Horoupian, Esq., at SulmeyerKupetz, serve as bankruptcy counsel. Wolf Mountain Resorts estimated that both its assets and debts measure between $100 million and $500 million. WORLDGATE COMMUNICATIONS: Incurs $790,000 3rd Quarter Net Loss -------------------------------------------------------------- Worldgate Communications, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $790,000 on $249,000 of net revenues for the three months ended Sept. 30, 2011, compared with a net loss of $3.99 million on $11.65 million of net revenues for the same period a year ago. The Company also reported a net loss of $4.47 million on $10.56 million of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $9.80 million on $11.88 million of net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $5.62 million in total assets, $11.29 million in total liabilities and a $5.67 million total stockholders' deficiency. Bankruptcy Warning In view of the Company's current cash resources, nondiscretionary expenses, debt and near term debt service obligations, the Company continues to explore all strategic alternatives available to it, including, but not limited to, a sale or merger of the Company or certain of its assets, recapitalization, partnership, debt or equity financing, financial reorganization, liquidation or ceasing operations. The Company may determine that it is in its best interests to voluntarily seek relief under Chapter 11 of the U.S. Bankruptcy Code. Seeking relief under the U.S. Bankruptcy Code, even if the Company is able to emerge quickly from Chapter 11 protection, could have a material adverse effect on the relationships between the Company and its existing and potential customers, employees, and others. Further, if the Company was unable to implement a successful plan of reorganization, the Company might be forced to liquidate under Chapter 7 of the U.S. Bankruptcy Code. A full-text copy of the Form 10-Q is available for free at: http://is.gd/QgsFxV About Worldgate Communications Trevose, PA, WorldGate Communications, Inc. (OTC BB: WGAT.OB) designs and develops innovative digital video phones featuring high quality, real-time, two-way video. As reported in the TCR on April 12, 2011, Marcum LLP, in New York, expressed substantial doubt about WorldGate Communications' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that of the Company's recurring losses from operations, working capital deficiencies and stockholders' deficit. WOODEND LLC: Deer Track Pulled Out of Foreclosure Sale ------------------------------------------------------ The Sun News reports that the former Deer Track North Course was pulled out of a foreclosure sale last week, and one of its co- owners said he expects to retain ownership of the property and develop it. According to the report, the National Bank of South Carolina has a mortgage lien against the course's owners of nearly $2.93 million stemming from a $2.6 million loan in 2006. The course was on the list of foreclosed properties to be auctioned on Nov. 7, 2011, but the bank pulled it from the sale. "We're negotiating with the bank on the note," the report quotes co-owner McCray Smith as saying. "The foreclosure was what the bank had to do and we're doing what we have to do." The report says the course was originally scheduled to be auctioned off on July 5 after the bank foreclosed on Mr. Smith and co-owner Jerry Pettus. The sale was canceled after the owners filed for Chapter 11 bankruptcy protection for the course in late June, but the case was dismissed on Aug. 19, 2011, and officially closed on Oct. 24, 2011, reinstituting the foreclosure. The report says U.S. Bankruptcy Judge George R. Hodges, who oversaw the bankruptcy case, granted a motion by Synovus Banks -- The National Bank of South Carolina is a division of Synovus -- seeking dismissal. The report adds the case was filed in the Western District of North Carolina after Deertrack Investors LLC -- the entity that owns the course -- merged with Woodend LLC, another of Messrs. Smith and Pettus? companies that owns property in North Carolina. The bankruptcy was filed under Woodend. Tara Nauful, Esq., at Haynsworth Sinkler Boyd P.A. represents the bank. Woodend LLC, the surviving entity from the merger of Woodend LLC and Deertrack Investors LLC, filed a Chapter 11 petition (Bankr. W.D. N.C. Case No. 11-31672) in Charlotte, on June 27, 2011. Richard M. Mitchell, Esq., at Mitchell & Culp, PLLC, in Charlotte, serves as the Debtor's counsel. The Debtor scheduled $8,907,881 in assets and $7,402,131 in liabilities. YACOOBIAN ENTERPRISES: Creditor Wants to Foreclose on 3 Hotels -------------------------------------------------------------- Eric Richardson at blogdowntown reports that a bankruptcy judge was scheduled on Nov. 15, 2011, to consider the request of a creditor owed $9.8 million to foreclose on three Skid Row residential hotels -- the King Edward Hotel, the Leland Hotel and the Baltimore Hotel -- owned by Yacoobian Enterprises, LP, which declared chapter 11 bankruptcy in August 2010. The report says the trustee representing the debtor's estate has been working to sell the three properties, all built between 1904 and 1910, and filed a brief with the court last week to say that it had a preferred "stalking horse bid" lined up. According to the report, creditor Canico Capital Group believes that the properties would go for roughly $7.5 million, less than the amount it is owed. It would argue on Tuesday that it should be allowed to foreclose on the property before a sale could go through. * ESBA Named 2011 Outstanding Turnaround Firm by Beard Group ------------------------------------------------------------ Executive Sounding Board Associates Inc. (ESBA) announced that it has been named a 2011 Outstanding Turnaround Firm by Turnaround & Workouts, a leading restructuring industry publication produced by the Beard Group. The Outstanding Turnaround Firm designation is presented to firms annually in recognition of their outstanding achievements during the year. During 2011, ESBA saved or created over 7,000 global and U.S.- based jobs, created or preserved value in excess of $250 million for involved stakeholders in client transactions and acted as trusted adviser to over 50 clients. The firm is consistently ranked as a top turnaround firm in The Deal's league tables. "We are honored to receive this highly prestigious designation that continues an ESBA tradition of excellence in the turnaround industry," said Martin I. Katz, Founder and President of Executive Sounding Board Associates Inc. "This award would not have been possible without the hard work and dedication of our professional and administrative staff. The depth of our expertise, longevity in the market and favorable reputation enable us to serve a range of clients, from middle-market to Fortune 500 companies, both private and public." ESBA completed an extensive number of engagements during 2011 across all its practice areas including bankruptcy advisory (debtor or creditor side representation), turnaround management and performance improvement, corporate finance (sell-side and buy- side mergers and acquisitions, financial restructurings, refinancings, quality of earnings assessments), fiduciary services (liquidating/distribution trusts) and served as chief restructuring, operating and financial officers for clients. Notable transactions during 2011 include: * DeCoro, Ltd and DeCoro USA, Ltd- Chapter 15 and International Business Restructuring * Metaldyne Corporation Liquidating Trust- Chief Trustee Officer after the Carlyle Group Credit Bid Purchase and Lead Syndicator * Prominent Cultural Museum- Financial Advisor for Strategic Vision * Sonix Resources- Chief Restructuring Officer through 363 Bankruptcy Sale * Manufacturer/Distributor- Corporate Finance Restructuring through 363 Bankruptcy Sale and Subsequent Refinancing * World-Renowned Confectionary Manufacturer- Financial Restructuring * No Withdrawal Until Bankruptcy Judge Rules on 'Core' ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a district judge in New Jersey wrote an opinion at the end of October on how jury-trial cases should be handled in light of Stern v. Marshall, a ruling in June by the U.S. Supreme Court dealing with constitutional limitations on the power of bankruptcy judges. The case involved a preference and fraudulent transfer lawsuit by a bankruptcy trustee against a bankrupt's lawyer to recover fees paid before bankruptcy. The lawyer filed a motion to remove the suit to district court. U.S. District Judge Susan D. Wigenton in Newark, New Jersey, denied the motion without prejudice, meaning it can be refiled later. According to the report, the lawyer claimed the right to a jury trial and said she wouldn't consent to trial in bankruptcy court. Judge Wigenton said that the "assertion that she is entitled to a jury trial alone is not a basis for this court to grant" the motion to withdraw the reference. Judge Wigenton said the motion was premature because the bankruptcy judge hadn't yet ruled on whether the suit was "core" or "non-core." "There is no reason why the bankruptcy court may not 'preside over an adversary proceeding and adjudicate discovery disputes and motions only until such time as the case is ready for trial,'" the judge said. According to the report, Judge Wigenton said the bankruptcy court can rule on a summary judgment motion because it "does not raise Seventh Amendment issues since the motion is disposed of as a matter of law and review by an Article III judge is de novo." The lawyer was told she could renew the motion after the bankruptcy judge has ruled whether the suit is core and discovery is complete. The case is Perkins v. Verma, 11-2557, U.S. District Court, District of New Jersey (Newark). * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Nov. 28, 2011 BEARD GROUP, INC. 18th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York City Contact: 1-240-629-3300 Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ April 3-5, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Grand Hyatt Atlanta, Atlanta, Ga. Contact: http://www.turnaround.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ November 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ April 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ October 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ ********* 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 ***