/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/111128.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, November 28, 2011, Vol. 15, No. 330 Headlines 1023 MAIN: Case Summary & Largest Unsecured Creditor ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors ACCREDITED MEMBERS: Posts $1.1-Mil. 3rd Quarter Net Loss ADVANCED MICRO: Fitch Affirms 'B' Long-Term Issuer Default Rating AEROGROW INTERNATIONAL: Posts $1.0MM Net Loss in Sept. 30 Quarter ALLEN FAMILY: Committee Okayed to Tap Appraiser for More Work ALLEN FAMILY: Has Until Feb. 6 to Propose Chapter 11 Plan ALLIED IRISH: Names David Duffy as Chief Executive Officer ALLPOINTS WAREHOUSING: Files for Chapter 11 Bankruptcy Protection ALPINE SECURITIZATION: DBRS Confirms Liquidity Facility at 'BB' AMERICAN INT'L: Greenberg Sues U.S. Over AIG Takeover ARCADIA RESOURCES: Forbearance with H.D. Smith Expires Nov. 30 ASHAPURA MINECHEM: Peck Issues Tongue Lashing, Grants Chapter 15 ASSOC. BANC-CORP: Fitch Affirms 'BB' Subordinated Debt Rating AUTOMOTIVE SERVICES: Case Summary & 20 Largest Unsecured Creditors AVSTAR AVIATION: Incurs $81,441 Net Loss in Third Quarter BALDWIN PREPARATORY: Case Summary & 7 Largest Unsecured Creditors BANKS.COM INC: Posts $967,000 Net Loss in Third Quarter BEACON POWER: Section 341(a) Meeting Scheduled for Dec. 6 BEACON POWER: Court OKs Miller Wachman as Auditors BEACON POWER: Employs Potter Anderson as Counsel BEAZER HOMES: Awards Stock Options to Named Executive Officers BELMAR, LLC: Case Summary & 4 Largest Unsecured Creditors BERNARD L. MADOFF: Trustee's Fraud Suit Vs. Mets Headed to Trial BERNARD L. MADOFF: IRS to Hand Over $326MM in False Taxes BERNARD L. MADOFF: Trustee Given Jury Trial Against Mets Owners BIDZ.COM INC: Posts $1.5 Million Net Loss in Third Quarter BLACK CROW: Sets Dec. 27 Plan Confirmation Hearing BLUEKNIGHT ENERGY: Swank Capital Owns 10.2% of Series A Shares BRIGHAM EXPLORATION: Statoil to Make Voluntary Filing with CFIUS EASTBRIDGE INVESTMENT: Posts $75,022 Net Loss in 3rd Quarter EVERGREEN ENERGY: Stanhill Withdraws Offer to Purchase K-Fuel C&D TECHNOLOGIES: Files Amended Schedule 13E-3 with SEC CANO PETROLEUM: Further Delays Filing of Third Quarter Report CELL THERAPEUTICS: Registers Add'l 14MM Shares Under Equity Plan CENTRAL ENERGY: Posts $246,000 Net Loss in Third Quarter CHEF SOLUTIONS: Sale of Substantially All Assets to RMJV Approved CHINA SHENGHUO: Posts $502,000 Net Loss in Third Quarter COMMERCETEL CORP: Posts $775,500 Net Loss in Third Quarter CONVERTED ORGANICS: Posts $5.9-Mil. Third Quarter Net Loss CROSS BORDER: To Be Acquired by American Standard CROW PARTNERS: Court OKs Commercial Properties as Leasing Agents CUMULUS MEDIA: Crestview Radio Owns 48.4% of Class A Shares CYCLONE POWER: Posts $738,900 Net Loss in Third Quarter DEE ALLEN RANDALL: Trustee Taps Fabian for Wells Fargo Lift Stay DEE ALLEN RANDALL: Trustee Taps Commerce as Real Estate Broker DEWAAY FINANCIAL: Faces Bankruptcy Amid DBSI Investor Claims DELTA PETROLEUM: James Murren Resigns from Board of Directors DELTATHREE INC: Brian Fitzpatrick Resigns from Board DOLPHIN DIGITAL: Posts $377,400 Net Loss in Third Quarter ELBIT VISION: Posts $327,000 Net Income in Third Quarter EMMIS COMMUNICATIONS: To Buy 1-Mil. Preferred Shares from Alden ENER1 INC: Obtains $4.5 Million Financing from Bzinfin ENER1 INC: Bzinfin Discloses 47.3% Equity Stake ENVISION SOLAR: Posts $1.2 Million Net Loss in Third Quarter EPAZZ INC: Incurs $120,600 Net Loss in Third Quarter ESP RESOURCES: Posts $706,100 Net Loss in Third Quarter EVERGREEN ENERGY: Ilyas Khan Continues to Have 6.6% Equity Stake FALLS AT TOWNE: Chapter 11 Reorganization Case Dismissed FRANK PANZA: Two Buildings Set for Auction on Dec. 2 GAME TRADING: To Pursue Financial Reorganization GAME TRADING: Hires Marc Weinsweig as Chief Restructuring Officer GAMETECH INT'L: Court OKs $500,000 Settlement in LBHI Case GENCORP INC: Repurchases $46.4MM of 2.25% Convertible Debenture GARFIELD TAYLOR: Faces SEC Charges on Ponzi Scheme GENERAL MARITIME: Final Hearing on $75MM DIP Loan Set for Dec. 15 GENERAL MARITIME: Court Okays Garden City as Claims Agent GENERAL MARITIME: Schedules Filing Deadline Moved to Dec. 31 GREENHOUSE HOLDINGS: Posts $1.6 Million 3rd Quarter Net Loss GRACEWAY PHARMACEUTICALS: Gets Formal Nod to Sell to Medicis GRUBB & ELLIS: Forward Management Discloses 11.4% Equity Stake GRYPHON GOLD: Posts $804,400 Net Loss in Third Quarter GULF STATES: Voluntary Chapter 11 Case Summary HOLDINGS OF EVANS: Creditor Wants Plan Filing Extension Denied IBIO INC: Reports $383,100 Net Income in June 30 Quarter ILLINOIS FAMILY: Case Summary & 20 Largest Unsecured Creditors INDIANA EQUITY: Court Sets Dec. 30, 2011 as Claims Bar Date INFRAX SYSTEMS: Posts $1.3 Million Net Loss in Sept. 30 Quarter INTEGRATED FIN'L: Sues State Over Renewal of Broker License JEMANYA CORP: Wants Involuntary Case Dismissed as Bad Faith Filing KENT SWIG: Investment Partner Seeks Control of Ventures KH FUNDING: Court Approves RE/MAX Allegiance as Listing Agents KEYON COMMUNICATIONS: Posts $1.9-Mil. 3rd Qtr. Net Loss KINGSBURY CORP: Court OKs TrueNorth as Committee's Advisors LA CORTEZ ENERGY: Reports $89,700 Net Income in Third Quarter LENNAR CORP: Fitch Assigns 'BB+' Rating to Proposed Offering LOAN EXCHANGE: U.S. Trustee Seeks Dismissal or Conversion of Case LODGENET INTERACTIVE: Mast Capital Discloses 9.6% Equity Stake LOEHMANN'S HOLDINGS: Strikes Settlement of Wage-And-Hour Action LOS ANGELES DODGERS: Fox Sports Wants Chapter 11 Case Dismissed LOS ANGELES DODGERS: Committee Opposes "Long" Plan Extension MAJESTIC CAPITAL: A.M. Best Downgrades FSR to 'C-' MARITIME COMMS: Files Schedules of Assets and Liabilities MARKETING WORLDWIDE: James Davis Resigns as CFO MEDYTOX SOLUTIONS: Reports $820,400 Net Income in 3rd Quarter METAL STORM: Shareholders Meeting Set for Dec. 8 MISCOR GROUP: Reports $351,000 Net Income in Third Quarter MONEYGRAM INT'L: Inks 6th Supplemental Indenture with DBTCA MONEYGRAM INT'L: Closes Secondary Offering of 9.2 Million Shares MONTANA ELECTRIC: Has Chapter 11 Trustee and Cash Use MOORE SORRENTO: Hearing Exclusivity Extensions Set for Dec. 13 MOUNTAIN NATIONAL: Enters Into Written Consent with FRB MONEYGRAM INT'L: New Form of Restricted Stock Unit Award Okayed MUSCLEPHARM CORP: Authorized Common Shares Hiked to 750 Million NORTHWEST G.F. MUTUAL: A.M. Best Downgrades FSR to 'B-' POSITIVEID CORPORATION: Posts $6.3-Mil. 3rd Qtr. Net Loss PREMIER TRAILER: DIP Loan Termination Date Extended Until Today PROBE MANUFACTURING: Reports $39,638 3rd Quarter Net Income QUALTEQ INC: Authorized to Pay $1.9-Mil. to Critical Vendors QUICK MED: Enters Into Exclusive License Agreement with Biosara RADAR PICTURES: Owner Accuses Ex-Associates of Takeover Plot RICCO INC: Smith & Assoc. Drops Motion to Back Out as Accountant RICHMOND YACHT: Case Summary & 6 Largest Unsecured Creditors ROBERT W HUNT: Case Summary & 6 Largest Unsecured Creditors ROBINO-BAY COURT: Hearing on Case Dismissal Plea Set for Dec. 6 ROUND TABLE: Wants Until Dec. 31 to Solicit Plan Acceptances RUDERMAN CAPITAL: Spider-Man Settles Ponzi-Funded Poker Games Suit RUSSELL 150: Reaches Deal With Interested Parties SAGAMORE PARTNERS: U.S. Trustee Unable to Form Committee SAGAMORE PARTNERS: Meland Russin OK'd to Handle Chapter 11 Case SANUWAVE HEALTH: Posts $2.1 Million Net Loss in Third Quarter SEARCHMEDIA HOLDINGS: Phillip Frost Owns 5.3MM Ordinary Shares SEQUENOM INC: Files form S-3, Registers $150 Million of Securities SHALAN ENTERPRISES: Files Disclosure Statement for Joint Plan SOLYNDRA LLC: Proposes Piece-by-Piece Auction on Jan. 23 SP NEWSPRINT: Meeting to Form Creditors Committee Today SSI GROUP: LNC Ventures Wins Bankruptcy Auction STONE GROUND: Files for Chapter 11 Bankruptcy as Owners Squabble STONEHEALTH RE: Fitch Withdraws 'BB+' Rating on Preff. Securities SUSPECT DETECTION: Posts $656,300 Net Loss in Third Quarter TEARLAB CORP: Reports $1.1 Million Net Income in 2011 3rd Quarter TEN SAINTS: Bank Objects to Hiring of Susan Hernst as Appraiser TENET HEALTHCARE: Completes Private Offering of 6.25% Sr. Notes TRAILER BRIDGE: Posts $1.9 Million Net Loss in Third Quarter TRAVELPORT HOLDINGS: Judge Dismisses 4 Counts in Antitrust Case TTC PLAZA: Taps Jack N. Fuerst & Assoc. as General Counsel TTC PLAZA: U.S. Trustee Unable to Form Committee TTC PLAZA: Jack N. Fuerst Approved as Ch. 11 Trustee's Counsel TURKPOWER CORP: Inks Binding Term Sheet to Merge with ACM U-SWIRL INC: Posts $71,600 Net Loss in Third Quarter UNIVERSITY GENERAL: Reports $1.1-Mil. Net Income in 3rd Quarter VIRGIN OFFSHORE: Ch. 11 Trustee Wants Clarification on Counsel Fee VOICESERVE INC: Posts $36,100 Net Loss in Sept. 30 Quarter WATERFORD PLACE: Case Summary & 4 Largest Unsecured Creditors WAVE SYSTEMS: Registers Add'l 5MM Class A Shares Under Plan WEST END: Can Use Northlight Cash Collateral Until Jan. 31 WS MINERAL: Disclosure Statement in Support of Plan Approved XTREME GREEN: Posts $635,900 Net Loss in Third Quarter YRC WORLDWIDE: Marc Lasry Discloses 9.5% Equity Stake * Starwood Property Prepares for Fire Sales in Europe * Amherst Securities Raises Concerns Over C-III CMBS Workout * FDIC Says Number of U.S. Banks in Distress Continues to Decline * Bankruptcy Judge Says CDO Creditors Can Vote on Rival Plans * U.S. Regulators to Publish Results Of Big Bank 'Stress Tests' * Hamid Soleimanian Gives Legal Assistance for Bankruptcy Filing * BOND PRICING -- For Week From Nov. 21 to 25, 2011 ********* 1023 MAIN: Case Summary & Largest Unsecured Creditor ---------------------------------------------------- Debtor: 1023 Main Street, LLC 1023 Main Street Paterson, NJ 07503 Bankruptcy Case No.: 11-43736 Chapter 11 Petition Date: November 23, 2011 Court: U.S. Bankruptcy Court District of New Jersey (Newark) Judge: Rosemary Gambardella Debtor's Counsel: Leonard S. Singer, Esq. ZAZELLA & SINGER 48 Mountain View Boulevard, P.O. Box 737 Wayne, NJ 07474-0737 Tel: (973) 696-1700 Fax: (973) 696-3228 E-mail: zandsattys@aol.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Asiyat Aral. The Company?s list of its largest unsecured creditors filed with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Valley National Bank -- $1,479,044 Attn: Strasser & Associates, P.C. 7 East Ridgewood Avenue Paramus, NJ 07652 ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Arnow Avenue Development, LLC 1906 Arnow Avenue Bronx, NY 10469 Bankruptcy Case No.: 11-15430 Chapter 11 Petition Date: November 23, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtor's Counsel: Avrum J. Rosen, Esq. THE LAW OFFICES OF AVRUM J. ROSEN, PLLC 38 New Street Huntington, NY 11743 Tel: (631) 423-8527 Fax: (631) 423-4536 E-mail: ajrlaw@aol.com Scheduled Assets: $555,800 Scheduled Debts: $4,649,857 The Company?s list of its two largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nysb11-15430.pdf The petition was signed by Eddie Sachar, managing member. ACCREDITED MEMBERS: Posts $1.1-Mil. 3rd Quarter Net Loss -------------------------------------------------------- Accredited Members Holding Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $1.1 million on $476,640 of revenue for the three months ended Sept. 30, 2011, compared with a net loss $244,463 on $706,180 of revenue for the same period last year. The Company reported a net loss of $2.1 million on $1.5 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $962,489 on $1.7 million of revenue for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $3.6 million in total assets, $2.2 million in total liabilities, and stockholders' equity of $1.4 million. As reported in the TCR on April 12, 2011, GHP Horwath, P.C., in Denver, expressed substantial doubt about Accredited Members Holding's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company reported a net loss of approximately $2,600,000 and used net cash in operating activities of approximately $2,100,000 in 2010, and has an accumulated deficit of approximately $4,200,000 at Dec. 31, 2010. A copy of the Form 10-Q is available for free at: http://is.gd/ICQNLe About Accredited Members Accredited Members Holding Corporation currently provides various services and products through its subsidiary corporations Accredited Members, Inc. ("AMI"), AMHC Managed Services ("AMMS") and World Wide Premium Packers, Inc. ("WWPP"). AMI provides a range of services that are primarily intended for sophisticated investors interested in micro-cap and development stage companies as well as early stage companies seeking to increase general market awareness of their operations and business plans. WWPP was formed on Feb. 14, 2010, for the purpose of procuring, processing, and marketing premium meats and related products. Although WWPP hopes to be able to sell premium meat products on a retail level, it has not taken any definitive steps with retailers or others to place and sell its products and there can be no assurance that WWPP will ever be able to sell its products on a retail level. AMHC Managed Services provides management services to third parties, including services typically provided by executive level personnel on a fixed-contract basis. ADVANCED MICRO: Fitch Affirms 'B' Long-Term Issuer Default Rating ----------------------------------------------------------------- Fitch Ratings has affirmed the following ratings for Advanced Micro Devices Inc. (NYSE: AMD): -- Long-term Issuer Default Rating (IDR) at 'B'; -- Senior unsecured debt at 'B+/RR3'. The Rating Outlook is Positive. Fitch's actions affect approximately $2 billion of total debt. The Positive Outlook incorporates the potential for: i) Consistent annual free cash flow; ii) Ongoing debt reduction from free cash flow; and iii) Meaningful diversification of AMD's foundry partners. Fitch believes annual free cash flow will range from breakeven to $500 million through most semiconductor cycles, driven by AMD's fables manufacturing model and lower break-even profitability level from historical restructuring. Fitch estimates free cash flow exceeded $300 million for the latest 12 months (LTM) ended Oct. 1, 2011 and $350 million in fiscal 2010 versus significant historical cash usage. Consistent free cash flow will enable AMD to continue reducing debt, since the company guided that it will deleverage the balance sheet in order to strengthen its credit profile. AMD reduced the face value of its debt by approximately $150 million though open market repurchases of its convertible notes due 2015 during the quarter ended Oct. 1, 2011. Fitch estimates the company will have adequate cash available to meaningfully reduce debt by repaying $485 million of convertible notes maturing in August 2012. The company guided that it wants to maintain $1.5 billion of cash on the balance sheet. However, with approximately $1.8 billion of available cash as of Oct. 1, 2011 and aforementioned expectations for free cash flow, Fitch believes cash balances could approach $2 billion by August 2012. Fitch believes the company's diversification of foundry partners essential to improving AMD's ability to keep pace with Intel Corporation's (Intel) migrations to next generation technology nodes. GLOBALFOUDRIES (GF) currently manufactures the majority of AMD's microprocessors, including the company's accelerated processing units (APU), but GF's manufacturing missteps during the third quarter constrained AMD's supply of mobility APUs. However, AMD's expansion of its partnership with Taiwan Semiconductor Manufacturing Corp. (TSMC) and qualifications with other foundries should provide AMD with second source suppliers. Fitch believes AMD's revenue growth will be constrained by slowing unit demand in mature markets, cannibalization by media tablets, and Fitch's expectations for intensifying pricing pressures heading into 2012. Positively, AMD should benefit from robust growth in emerging markets, particularly China, where the company has higher market share. AMD's new APU products, particularly in mobility markets, command higher average selling prices (ASP) and should provide some support to revenue levels. Profitability has improved, but Fitch anticipates operating profitability will remain in the break-even to upper single digit range, depending upon highly cyclical revenue levels. AMD recently announced another round of restructuring, which should lower annual operating expenses by $115 million beginning in 2012. At the same time, AMD's operating leverage remains substantial with research and development (R&D) critical to next generation technology and product development and gross margins largely a function of product mix. Credit protection measures remain solid for the rating, albeit within a cyclical context. Fitch estimates total leverage (total debt to operating EBITDA) for the LTM ended Oct. 1, 2011 was approximately 2.6 times (x) and should remain in the 2x-8x range, versus significantly higher levels historically. Interest coverage (operating EBITDA to interest expense) remains near 5x versus well below 1x historically. Negative actions could occur if AMD uses significant amounts of cash despite lower capital intensity. Fitch believes these actions likely would be the result of: i) meaningfully weaker than anticipated adoption of AMD's APUs; or ii) drawn out execution missteps by foundry partners. As of Oct. 1, 2011, Fitch believes AMD's liquidity is sufficient and supported by $1.8 billion of cash and cash equivalents. The company has no revolving credit facility (RCF) and recently wound down its receivables sales facility with IBM. Fitch's expectation for annual free cash flow of up to $500 million also supports the company's liquidity. The ratings incorporate the company meeting at least the majority of its upcoming $485 million convertible note maturing in 2012 with available cash. Total debt was approximately $2.1 billion as of Oct. 1, 2011 and consisted of: -- $485 million of 5.75% senior unsecured convertible notes due 2012; -- $630 million of 6% senior unsecured convertible notes due 2015; -- $500 million of 8.125% senior unsecured convertible notes due 2017; -- $500 million of 7.75% senior unsecured convertible notes due 2020; and -- $31 million of capital leases. AMD's Recovery Ratings (RRs) reflect Fitch's belief that the company would be reorganized rather than liquidated in a bankruptcy scenario. This is given Fitch's estimates that AMD's reorganization value of approximately $1.5 billion exceeds a projected liquidation value. Furthermore, Fitch believes AMD's role as a credible viable alternative microprocessor supplier to Intel also supports reorganization rather than liquidation of AMD in a bankruptcy scenario. To arrive at a reorganization value, Fitch assumes a 5x reorganization multiple, and applies it to its estimate of distressed operating EBITDA of $290 million, which covers estimated annual fixed charges, resulting in an adjusted reorganization value of $1.3 billion after subtracting administrative claims. Based upon these assumptions, Fitch estimates recovery for the estimated $2.1 billion of senior unsecured debt has increased to 51%-70%, resulting in Recovery Ratings of 'RR3'. AEROGROW INTERNATIONAL: Posts $1.0MM Net Loss in Sept. 30 Quarter ----------------------------------------------------------------- AeroGrow International, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.0 million on $1.5 million of product sales for the three months ended Sept. 30, 2011, compared with a net loss of $2.1 million on $1.4 million of product sales for the three months ended Sept. 30, 2010. The Company reported a net loss of $2.6 million on $3.0 million of product sales for the six months ended Sept. 30, 2011, compared with a net loss of $3.9 million on $3.2 million for the six months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $4.5 million in total assets, $8.8 million in total liabilities, and a stockholders' deficit of $4.3 million. As reported in the TCR on Aug. 30, 2011, Eide Bailly LLP, in Fargo, North Dakota, expressed substantial doubt about AeroGrow International's ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2011. The independent auditors said the Company does not currently have sufficient liquidity to meet its anticipated working capital, debt service and other liquidity needs in the near term. A copy of the Form 10-Q is available for free at: http://is.gd/54zcwn Boulder, Colo.-based AeroGrow International, Inc., is a developer, marketer, direct-seller, and wholesaler of advanced indoor garden systems designed for consumer use and priced to appeal to the gardening, cooking, and healthy eating, and home and office dDor markets. ALLEN FAMILY: Committee Okayed to Tap Appraiser for More Work ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Allen Family Foods, Inc., et al., to expand the scope of retention of Appraisal Economics, Inc., as its appraiser. As reported in the Troubled Company Reporter on Nov. 8, 2011, the Committee sought to expand the scope of retention to analyze the impact of economic obsolescence on its appraisal of the fixed assets -- certain of the Debtors' assets upon which MidAtlantic Farm Credit, ACA, for itself and as the agent/nominee for the lenders who made senior prepetition secured loans to the Debtors, does not have valid and perfected liens, which are located in Delaware, Maryland, and North Carolina; to aid in determining what portion of the sale proceeds should be allocated to the fixed assets. The expanded scope of services to be provided by Appraisal Economics in these cases include, but are not limited to: a) analysis of historical and current economic conditions of the domestic poultry industry including industry-wide capacity utilization, feed prices, wholesale poultry prices, consumption, and profitability; b) development of the amount of economic obsolescence inherent in the industry that impacts the market value of certain assets used in the industry; c) conclude the appropriate rate of economic obsolescence present in the poultry industry and application of economic obsolescence to certain personal property and real property of the Debtors; and d) preparation of a fully documented valuation report, which will describe the analysis, methodology, procedures employed, and conclusions of value. The Committee will pay Appraisal Economics (a) $10,000 for the economic obsolescence analysis that it will provide, which includes reimbursement of actual and necessary out-of-pocket expenses incurred by Appraisal Economics as a result of the appraisal; plus (b) any additional fees. To the best of the Committee's knowledge, Appraisal Economics is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods and two affiliates, Allen's Hatchery Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. Allen estimated assets and liabilities between $50 million and $100 million in its petition. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. FTI Consulting is the financial advisor. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven creditors to serve on an Official Committee of Unsecured Creditors in the Debtors' cases. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the committee. J.H. Cohn LLP serves as the Committee's financial advisor. ALLEN FAMILY: Has Until Feb. 6 to Propose Chapter 11 Plan --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware extended Allen Family Foods, Inc., et al.'s exclusive periods to file and solicit acceptances for a proposed Chapter 11 plan or plans until Feb. 6, 2012, and April 4, respectively. As reported in the Troubled Company Reporter on Oct. 13, 2011, Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, said an extension is warranted, noting that the sale of the Debtors' assets has just recently closed. He states that now that the closing has occurred, the Debtors have turned their attention to analyzing the claims that are being filed against the estates and will, in consultation with the Committee, determine the most efficient means for bringing the cases to a conclusion. About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods and two affiliates, Allen's Hatchery Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. Allen estimated assets and liabilities between $50 million and $100 million in its petition. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. FTI Consulting is the financial advisor. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven creditors to serve on an Official Committee of Unsecured Creditors in the Debtors' cases. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the committee. J.H. Cohn LLP serves as the Committee's financial advisor. The TCR reported on July 29, 2011, the Debtor won the bankruptcy judge's approval to sell its assets to a U.S. affiliate of Korean poultry producer Harim Co. Ltd. The sale was approved despite creditors' questions about the administrative solvency of the case. The purchase price was $48 million. ALLIED IRISH: Names David Duffy as Chief Executive Officer ---------------------------------------------------------- Allied Irish Banks, p.l.c., appointed David Duffy as its Chief Executive Officer. Mr. Duffy, aged 50, has held a number of senior roles in the international banking industry including, most recently, the position of CEO at Standard Bank International. He was previously President and CEO, Americas, ING Barings. He attended Terenure College and is a graduate of Trinity College Dublin. Mr. Duffy will take up his post in AIB in December 2011. His remuneration package will be in line with Government guidelines. Commenting on Mr. Duffy's appointment, AIB's Executive Chairman, David Hodgkinson said, "The Board of AIB is delighted to welcome David to the organisation. He brings with him a wealth of international experience and a sound knowledge of the local market. He also has a proven track record in successfully managing banks through challenging times. He is ideally suited to the task of leading AIB's extensive restructuring and delivering the business performance that will best serve its customers and return the bank to sustainable viability. We look forward to working with him and wish him every success." Mr. Hodgkinson will remain on the Board of AIB in the role of non- executive Chairman. About Allied Irish Banks, p.l.c. Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a major commercial bank based in Ireland. It has an extensive branch network across the country, a head office in Dublin and a capital markets operation based in the International Financial Services Centre in Dublin. AIB also has retail and corporate businesses in the UK, offices in Europe and a subsidiary company in the Isle of Man and Jersey (Channel Islands). Since the onset of the global and Irish financial crisis, AIB's relationship with the Irish Government has changed significantly. As at Dec. 31, 2010, the Government, through the National Pension Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary shares of the Company (the share of the voting rights at shareholders' general meetings), 10,489,899,564 convertible non- voting ("CNV") shares and 3.5 billion 2009 Preference Shares. On April 8, 2011, the NPRFC converted the total outstanding amount of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby increasing its holding to 92.8% of the ordinary share capital. In addition to its shareholders' interests, the Government's relationship with AIB is reflected through formal and informal oversight by the Minister and the Department of Finance and the Central Bank of Ireland, representation on the Board of Directors (three non-executive directors are Government nominees), participation in NAMA, and otherwise. As reported by the TCR on May 31, 2011, KPMG, in Dublin, Ireland, noted that there are a number of material economic, political and market risks and uncertainties that impact the Irish banking system, including the Company's continued ability to access funding from the Eurosystem and the Irish Central Bank to meet its liquidity requirements, that raise substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of EUR10.16 billion on EUR1.84 billion of interest income for 2010, compared with a net loss of EUR2.33 billion on $2.87 billion of interest income for 2009. The Company's balance sheet at June 30, 2011, showed EUR126.87 billion in total assets, EUR120.01 billion in total liabilities, and EUR6.86 billion in total shareholders' equity including non-controlling interests. ALLPOINTS WAREHOUSING: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Michael Sasso at The Tampa Tribune reports that Alan Bridges filed for Chapter 11 bankruptcy protection on Nov. 21, 2011, in Tampa, Florida, both personally and on behalf of his business, Allpoints Warehousing Equipment Co., a private machinery and equipment merchant wholesaler doing business as Got Rack and Got-Rack.com. The report relates that Mr. Bridges was forced to seek bankruptcy because his business' loans from Regions Bank had matured and he wasn't able to refinance them. The bank had filed a foreclosure lawsuit against Allpoints Warehousing last year and says it is owed at least $5.5 million. Allpoints Warehousing estimated $1 million to $10 million in both assets and debts in its petition. According to the report, Mr. Bridges' company often purchased shelving when, say, a home improvement store closed. It then would cut the shelving and resell it at a discount. The company's sales were about $9 million in 2004, Mr. Bridges said. ALPINE SECURITIZATION: DBRS Confirms Liquidity Facility at 'BB' --------------------------------------------------------------- DBRS, Inc. (DBRS) has confirmed the rating of R-1 (high) (sf) for the Commercial Paper (CP) issued by Alpine Securitization Corp. (Alpine), an asset-backed commercial paper (ABCP) vehicle administered by Credit Suisse, New York branch. In addition, DBRS has confirmed the ratings and revised the tranche sizes of the aggregate liquidity facilities (the Liquidity) provided to Alpine by Credit Suisse. The $7,758,998,398 aggregate liquidity facilities are tranched as: -- $7,448,166,715 rated AAA (sf) -- $65,620,177 rated AA (sf) -- $32,207,602 rated A (sf) -- $52,140,469 rated BBB (sf) -- $45,249,703 rated BB (sf) -- $50,554,996 rated B (sf) -- $65,058,736 unrated (sf) The ratings are based on July 31, 2011 data. The CP rating reflects the AAA credit quality of Alpine's asset portfolio. The updated credit quality aspect of the CP rating is based on both the portfolio of assets and the available program- wide credit enhancement (PWCE). The rationale for the CP rating is based on the updated AAA credit quality assessment as well as DBRS' prior and ongoing review of legal, operational and liquidity risks associated with Alpine's overall risk profile. The ratings assigned to the Liquidity reflect the credit quality of Alpine's asset portfolio based on an analysis that assesses each transaction to a term standard. The tranching of the Liquidity reflects the credit risk of the portfolio at each rating level. The tranche sizes are expected to vary each month based on changes in portfolio composition. For Alpine, both the CP and the Liquidity ratings use DBRS' simulation methodology, which was developed to analyze diverse ABCP conduit portfolios. This analysis uses the DBRS CDO Toolbox simulation model, with adjustments to reflect the unique structure of an ABCP conduit and its underlying assets. DBRS determines attachment points for risk based on an analysis of the portfolio and models the portfolio based on key inputs such as asset ratings, asset tenors and recovery rates. The attachment points determine the portion of the exposure rated AAA, AA, A through B as well as unrated. DBRS models the portfolio on an ongoing basis to reflect changes in Alpine's portfolio composition and credit quality. The rating results are updated and posted on the DBRS website. The principal methodology is the Asset-Backed Commercial Paper Criteria Report: U.S. & European ABCP Conduits, which can be found on DBRS' website under Methodologies. AMERICAN INT'L: Greenberg Sues U.S. Over AIG Takeover ----------------------------------------------------- American Bankruptcy Institute reports that Maurice R. Greenberg, the former chief executive of the American International Group, sued the U.S. Treasury and the Federal Reserve Bank of New York last week, contending that their takeover of the insurer in the fall of 2008 was improper and that the Fed breached its duty to AIG shareholders when it unwound the company's disastrous bets on mortgage securities. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. At the height of the 2008 financial crisis, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage-backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG sold off a number of its businesses and other assets to pay down loans received from the U.S. government. ARCADIA RESOURCES: Forbearance with H.D. Smith Expires Nov. 30 -------------------------------------------------------------- PrairieStone Pharmacy, LLC, and Arcadia Resources, Inc., entered into a Forbearance Agreement with H. D. Smith Wholesale Drug Co. Effective Nov. 18, 2011, PrairieStone, the Company and HD Smith entered into the First Amendment to the Forbearance Agreement. The Amendment extends the expiration of the Forbearance Period until the earlier of (a) Nov. 30, 2011, or (b) two business days following the receipt of notification from the prospective purchasers that they no longer intend to pursue a potential sale transaction to purchase the assets of PrairieStone. All other terms and conditions of the Agreement were not changed and remain in full force and effect. About Arcadia HealthCare Arcadia HealthCare is a service mark of Arcadia Resources, Inc. (nyse amex:KAD), and is a leading provider of home care, medical staffing and pharmacy services under its proprietary DailyMed program. The Company, headquartered in Indianapolis, Indiana, has 65 locations in 18 states. Arcadia HealthCare's comprehensive solutions and business strategies support the Company's vision of "Keeping People at Home and Healthier Longer." The Company reported a net loss of $14.35 million on $100.04 million of revenues for the fiscal year ended March 31, 2011, compared with a net loss of $31.09 million on $98.08 million of revenues for the fiscal year ended March 31, 2010. The Company also reported a net loss of $5.98 million on $40.86 million of revenue for the six-month period ended Sept. 30, 2011, compared with a net loss of $6.93 million on $41.29 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $23.69 million in total assets, $49.52 million in total liabilities, and a $25.82 million total stockholders' deficit. BDO USA, LLP, in Troy, Michigan, expressed substantial doubt about Arcadia Resources' ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. Bankruptcy Warning The Company continues to generate negative cash flows on a consolidated basis. As of Sept. 30, 2011, the Company has $42.3 million of outstanding debt, of which $37.8 million is due in or before April 2012. As of Sept. 30, 2011, 193 million of the 300 million authorized shares of common stock were outstanding. The Company's stock price as of Sept. 30, 2011, was $0.025. The Company has received notices of default from its two secured lenders, Comerica Bank and HD Smith. The Company intends to sell or wind down its Pharmacy segment operations and is analyzing the various alternatives for its Services segment, which includes the divestiture of the business. If these sale transactions are consummated, it is highly unlikely that proceeds from these transactions will be adequate to pay down all of the secured debt and a significant portion of the unsecured debt. Additionally, it is possible that issues of liquidity or other factors could cause the Company to file a petition for relief under the United States Bankruptcy Code or initiate other reorganization proceedings. ASHAPURA MINECHEM: Peck Issues Tongue Lashing, Grants Chapter 15 ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Ashapura Minechem Ltd. won Chapter 15 protection from creditors in the U.S. after receiving a dressing down from U.S. Bankruptcy Judge James M. Peck for "a strategic error of colossal portions." Judge Peck, in New York, said that the Chapter 15 filing in early October was the "latest example" of "coordinated efforts" by the company and its managing directors indicating that they "are not acting in good faith." According to the report, Ashapura resorted to Chapter 15 to forestall collection in the U.S. of more than $100 million in judgments handed down in arbitrations commenced in London by two shippers. For reasons not explained to Judge Peck, the company decided not to oppose the arbitrations. The report relates that Judge Peck said the company filed in Chapter 15 "to avoid the consequences of its own failure to deal with the arbitrations in a commercially reasonable manner." Regardless of the company's blunders, Judge Peck said the question turned on whether previously filed reorganization proceedings in India qualified as a collective administrative proceeding entitling the company to Chapter 15 protection. Judge Peck recited how the law in India governing the proceedings had been revoked by the legislature after being criticized as "deficient" and "subject to abuse." Even though revoked, the law is still being followed in India, Peck said. According to the report, Judge Peck heard testimony on procedures in India and granted Chapter 15 protection after concluding it provides for creditor protection and afforded a right of appeal. The judge nonetheless is requiring the company to make reports every two months. He kept the door open for creditors to show that the Indian proceedings "in actual practice are prejudicing" their rights. Judge Peck also "strongly encourages the parties to stop posturing and start talking to each other in a manner that may lead to a compromise of the objectors' claims." The shippers who won the judgments and opposed relief in Chapter 15 are Armada (Singapore) Pte Ltd. and Eitzen Bulk A/S. About Ashapura Ashapura Minechem Ltd. is an industrial company incorporated under the provisions of the Companies Act 1956, having its registered office in Mumbai, India. It is listed with the Bombay Stock Exchange and National Stock Exchange of India, Ltd. It is engaged in the business of mining, processing and trading minerals and ores, namely: Bentonite, a versatile clay having applications in foundries, iron ore pellatization, oil well drilling and civil engineering; Bauxite, the principal ore used for manufacturing alumina which is in turn used to produce Aluminum metal; Barytes, a clay with high specific gravity and is mainly used in oil well drilling; Iron ore, the principal ore for manufacturing steel. Ashapura is also engaged in the manufacturing of value added Bentonite for advanced applications for usage in paper, cosmetic and edible oil industries. The company also offers to arrange for logistical support for transportation and shipping of minerals which it sells to its customers. Chetan Shah, as foreign representative of Ashapura, filed a petition for protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 11-14668) on Oct. 4, 2011. Attorney for the foreign representative is Ira A. Reid, Esq., at Baker & McKenzie LLP. The Chapter 15 petition estimated the Debtor's assets and debts to be between $100 million and $500 million. It owes $70.1 million to secured lenders. Unsecured claims, not including the arbitration awards, total $29 million. ASSOC. BANC-CORP: Fitch Affirms 'BB' Subordinated Debt Rating ------------------------------------------------------------- Fitch Ratings has affirmed the long- and short-term Issuer Default Ratings (IDRs) for Associated Banc-Corp (ASBC) at 'BBB-/F3'. The Rating Outlook is Stable. The affirmation is supported by continued expected improvement in ASBC's asset quality metrics. ASBC's non-performing assets (NPAs) as a percentage of gross loans plus other real estate owned (OREO) was 4.13% as of Sept. 30, 2011, down from 4.76% at June 30, 2011 and 5.00% at March 31, 2011. Similarly, net-charge-offs (NCOs) have declined over the course of the year, and as of the quarter ending Sept. 30, 2011 amounted to 0.90% on an annualized basis. Fitch's action is further supported by the maintenance ASBC's good capitalization levels while the company was able to repurchase its $525m of TARP shares in two parts over the course of the past year. This was facilitated by two issuances of senior unsecured debt over the course of the year that collectively amounted to $430 million, as well as a preferred issuance of $65 million. The Rating Outlook is stable, because notwithstanding the increased indebtedness from the TARP repayment, ASBC's tangible common equity (TCE) ratio increased to 8.77%, up from 8.49% at June 30, 2011 due to continued profitability. Fitch Core Capital amounted to $1.66 billion at Sept. 30, 2011, or 7.95% of tangible assets. Fitch further notes that ASBC's capitalization levels are generally inline with similarly rated entities, which further supports the Stable Outlook. Over the course of the last year, ASBC has improved its profitability primarily through lower provision expense. Net interest income over the last few quarters has been relatively stable as has non-interest income. Expenses have been up and down over the last few quarters, but the efficiency ratio is still on the higher side relative to similarly rated entities at 71.89% as of Sept. 30 2011. Going forward ASBC's main challenge and focus will be to drive additional loan growth, which is not unlike the current focus of most other banks. To this end, ASBC has had some success in growing gross loans which increased to $13.5 billion as of 3Q'11, up 3% from the sequential quarter. The growth was primarily due to more commercial and industrial (C&I) loans, non-owner occupied commercial real estate loans, and residential mortgage loans. Fitch notes that given slower growth profile of ASBC's upper Midwestern footprint, the company is looking to grow loans in some adjacent areas such as Chicago, Cincinnati, and Indianapolis. Given the current overall level of elevated competition to provide loans to creditworthy customers, coupled with ASBC's relative newness to some of its markets, Fitch would be concerned if growth were to accelerate for a sustained period above industrywide trends. Fitch views ASBC's ratings to be at the lower end of their potential range. Fitch notes that should the company be able to measurably improve core earnings power over a sustained number of quarters while maintaining capital ratios at or above similarly rated entities, there could be some upside to current ratings. Although not anticipated, ratings could be negatively impacted should asset quality trends reverse course and significantly deteriorate. ASBC is a $21.9 billion regional bank with a large presence in Wisconsin, Illinois, and Minnesota. It offers consumer and commercial banking services, trust and investment management services, insurance, and mortgage banking products. Fitch has affirmed the following ratings: Associated Banc-Corp -- Long-term IDR at 'BBB-'; -- Senior unsecured debt at 'BBB-'; -- Viability at 'bbb-'; -- Subordinated debt at 'BB+' -- Preferred stock at 'BB'; -- Short-term IDR at 'F3'; -- Commercial Paper at 'F3'; -- Individual at 'C'; -- Support affirmed at '5'; -- Support floor affirmed at 'NF'. Associated Bank, N.A. -- Long-term IDR at 'BBB-'; -- Viability at 'bbb-'; -- Long-term deposits at 'BBB'; -- Long-term senior debt at 'BBB-'; -- Short-term IDR at 'F3'; -- Individual at 'C'; -- Short-term deposits at 'F2'; -- Support affirmed at '5'; -- Support floor affirmed at 'NF'. Associated Trust Company, N.A. -- Long-term IDR at 'BBB-'; -- Viability at 'bbb-'; -- Short-term IDR at 'F3'; -- Individual at 'C'; -- Support affirmed at '5'; -- Support floor affirmed at 'NF'. ASBC Capital I -- Preferred stock at 'BB'. The Rating Outlook is Stable. AUTOMOTIVE SERVICES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Automotive Services of North America, Inc. dba Tune Up Plus Harris Tire 634 Prosperity Way Chesapeake, VA 23320 Bankruptcy Case No.: 11-75219 Chapter 11 Petition Date: November 23, 2011 Court: U.S. Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Stephen C. St. John Debtor's Counsel: John D. McIntyre, Esq. WILSON & MCINTYRE, PLLC 500 East Main Street, Suite 920 Norfolk, VA 23510 Tel: (757) 961-3900 E-mail: jmcintyre@wmlawgroup.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Company?s list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/vaeb11-75219.pdf The petition was signed by Timothy Terrell, president. AVSTAR AVIATION: Incurs $81,441 Net Loss in Third Quarter --------------------------------------------------------- Avstar Aviation Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $81,441 on $521,153 of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $256,657 on $516,893 of total revenue for the same period during the prior year. The Company also reported a net loss of $80,502 on $1.75 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $1 million on $1.12 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.20 million in total assets, $2.03 million in total liabilities, and a $831,648 total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/CJ43Cn About Avstar Aviation Houston, Texas-based AvStar Aviation Group, Inc. (OTC QB: AAVG) -- http://www.avstarinc.com/-- due to acquisitions, is now in two aviation sectors, the maintenance, repair and overhaul ("MRO") of aircraft providing products and services for the general aviation sector, and the charter air service business. Clay Thomas, P.C., in Houston, expressed substantial doubt about Avstar Aviation Group's ability to continue as a going concern following the Company's 2010 results. Mr. Thomas noted that the Company has suffered significant losses and will require additional capital to develop its business until the Company either (1) achieves a level of revenues adequate to generate sufficient cash flows from operations; or (2) obtains additional financing necessary to support its working capital requirements. BALDWIN PREPARATORY: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Baldwin Preparatory School, Inc. 200 Castlewood Drive North Palm Beach, FL 33408 Bankruptcy Case No.: 11-42389 Chapter 11 Petition Date: November 23, 2011 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Paul G. Hyman Jr. Debtor's Counsel: Aaron A. Wernick, Esq. SHAPIRO, BLASI, WASSERMAN & GORA, P.A. 7777 Glades Rd. # 400 Boca Raton, FL 33434 Tel: (561) 477-7800 Fax: (561) 477-7722 E-mail: awernick@sbwlawfirm.com Scheduled Assets: $1,147,016 Scheduled Debts: $2,198,322 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flsb11-42389.pdf The petition was signed by Gena Baldwin, secretary. BANKS.COM INC: Posts $967,000 Net Loss in Third Quarter ------------------------------------------------------- Banks.com, Inc., reported a net loss of $967,000 on $613,000 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $565,000 on $1.4 million of revenues for the corresponding period in 2010. The Company reported a net loss of $1.2 million on $4.0 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $499,000 on $8.5 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $11.3 million in total assets, $1.7 million in total liabilities, and stockholders' equity of $9.6 million. "We have an on-going need to raise additional capital to support our operations, which historically we have done primarily through internally generated funds, debt financing, and the use of our line of credit, when available," the Company said in the filing. "In the current financial and economic environment and the current operating environment for our Internet advertising business and related results, it is uncertain whether we can obtain additional funding through our traditional sources of capital. These factors raise substantial doubt about our ability to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/ttyotj San Francisco, Calif.-based Banks.com, Inc., owns and operates finance related Internet media properties including: banks.com, irs.com, filelater.com and mystockfund.com. Through banks.com, the Company provides access to current financial content, including financial news, business articles, interest-rate tables, stock quotes, stock tracking and financial calculators. The Company also provides users access to tax related financial services including online tax preparation through irs.com and online tax extensions through filelater.com, as well as online stock brokerage services through mystockfund.com. BEACON POWER: Section 341(a) Meeting Scheduled for Dec. 6 --------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors of Beacon Power Corporation on Dec. 6, 2011, at 1:00 p.m. (Eastern Time). The meeting will be held at J. Caleb Boggs Federal Building, 844 North King Street, 2nd Floor, Room 5209, Wilmington, Delaware. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. 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. Brown Rudnick and Potter Anderson & Corroon serve as the Debtor's counsel. 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: Court OKs Miller Wachman as Auditors -------------------------------------------------- The Beacon Power Corporation sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Miller Wachman, LLP as auditors. The Debtor has engaged Miller Wachman to review and audit the Debtor's consolidated balance sheets as of Sept. 30, 2011, and the related consolidated statements of operations, stockholders' equity and cash flows. Steven Gunzberger, accountant of Miller Wachman, LLP, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. The customary hourly rates, subject to periodical adjustments, charged by Miller Wachman professionals anticipated to be assigned to these cases are $60 to $260. 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. Brown Rudnick and Potter Anderson & Corroon serve as the Debtor's counsel. 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 sought and obtained 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. CRG Partners Group LLC acts as financial advisors. Tyngsboro, Massachusetts-based Beacon listed 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. BEAZER HOMES: Awards Stock Options to Named Executive Officers -------------------------------------------------------------- Allan P. Merrill, Robert L. Salomon and Kenneth F. Khoury, the named executive officers of Beazer Homes USA, Inc., were awarded 291,320, 101,960 and 101,960, respectively, of stock options to purchase Beazer Homes USA, Inc.'s common stock under the Company's 2010 Equity Incentive Plan. Stock Options vest ratably over a three-year period on each of the first, second and third anniversaries of the grant date. The closing price of the Company's common stock on the New York Stock Exchange on the Effective Date was $2.16. In addition, effective Nov. 16, 2011, Messrs. Merrill, Salomon and Khoury were awarded 291,320, 101,960 and 101,960, respectively, of performance-based restricted stock under the Plan. Performance Shares are subject to a three-year performance period starting on Nov. 16, 2011, and ending on Nov. 16, 2014. Each Performance Share represents a contingent right to receive one share of the Company's common stock if vesting is satisfied. The number of Performance Shares that vest at the end of the Performance Period will depend on the level to which the following two performance criteria are achieved: (i) the Company's Compound Annual Growth Rate and (ii) the Company's Total Shareholder Return rank compared to a peer group of twelve other publicly traded homebuilding companies. The aggregate value of Stock Options and Performance Shares granted to each of the named executive officers is significantly below the equity grant value that each is entitled to receive pursuant to his respective employment agreement. In addition, Performance Shares will only achieve target value if performance on the chart above warrants 100% vesting or greater. About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2010, showed $1.90 billion in total assets, $1.55 billion in total liabilities and $349.65 million in stockholders' equity. * * * Beazer carries (i) a 'B-' issuer credit rating, with "stable" outlook, from Standard & Poor's, (ii) 'Caa1' probability of default and long term corporate family ratings from Moody's, and (iii) 'B-' issuer default rating, with stable outlook, from Fitch Ratings. Fitch said in November 2010 that the ratings and Outlook for Beazer reflect the company's healthy liquidity position, improved capital structure as well as the challenges still facing the housing market. Fitch expects existing home sales will decline 7.5% in 2010 and increase 6% in 2011. S&P said that although Beazer's business and liquidity profiles have improved, S&P doesn't anticipate raising its ratings on the company over the next 12 months because S&P expects costs associated with the company's heavy debt load will weigh on profitability. The 'Caa1' corporate family rating, Moody's said in November 2010, reflects its expectation that Beazer has reduced costs sufficiently that it will continue to reduce losses in fiscal 2011. The impairments and other charges are likely to be less material going forward, given the company's improving gross margin performance, stabilizing pricing environment, and increasing absorptions. However, Moody's expectation is that Beazer's cash flow performance will weaken in 2011, as the benefits of inventory liquidation have largely played out. The ratings also reflect the company's extended debt maturity profile, improved Moody's- adjusted debt leverage, and increased net worth position. BELMAR, LLC: Case Summary & 4 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Belmar, LLC dba Belmar Apartments P.O. Box 775 Belvidere, IL 61008 Bankruptcy Case No.: 11-85050 Chapter 11 Petition Date: November 23, 2011 Court: U.S. Bankruptcy Court Northern District of Illinois (Rockford) Judge: Manuel Barbosa Debtor's Counsel: George P. Hampilos, Esq. HAMPILOS & LANGLEY, LTD. 308 West State Street, Suite 210 Rockford, IL 61101 Tel: (815) 962-0044 Fax: (815) 962-6250 E-mail: georgehamp@aol.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Company?s list of its four largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/ilnb11-85050.pdf The petition was signed by Joey Sanfilippo, manager. BERNARD L. MADOFF: Trustee's Fraud Suit Vs. Mets Headed to Trial ---------------------------------------------------------------- Maria Chutchian at Bankruptcy Law360 reports that a New York bankruptcy judge on Wednesday agreed to allow the Bernard L. Madoff Investment Securities LLC trustee's claims seeking to void allegedly fraudulent transfers to the owners of the New York Mets go before a jury. According to Law360, Judge Jed Rakoff said in an order that trustee Irving Picard has a Seventh Amendment right to a jury trial on his fraudulent transfer claims and that he did not waive that right when he commenced the larger Securities Investor Protection Act proceeding in bankruptcy court. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$794.9 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. Mr. Picard has filed 1,000 lawsuits seeking $100 billion from banks such as HSBC Holdings Plc and JPMorgan Chase & Co. The trustee has seen more than $28 billion of his claims tossed by district judges. BERNARD L. MADOFF: IRS to Hand Over $326MM in False Taxes --------------------------------------------------------- Evan Weinberger at Bankruptcy Law360 reports that the Internal Revenue Service agreed to turn over $326 million that the trustee liquidating Bernard L. Madoff's investment firm said was used to mask Mr. Madoff's massive fraud, according to a settlement agreement filed last week Tuesday. Law360 relates that Irving H. Picard, the trustee overseeing the litigation, said Bernard L. Madoff Investment Securities LLC made a total of $330 million in payments to the IRS claiming that they were federal income tax withholdings on dividend payments to foreign account holders, according to a motion filed in New York bankruptcy court. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$794.9 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. Mr. Picard has filed 1,000 lawsuits seeking $100 billion from banks such as HSBC Holdings Plc and JPMorgan Chase & Co. The trustee has seen more than $28 billion of his claims tossed by district judges. BERNARD L. MADOFF: Trustee Given Jury Trial Against Mets Owners --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee liquidating Bernard L. Madoff Investment Securities LLC won a victory on Nov. 23 when U.S. District Judge Jed Rakoff ruled the trustee is entitled to a jury trial in his fraudulent transfer lawsuit against Fred Wilpon and the owners of the New York Mets baseball club. According to the report, the trustee's victory comes after a string of defeats, including a ruling by Judge Rakoff in September that the trustee can only sue to recover money the Wilpon group took out of the Madoff firm with two years of bankruptcy, not six years as the trustee sought. Mr. Rochelle notes that Judge Rakoff is yet to make another critical ruling affecting how much, if anything, the trustee can recover. Judge Rakoff is still scheduled to decide whether the Wilpon group can set off whatever was shown in their account statements two years before bankruptcy against liability for receipt of fraudulent transfers. Mr. Rochelle adds Irving Picard, the Madoff trustee, is also waiting for Judge Rakoff to decide whether to allow an immediate appeal to the Court of Appeals from the September ruling limiting claims to two years. The report relates that the opening sentence of the Nov. 23 opinion isn't encouraging for the trustee. Judge Rakoff said the trial against the Wilpon group is "firmly scheduled for March 19, 2012." Judge Rakoff, Mr. Rochelle relates, ruled in substance that the trustee's right to a jury trial on a fraudulent transfer claim was decided in a 1989 U.S. Supreme Court case called Granfinanciera v. Nordberg. The test for jury trial rights first asks whether there would have been a jury on a similar claim in 18th-century England. The next question is whether the case is legal or equitable in nature. Judge Rakoff cited Granfinanciera as holding that fraudulent transfer suits are legal in nature and assert private rights where jury trials are available. Citing a 1993 case from the U.S. Court of Appeals in Manhattan called Germain v. Connecticut State Bank, Judge Rakoff said that merely filing a proof of claim doesn't waive a jury trial right. He said a jury is waived only when the suit is part of the process of determining the validity or amount of a claim against a bankrupt. Judge Rakoff concluded that the Madoff trustee can have a jury decide if there were fraudulent transfers. On the trustee's equitable cause of action to equitably subordinate the Wilpon group's claims, Judge Rakoff said he would rule on subordination himself when the jury has decided the fraud issues. The Wilpon suit in district court is Picard v. Katz, 11-03605, U.S. District Court, Southern District New York (Manhattan). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$794.9 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. Mr. Picard has filed 1,000 lawsuits seeking $100 billion from banks such as HSBC Holdings Plc and JPMorgan Chase & Co. The trustee has seen more than $28 billion of his claims tossed by district judges. BIDZ.COM INC: Posts $1.5 Million Net Loss in Third Quarter ---------------------------------------------------------- Bidz.com, Inc., reported a net loss of $1.5 million on $20.3 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $614,000 on $21.8 million of revenues for the same period in 2010. The Company reported a net loss of $7.1 million on $65.2 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $1.4 million on $75.7 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $41.5 million in total assets, $18.4 million in current liabilities, and stockholders' equity of $23.1 million. "We have been incurring quarterly losses since the first quarter of 2010 and future uncertainty in our financial performance raises substantial doubt about our ability to continue as a going concern," the Company said in the filing. A copy of the Form 10-Q is available for free at: http://is.gd/jI0fpJ Culver City, California-based Bidz.com, Inc., is an online retailer of jewelry, featuring a live auction format on Bidz.com. BLACK CROW: Sets Dec. 27 Plan Confirmation Hearing -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Black Crow Media Group LLC, a privately-held owner of 22 radio stations, scheduled a Dec. 27 confirmation hearing for approval of the Chapter 11 reorganization plan when the bankruptcy judge in Jacksonville, Florida, gave tentative approval to the disclosure statement on Nov. 22. Black Crow says the plan requires approval in a confirmation order before the year's end. The plan will sell the business to Paul C. Stone, who purchased the claim of Black Crow's principal antagonist, secured lender General Electric Capital Corp. About Black Crow Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak, Valdosta, Huntsville, Alabama, and Jackson, Tennessee. Black Crow filed for Chapter 11 protection two days before a hearing in U.S. district court where GECC was seeking appointment of a receiver following default on term loans and a revolving credit. GECC was owed $38.9 million at the outset of the reorganization. The Company filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 10-00172) on Jan. 11, 2010. The Company's affiliates -- Black Crow Media, LLC, et al. -- also filed separate Chapter 11 petitions. H. Jason Gold, Esq., Valerie P. Morrison, Esq., and Dylan G. Trache, Esq., at Wiley Rein LLP, in McLean, Virginia, serve as the Debtors' counsel. Mariane L. Dorris, Esq., and R. Scott Shuker, Esq., at Latham, Shuker, Eden & Beaudine, LLP, have been tapped as co-counsel. Protiviti Inc. is the Debtors' financial advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. Brian G. Rich, Esq., and Douglas Bates, Esq., at Berger Singerman, P.A., represent the Official Committee of Unsecured Creditors. Black Crow disclosed $14,661,198 in assets and $48,830,319 in liabilities as of the Chapter 11 filing. BLUEKNIGHT ENERGY: Swank Capital Owns 10.2% of Series A Shares -------------------------------------------------------------- In separate amended Schedule 13D filings with the U.S. Securities and Exchange Commission, Swank Capital, L.L.C., and its affiliates disclosed that they beneficially own 7,205,068 shares of common units of Blueknight Energy Partners, L.P., representing 27.7% of the shares outstanding and 3,397,373 shares of Series A Preferred Units representing 10.2% of the shares outstanding. As reported by the TCR on Nov. 16, 2011, Swank Capital disclosed beneficial ownership of 7,086,039 shares of common units representing 27.3% of the shares outstanding and 3,280,444 shares of Series A Preferred Units or 9.8% of the shares outstanding. Full-text copies of the Schedule 13D are available for free at: http://is.gd/HqDmNX http://is.gd/5APK13 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. BRIGHAM EXPLORATION: Statoil to Make Voluntary Filing with CFIUS ---------------------------------------------------------------- Statoil ASA and Brigham Exploration Company have decided to make voluntary filings with the U.S. Committee on Foreign Investment in the United States in connection with Statoil's previously announced acquisition of Brigham. The filing is voluntary and consistent with Statoil's policy to cooperate with all relevant governmental authorities in the United States, including CFIUS. Statoil will pay for shares consistent with the pending tender offer. Neither the filing nor completion of the CFIUS review is a condition to closing of Statoil's pending tender offer for shares of common stock of Brigham Exploration. The initial tender offer is currently scheduled to expire at midnight NYC time on Nov. 30, 2011. About Brigham Exploration Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP) -- http://www.bexp3d.com/-- is an independent exploration, development and production company that utilizes advanced exploration, drilling and completion technologies to systematically explore for, develop and produce domestic onshore oil and natural gas reserves. In late 2007, the majority of the Company's drilling capital expenditures shifted from its historically active areas in the Onshore Gulf Coast, the Anadarko Basin and West Texas to the Williston Basin in North Dakota and Montana, where the Company is currently targeting the Bakken, Three Forks and Red River objectives. The Company reported net income of $42.89 million on $169.72 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $122.99 million on $70.34 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.60 billion in total assets, $931.54 million in total liabilities and $668.94 million in total stockholders' equity. * * * As reported by the TCR on Feb. 18, 2011, Moody's Investors Service upgraded Brigham Exploration Company's Corporate Family Rating to B3 from Caa1 and the Probability of Default Rating to B3 from Caa1. "The primary driver for the upgrade is Brigham's strong reserve and production growth and significant financial flexibility," said Francis J. Messina, Moody's Vice President. "The B3 Corporate Family Rating is prospective and it incorporates Moody's expectation that the company will significantly increase proved developed reserves and production rates over the next two years." EASTBRIDGE INVESTMENT: Posts $75,022 Net Loss in 3rd Quarter ------------------------------------------------------------ EastBridge Investment Group Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $75,022 on $3,000 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $189,864 on $nil revenue for the same period last year. The Company reported a net loss of $744,483 on $31,000 of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $1.5 million on $nil revenue for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $1.2 million in total assets, $1.7 million in total liabilities, and a stockholders' deficit of $521,390. As reported in the TCR on April 26, 2011, Tarvaran Askelson & Company, LLP, in Laguna Niguel, California, expressed substantial doubt about EastBridge Investment Group's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred significant losses. A copy of the Form 10-Q is available for free at: http://is.gd/JqgPXq Scottsdale, Arizona-based EastBridge Investment Group Corporation is one of a small group of United States companies solely concentrated in marketing business consulting services to closely held, small to mid-size Asian companies that require these services for expansion. EastBridge had fourteen clients as of the date of this filing, that it is assisting in becoming public companies, reporting pursuant to the Securities Exchange Act of 1934, as amended, in the United States and obtaining listings for their stock on a U.S. stock exchange or over-the-counter market. All clients are located in Asia-Pacifica. EVERGREEN ENERGY: Stanhill Withdraws Offer to Purchase K-Fuel ------------------------------------------------------------- As previously disclosed on Oct. 4, 2011, Evergreen Energy Inc. received an unsolicited offer from Stanhill Capital Partners to purchase the Company's K-Fuel process and technology business. Shortly thereafter, a Special Committee of the Board of Directors was formed to evaluate the Stanhill offer as well as explore the range of other strategic alternatives which may be available to the Company. Among other things, the Special Committee, directly and through its financial and legal advisors, was engaged in an active and continual dialogue with Stanhill in connection with their offer to acquire the K-Fuel Business or, in the alternative, all of the Company's outstanding shares of capital stock. On Nov. 22, 2011, Stanhill unexpectedly informed the Company that it was withdrawing its offer and terminating further discussions in connection with any potential transaction for the K-Fuel Business or the share capital of the company. The Special Committee and its financial advisor, Dahlman Rose & Company, LLC, are continuing to evaluate strategic alternatives for Evergreen. To date, this process has identified several parties that have expressed interest in exploring a potential transaction with the Company. There can be no assurance that any of these parties will make an offer to acquire the K-Fuel Business or that any such offer will be on terms satisfactory to the Special Committee. 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. C&D TECHNOLOGIES: Files Amended Schedule 13E-3 with SEC ------------------------------------------------------- C&D Technologies, Inc., filed with the U.S. Securities and Exchange Commission Amendment No. 1 to Schedule 13E-3 relating to the anticipated merger involving the Company, Angel Holdings LLC, and Angel Acquisition Corp. Upon completion of the Merger, each share of common stock of C&D issued and outstanding immediately prior to the effective time of the Merger, except for Shares (i) held by stockholders who are entitled to demand and who properly demand appraisal for such shares under Section 262 of the General Corporation Law of the State of Delaware and (ii) owned by C&D as treasury stock or by Acquiror, Merger Sub, the Angelo Gordon Entities or any wholly owned subsidiary of C&D, will be canceled and converted automatically into the right to receive $9.75 in cash, without interest and less any required withholding taxes. Acting upon the recommendation of a special committee of independent, disinterested directors of C&D, C&D's board of directors determined that the Merger Agreement and the transactions contemplated thereby are fair to, and in the best interests of, the stockholders of C&D, other than the Angelo Gordon Entities, approved and declared advisable the Merger Agreement and recommended that C&D's stockholders adopt the Merger Agreement. The adoption of the Merger Agreement by C&D's stockholders required the affirmative vote or written consent of the holders of a majority of the Shares. On Oct. 3, 2011, the Angelo Gordon Entities, which on that date collectively owned approximately 65% of the outstanding Shares, delivered a written consent adopting the Merger Agreement. As a result, no further action by any C&D stockholder is required to adopt the Merger Agreement and C&D has not and will not be soliciting your vote to adopt the Merger Agreement and does not intend to call a stockholders meeting for purposes of voting on the adoption of the Merger Agreement. A full-text copy of the Amended Schedule 13E-3 is available for free at http://is.gd/Qe1tRv About C&D Technologies C&D Technologies, Inc., is a manufacturer, marketer and distributor of electrical power storage systems for the standby power storage market. The Company makes lead acid batteries and standby power systems that integrate lead acid batteries with other electronic components, which are used to provide backup or standby power for electrical equipment in the event of power loss from the primary power source. The Company reported a net loss of $55.55 million on $354.83 million of net sales for the fiscal year ended Jan. 31, 2011, compared with a net loss of $25.78 million on $335.71 million of net sales during the prior fiscal year. The Company's balance sheet at July 31, 2011, showed $251.29 million in total assets, $156.23 million in total liabilities, and $95.05 million in total equity. C&D Technologies in December 2010 escaped a bankruptcy filing after completing an out-of-court restructuring that reduced the Company's total debt from approximately $175 million to $50 million. The Company in September had entered into a restructuring support agreement with noteholders to a restructuring that will be effected through (i) an offer to exchange the Company's outstanding notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code, if the exchange offer fails to get the requisite support. C&D Technologies elected not to make a semi-annual interest payment due on its 5.25% Convertible Senior Notes due 2025 on Nov. 1, 2010. CANO PETROLEUM: Further Delays Filing of Third Quarter Report ------------------------------------------------------------- Cano Petroleum, Inc., said that it is unable to file its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2011, within the five day extended period afforded to it pursuant to the Notification of Late Filing on Form 12b-25 that it filed with the Securities and Exchange Commission on Nov. 15, 2011. Cano is delayed in filing its quarterly report because the turnover and replacement of its prior accounting and administrative staff and training its new accounting and administrative staff require additional time for Cano to prepare and review the filing. Cano estimates that it will file its quarterly report on or about Nov. 30, 2011. About Cano Petroleum Cano Petroleum, Inc., is an independent Texas-based energy producer with properties in the mid-continent region of the United States. Cano's primary focus is on increasing domestic production from proven fields using enhanced recovery methods. Cano trades on the NYSE Amex Stock Exchange under the ticker symbol CFW. The Company reported a net loss of $185.70 million on $26.12 million of total operating revenues for the year ended June 30, 2011, compared with a net loss of $11.54 million on $22.85 million of total operating revenues during the prior year. The Company's balance sheet at June 30, 2011, showed $65.43 million in total assets, $118.80 million in total liabilities, and a $53.36 million total stockholders' deficit. Hein & Associates LLP, in Dallas, Texas, noted that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning In the past, the Company's strategy had been to convert its estimated proved undeveloped reserves into proved producing reserves, improve operational efficiencies in its existing properties and acquire accretive proved producing assets suitable for secondary and enhanced oil recovery at low cost. Due to the Company's current financial constraints, including continued losses, defaults under the Company's loan agreements and the Company's Series D Preferred Stock, no available borrowing capacity, constrained cash flow, negative working capital, and limited to no other capital availability, the Company is reviewing strategic alternatives which include the sale of the Company, the sale of some or all of the Company's existing oil and gas properties and assets, potential business combinations, debt restructuring, including recapitalizing the Company, and bankruptcy. The Company continues to focus on cash management and cost reduction efforts to improve both its cash flow from operations and profitability. CELL THERAPEUTICS: Registers Add'l 14MM Shares Under Equity Plan ---------------------------------------------------------------- Cell Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement to register 14 million shares of common stock issuable under the Company's 2007 Equity Incentive Plan. The proposed maximum aggregate offering price is $15.26 million. A full-text copy of the filing is available for free at http://is.gd/QusyzF About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a bi4opharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company reported a net loss of $82.64 million on $319,000 of revenue for the 12 months ended Dec. 31, 2010, compared with a net loss of $82.64 million on $80,000 of total revenue during the same period in 2009. The Company also reported a net loss attributable to CTI of $53.39 million on $0 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss attributable to CTI of $62.92 million on $319,000 of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $62.85 million in total assets, $33.89 million in total liabilities, $13.46 million in common stock purchase warrants, and $15.49 million total shareholders' equity. Marcum LLP, in San Francisco, Calif., expressed substantial doubt about the Company's ability to continue as a going concern in its audit reports for the financial statements for 2009 and 2010. The independent auditors noted that the Company has incurred losses since its inception, and has a working capital deficiency of approximately $14.2 million at Dec. 31, 2010. Bankruptcy Warning The Company has incurred losses since inception and expect to generate losses for the next few years primarily due to research and development costs for Pixuvri, OPAXIO, tosedostat, brostallicin and bisplatinates. If the Company receives approval of Pixuvri by the European Medicines Agency or the Food and Drug Administration, the Company would anticipate additional commercial expenses associated with Pixuvri operations. Accordingly, the Company will need to raise additional funds and is currently exploring alternative sources of equity or debt financing. The Company may seek to raise such capital through public or private equity financings, partnerships, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. However, additional funding may not be available on favorable terms or at all. If additional funds are raised by issuing equity securities, substantial dilution to existing shareholders may result. If the Company fails to obtain additional capital when needed, the Company may be required to delay, scale back, or eliminate some or all of its research and development programs and may be forced to cease operations, liquidate its assets and possibly seek bankruptcy protection. CENTRAL ENERGY: Posts $246,000 Net Loss in Third Quarter -------------------------------------------------------- Central Energy Partners LP filed its quarterly report on Form 10-Q, reporting a net loss of $246,000 on $1.8 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $790,000 on $1.6 million of revenues for the same period last year. The Company reported a net loss of $1.1 million on $5.3 million of revenues for the nine ended Sept. 30, 2011, compared with net income of $689,000 on $4.7 million of revenues for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $9.3 million in total assets, $8.1 million in total liabilities, and partners' capital of $1.2 million. Going Concern Doubt/Bankruptcy Warning Central had a consolidated operating loss from continuing operations for the years ended Dec. 31, 2008, 2009, and 2010 and the nine months ended Sept. 30, 2011, and has a consolidated deficit in working capital of approximately $3,500,000 at Sept. 30, 2011. The RZB Note is collateralized by all Regional assets and a pledge of the common stock of Regional to RZB by Central. In addition, Central is contingently liable for late filing penalties for failure to timely file tax returns for the 2008 and 2009 tax years and for contingencies associated with the TransMontaigne transaction. "Substantially all of Central's assets are pledged or committed to be pledged as collateral on the RZB Note, and therefore, it is unlikely that Central will be able to obtain additional financing collateralized by those assets," the Company said in the filing. "If additional amounts cannot be raised and cash flow is inadequate, Central would be required to seek other alternatives, which could include the sale of assets, closure of operations and/or protection under the U.S. bankruptcy laws." As reported in the TCR on April 26, 2011, Burton McCumber & Cortez, L.L.P., in Brownsville, Texas, expressed substantial doubt about Central Energy Partners' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had a loss from operations for the years ended Dec. 31, 2008, 2009, and 2010, and has a deficit in working capital. A copy of the Form 10-Q is available for free at: http://is.gd/hxHCQz Dallas, Tex.-based Central Energy Partners, L.P., formerly known as Rio Vista Energy Partners L.P. (OTC: ENGY) is a master limited partnership engaged in the storage and transportation of oil and gas, refined petroleum products and petrochemicals. The Company currently provides liquid bulk storage, trans-loading and transportation services for petrochemicals and petroleum products through its assets and operations in Hopewell, Virginia and Johnson City, Tennessee. CHEF SOLUTIONS: Sale of Substantially All Assets to RMJV Approved ----------------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware has entered an order approving the sale of substantially all of the assets of Chef Solutions Inc. to RMJV, L.P., a joint venture between Mistral Capital Management LLC and Reser's Fine Foods Inc. On the Closing Date, pursuant to the Asset Purchase Agreement, the net proceeds of the Sale will be remitted directly by purchaser to the DIP Lenders and Prepetition Lenders all obligations to them have been indefeasibly paid in full in cash, and then to repay the Reser's DIP, prior to payment or repayment of any other claims, interests or obligations of the Debtors. As reported in the Troubled Company Reporter on Nov. 16, 2011, Judge Kevin Gross approved food manufacturer Orval Kent Food Co.'s bankruptcy sale, valued at $61.7 million, which will put the Midwest company under ownership of its lender Mistral Capital and competitor Reser's Fine Foods. Judge Gross signed off on the sale at a court hearing after no other bids emerged for the prepared foods company and an auction was canceled. 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 SHENGHUO: Posts $502,000 Net Loss in Third Quarter -------------------------------------------------------- China Shenghuo Pharmaceutical Holdings, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $502,099 on $10.9 million of sales for the three months ended Sept. 30, 2011, compared with net income of $830,238 on $8.6 million of sales for the comparable period in 2010. The Company reported a net loss of $311,008 on $31.2 million of sales for the nine months ended Sept. 30, 2011, compared with net income of $793,133 on $23.3 million of sales for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $53.6 million in total assets, $51.8 million in total liabilities, and stockholders' equity of $1.8 million. "In the nine months ended Sept. 30, 2011, the Company suffered a net loss [attributable to stockholders] of $302,756 due to increase of raw materials' price from 2010, the increase of research and development expense, interest expense and less subsidy income," the Company said in the filing. "Our consolidated current liabilities exceeded consolidated current assets by approximately $23.2 million as of Sept. 30, 2011, and approximately $15.3 million as of Dec. 31, 2010. These factors raise substantial doubt about 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/QG1Bwy Incorporated in Delaware, China Shenghuo Pharmaceutical Holdings, Inc. (NYSE Alternext US: KUN) through its subsidiaries, designs, develops, markets, sells and exports pharmaceutical, nutritional supplements, cosmetic products, and also engages in the hotel operating business mainly in the People's Republic of China. The Company also conducts research and development using the medicinal herb Panax notoginseng, also known as Sanqi, Sanchi, or Tienchi, which is grown in two provinces in the PRC. COMMERCETEL CORP: Posts $775,500 Net Loss in Third Quarter ---------------------------------------------------------- CommerceTel Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $775,578 on $842,885 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $313,348 on $254,274 of revenues for the same period last year. Net other income for the quarter ended Sept. 30, 2011, was $38,186, inclusive of $48,459 in derivative related income from a reduction in adjusting the derivative liability related to the Phoenix Power warrant. This compares to a net other loss of $541,183 for the three months ended Sept. 30, 2010, inclusive of a derivative related loss attributable to an increase in the derivative liability conversion feature for the Series A Preferred Stock of $541,255 and income of $10,281 from a reduction in the derivative liability related to the Phoenix warrant. The Company reported a net loss of $2.0 million on $1.5 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $771,813 on $683,096 of revenues for the same period of 2010. In the nine months ending Sept. 30, 2011, the Company recognized a non-cash loss attributable to an increase in derivative liabilities from warrants of $602,299 and a non-cash loss from derivative liability convertibility feature of the Series A Preferred stock of $19,771,086. Conversely, in the same nine month period in 2010, the Company recognized non-cash income attributable to a decrease in derivative liabilities from warrants of $191,475 and non-cash income from Series A Preferred stock of $2,238,206. The Company converted and retired the Series A Preferred stock in May 2011, and therefore, will not incur derivative expenses or income from this source in the future. The Company's balance sheet at Sept. 30, 2011, showed $8.4 million in total assets, $6.6 million in total liabilities, and stockholders' equity of $1.8 million. Mayer Hoffman McCann, in San Diego, expressed substantial doubt about CommerceTel's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred recurring operating losses and negative cash flows from operations and is dependent on additional financing to fund operations. A copy of the Form 10-Q is available for free at: http://is.gd/OyGsDT Based in San Diego, California, CommerceTel Corporation is a provider of technology that enables major brands and enterprises to engage consumers via their mobile phone. CONVERTED ORGANICS: Posts $5.9-Mil. Third Quarter Net Loss ---------------------------------------------------------- Converted Organics Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $5.9 million on $687,659 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $21.9 million on $808,582 of revenues for the same period in 2010. The Company reported a net loss of $8.9 million on $2.8 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $31.6 million on $2.8 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $17.2 million in total assets, $11.9 million in total liabilities, and stockholders' equity of $5.3 million. As reported in the TCR on April 7, 2011, CCR LLP, in Glastonbury, Connecticut, expressed substantial doubt about Converted Organics' ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has an accumulated deficit at Dec. 31, 2010, and has suffered significant net losses and negative cash flows from operations. A complete text of the Form 10-Q is available for free at: http://is.gd/I0RaQP Boston, Mass.-based Converted Organics Inc. utilizes innovative clean technologies to establish and operate environmentally friendly businesses. Converted Organics currently operates in three business areas, namely organic fertilizer, industrial wastewater treatment and vertical farming. CROSS BORDER: To Be Acquired by American Standard ------------------------------------------------- American Standard Energy Corp. announced the execution of a letter of intent to acquire New Mexico oil and gas operator Cross Border Resources, Inc., which provides that American Standard Energy Corp. has the right to enter into such a transaction with Cross Border Resources, Inc., between Nov. 22, 2011, and Jan. 31, 2012. American Standard is an exploration and production company based in Scottsdale, Ariz., with operated and non-operated properties in the Permian Basin of West Texas, and non-operated leasehold interests in the Bakken/Three Forks shale region in North Dakota and the Eagle Ford shale region of South Texas. Pursuant to the Proposed Business Combination, Cross Border would merge with and into a wholly owned subsidiary of the Company, with such subsidiary continuing as the surviving entity. American Standard has the right to alter the structure of the Proposed Business Combination during the Term. The consideration payable to stockholders of Cross Border will be a number of shares of American Standard's common stock determined within 30 days of the date of the LOI based on an agreed price for Cross Border and the relative net asset value of American Standard. The Proposed Business Combination is subject to the execution and delivery by American Standard and Cross Border of a mutually satisfactory, definitive merger agreement containing customary representations, warranties, covenants, indemnities and closing conditions. The anticipated closing date would be on or before March 31, 2012. Cross Border and American Standard agreed to use their best efforts to complete their respective due diligence investigations by Dec. 31, 2011. During the Term, American Standard has the exclusive right to enter into the Proposed Business Combination. Cross Border agreed that none of it, its officers, directors, employees, any investment banker, financial adviser, attorney, accountant or other representative of Cross Border would submit, solicit, initial, encourage or discuss with third parties any proposal or offer from any person relating to a transaction alternative to the Proposed Business Combination. 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. 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. 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. CROW PARTNERS: Court OKs Commercial Properties as Leasing Agents ---------------------------------------------------------------- Crow Partners LLC, and Central Building, LLC, sought and obtained permission from the U.S. Bankruptcy Court for the District of Arizona to employ Commercial Properties Incorporated, also known as J & J Commercial Properties, Inc., to obtain tenants and lease space at the Camelback & Dysart Shopping Center in Litchfield Park, Arizona. The Debtors related that the agreement provides that CPI: -- will be the exclusive leasing agent for CBC as it relates to Camelback & Dysart; -- will receive 6% of the lease consideration in years one through five of the agreement; -- will receive 3% of the lease consideration in years six through ten; and 1% of the lease consideration in year eleven and going forward. In return, CPI will use its commercially reasonable efforts to find tenants for Camelback & Dysart; will notify CBC of any submitted offers; will show the property to prospective tenants; will have the right to place suitable marketing signs at Camelback & Dysart; and will have the right to make property information publicly available for the purpose of obtaining tenants. About Central Building Orinda, California-based Central Building LLC filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011. Its wholly owned subsidiary, Crow Partners LLC, filed a separate petition (Bankr. D. Ariz. Case No. 11-27946), listing under $1 million in assets and debts. The case is jointly administered with Crow Partners. Central Building does business in Arizona under the name Central Building Camelback LLC. The Debtors own the County Square Shopping Center in California and the Camelback Place at Dysart in Arizona. The Debtors' sole members are Neal Smither and his spouse, Patricia Smither. The equity interests are subject to a Voting Trust Agreement of which G. Neil Elsey, a principal of Avion Holdings, LLC, is the voting trustee. Avion has also been retained as Restructuring Agent to manage and operate the Debtors during their restructuring. Central Building disclosed $22,913,866 in assets and $19,372,542 in liabilities. Judge George B. Nielsen, Jr. presides over the case. Lawyers at Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the Debtors' counsel. The petition was signed by Neal Smither, member. CUMULUS MEDIA: Crestview Radio Owns 48.4% of Class A Shares ----------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Crestview Radio Investors, LLC, and its affiliates disclosed that they beneficially own 65,842,051 shares of Class A common stock of Cumulus Media representing 48.4% of the shares outstanding. As previously reported by the TCR on Sept. 29, 2011, Crestview Radio disclosed beneficial ownership of 63,890,444 shares of Class A common stock or 50.2% equity stake. A full-text copy of the amended Schedule 13D is available for free at http://is.gd/RNCT3x About Cumulus Media Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest radio broadcaster in the United States based on station count, controlling 350 radio stations in 68 U.S. media markets. In combination with its affiliate, Cumulus Media Partners, LLC, the Company believes it is the fourth largest radio broadcast company in the United States when based on net revenues. The Company's balance sheet at Sept. 30, 2011, showed $4.07 billion in total assets, $3.65 billion in total liabilities, $110.93 million in total redeemable preferred stock, and $306.39 million in total stockholders' equity. Cumulus Media put AR Broadcasting Holdings Inc. and three other units to Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13674) after struggling to pay off debts that topped $97 million as of June 30, 2011. Holdings estimated debts between $50 million and $100 million but said assets are worth less than $50 million. AR Broadcasting are Missouri and Texas radio stations. * * * Standard & Poor's Ratings Services said April it raised its corporate credit rating on Atlanta-based Cumulus Media Inc. to 'B' from 'B-'. "The rating remains on CreditWatch, where we placed it with positive implications Feb. 18, 2011," S&P stated. Moody's Investors Service in April upgraded Cumulus Media's Corporate Family Rating to 'B1' from 'Caa1' due to the company's pending acquisition of CMP Susquehanna Corp. in the second quarter of 2011 followed by the announced $2.4 billion acquisition of Citadel Broadcasting Corporation later this year. CYCLONE POWER: Posts $738,900 Net Loss in Third Quarter ------------------------------------------------------- Cyclone Power Technologies, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $738,901 on $250,000 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $1.0 million on $97,475 for the same period in 2010. The Company reported a net loss of $23.2 million on $250,000 of revenues for the nine months ended Sept. 30, 2011, compared with net income of $447,016 on $202,375 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $1.2 million in total assets, $3.8 million in total liabilities, and a stockholders' deficit of $2.6 million. The Company incurred substantial operating losses for the nine months ended Sept. 30, 2011, of $2.7 million. The cumulative deficit since inception is approximately $45.2 million, which is comprised of $13.8 million attributable to operating losses, and $31.4 million in non-cash derivative liability accounting. The Company has a working capital deficit at Sept. 30, 2011, of approximately $2.3 million. "There is no guarantee whether the Company will be able to generate enough revenue and/or raise capital to support its operations," the Company said in the filing. "This raises substantial doubt about 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/6rAutH Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink Sheets: CYPW) is a clean-tech engineering company, whose business is to develop, commercialize and license its patented Rankine cycle engine technology for applications ranging from renewable power generation to transportation. The Company is the successor entity to the business of Cyclone Technologies LLLP, a limited liability limited partnership formed in Florida in June 2004. Cyclone Technologies LLLP was the original developer and intellectual property holder of the Cyclone engine technology. DEE ALLEN RANDALL: Trustee Taps Fabian for Wells Fargo Lift Stay ---------------------------------------------------------------- Gil A. Miller, Chapter 11 trustee in the cases of Dee Allen Randall, et al., asks the U.S. Bankruptcy Court for the District of Utah for permission to employ Fabian & Clendenin as special counsel. As special counsel, Fabian & Clendenin will represent the Trustee and/or the Debtors, as the case may be, with respect to the two pending motions for relief from stay filed by Wells Fargo Bank, N.A., and with respect to other matters which may arise in which Ray Quinney & Nebeker, P.C., the Trustee's general counsel, may have a conflict of interest in either the Randall Case or any of the Debtors' cases. The firm will be paid for its services on an hourly basis The Chapter 11 Trustee believes that Fabian & Clendenin does not hold any interest adverse to any Debtors' estates and will not represent any person having an interest adverse to any Debtors' estate. The Trustee also believes that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEE ALLEN RANDALL: Trustee Taps Commerce as Real Estate Broker -------------------------------------------------------------- Gil A. Miller, Chapter 11 trustee in the cases of Dee Allen Randall, et al., asks the U.S. Bankruptcy Court for the District of Utah for permission to employ Commerce Real Estate Solutions as real estate broker to assist the Trustee and the Debtors in marketing, selling and entering into similar transactions regarding 20 separate properties that are owned by the Debtors. The Trustee proposes that the Debtors' estate pay Commerce upon a closing of a sale of, or similar transaction regarding, any or all of the real properties, pursuant to the terms of the Listing Agreement. Specifically: a) Payment of 6% of the gross sales price or as otherwise agreed to in writing by the Owner except if the buyer of the Horizon Financial Center building is any of these three parties or their principals, successors, assigns or affiliates: 1) 4 Life Research, LLC, 2) Freedom Fast Trac or 3) MBL Financial, LLC, in which case the commission will be 4%; b) Commissions will be paid through escrow upon the closing of sales or exchange transactions; absent an escrow, commissions will be paid upon recordation of a deed or upon delivery of such deed or other instrument of conveyance if recordation is deferred more than one month thereafter. Owner will pay said commissions to Broker if during the Listing period: a) the Property or any interest therein is sold, transferred or conveyed by or through Broker, Owner or any other person or entity; or b) a purchaser is procured by or through Broker, Owner or any other person or entity who is ready, willing and able to purchase the Property or any interest therein on the terms stated or other terms acceptable to the owner of the property; and c) Broker will pay to or credit to the Owner, for the benefit of the bankruptcy estate of the Owner, 1% of the final gross sales at time of closing of each property sold. The Chapter 11 Trustee believes that Commerce does not hold any interest adverse to any Debtors' estates and will not represent any person having an interest adverse to any Debtors' estate. The Trustee also believes that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEWAAY FINANCIAL: Faces Bankruptcy Amid DBSI Investor Claims ------------------------------------------------------------ Financial Advisor magazine reports that lawyers for DeWaay Financial Network asked a federal judge in Wilmington, Delaware, for a temporary injunction to prevent eight investor claims against the company from proceeding to arbitration hearings conducted by the Financial Industry Regulatory Authority. If the investor claims proceed, DeWaay officials said it could conceivably cost the firm as much as $4 million on total investments of $2.9 million, according to court papers filed by the company in federal court in Wilmington, Delaware, in October. According to the report, DeWaay's financial problems developed this year from it selling high-risk private placement investments -- particularly real estate deals for DBSI Inc., an Idaho-based firm that packaged real estate deals, as well as oil and gas development deals. As reported in the Troubled Company Reporter, James R. Zazzali, a trustee representing the interest of DBSI creditors, lodged a lawsuit in July 2011 against companies including DeWaay, Berthel Fisher & Co. Financial Services Inc., Independent Financial Group LLC, G.A. Repple & Co., Girard Securities Inc. and J.P. Turner & Co. LLC, alleging they were complicit in a $500 million Ponzi scheme that landed DBSI in bankruptcy court. Financial Advisor magazine reports that, with total reported assets of $3.4 million, broker-dealer DeWaay officials indicated in court papers its total liability could run as high as $24 million on claims from 590 separate customers who invested $46.3 million in DBSI. Financial Advisor magazine relates that, in an October 19 memorandum to the Delaware court, DeWaay's attorney Geoffrey Garner wrote that DeWaay lacks the funds to satisfy current claims in eight arbitration claims against it, and also to satisfy any potential claims from the estimated 304 potential customers who could still bring suit. If the claims proceed, DeWaay would likely face bankruptcy. Financial Advisor magazine says more than 270 additional DeWaay investors have agreed to allow Mr. Zazzali to pursue claims against six brokerage firms. The claims would be tied to a trust known as the DBSI Private Actions Trust. DeWaay officials said its injunction request is part of an overall strategy by the company to obtain a settlement with the Private Actions Trust that would permit the company to move forward. The report adds that DeWaay's October court filing disclosed that it only has $772,679 in net capital to cover losses. In its papers DeWaay officials said the company does carry insurance coverage, but its policy does not cover any of the pending or potential claims relating to the defendant's offer and sale of DBSI securities. DeWaay Financial Network -- http://www.dewaayfinancial.net/-- operates a brokerage firm in Clive, Iowa. Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates were engaged in numerous commercial real estate and non-real estate projects and businesses. On Nov. 10, 2008, and other subsequent dates, DBSI and 180 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687). DBSI estimated assets and debts between $100 million and $500 million as of the Chapter 11 filing. Lawyers at Young Conaway Stargatt & Taylor LLP represent the Debtors as counsel. The Official Committee of Unsecured Creditors tapped Greenberg Traurig, LLP, as its bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' notice claims and balloting agent. Joshua Hochberg, a former head of the Justice Department fraud unit, served as an Examiner and called the seller and servicer of fractional interests in commercial real estate an "elaborate shell game" that "consistently operated at a loss" in his report released in October 2009. McKenna Long & Aldridge LLP was counsel to the Examiner. On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order appointing James R. Zazzali as Chapter 11 trustee for the Debtors' estates. On Oct. 26, 2010, the trustee of DBSI Inc. won court confirmation of its Chapter 11 plan of liquidation, paving the way for it to pay creditors and avoid years of expensive litigation over its complex web of affiliates. The plan, which was declared effective Oct. 29, 2010, was jointly proposed by DBSI's unsecured creditors and the bankruptcy trustee in charge of DBSI and its 170-plus affiliates. Pursuant to DBSI Inc.'s confirmed Chapter 11 plan, the DBSI Real Estate Liquidating Trust was established as of the effective date and certain of the Debtors' assets, including the Debtors' ownership interest in Florissant Market Place was transferred to the RE Trust. Mr. Zazzali and Conrad Myers were appointed as the post-confirmation trustees. Messrs. Zazzali and Myers are represented by lawyers at Blank Rime LLP and Gibbons P.C. DELTA PETROLEUM: James Murren Resigns from Board of Directors ------------------------------------------------------------- James J. Murren submitted a letter to Delta Petroleum Corporation resigning as a director of the Company, effective Nov. 21, 2011. Mr. Murren did not indicate any disagreement with the Company or the Board of Directors in connection with his resignation. About Delta Petroleum Corp Delta Petroleum Corporation -- http://www.deltapetro.com/-- is an oil and gas exploration and development company based in Denver, Colorado. The Company's core area of operation is in the Rocky Mountain region, where the majority of its proved reserves, production and long-term growth prospects are located. Its common stock is listed on the NASDAQ Capital Market System under the symbol "DPTR." The Company reported a net loss of $30.26 million on $23.05 million of total revenue for the three months ended March 31, 2011, compared with a net loss of $15.99 million on $29.17 million of total revenue for the same period during the prior year. The Company's balance sheet at June 30, 2011, showed $975.84 million in total assets, $489.14 million in total liabilities, current and long-term, and $486.70 million in total equity. As reported by the TCR on March 18, 2011, KPMG LLP, in Denver, Colorado, noted that due to continued losses and limited borrowing capacity the Company is evaluating sources of capital to fund the Company's near term debt obligations. "There can be no assurances that actions undertaken will be sufficient to repay obligations under the credit facility when due, which raises substantial doubt about the Company's ability to continue as a going concern." * * * In the Nov. 16, 2011, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit rating on Delta Petroleum Corp. (Delta) to 'CCC-' from 'CCC'. "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. DELTATHREE INC: Brian Fitzpatrick Resigns from Board ---------------------------------------------------- Brian Fitzpatrick tendered his resignation as a member of the Board of Directors, member and chairman of the Compensation Committee and member of the Audit Committee of deltathree, Inc. to pursue other opportunities. The resignation was effective immediately. The Company has begun searching for a replacement for Mr. Fitzpatrick. About deltathree Based in New York, deltathree, Inc. (OTC QB: DDDC) -- http://www.deltathree.com/-- is a global provider of video and voice over Internet Protocol (VoIP) telephony services, products, hosted solutions and infrastructures for service providers, resellers and direct consumers. The Company reported a net loss of $2.5 million on $14.2 million of revenue for 2010, compared with a net loss of $3.2 million on $19.0 million of revenue for 2009. The Company also reported a net loss of $2.46 million on $8.20 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $2.01 million on $9.98 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.63 million in total assets, $5.47 million in total liabilities and a $3.84 million total stockholders' deficiency. As reported in the TCR on March 23, 2011, Brightman Almagor Zohar & Co., in Tel Aviv, Israel, expressed substantial doubt about deltathree, Inc.'s 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 and deficiency in stockholders' equity. Bankruptcy Warning In view of the Company's current cash resources, nondiscretionary expenses, debt and near term debt service obligations, the Company may begin to explore all strategic alternatives available to it, including, but not limited to, a sale or merger of the Company, a sale of its assets, recapitalization, partnership, debt or equity financing, voluntary deregistration of its securities, financial reorganization, liquidation or ceasing operations. In the event that it is unable to secure additional funding, 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. DOLPHIN DIGITAL: Posts $377,400 Net Loss in Third Quarter --------------------------------------------------------- Dolphin Digital Media, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $377,467 on $0 revenues for the three months ended Sept. 30, 2011, compared with a net loss of $431,633 on $498 of revenues for the same period in 2010. The Company reported a net loss of $812,692 on $472,824 of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $2.6 million on $976 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $1.2 million in total assets, $5.1 million in total liabilities, and a stockholders' deficit of $3.9 million. RBSM LLP, in New York, expressed substantial doubt about Dolphin Digital Media's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has incurred significant losses and has capital and working capital deficiencies. A copy of the Form 10-Q is available for free at: http://is.gd/ekAdX8 Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. ELBIT VISION: Posts $327,000 Net Income in Third Quarter -------------------------------------------------------- Elbit Vision Systems Ltd. reported net income of US$327,000 on US$1.55 million of revenue for the three months ended Sept. 30, 2011, compared with net income of US$34,000 on US$1.11 million of revenue for the same period during the prior year. The Company also reported net income of US$859,000 on US$4.23 million of revenue for the nine months ended Sept. 30, 2011, compared with net income of US$2.42 million on US$2.23 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30 2011, showed US$2.59 million in total assets, US$4.51 million in total liabilities and a US$1.92 million shareholders' deficit. Sam Cohen, CEO of EVS commented, "We are certainly pleased and encouraged by these results which confirm the vision contained in our business plan. The consistency of our financial results along with the launch of our new product line at the ITMA exhibition last month are evidence of a solid foundation for achieving next year's goals. We are confident that our increased efforts in new product development and marketing will have a materially positive effect on our 2012 results." A full-text copy of the press release is available for free at: http://is.gd/2uRqAm About Elbit Vision Based in Caesarea, Israel, Elbit Vision Systems Ltd. (OTC BB: EVSNF.OB) offers a broad portfolio of automatic State-of-the-Art Visual Inspection Systems for both in-line and off-line applications, and process monitoring systems used to improve product quality, safety, and increase production efficiency. Brightman Almagor Zohar & Co., in Tel Aviv, Israel, expressed substantial doubt about Elbit Vision Systems' ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations and accumulated deficit. EMMIS COMMUNICATIONS: To Buy 1-Mil. Preferred Shares from Alden --------------------------------------------------------------- Emmis Communications Corp. has entered into a securities purchase agreement with Alden Global Distressed Opportunities Master Fund, L.P., a holder of its 6.25% Series A Cumulative Convertible Preferred Stock. Pursuant to the terms of the agreement, Emmis will purchase 1,035,925 shares of its Preferred Stock from Alden at a price of $15.75 per share of Preferred Stock upon the satisfaction of conditions to closing included in the securities purchase agreement. The transaction will settle pursuant to the terms of a total return swap, the terms of which provide that until final settlement of these arrangements, the seller agrees to vote its shares in accordance with the instructions of Emmis. Alden and Emmis have also entered into a mutual release of any claims existing between: (i) Alden, certain affiliated entities, Joseph R. Siegelbaum and certain other persons, on the one hand; and (ii) Emmis, certain affiliated entities, Jeffrey H. Smulyan, Emmis' Chief Executive Officer and President, and certain entities affiliated with Mr. Smulyan, on the other hand. The mutual release becomes effective upon the closing of the purchase of the Preferred Stock pursuant to the total return swap. Following the transaction, Emmis will have the right to direct the vote of approximately 56.8% of the outstanding Preferred Stock. Emmis may enter into additional transactions to purchase its Preferred Stock in the future. Including fees and expenses, upon closing of the acquisition, Emmis will have drawn $28.5 million of the $35.0 million available to it under the Note Purchase Agreement with Zell Credit opportunities Master Fund, L.P. dated Nov. 10, 2011. About Emmis Communications Headquartered in Indianapolis, Indiana, Emmis Communications Corporation -- http://www.emmis.com/-- owns and operates 22 radio stations serving New York, Los Angeles, Chicago, St. Louis, Austin, Indianapolis, and Terre Haute, as well as national radio networks in Slovakia and Bulgaria. The company also publishes six regional and two specialty magazines. The Company reported a consolidated net loss of $11.54 million on $251.31 million of net revenues for the year ended Feb. 28, 2011, compared with a consolidated net loss of $118.49 million on $242.56 million of net revenues during the prior year. The Company also reported a net loss attributable to common shareholders of $13.14 million on $125.76 million of net revenues for the six months ended Aug. 31, 2011, compared with a net loss attributable to common shareholders of $6.24 million on $126.91 million of net revenues for the same period a year ago. The Company's balance sheet at Aug. 31, 2011, showed $471.19 million in total assets, $479.49 million in total liabilities, $140.45 million in Series A cumulative convertible preferred stock, and a $148.75 million total deficit. * * * In November 2010, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating and 'Caa3' Probability of Default rating for Emmis Communications Corporation, as well as its SGL-4 speculative grade liquidity rating. Operating performance improved with the economic recovery, but absent debt reduction with proceeds from an asset sale or equity infusion Emmis will likely breach its leverage covenant when the covenant suspension period ends for the quarter ending November 30, 2011, in Moody's opinion. Emmis' CFR and PDR incorporate expectations for a covenant breach in November 2011. Moody's considers the Company's capital structure unsustainable, and its operations in the cyclical advertising business magnify this challenge. Furthermore, Emmis relies on two markets, Los Angeles and New York, for approximately 50% of its revenue, although its ownership of stations in top markets including Chicago as well as NY and LA, support the rating. The negative outlook incorporates Moody's expectations that Emmis will not comply with its maximum leverage covenant when effective for the quarter ending Nov. 30, 2011. ENER1 INC: Obtains $4.5 Million Financing from Bzinfin ------------------------------------------------------ Ener1, Inc., as borrower, entered into a $4,500,000 Loan Agreement with Bzinfin S.A., as agent, certain investment funds managed by Goldman Sachs Asset Management, L.P., and Bzinfin, as lenders. The Loan Agreement provides for a $4,500,000 term loan, which Ener1 borrowed in full at closing on Nov. 16, 2011. The term loan, which matures Dec. 23, 2011, bears interest at LIBOR plus seven percent per annum. Ener1's obligations under the Loan Agreement are secured by all of the present and future assets of Ener1, subject to certain exceptions, and guaranteed by its subsidiaries, EnerDel, Inc., EnerFuel, Inc., and NanoEner, Inc., which have secured their guarantees with pledges of certain of their assets. The Loan Agreement contains certain customary representations and warranties, as well as affirmative and negative covenants. The Loan Agreement is also subject to customary events of default. If an event of default arises from certain events of bankruptcy or insolvency, the obligations imposed under the Loan Agreement shall immediately terminate and all remaining principal and accrued and unpaid interest thereon will become immediately due and payable without further action or notice. Ener1 may use the proceeds from borrowings under the Loan Agreement for general working capital and operational expenses of Ener1 and EnerDel, EnerFuel and NanoEner, including the disbursement of an intercompany loan from Ener1 to EnerDel, which intercompany loan would be assigned to the agent for the benefit of the lenders. In the event that Ener1 commences a voluntary pre-negotiated or pre-packaged case under chapter 11 of the United States Code, Bzinfin will have a right of first offer to provide Ener1 with a debtor-in-possession credit facility by delivering notice to Ener1. Upon delivery of such notice, Bzinfin's obligation to provide the debtor-in-possession credit facility on the terms and subject to the conditions set forth in the Loan Agreement will be binding on Bzinfin, subject to certain conditions specified in the Loan Agreement. Bzinfin is an affiliate of Ener1 by virtue of being the beneficial owner, directly and indirectly through its wholly-owned subsidiary, Ener1 Group, Inc., of approximately 41% of Ener1's outstanding common stock as of Sept. 14, 2011. Bzinfin is controlled by Boris Zingarevich, who is a director of Ener1. In addition, Ener1 entered into a $15,000,000 Line of Credit Agreement with Bzinfin. The LOC Agreement was subsequently amended on Sept. 12, 2011, as described in Ener1's Current Report on Form 8-K filed with the SEC on Sept. 16, 2011. Pursuant to the amendment, among other things, the maturity date for the repayment of all advances under the LOC Agreement and all unpaid accrued interest thereon is extended to July 2, 2013, and Ener1 is not permitted to draw down any additional advances under the LOC Agreement. As of Sept. 12, 2011, the outstanding aggregate principal amount of advances under the LOC Agreement and accrued and unpaid interest thereon was $11.4 million. The funds managed by Goldman Sachs Asset Management, L.P., are holders of $42.6 million aggregate principal amount of Ener1's outstanding Tranche A 8.25% Senior Notes and Tranche B 8.25% Senior Notes and warrants to purchase shares of Ener1 common stock. Each of the Tranche A and Tranche B Senior Notes are convertible into shares of Ener1 common stock at a conversion price of $0.6566 and $2.00 per share, respectively. As of Sept. 30, 2011, the GSAM Noteholders own approximately 3.7% of Ener1's outstanding common stock. In connection with the Loan Agreement, all of the holders of Tranche A and Tranche B Senior Notes, including the GSAM Noteholders, agreed to temporarily forbear from exercising any remedies with respect to existing breaches of such Notes and Bzinfin agreed to temporarily forbear from exercising any remedies with respect to existing breaches of the LOC Agreement. Notwithstanding the $4,500,000 Loan Agreement, Ener1 continues to face significant financial and liquidity challenges. As previously reported in its Form 12b-25 filed with the SEC on Nov. 10, 2011, Ener1 is currently exploring its options to address these challenges, including a potential in-court or out-of-court restructuring including a reorganization of Ener1's capital structure. If Ener1 is not able to address these challenges, it may not be able to continue as a going concern. A full-text copy of the Loan Agreement is available for free at: http://is.gd/HWqTgy 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. ENER1 INC: Bzinfin Discloses 47.3% Equity Stake ----------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Boris Zingarevich and Bzinfin S.A. disclosed that they beneficially own 104,376,280 shares of common stock of Ener1, Inc., representing 47.3% of the shares outstanding. Ener1 Group, Inc., also disclosed beneficial ownership of 89,564,508 shares or 42% equity stake. On Nov. 16, 2011, the Company, as borrower, entered into a $4,500,000 Loan Agreement with Bzinfin, as agent, and certain investment funds managed by Goldman Sachs Asset Management, L.P., and Bzinfin, as lenders. The Loan Agreement provides for a $4,500,000 term loan, which the Company borrowed in full at closing on Nov. 16, 2011. The term loan, which matures Dec. 23, 2011, bears interest at LIBOR plus seven percent per annum. The Company's obligations under the Loan Agreement are secured by all of the present and future assets of the Company, subject to certain exceptions, and guaranteed by certain of its subsidiaries, which have secured their guarantees with pledges of certain of their assets. The Loan Agreement contains certain customary representations and warranties, as well as affirmative and negative covenants. The Loan Agreement is also subject to customary events of default. If an event of default arises from certain events of bankruptcy or insolvency, the obligations imposed under the Loan Agreement will immediately terminate and all remaining principal and accrued and unpaid interest thereon will become immediately due and payable without further action or notice. The Company may use the proceeds from borrowings under the Loan Agreement for general working capital and operational expenses of the Company and such guarantor subsidiaries. In connection with the Loan Agreement, Bzinfin agreed to temporarily forbear from exercising any remedies with respect to existing breaches of the LOC Agreement. A full-text copy of the amended Schedule 13D is available for free at http://is.gd/g3RNjX 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. ENVISION SOLAR: Posts $1.2 Million Net Loss in Third Quarter ------------------------------------------------------------ Envision Solar International, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.2 million on $499,314 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $727,674 on $nil revenue for the same period in 2010. The Company reported a net loss of $2.1 million on $1.1 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $1.6 million on $169,082 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $2.0 million in total assets, $4.6 million in total liabilities, and a stockholders' deficit of $2.6 million. Salberg & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about Envision Solar International's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company reported a net loss of $2,360,851 and $4,267,310 in 2010 and 2009, respectively, and used cash for operating activities of $1,112,794 and $274,876 in 2010 and 2009, respectively. "At Dec. 31, 2010, the Company had a working capital deficiency, stockholders' deficit and accumulated deficit of $3,755,543, $3,557,790 and $19,792,967, respectively." A copy of the Form 10-Q is available for free at: http://is.gd/v9cFJl Envision Solar International, Inc., headquartered in San Diego, Calif., is a solar product, project and technology developer providing turn-key design/build solutions for commercial, industrial and institutional projects. EPAZZ INC: Incurs $120,600 Net Loss in Third Quarter ---------------------------------------------------- Epazz, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $120,608 on $205,724 of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $12,119 on $87,191 of revenue for the same period during the prior year. The Company also reported net income of $60,488 on $646,023 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $20,893 on $269,332 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.09 million in total assets, $1.42 million in total liabilities and $669,483 in total stockholders' equity. As reported in the TCR on April 26, 2011, Lake & Associates, CPA's LLC, in Schaumburg, Illinois, expressed substantial doubt about EPAZZ, Inc.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has a significant accumulated deficit and continues to incur losses. Bankruptcy Warning The Company currently anticipates that it will only be able to continue its business operations for the next three months with its current cash on hand and the revenues it generates and will need approximately $100,000 to continue its operations for the next 12 months, including any funds the Company will need to make payments under its note payables. The Company cannot be certain that any such financing will be available on acceptable terms, or at all, and the Company's failure to raise capital when needed could limit its ability to continue and expand its business. The Company intends to overcome the circumstances that impact its ability to remain a going concern through a combination of the commencement of additional revenues, of which there can be no assurance, with interim cash flow deficiencies being addressed through additional equity and debt financing. The Company's ability to obtain additional funding for the remainder of the 2011 year and thereafter will determine its ability to continue as a going concern. There can be no assurances that these plans for additional financing will be successful. Failure to secure additional financing in a timely manner to repay the Company's obligations and supply the Company sufficient funds to continue its business operations and on favorable terms if and when needed in the future could have a material adverse effect on the Company's financial performance, results of operations and stock price and require the Company to implement cost reduction initiatives and curtail operations. Furthermore, additional equity financing may be dilutive to the holders of the Company's common stock, and debt financing, if available, may involve restrictive covenants, and strategic relationships, if necessary to raise additional funds, and may require that the Company relinquish valuable rights. In the event that the Company is unable to repay its current and long-term obligations as they come due, the Company could be forced to curtail or abandon its business operations, or file for bankruptcy protection; the result of which would likely be that the Company's securities would decline in value or become worthless. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ZoQiBw About EPAZZ Inc. Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of Illinois on March 23, 2000, to create software to help college students organize their college information and resources. The idea behind the Company was that if the information and resources provided by colleges and universities was better organized and targeted toward each individual, the students would encounter a personal experience with the college or university that could lead to a lifetime relationship with the institution. This concept is already used by business software designed to retain relationships with clients, employees, vendors and partners. ESP RESOURCES: Posts $706,100 Net Loss in Third Quarter ------------------------------------------------------- ESP Resources, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $706,109 on $3.4 million of sales for the three months ended Sept. 30, 2011, compared with a net loss of $776,474 on $1.3 million of sales for the corresponding period last year. The Company reported a net loss of $2.7 million on $7.5 million of sales for the nine months ended Sept. 30, 2011, compared with a net loss of $1.7 million on $3.6 million of sales for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $7.0 million in total assets, $6.1 million in total liabilities, and stockholders' equity of $916,465. MaloneBailey, LLP, in Houston, expressed substantial doubt about ESP Resources' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred losses and negative cash from operations through Dec. 31, 2010. A copy of the Form 10-Q is available for free at: http://is.gd/fbw6SJ Scott, La.-based ESP Resources, Inc., through its wholly owned subsidiary, ESP Petrochemicals, Inc., is a custom formulator of petrochemicals for energy industry. EVERGREEN ENERGY: Ilyas Khan Continues to Have 6.6% Equity Stake ---------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Ilyas Khan and his affiliates disclosed that they beneficially own 1,858,250 shares of common stock of Evergreen Energy Inc. representing 6.60% of the shares outstanding. Khan reported ownership of the same number of shares in his previous disclosure with the SEC. A full-text copy of the recent filing is available at no charge at http://is.gd/PuQcMh 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. FALLS AT TOWNE: Chapter 11 Reorganization Case Dismissed -------------------------------------------------------- The Hon. Dennis D. O'Brien of the U.S. Bankruptcy Court for the District of Minnesota dismissed the Chapter 11 case of The Falls at Towne Crossing, LLC. As reported in the Troubled Company Reporter on Nov. 17, 2011, Habbo G. Fokkena, U.S. Trustee for Region 12, objected to the motion to dismiss the Chapter 11 case of the Debtor. In the alternative, the U.S. Trustee requested that the case is converted to Chapter 7 of the Bankruptcy Code. As reported in the TCR on Oct. 26, 2011, the Debtor and lender Broadstone Towne Crossing Property Owner LLC, reached agreement on resolution of the lender's motions for (i) relief from the automatic stay; and (ii) a finding that Geneva Multi-Family Exchange XIV, LLC, and The Falls at Towne Crossing LLC are single asset real estate debtors; and (ii) a motion to dismiss the cases. According to the U.S. Trustee, the Debtor's case must be converted because the Debtor has failed to comply with the U.S. Code and Federal Rules of Bankruptcy Procedure with regard to paying fees and submitting reports. The Debtor must not be permitted to dismiss its case without demonstrating that it complied with its Chapter 11 duties. If the Debtor cannot so demonstrate, the Court must convert the case and permit a chapter 7 trustee to review the matter. About The Falls at Towne Crossing and Geneva Multi-Family Exchange XIV Geneva Multi-Family Exchange XIV, LLC, owns the 336-unit Falls at Towne Crossing apartment project in Mansfield, Texas. Geneva Multi-Family Exchange XIV and affiliate The Falls at Towne Crossing, LLC, c/o Exchange Realty Inc., based in Minneapolis, Minnesota, filed separate Chapter 11 bankruptcy petitions (Bankr. D. Minn. Case Nos. 11-44562 and 11-44563) on July 5, 2011. Judge Dennis D. O'Brien presides over the case. Geneva Multi-Family Exchange XIV LLC disclosed $25.5 million in assets and $24.3 million in debts in its petition. The Falls at Towne Crossing estimated assets and debts of $10 million to $50 million. The petitions were signed by Duane H. Lund, chief manager. Michael L. Meyer, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey, at Minneapolis, Minnesota, represents the Debtor as counsel. As reported in the TCR on Sept. 14, 2011, the U.S. Bankruptcy Court for the District of Minnesota dismissed on Aug. 22, 2011, the Chapter 11 case of Geneva Multi-Family Exchange XIV, LLC. Any proof of claim filed in the Debtor's case will be deemed filed in the case of The Falls at Towne Crossing, LLC, Case No. 11-44563 without further action by the claim holder. FRANK PANZA: Two Buildings Set for Auction on Dec. 2 ---------------------------------------------------- The Saratogian reports that two Broadway buildings in Saratoga Springs, N.Y., will be on the auction block on Dec. 2, 2011, at 10:00 a.m. The Shoe Depot building at 385 Broadway and the three- story building at 322-328 Broadway, on the corner of Spring Street, both owned by Frank Panza, will be auctioned by Anderson Auction & Realty. According to Anderson's Web site, auction terms include "10% down in certified funds and balance due in 30 days at closing." The report notes that the buildings were scheduled to be auctioned in May 2011, but the auction was canceled at the last minute when Mr. Panza filed for Chapter 11 bankruptcy. HSBC is prepared to foreclose on the properties on Dec. 2. Anderson may be reached at: ANDERSON AUCTION & REALTY 1843 Hertel Ave. Buffalo, NY 14216 Tel: 716-838-8484 Fax: 716-838-8228 E-mail: info@andersonauctioneers.com Frank Panza filed a Chapter 11 petition (Bankr. D. Nev. Case No. 11-16822) on May 3, 2011. Jennifer L. Flynn is listed as a co-debtor in bankruptcy filings. GAME TRADING: To Pursue Financial Reorganization ------------------------------------------------ Game Trading Technologies, Inc., said that, in view of its current cash resources, expenses, debt and near term debt service obligations, it intends to explore all strategic alternatives to maintain the business as a going concern, including, but not limited to, a possible sale or one or more other transactions that may include a comprehensive financial reorganization of the Company. McGuireWoods LLP has been retained as legal advisor to the Company. There can be no assurance that the Company's exploration of strategic alternatives will result in the Company pursuing any particular transaction or, if it pursues any such transaction, that it will be completed. The Company does not expect to make further public comment regarding its consideration of strategic alternatives until the Board of Directors has approved a specific course of action, deems disclosure of significant developments is appropriate, or the Company is legally required to do so. About Game Trading Game Trading Technologies, headquartered in Hunt Valley, Maryland, provides comprehensive trading solutions and services for video game retailers, publishers, rental companies, and consumers. "We have continued to incur operating losses in the current year and to date have been unsuccessful in raising additional working capital and that we are dependent upon management's ability to develop profitable operations," the Company said in the filing. "These factors among others may raise substantial doubt about our ability to continue as a going concern." The Company's balance sheet at June 30, 2011, showed $11.29 million in total assets, $17.45 million in total liabilities, $1.50 million in redeemable preferred stock, and a $7.66 million total stockholders' deficit. GAME TRADING: Hires Marc Weinsweig as Chief Restructuring Officer ----------------------------------------------------------------- The board of directors of Game Trading Technologies, Inc., appointed Marc Weinsweig as Chief Restructuring Officer of the Company. There is no understanding or arrangement between Mr. Weinsweig and any other person pursuant to which Mr. Weinsweig was selected as an executive officer of the Company. Mr. Weinsweig does not have any family relationship with any director, executive officer or person nominated or chosen by us to become a director or executive officer. Since 2010, Mr. Weinsweig has served as CEO of WeinsweigAdvisors LLC, an advisory firm focused on preserving and enhancing enterprise value. From 2002 to 2010, Mr. Weinsweig served as a turnaround consultant at FTI Consulting, a global business advisory firm. He previously worked at PricewaterhouseCoopers from 1994 through 2002. Mr. Weinsweig earned his M.B.A. from Carnegie Mellon University in 1993, where he was the recipient of the Graduate Business Foundation National Leadership, Peer Leadership and Faculty and Staff Recognition Awards. He earned his B.S. from Pennsylvania State University in 1989. Mr. Weinsweig is a certified public accountant and certified turnaround professional. On Nov. 21, 2011, the Company entered into an Agreement with WeinsweigAdvisors LLC, a company controlled by Mr. Weinsweig. Under the terms of the Agreement, the Firm will perform such services, within the Firm's area of expertise, as the Company or any of its subsidiaries may reasonably require from time to time. During the term of the Agreement, Mr. Weinsweig will serve as Chief Restructuring Officer of the Company. The Agreement has an initial term through Jan. 16, 2012. Pursuant to the Agreement, the Company will pay the Firm $150,000 through Jan. 16, 2012, in three equal installments on Dec. 2, 2011, Dec. 16, 2011, and Dec. 30, 2011. A full-text copy of the Consulting Agreement is available for free at http://is.gd/n4Jr0K About Game Trading Game Trading Technologies, headquartered in Hunt Valley, Maryland, provides comprehensive trading solutions and services for video game retailers, publishers, rental companies, and consumers. "We have continued to incur operating losses in the current year and to date have been unsuccessful in raising additional working capital and that we are dependent upon management's ability to develop profitable operations," the Company said in the filing. "These factors among others may raise substantial doubt about our ability to continue as a going concern." The Company's balance sheet at June 30, 2011, showed $11.29 million in total assets, $17.45 million in total liabilities, $1.50 million in redeemable preferred stock, and a $7.66 million total stockholders' deficit. GAMETECH INT'L: Court OKs $500,000 Settlement in LBHI Case ---------------------------------------------------------- GameTech International, Inc., on Oct. 4, 2011, entered into a Settlement Agreement, whereby, in exchange for payment of $500,000, the Company agreed to resolve, discharge and settle all claims that were or could have been brought by the Company against Lehman Brothers Holdings Inc., Lehman Brothers Inc., and certain individuals, including those claims asserted in the arbitration proceeding captioned GameTech International, Inc., v. Lehman Brothers Inc., et al. (Case No. 08-03389), pending before the Financial Regulatory Authority and the cases commenced by LBHI and its affiliates (Bankr. S.D.N.Y. Case No. 08-13555). The Agreement provides that payment of the Settlement Amount is subject to the approval of the U.S. Bankruptcy Court for the Southern District of New York. On Nov. 18, 2011, the United States Bankruptcy Court for the Southern District of New York entered an order in the above mentioned Chapter 11 cases, authorizing relief from the automatic stay, to the extent necessary to allow certain insurers to fund the Settlement Amount. The Company anticipates that substantially all of the Settlement Amount will used to reduce outstanding debt. About GameTech International Based in Reno, Nevada, GameTech develops and manufactures gaming entertainment products and systems. GameTech holds a significant position in the North American bingo market with its interactive electronic bingo systems, portable and fixed-based gaming units, and complete hall management modules. It also holds a significant position in select North American VLT markets, primarily Montana, Louisiana, and South Dakota, where it offers video lottery terminals and related gaming equipment and software. It also offers Class III slot machines and server-based gaming systems. The Company reported a net loss of $20.4 million on $35.2 million of revenue for the 52 weeks ended Oct. 31, 2010, compared with a net loss of $10.5 million on $47.8 million of revenue for the 52 weeks ended Nov. 1, 2009. Piercy Bowler Taylor & Kern, in Las Vegas, Nevada, expressed substantial doubt about GameTech International, Inc.'s ability to continue as a going concern. The independent auditors noted that the Company has suffered reoccurring losses from operations and has been unable to extend the maturity of its debt, or raise additional capital necessary to execute its business plan. The Company's balance sheet at May 1, 2011, showed $40.19 million in total assets, $32.33 million in total liabilities and $7.86 million in total stockholders' equity. GENCORP INC: Repurchases $46.4MM of 2.25% Convertible Debenture ---------------------------------------------------------------- In accordance with the provisions of the indenture governing GenCorp Inc.'s 2.25% Convertible Subordinated Debentures due 2024, holders submitted to the Company for repurchase $46.4 million in aggregate principal amount of the Debentures. The Company has instructed the paying agent, which is The Bank of New York Mellon Trust Company, N.A., to repurchase the tendered Debentures of $46.4 million and pay accrued and unpaid interest thereon. Following the Company's repurchase of the Debentures, $0.2 million in aggregate principal amount of the Debentures remains outstanding. About GenCorp Inc. Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY) -- http://www.GenCorp.com/-- is a manufacturer of aerospace and defense products and systems with a real estate segment that includes activities related to the re-zoning, entitlement, sale, and leasing of the Company's excess real estate assets. The Company's balance sheet at Aug. 31, 2011, showed $994.20 million in total assets, $1.13 billion in total liabilities, $4.50 million in redeemable common stock, and a $147.90 million total shareholders' deficit. * * * Standard & Poor's in February 2011 has raised its corporate credit rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its rating on the company's first-lien secured debt to 'BB-' from 'B+' and on the subordinated debt to 'CCC+' from 'CCC'. The recovery rating on the first-lien secured debt remains unchanged at '1', and the recovery rating on the subordinated debt remains unchanged at '6'. The outlook is stable. "We are raising its ratings on GenCorp by one notch to reflect the company's improved liquidity position," said Standard & Poor's credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its highly leveraged capital structure, weak financial performance, limited diversity, and modest scale of operations compared with competitors. Offsetting these challenges to some extent is the company's good niche positions in aerospace propulsion and solid backlog. S&P characterize GenCorp Inc.'s business profile as weak and its financial profile as highly leveraged." As reported by the TCR on May 24, 2011, Moody's Investors Service upgraded the corporate family and probability of default ratings of GenCorp Inc. to B1 from B2. The upgrade reflects the Company's steady improvement to operating results, as a leading niche supplier of solid and liquid rocket propulsion systems to prime defense contractors. Operating margins have grown to above 11% (inclusive of Moody's standard adjustments) in the most recent twelve-month period, resulting from growth in defense programs that GenCorp supplies (THAAD, Aegis, PAC-3) and good cost controls. GenCorp's funded backlog has grown steadily over several years, and is now about 90% of sales. The level of backlog provides good forward revenue visibility and compares favorably with other defense suppliers. GARFIELD TAYLOR: Faces SEC Charges on Ponzi Scheme -------------------------------------------------- The Securities and Exchange Commission charged a Bethesda, Md. man and several family members and friends with conducting a multi- million dollar Ponzi scheme targeting investors in the Washington D.C. metropolitan area. The SEC alleges that Garfield M. Taylor lured primarily middle- class residents in his community with little to no investing experience to invest in promissory notes issued by his two companies that engaged in purportedly low-risk options trading. Mr. Taylor urged investors to refinance their homes and use any available means to invest, including their personal savings and retirement funds. He promised returns as high as 20 percent per year and falsely assured investors that their investments would be protected by a "reserve account" or that he would employ a "covered call" trading strategy that would not touch the principal amount of their investment. According to the SEC's complaint filed in federal court in Washington D.C., Taylor and his companies instead engaged in very high-risk, speculative options trading and suffered massive losses. Taylor relied upon money from new investors to pay returns to earlier investors in typical Ponzi scheme fashion. He also siphoned off $5 million in investor funds to pay family and friends and for other personal uses, including $73,000 to the private school his children attended. "Garfield Taylor and his partners in the scheme touted themselves as seasoned and trustworthy financial professionals offering a conservative but lucrative investment opportunity. In reality, they were gambling away investor assets in extremely risky trades and operating a classic Ponzi scheme," said Stephen L. Cohen, Associate Director of the SEC's Division of Enforcement. The SEC alleges that the Ponzi scheme defrauded more than $27 million from approximately 130 investors from 2005 to 2010. The scheme ultimately collapsed in the fall of 2010 when the companies' accounts were depleted by the trading losses and interest payments to investors. The SEC's complaint charged Taylor's companies Garfield Taylor Inc. and Gibraltar Asset Management Group LLC ? which were not registered with the SEC ? as well as five collaborators in Taylor's scheme: Maurice G. Taylor of Bowie, Md., who is the brother of Garfield Taylor. He is the Chief Investment Officer at Gibraltar and worked as a trader for Garfield Taylor Inc. Randolph M. Taylor of Washington D.C., who is the nephew of Garfield Taylor. He was formerly the Vice President for Organizational Development at Gibraltar. Benjamin C. Dalley of Washington D.C., who is the childhood friend and business partner of Randolph Taylor. He was formerly Vice President of Operations at Gibraltar. Jeffrey A. King of Upper Marlboro, Md., whose sister is married to Maurice Taylor. He was a former independent contractor for Garfield Taylor Inc. and former President and Chief Operating Officer of Gibraltar. William B. Mitchell of Middle River, Md., who was formerly Vice President for Finance at Garfield Taylor Inc. and former Executive Vice President of Strategic Planning at Gibraltar. According to the SEC's complaint, Garfield Taylor and the others jointly prepared and finalized a Gibraltar PowerPoint presentation for prospective investors that was riddled with false and misleading statements. They misrepresented the nature of the company's options trading strategy, the anticipated rate of return, the protections offered by its outside accountant, and the overall level of risk involved in an investment with Gibraltar. They pitched the PowerPoint presentation to potential institutional investors and charitable organizations, including a Washington D.C.-based children's charity and a Baptist church in Maryland. Garfield Taylor went so far as to provide the Baptist church with a fake "letter of recommendation" from Charles Schwab as he pitched the investment opportunity. The SEC alleges that in order to maintain a steady flow of new investor money, Garfield Taylor induced current investors and others including King and Mitchell to solicit and refer new investors to him in exchange for commission payments based on the amounts invested. Garfield Taylor, who was not a licensed securities broker, persuaded several individuals to give him online access to their personal brokerage accounts so he could place trades and give them a promised share of any profits generated. The SEC's complaint charges each of the Taylors, Dalley, King, Garfield Taylor Inc. and Gibraltar Asset Management Group with violating the anti-fraud provisions of federal securities laws. The SEC charged Garfield Taylor, King, and Mitchell with violating the broker-dealer registration requirements, and Garfield Taylor, Garfield Taylor Inc. and Gibraltar Asset Management Group with violating the offering registration requirements of the federal securities laws. The SEC seeks a judgment permanently enjoining the defendants from future violations of the relevant provisions of the federal securities laws and ordering them to pay penalties and disgorgement with prejudgment interest. The SEC also named three companies belonging to Randolph Taylor, Dalley, King, and Mitchell as relief defendants for the purposes of seeking disgorgement with prejudgment interest of investor funds in their possession. The SEC's investigation was conducted by Sarah Allgeier, Richard Johnston and Donato Furlano. The SEC's litigation will be led by Richard Hong. GENERAL MARITIME: Final Hearing on $75MM DIP Loan Set for Dec. 15 ----------------------------------------------------------------- General Maritime Corporation will return to the Bankruptcy Court on Dec. 15 at 10:00 a.m. for a final hearing on its request for debtor-in-possession financing from Nordea Bank Finland Plc and other lenders as well as use cash collateral and provide adequate protection to prepetition secured parties. General Maritime had won interim authority to draw $30 million of a $75 million loan that will require it to file a plan of reorganization in 75 days or sell all its assets. The DIP facility consists of a $40 million term loan facility and a $35 million revolving loan credit facility. Under the DIP Agreement, General Maritime covenants with the DIP lenders not permit the sum of (i) the Unrestricted Cash and Cash Equivalents held by the Parent and its Subsidiaries and (ii) the aggregate available unutilized Revolving Commitments to be less than: (x) from the entry of the Final DIP Order to and including April 30, 2012, $15,000,000 at any time and (y) from May 1, 2012, to and including the Maturity Date, $10,000,000 at any time. General Maritime also will not permit cumulative Consolidated EBITDA for the period commencing on Nov. 1, 2011, and ending on the last day of a month set forth to be less than the amount set forth Month Minimum EBITDA ----- -------------- December 2011 $2,115,000 January 2012 $4,600,000 February 2012 $6,875,000 March 2012 $9,350,000 April 2012 $12,100,000 May 2012 $15,700,000 June 2012 $19,225,000 July 2012 $23,725,000 August 2012 $28,050,000 September 2012 $32,750,000 October 2012 $37,200,000 The DIP Facility matures on the earlier of (i) nine months from the Petition Date with a three month extension option, (ii) the date of termination of commitments and DIP Lenders? obligations to make loans and issue letters of credit pursuant to the exercise of remedies, (iii) the effective date of a chapter 11 plan, and (iv) the consummation of a sale pursuant to Section 363 of the Bankruptcy Code. The DIP Agreement requires the Borrower to pay the lenders a host of fees: (1) Commitment Commission Fee: 50% of the applicable margin for the DIP Loans with respect to any unused portion of the commitment. (2) Letter of Credit Fee: rate per annum equal to the applicable margin for DIP Loans on the stated amount of each letter of credit. (3) Facing Fee (with respect to Letters of Credit): a rate per annum equal to the greater of $500 and 1/8 of 1% on the stated amount of each letter of credit. (4) Facility Fee: 1.50% of the commitment of each DIP Lender Other Fees: as agreed to between the Debtors and the DIP Agent/DIP Lenders The Debtors are required to comply with these milestones under the DIP Agreement: -- obtain binding written commitment and support agreement for a New Equity Amount and file an acceptable bankruptcy- exit plan and disclosure statement 75 days after the Petition Date (the DIP Lenders have certain consent rights over the plan); -- obtain an order approving the disclosure statement 135 days after the Petition Date; and -- obtain an order confirming an Acceptable Plan and the Acceptable Plan will be substantially consummated 210 days after the Petition Date. Absent compliance with the milestones, the Debtors must immediately commence a sale process upon receipt of notice of noncompliance from the DIP Agent at the direction of the Directing Parties. Oaktree Capital Management LP, a lender, would be the so-called stalking horse for that auction. The lending consortium consists of: * Nordea Bank Finland PLC, New York Branch; * Citibank NA; * DNB Bank ASA; * HSH Nordbank AG; * The Royal Bank of Scotland; and * Skandinaviska Enskilda Banken AB (PUBL) According to Bloomberg News, General Maritime's bankruptcy counsel, Kenneth Eckstein said Nov. 18 the company hopes to file a reorganization plan in January. An ad hoc group of holders of more than $185 million of the $300 million of 12% Senior Notes due 2017 issued by General Maritime Corporation objected to the DIP loan, saying its terms would "serve to prematurely limit or foreclose the rights of unsecured creditors or any official committee appointed to represent their interests." The Noteholders group consists of Capital Research and Management Company, J.P. Morgan Investment Management, Inc., J.P. Morgan Securities LLC, Stone Harbor Investment Partners LP and Third Avenue Focused Credit Fund. As of Sept. 30, 2011, General Maritime recorded consolidated liabilities totaling $1,412,647,000. For the 12 months ending Sept. 30, 2011, the Company?s consolidated net voyage revenue was $201.7 million. Pre-bankruptcy, the vast majority of the Debtors? liabilities relates to borrowed debt comprised of: $550 million under a credit facility dated May 6, 2011 with Nordea Bank Finland plc, New York Branch, as administrative agent; $328.2 million under a credit facility dated May 6, 2011, with Nordea as administrative agent; $200 million under a credit facility dated May 6, 2011, with OCM Administrative Agent, LLC, as administrative agent; and $300 million of senior notes due 2017 under an indenture dated November 12, 2009, with Bank of New York Mellon as indenture trustee. About General Maritime New York-based General Maritime Corporation, through its Subsidiaries, provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The fleet consisted of 30 owned vessels and three chartered vessels. The company generates substantially all of its revenues by chartering its fleet to third-party customers. The largest customers include major international oil companies, oil producers, and oil traders such as BP, Chevron Corporation, CITGO Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess Corporation, Lukoil Oil Company, Stena AB, and Trafigura. General Maritime and 56 subsidiaries filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17, 2011. Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York, serve as counsel to the Debtors. Moelis & Company is the financial advisor. Garden City Group Inc. is the claims and notice agent. General Maritime disclosed $1,718,598,000 in assets and $1,412,900,000 in liabilities as of Sept. 30, 2011. General Maritime's publicly held securities include 121.5 million common shares and $300 million in unsecured 12% notes due 2017. Prepetition, General Maritime reached agreements with its key senior lenders, including its bank group, led by Nordea Bank Finland plc, New York Branch as administrative agent, as well as affiliates of Oaktree Capital Management, L.P., on the terms of a restructuring. Under terms of the agreements, Oaktree will provide a $175 million new equity investment in General Maritime and convert its prepetition secured debt to equity. In conjunction with the filing, General Maritime has received a commitment for up to $100 million in new DIP financing from a group of lenders led by Nordea as administrative agent. Counsel for Nordea, as the DIP Agent and the Senior Agent, are: Thomas E. Lauria, Esq. Scott Greissman, Esq. WHITE & CASE LLP 1155 Avenue of the Americas New York, NY 10036-2787 Tel: 212-819-8567 E-mail: tlauria@whitecase.com sgreissman@whitecase.com Counsel for Oaktree Capital Management, the Junior Agent, are: Edward Sassower, Esq. Brian Schartz, Esq. KIRKLAND & ELLIS, LLP 601 Lexington Avenue New York, NY 10022-4643 Tel: 212-446-4733 E-mail: edward.sassower@kirkland.com An ad hoc group of holders of more than $185 million of the $300 million of 12% Senior Notes due 2017 issued by General Maritime Corporation is represented by: Paul D. Leake, Esq. Pedro A. Jimenez, Esq. JONES DAY 222 East 41st Street New York, NY 10017 Telephone: (212) 326-3939 Facsimile: (212) 755-7306 E-mail: pdleake@jonesday.com pjimenez@jonesday.com GENERAL MARITIME: Court Okays Garden City as Claims Agent --------------------------------------------------------- General Maritime Corporation and its debtor-affiliates won Bankruptcy Court approval to employ GCG, Inc., aka The Garden City Group, Inc., as its notice and claims agent. The firm's hourly billing rates are: Title Standard Hourly Rates ----- --------------------- Administrative & Data Entry $45 - $55 Mailroom and Claims Control $55 Customer Service Representatives $57 Project Administrators $70 - $85 Quality Assurance Staff $80 - $125 Project Supervisors $95 - $110 Systems & Technology Staff $100 - $200 Graphic Support for Web site $125 Project Managers $125 - $175 Directors, Sr. Consultants and Asst VP $200 - $295 Vice President and above $295 Expert services provided by Vice President Jeff Stein in connection with solicitation (including of public securities) and tabulation will be at a rate of $310 per hour. Prior to the Petition Date, General Maritime paid to GCG (i) $21,215.60 on account of prepetition services, and (ii) a retainer of $15,000 to be applied first against the pre-petition fees and expenses incurred by GCG and then the unused portion of which will be applied against the last bill for fees and expenses that GCG will render in the Chapter 11 cases. Angela Ferrante -- angela.ferrante@gcginc.com -- Assistant Vice President of GCG, attests that GCG (i) is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, (ii) does not hold or represent an interest adverse to the Debtors' estates in connection with any matter on which GCG will be employed, and (iii) neither GCG nor any of its employees has any connection with the Debtors, their creditors, the United States Trustee or any other party in interest in the Chapter 11 cases. About General Maritime New York-based General Maritime Corporation, through its Subsidiaries, provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The fleet consisted of 30 owned vessels and three chartered vessels. The company generates substantially all of its revenues by chartering its fleet to third-party customers. The largest customers include major international oil companies, oil producers, and oil traders such as BP, Chevron Corporation, CITGO Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess Corporation, Lukoil Oil Company, Stena AB, and Trafigura. General Maritime and 56 subsidiaries filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17, 2011. Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York, serve as counsel to the Debtors. Moelis & Company is the financial advisor. General Maritime disclosed $1,718,598,000 in assets and $1,412,900,000 in liabilities as of Sept. 30, 2011. General Maritime's publicly held securities include 121.5 million common shares and $300 million in unsecured 12% notes due 2017. Prepetition, General Maritime reached agreements with its key senior lenders, including its bank group, led by Nordea Bank Finland plc, New York Branch as administrative agent, as well as affiliates of Oaktree Capital Management, L.P., on the terms of a restructuring. Under terms of the agreements, Oaktree will provide a $175 million new equity investment in General Maritime and convert its prepetition secured debt to equity. In conjunction with the filing, General Maritime has received a commitment for up to $100 million in new DIP financing from a group of lenders led by Nordea as administrative agent. In conjunction with the filing, General Maritime has received a commitment for up to $100 million in new DIP financing from a group of lenders led by Nordea as administrative agent. Counsel for Nordea, as the DIP Agent and the Senior Agent, are Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case LLP. Counsel for Oaktree Capital Management, the Junior Agent, are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland & Ellis, LLP. An ad hoc group of holders of more than $185 million of the $300 million of 12% Senior Notes due 2017 issued by General Maritime Corporation is represented by Paul D. Leake, Esq., and Pedro A. Jimenez, Esq., at Jones Day. GENERAL MARITIME: Schedules Filing Deadline Moved to Dec. 31 ------------------------------------------------------------ General Maritime Corporation and its debtor-affiliates obtained a 30-day extension to file (i) a schedule of assets and liabilities, (ii) a statement of financial affairs, (iii) a schedule of current income and expenditures, and (iv) a statement of executory contracts and unexpired leases with the Bankruptcy Court. The financial disclosures were originally due within 14 days from the petition date. The new deadline is Dec. 31. Given the size and complexity of their multinational business operations, the number of domestic and foreign creditors, and the fact that certain prepetition invoices have not yet been received or entered into the Debtors? financial accounting systems, the Debtors told the Court have not yet finished compiling the information required to complete the Schedules. About General Maritime New York-based General Maritime Corporation, through its Subsidiaries, provides international transportation services of seaborne crude oil and petroleum products. The Company's fleet is comprised of VLCC, Suezmax, Aframax, Panamax and product carrier vessels. The fleet consisted of 30 owned vessels and three chartered vessels. The company generates substantially all of its revenues by chartering its fleet to third-party customers. The largest customers include major international oil companies, oil producers, and oil traders such as BP, Chevron Corporation, CITGO Petroleum Corp., ConocoPhillips, Exxon Mobil Corporation, Hess Corporation, Lukoil Oil Company, Stena AB, and Trafigura. General Maritime and 56 subsidiaries filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-15285) on Nov. 17, 2011. Douglas Mannal, Esq., and Adam C. Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York, serve as counsel to the Debtors. Moelis & Company is the financial advisor. Garden City Group Inc. is the claims and notice agent. General Maritime disclosed $1,718,598,000 in assets and $1,412,900,000 in liabilities as of Sept. 30, 2011. General Maritime's publicly held securities include 121.5 million common shares and $300 million in unsecured 12% notes due 2017. Prepetition, General Maritime reached agreements with its key senior lenders, including its bank group, led by Nordea Bank Finland plc, New York Branch as administrative agent, as well as affiliates of Oaktree Capital Management, L.P., on the terms of a restructuring. Under terms of the agreements, Oaktree will provide a $175 million new equity investment in General Maritime and convert its prepetition secured debt to equity. In conjunction with the filing, General Maritime has received a commitment for up to $100 million in new DIP financing from a group of lenders led by Nordea as administrative agent. Counsel for Nordea, as the DIP Agent and the Senior Agent, are Thomas E. Lauria, Esq., and Scott Greissman, Esq., at White & Case LLP. Counsel for Oaktree Capital Management, the Junior Agent, are Edward Sassower, Esq., and Brian Schartz, Esq., at Kirkland & Ellis, LLP. An ad hoc group of holders of more than $185 million of the $300 million of 12% Senior Notes due 2017 issued by General Maritime Corporation is represented by Paul D. Leake, Esq., and Pedro A. Jimenez, Esq., at Jones Day. GREENHOUSE HOLDINGS: Posts $1.6 Million 3rd Quarter Net Loss ------------------------------------------------------------ GreenHouse Holdings, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.6 million on $470,392 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $991,465 on $1.7 million of revenues for the same period in 2010. The Company reported a net loss of $3.8 million on $2.9 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $3.0 million on $4.4 million of revenues for the corresponding period last year. The Company's balance sheet at Sept. 30, 2011, showed $7.0 million in total assets, $5.8 million in total liabilities, and stockholders' equity of $1.2 million. As reported in the TCR on April 8, 2011, PKF, in San Diego, Calif., expressed substantial doubt about GreenHouse Holdings' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had an accumulated deficit of $6,753,036, a net loss and net cash used in operations of $4,644,966 and $3,509,800, respectively, for the year ended Dec. 31, 2010. A copy of the Form 10-Q is available for free at: http://is.gd/HA7F2x San Diego, Calif.-based GreenHouse Holdings, Inc. (OTC BB: GRHU) -- http://www.greenhouseintl.com/-- is a provider of energy efficiency and sustainable facilities solutions. The Company designs, engineers and installs products and technologies that enable its clients to reduce their energy costs and carbon footprint. The Company has two business segments, Energy Efficiency Solutions (EES) and Sustainable Facilities Solutions (SFS). The Company serves residential, industrial, commercial, government and military markets in the United States and abroad. GRACEWAY PHARMACEUTICALS: Gets Formal Nod to Sell to Medicis ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Graceway Pharmaceuticals LLC received formal approval from the bankruptcy judge in Delaware on Nov. 22 to sell the business for $455 million to Medicis Pharmaceutical Corp. The Nov. 17 auction opened with a $275 million bid from Switzerland's Galderma SA. Before the auction, Graceway predicted there would be competitive bidding. About Graceway Pharmaceuticals Based in Bristol, Tennessee, Graceway Pharmaceuticals LLC offers dermatology, respiratory, and women's health products. Its Zyclara Cream is used for the treatment of external genital and perianal warts (EGW) in patients 12 years of age and older. The company offers products for the treatment of dermatology conditions, such as actinic keratosis, superficial basal cell carcinoma, external genital warts, atopic dermatitis, and acne; and respiratory conditions, such as asthma. Graceway Pharmaceuticals and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 11-13036) on Sept. 29, 2011. The company's debt includes $430.7 million owing on a first-lien revolving credit and term loan. Second-lien debt is $330 million, with mezzanine debt totaling another $81.4 million. Attorneys at Young Conaway Stargatt & Taylor LLP serve as counsel to the Debtors. Latham & Watkins LLP is the co-counsel. Alvarez and Marsal North America, LLC, is the financial advisor. Lazard Freres & Co. LLC is the investment banker. PricewaterhouseCoopers LLP is the tax consultant. BMC Group serves as claims and notice agent. Lowenstein Sandler PC serves as the committee counsel. GRUBB & ELLIS: Forward Management Discloses 11.4% Equity Stake -------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Forward Management, LLC, and its affiliates disclosed that they beneficially own 14,584,591.48 shares of common stock of Grubb & Ellis Co. representing 11.44% of the shares outstanding. The number of shares outstanding of the Company's common stock as of Nov. 9, 2011, was 70,086,570 shares. A full-text copy of the filing is available for free at http://is.gd/3hS2LG About Grubb & Ellis Company Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is one of the largest and most respected commercial real estate services and investment companies in the world. Our 5,200 professionals in more than 100 company-owned and affiliate offices draw from a unique platform of real estate services, practice groups and investment products to deliver comprehensive, integrated solutions to real estate owners, tenants and investors. The firm's transaction, management, consulting and investment services are supported by highly regarded proprietary market research and extensive local expertise. Through its investment management business, the company is a leading sponsor of real estate investment programs. The Company reported a net loss of $69.7 million on $575.5 million of revenues for 2010, compared with a net loss of $80.5 million on $527.9 million of revenues for 2009. The Company also reported a net loss of $28.61 million on $378.90 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $58.56 million on $372.38 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $149.77 million in total assets, $152.74 million in total liabilities, $98.89 million in preferred stock, and a $101.85 million total deficit. The Company said it may seek additional financing prior to the completion of its review of strategic alternatives. It is anticipated that any strategic alternative would include provisions to extend, retire or refinance the Colony credit facility at or prior to maturity. If the Company is unable to extend, retire or refinance the Colony credit facility prior to maturity, it could create substantial doubt about the Company's ability to continue as a going concern for the twelve month period following the date of these financial statements. The Company believes that upon completion of its strategic alternative process the Company will have sufficient liquidity to operate in the normal course over the next twelve month period. GRYPHON GOLD: Posts $804,400 Net Loss in Third Quarter ------------------------------------------------------ Gryphon Gold Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $804,461 for the three months ended Sept. 30, 2011, compared with a net loss of $812,302 for the same period in 2010. The Company reported a net loss of $1.4 million for the six months ended Sept. 30, 2011, compared with a net loss of $1.2 million for the same period last year. As of Sept. 30, 2011, the Company is completing construction of the Borealis Oxide Heap Leach Project and had no producing mineral properties. Thus, it had no sales revenue during all reporting periods. The Company's balance sheet at Sept. 30, 2011, showed $23.8 million in total assets, $10.3 million in total liabilities, and stockholders' equity of $13.5 million. DeCoria, Maichel & Teague P.S., in Spokane, Washington, expressed substantial doubt about the Gryphon Gold's ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2011. The independent auditors noted that the Company has suffered recurring operating losses and has an accumulated deficit of $37,950,801. A copy of the Form 10-Q is available for free at: http://is.gd/7f4BGs Carson City, Nevada-based Gryphon Gold Corporation was incorporated in the State of Nevada in 2003 and wholly owns its subsidiary, Borealis Mining Company. The Company has historically reported as an exploration and development company. On June 6, 2011, the Company began constructing an oxide heap leach mine and related processing facility on its Borealis property (the "Borealis Oxide Heap Leach Project"). During to the period ended Sept. 30, 2011, the Company commenced mining operations, and management has determined the Company is no longer in the exploration/development stage. GULF STATES: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Gulf States Underwriters of Louisiana, Inc. 309 Paradise Road Ball, LA 71405 Bankruptcy Case No.: 11-81619 Chapter 11 Petition Date: November 23, 2011 Court: U.S. Bankruptcy Court Western District of Louisiana (Alexandria) Judge: Henley A. Hunter Debtor's Counsel: L. Laramie Henry, Esq. P.O. Box 8536 Alexandria, LA 71306 Tel: (318) 445-6000 Fax: (318) 445-6063 E-mail: laramie@henry-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Richard Sanders, vice president. HOLDINGS OF EVANS: Creditor Wants Plan Filing Extension Denied -------------------------------------------------------------- 2010-1 SFG Venture LLC asks the U.S. Bankruptcy Court for the Southern District of Georgia to deny Holdings of Evans, LLC's motion extending the deadline for the Debtor to file a plan of reorganization and comply with Section 362(d)(3)(A) to the third day of either January or February 2012. SFG is a first priority secured creditor of the Debtor that holds a lien and security interest in all or substantially all of the Debtor's real and personal property, including all of the rents associated with the Debtor's real property located at 156 Classic Road, Athens, Georgia to secure a claim in excess of $5.3 million. SFG related that on Nov. 7, 2011, the Debtor filed the instant motion seeking entry of an order declaring that the Debtor had complied with the rigid and mandatory requirements of section 362(d)(3)(B) of the Bankruptcy Code by commencing payments to SFG in the amount of $26,000 or, in the alternative, extend its exclusive periods. According to SFG: -- the relief the Debtor seeks requires an adversary proceeding; and -- the Debtor is not entitled to an extension of time within which to file a Plan. SFG is represented by: Sean C. Kulka, Esq. Michael F. Holbein, Esq. Whitney R. Travis, 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 whitney.travis@agg.com About Holdings of Evans Martinez, Georgia-based Holdings of Evans LLC, dba Candlewood Suites, filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 11-11756) on Sept. 2, 2011. Judge Samuel L. Kay presides over the case. Shepard Plunkett Hamilton Boudreaux LLC serves as the Debtor's Chapter 11 counsel. The Debtor disclosed $11,115,538 in assets and $6,784,463 in liabilities as of the Chapter 11 filing. The petition was signed by GB Sharma, managing member. IBIO INC: Reports $383,100 Net Income in June 30 Quarter -------------------------------------------------------- iBio, Inc., filed its quarterly report on Form 10-Q, reporting net income of $383,143 on $320,348 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $2.8 million on $nil revenue for the three months ended Sept. 30, 2010. The derivative instrument liability non-cash income for the three months ended Sept. 30, 2011, was approximately $2,704,000 as compared to a non-cash charge of $1,441,000 for the comparable period in 2010. The decrease of $4,145,000 primarily reflects the decrease in the Company's stock price at Sept. 30, 2011, as compared to June 30, 2011, and the increase in the stock price at Sept. 30, 2010, as compared to June 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $5.6 million in total assets, $4.7 million in total liabilities, and stockholders' equity of $886,100. J. H. Cohn LLP, in Eatontown, N.J., expressed substantial doubt about iBio'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 net losses and negative cash flows from operating activities for the years ended June 30, 2011, and 2010, and has an accumulated deficit and working capital deficit as of June 30, 2011. A copy of the Form 10-Q is available for free at: http://is.gd/Xi7fzT Newark, Delaware-based iBio, Inc., is a biotechnology company focused on commercializing its proprietary technology, the iBioLaunch(TM) platform, for biologics including vaccines and therapeutic proteins. ILLINOIS FAMILY: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Illinois Family Farms 21814 Rout 4 Carlinville, IL 62626 Bankruptcy Case No.: 11-72957 Chapter 11 Petition Date: November 23,2011 Court: United States Bankruptcy Court Central District of Illinois (Springfield) Judge: Mary P. Gorman Debtor's Counsel: Steven Mark Wallace, Esq. THE KUNIN LAW OFFICES LLC 1500 Eastport Plaza Drive, Suite 200 Collinsville, IL 62234 Tel: (618) 215-4803 E-mail: swallace@kuninlaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilcb11-72957.pdf The petition was signed by Rick Rosentreter, LLC, general partner. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Illinois Family Farms Leasing, LLC 11-72634 10/12/11 INDIANA EQUITY: Court Sets Dec. 30, 2011 as Claims Bar Date ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has established Dec. 30, 2011, as the last day for any individual or entity to file proofs of claim against Indiana Equity Investments, LLC. Government proofs of claim are due by March 30, 2012. About Indiana Equity Based in Alsip, Illinois, Indiana Equity Investments, LLC, aka Autumnwoods Apartments and Brendonwood Apartments, owns two commercial multi-family properties located in Fort Wayne, Indiana. It filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-19277) on May 5, 2011. Judge Eugene R. Wedoff presides over the case. David K. Welch, Esq., Arthur Simon, Esq., and Jeffrey Dan, Esq., at Crane Heyman Simon Welch & Clar, in Chicago, serve as the Debtor's bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Indiana Equity's petition was signed by Joseph Junkovic, as the manager. Mr. Junkovic commenced his own Chapter 11 case (Bankr. N.D. Ill. Case No. 10-55888) in 2010. INFRAX SYSTEMS: Posts $1.3 Million Net Loss in Sept. 30 Quarter --------------------------------------------------------------- Infrax Systems, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.3 million on $204,975 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $318,659 on $319,644 of revenues for the three months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $6.6 million in total assets, $2.9 million in total liabilities, and stockholders' equity of $3.7 million. Randall N. Drake, CPA, PA, in Clearwater Florida, expressed substantial doubt about Infrax Systems' 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 significant recurring losses from operations and is dependent on outside sources of financing for continuation of its operations. A copy of the Form 10-Q is available for free at: http://is.gd/xVU0K9 Based in Pinellas Park, Fla., Infrax Systems, Inc., has, since its inception, been dedicated to selling and/or licensing a fiber optic management software system under the name OptiCon Network Manager, originally developed, and acquired from Corning Cable System, Inc., through a related company, FutureTech Capital, LLC. In October 2009, the Company began developing smart grid energy related products. As of June 29, 2010, the Company acquired the assets and management of Trimax Wireless Systems, Inc. ("Trimax"), in exchange for equity and a note payable. The Trimax product lines are expected to provide an operating platform and enhanced operating effectiveness to the OptiCon Network Manager. While the Company continues to enhance the OptiCon Network Management platform, the Company has shifted its focus and energies towards the "Smart Grid" energy sector. The Company believes its secure integrated platform will hasten the deployment of all Smart Grid technology for resource constrained small and mid-sized utilities. INTEGRATED FIN'L: Sues State Over Renewal of Broker License ----------------------------------------------------------- Steve Green at Vegas Inc. reports that Integrated Financial Associates Inc. filed on Nov. 22, 2011, a complaint in U.S. Bankruptcy Court in Nevada asking for an injunction prohibiting the state from failing to renew IFA's mortgage broker license. "The debtor asserts that the failure to renew the license is a violation of the automatic stay and is unfair discrimination against the debtor," the report says, citing the complaint. The report relates that, on Sept. 28, 2011, the state Department of Business and Industry and its Division of Mortgage Lending ordered IFA to stop providing mortgage broker services or holding itself out "as engaging or carrying on the business of a mortgage broker or mortgage agent." The report says the state agency noted IFA was insolvent, and it refused to renew IFA's license. The company had held the license since 1997, but it expired on June 30, 2011. According to the report, IFA said that while it hasn't originated loans since April 2009, "the debtor is acting in its capacity as (loan) servicer and is taking appropriate steps to maximize a recovery for all of its investors and creditors." "The debtor's reorganization is dependent upon its ability to continue to operate as loan servicer for the various loans that it manages and to act as manager for certain limited liability companies that the debtor has formed to manage properties that have been foreclosed on," the report adds, citing the complaint. "If an injunction is not granted, the debtor will be unable to operate its business." Mr. Green also reports that IFA said it is now seeking court and creditor approval to emerge from bankruptcy. Integrated Financial Associates Inc. is a hard money lender, meaning it is among companies that pool investors' funds and loan the money to real estate buyers and developers, earning fees in the process. IFA and similar companies were hurt by the recession, with many of their real estate borrowers defaulting on loans. IFA filed a Chapter 11 petition (Bankr. D. Nev. Case No. 11-13537) on March 14, 2011. The Debtor is represented by The Law Offices of Alan R. Smith, Esq. The Debtor reported assets of $13.6 million and liabilities of $46 million. JEMANYA CORP: Wants Involuntary Case Dismissed as Bad Faith Filing ------------------------------------------------------------------ Jemanya Corp., asks the U.S. Bankruptcy Court for the Eastern District of New York to dismiss the Involuntary Chapter 11 case filed against it by Har Ji Plumbing Corp., et al. As reported in the Troubled Company Reporter on June 8, 2011, the Court dismissed the Involuntary Chapter 11 case of Jemanya Corp. for failure to state a basis upon which an order for relief can be entered. The first involuntary petiton, filed on Feb. 21, 2011, was filed by Har Ji Plumbing Corp., AJ Ironwork Renovations and Image Renovations Corp. On Oct. 16, Har Ji, AJ Ironwork and Image Renovations and four other individuals again filed an involuntary petition. According to the Alleged Debtor, among other things: -- the petitioning creditors in the instant case are not creditors of the Alleged Debtor and have filed the petition in bad faith; and -- the debts listed in the petition are not basis for which an order of relief may be entered against the alleged Debtor in an involuntary case. The Debtor set a Dec. 29, 2011, hearing at 10:00 a.m. on its request for case dismissal. About Jemanya Corp. Augusto Hernandez, Charan Singh, Har Ji, Pablo Castro, Yali Omar Perez, Alfredo Villatoro, Marvin Matute, Kerwin Santos filed for an involuntary Chapter 11 protection for Brooklyn, New York-based Jemanya Corp. (Bankr. E.D.N.Y. Case No. 11-48762) on Oct. 16, 2011. Bankruptcy Judge Jerome Feller presides over the case. The petitioners were represented by Lawrence Morrison, Esq. KENT SWIG: Investment Partner Seeks Control of Ventures ------------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that real estate investor M. Myers Mermel filed a lawsuit in New York state court last week Tuesday alleging that because his partner in real estate venture SBE 48 Management LLC suffered a $100 million bankruptcy, their business contract entitles Mr. Mermel to control of the company. Mr. Mermel seeks a declaration that because of his partner Kent Swig's teetering financial condition, management of their company should be transferred to Mr. Mermel before more damage can be done to the plaintiff, SBE or a related company. As reported in the Troubled Company Reporter on Oct. 21, 2009, Bloomberg said Deutsche Bank AG sued New York real estate developer Kent Swig before the New York State Supreme Court in Manhattan to demand payment of $11.35 million in principal and $126,000 in interest on loans issued in 2007, as well as legal costs. According to Bloomberg, Mr. Swig has struggled to refinance loans after credit dried up and real estate values declined. In August 2009, Mr. Swig lost control of Sheffield57, a $640 million Midtown Manhattan condominium project one block west of Carnegie Hall, to mezzanine debt holder Fortress Investment Group LLC. Square Mile Capital Management LLC in July that year won a judgment of about $32.4 million against Swig for money owed on the Sheffield project, according to court filings. Y. David Scharf, Esq., at Morrison Cohen LLP, who is representing Mr. Swig, said Mr. Swig is arranging "a global restructuring" with lenders with the goal of avoiding bankruptcy. KH FUNDING: Court Approves RE/MAX Allegiance as Listing Agents -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland authorized KH Funding Company to employ Allegiance Realty Partners, doing business as REMAX Allegiance and RE/MAX Sails, Inc., as listing agents and real estate brokers. Inc., for the sale of real property. Pursuant to a Plan of Liquidation, the Debtor will sell assets including the real properties owned by the Debtor. The Debtor relates that it requires the services of RE/MAX Allegiance and RE/MAX Sails to market the Morris Road Property and the Fleet Street Property. Re/MAX Allegiance is the listing broker for 1487 Morris Road, SE, Washington, DC. The Morris Street Property is owned by the Debtor. As the listing broker for the Debtor, RE/MAX Allegiance showed the property over 80 times and was able to procure a purchaser for the Morris Street Property. If the sale closes, it is anticipated that the Debtor will receive proceeds in the approximate amount of $113,900. The contract for the sale of the Morris Street Property provides for a 5% commission to be split between the Debtor's broker, Ressie Wallace Wilson of RE/MAX Allegiance and the buyer's broker, Ardella Powell of Long & Foster Real Estate, Inc. The Debtor related that on Oct. 21, 2011, the Court entered an order authorizing the Debtor to proceed with the sale of the Morris Street Property -- real property located at 1487 Morris Road, S.E. Washington, D.C. -- but required the broker's fees to be subject to an order approving the broker and further order of the Court. RE/MAX Sails is the listing broker for 2400 Fleet Street, Baltimore, Maryland. As the listing broker for the Debtor, RE/MAX Sails showed the Fleet Street Property 68 times and was able to procure a buyer for the Fleet Street Property. The listing agreement for the Fleet Street Property provides for a 5.5% commission to be split between the Debtor's broker, Chris Cooke of RE/MAX Sails and the buyer's broker, Powell of Long & Foster Real Estate, Inc. On Sept. 27, 2011, the Debtor requested for authorization to sell real property located at 2500 Fleet Street, Baltimore, Maryland. To the best of the Debtor's knowledge, RE/MAX Allegiance and RE/MAX Sails are "disinterested persons" as that term is defined in section 101(14) of the Bankruptcy Code. About KH Funding Company Silver Spring, Maryland-based KH Funding Company is a Maryland corporation whose business activities consisted primarily of originating, acquiring, and servicing mortgage loans. Specifically, KH Funding originated commercial real estate mortgage loans and investment property residential mortgage loans and also purchased residential first and second mortgage loans from other lenders. These lending activities have been concentrated primarily in the greater Washington, D.C. and Baltimore areas. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 10-37371) on Dec. 3, 2010. Lawrence Coppel, Esq., at Gordon Feinblatt Rothman Hoffberger & Hollander, LLC, in Baltimore, Maryland, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. W. Clarkson McDow, Jr., United States Trustee for Region 4, appointed seven creditors to serve on the Official Committee of Unsecured Creditors. The Committee is represented by Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, and lawyers at McGuireWoods LLP as co-counsel. The Committee has tapped BDO Consulting, a division of BDO USA, LLP, as its financial advisor. As reported in the TCR on Oct. 3, 2011, KH Funding Company and the Official Committee of Unsecured Creditors filed a proposed Joint Plan of Liquidation for KH and an explanatory disclosure statement. The Plan provides that the Debtor's assets will be liquidated in an orderly manner, including sales of real property owned by the Debtor. KEYON COMMUNICATIONS: Posts $1.9-Mil. 3rd Qtr. Net Loss ------------------------------------------------------- KeyOn Communications Holdings, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.9 million on $3.4 million of revenues for the three months ended Sept. 30, 2011, compared with net income of $1.5 million on $2.1 million of revenues for the same period in 2010. The Company reported a net loss of $21.1 million on $8.6 million of revenues for the nine months ended Sept. 30, 2011, compared with net income of $4.5 million on $5.4 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $15.2 million in total assets, $11.1 million in total liabilities, and stockholders' equity of $4.1 million. "The Company's net loss amounted to $21,093,766 for the nine months ended Sept. 30, 2011, and includes a non-cash interest charge to the statement of operations, principally relating to the acceleration of the discount of our convertible note upon its conversion into Series A Preferred Stock on March 11, 2011 (the "Conversion"), and a debt conversion inducement charge of $2,292,059 from the issuance of warrants as a part of the Conversion," the Company said in the filing. "The Company's accumulated deficit amounted to $48,262,992 at Sept. 30, 2011. During the nine months ended Sept. 30, 2011, net cash used in operating activities amounted to $1,443,163. At Sept. 30, 2011, the Company's working capital amounted to a deficit of $6,677,341." "These factors, among others, raise substantial doubt about 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/PKzFQo KeyOn Communications Holdings, Inc., provides wireless broadband services primarily to rural and other underserved markets under the "KeyOn," "SpeedNet," and "SIRIS" brands. KINGSBURY CORP: Court OKs TrueNorth as Committee's Advisors ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Hampshire authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Kingsbury Corporation and its debtor- affiliates to retain TrueNorth Capital Partners LLC as its financial advisors. TrueNorth Capital will, among other things: a. assist in the review of reports or filing as required by the Court or the Office of the United States Trustee, including, but not limited to, schedules of assets and liabilities, statements of financial affairs, and monthly operating reports; b. review of the Debtors' financial information, including, but not limited to, analyses of cash receipts and disbursements, financial statement items, and proposed transactions for which Court approval is sought; c. review and analysis of the reporting regarding cash collateral; d. review and analyze the Debtors' business, operations and financial projections; and e. analyze the Debtors' business plan, operating budget, and financial projections and assessing the reasonableness. TrueNorth will be compensated on an hourly basis subject to a cap of $7,500 per month, with an additional success fee of $50,000 upon a sale or plan of reorganization, and another $50,000 if the TrueNorth introduces the buyer or capital provider, and will receive payment of its customary and normal business expenses, subject to application, notice and approval by the Court. The individuals presently designated to represent the Committee are Jeffrey B. Gaynor (Lead Managing Director), whose hourly billing rate for these cases is $350.00, Frederick Rossetti (Managing Director), whose hourly billing rate for these cases is $250.00, and Raymond Lynch (analyst), whose hourly billing rate for these cases is $150.00, and certain administrative staff, whose hourly billing rates are $75.00. About Kingsbury Corp. Kingsbury Corp. -- http://www.kingsburycorp.com-- makes and assembles machine systems. Kingsbury Corporation and affiliate Ventura Industries, LLC, filed Chapter 11 petition (Bankr. D. N.H. Case Nos. 11-13671 and 11- 13687) on Sept. 30, 2011. Jennifer Rood, Esq., and Robert J. Keach, Esq., at Berstein, Shur, Sawyer & Nelson, serve as counsel to the Debtors. In its schedules, the Debtor disclosed $10,134,679 in assets, and $24,534,973 in liabilities as of the petition date. Donnelly Penman & Partners serves as its investment banker. William K. Harrington, the U.S. Trustee for Region 1, appointed five unsecured creditors to serve on the Official Committee of Unsecured Creditors of Kingsbury Corporation. LA CORTEZ ENERGY: Reports $89,700 Net Income in Third Quarter ------------------------------------------------------------- La Cortez Energy, Inc., filed its quarterly report on Form 10-Q, reporting net income of $89,701 on $623,135 of oil revenues for the three months ended Sept. 30, 2011, compared with a net loss of $329,479 on $251,266 of oil revenues for the same period in 2010. During the three months ended Sept. 30, 2011, the Company recognized an unrealized gain from the decrease in the fair value of derivative warrant instruments liability of $909,749 compared to an unrealized gain of $1,046,452 during the three months ended Sept. 30, 2010. The Company reported net income of $3.3 million on $1.6 million of oil revenues for the nine months ended June 30, 2011, compared with a net loss of $4.1 million on $417,540 of oil revenues for the same period last year. During the nine months ended Sept. 30, 2011, the Company recognized an unrealized gain from the decrease in the fair value of derivative warrant instruments liability of $7,306,267 compared to $944,429 during the nine months ended Sept. 30, 2010. The Company's balance sheet as of Sept. 30, 2011, showed $26.3 million in total assets, $1.7 million in total liabilities, and shareholders' equity of $24.6 million. BDO USA, LLP, in Houston, Texas, expressed substantial doubt about La Cortez Energy's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has limited operating history, no historical profitability, and has limited available funds. A copy of the Form 10-Q is available for free at: http://is.gd/5TXQo7 Headquartered in Bogota, Colombia, La Cortez Energy, Inc. (OTC BB: LCTZ) -- http://www.lacortezenergy.com/-- is an international, early stage oil and gas exploration and production company focusing its business in South America. The Company has entered into two initial working interest agreements, with Petronorte and with Emerald, and has acquired a private company, Avante Colombia. The Company was initially incorporated in the State of Nevada on June 9, 2006, under the name La Cortez Enterprises, Inc., to pursue certain business opportunities in Mexico. During 2008, the Company's Board of Directors decided to redirect the Company's efforts towards identifying and pursuing business in the oil and gas sector in South America. LENNAR CORP: Fitch Assigns 'BB+' Rating to Proposed Offering ------------------------------------------------------------ Fitch Ratings expects to assign a 'BB+' rating to Lennar Corporation's (NYSE: LEN) proposed offering of $300 million principal amount of convertible senior notes due 2021. This issue will be ranked on a pari passu basis with all other senior unsecured debt. Net proceeds from the notes offering will be used for general corporate purposes, which may include the repayment or repurchase of its existing senior notes or other indebtedness, acquisitions of land suitable for residential development, and purchases of or investments in, portfolios of distressed mortgages or other debt instruments and foreclosed real estate. Fitch's current Issuer Default Rating (IDR) for Lennar is 'BB+'. The Rating Outlook is Stable. The ratings and Outlook for Lennar reflect the company's strong liquidity position and stable to slightly stronger prospects for the housing sector in 2012. The ratings also reflect Lennar's successful execution of its business model, geographic and product line diversity, lessened joint venture exposure, and the still challenging U.S. housing environment. The economy is restraining the housing recovery as consumer confidence has collapsed, employment growth is modest, and there is little that policymakers can do to boost the economy. At the same time, housing is not fulfilling its role as a key impetus to the early stages of an economic recovery. The fall in mortgage rates and the continued rise in nominal incomes results in superior affordability and valuations. Mortgage rates are at their lowest levels since the 1940s and housing appears more undervalued versus incomes than at any time in the past 35 years. But home prices may continue to be soft over at least the next few quarters, as employment continues to stagnate, real incomes decrease, and financial markets remain unsettled. Demand will continue to be affected by widespread negative equity, more challenging mortgage qualification standards and excess supply due to foreclosures. Fitch is forecasting a moderately weaker year for housing in 2011. Total housing starts should edge down 2.7%, single-family starts should fall roughly 13%, new home sales should decline 7.5%, and existing home sales are expected to be off 2%. Fitch's housing forecasts for 2012 assume a modest rise off a very low bottom. In a slowly growing economy with slightly lesser distressed home sales competition, less competitive rental cost alternatives, and, perhaps, even lower mortgage rates, single-family housing starts should improve about 6%, while new home sales increase 7% and existing home sales grow 2%. Average single-family new home prices (as measured by the Census Bureau) are projected to decrease 1.5%-2.5% in 2011 and rise 1%-2% in 2012. Lennar has solid liquidity with unrestricted homebuilding cash of $800.3 million as of Aug.31, 2011. The company's homebuilding debt maturities are well-laddered, with $267.7 million maturing in March 2013 and $250 million due in September 2014. Although the company has sufficient cash on hand to meet upcoming debt maturities, Fitch expects Lennar to access the capital markets to refinance these maturities. Lennar has demonstrated that it can access the capital markets, even during periods of distress. The company was the third largest homebuilder in 2010 and primarily focuses on entry-level and first-time move-up homebuyers. The company builds in 14 states with particular focus on markets in Florida, Texas and California. Lennar's significant ranking (within the top five or top 10) in many of its markets, its largely presale operating strategy, and a return on capital focus provide the framework to soften the impact on margins from declining market conditions. Fitch notes that in the past, acquisitions (in particular, strategic acquisitions) have played a significant role in Lennar's operating strategy. Compared to its peers Lennar had above-average exposure to joint ventures (JVs) during this past housing cycle. Longer-dated land positions are controlled off balance sheet. The company's equity interests in its partnerships ranged from 10% to 50%. These JVs have a substantial business purpose and are governed by Lennar's conservative operating principles. They allow Lennar to strategically acquire land while mitigating land risks and reduce the supply of land owned by Lennar. They help Lennar to match financing to asset life. JVs facilitate just-in-time inventory management. Notwithstanding, Lennar has been substantially reducing its number of JVs over the last few years (from 270 at the peak in 2006 to 36 as of Aug. 31, 2011) and, as a consequence, has very sharply lowered its JV recourse debt exposure (from $1.76 billion to $156.4 million as of Aug. 31, 2011). In the future, management will still be involved with partnerships and JVs, but there will be fewer of them and they will be larger, on average, than in the past. Lennar spent roughly $523 million on new land purchases during 2010 and had $181 million of land development spending during the year. This compares to approximately $350 million of combined land and development spending during 2009. Fitch expects land and development spending for 2011 to slightly exceed 2010 levels. As a result, Fitch expects Lennar to be cash flow negative this year. Fitch is comfortable with this strategy given the company's cash position, debt maturity schedule and proven access to the capital markets. The company has ramped up its investments in its newest segment, Rialto Investments. This segment provides advisory services, due- diligence, workout strategies, ongoing asset management services, and acquires and monetizes distressed loans and securities portfolios. (Management has considerable expertise in this highly specialized business.) In February 2010, the company acquired indirectly 40% managing member equity interests in two limited liability companies in partnership with the FDIC, for approximately $243 million (net of transaction costs and a $22 million working capital reserve). Lennar has also invested $67.5 million in a fund formed under the Federal government's Public- Private Investment Program (PPIP), which is focused on acquiring securities backed by real estate loans. On Sept. 30, 2010, Rialto completed the acquisitions of approximately $740 million of distressed real estate assets, in separate transactions, from three financial institutions. The company paid $310 million for these assets, of which $124 million was funded by a five-year senior unsecured note provided by one of the selling financial institutions. In November 2010, Rialto completed its first closing of a real estate investment fund with initial equity commitments of approximately $300 million (including $75 million committed by Rialto). During the nine months ended Aug. 31, 2011, Rialto contributed $60.6 million to the fund out of total investor contributions of $301 million. As of Aug. 31, 2011, Rialto Investments had $765.9 million of debt. Rialto provides Lennar with ancillary income as well as a source of land purchases (either directly or leveraging Rialto's relationship with owners of distressed assets). Fitch views this operation as strategically material to the company's operation, particularly as housing activity remains at absolute low levels. 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, free cash flow trends and uses, and the company's cash position. LOAN EXCHANGE: U.S. Trustee Seeks Dismissal or Conversion of Case ----------------------------------------------------------------- The U.S. Trustee for Region 16 has asked the U.S. Bankruptcy Court for the Central District of California for an order dismissing the Chapter 11 case of Loan Exchange Group or converting it to Chapter 7 liquidation. The U.S. Trustee informs the Court that the Debtor has failed to comply with the requirements of the U.S. Trustee Chapter 11 Notices and Guides and/or Local Bankruptcy Rules by failing to provide documents, financial reports as follows: * Sufficient evidence of closing of all pre-petition bank accounts including closing bank statements. * Sufficient evidence of opening and maintenance of debtor- in-possession bank accounts including a voided "debtor-in- possession" check. * Sufficient evidence of current insurance coverage including a declaration stating that the debtor has all applicable customary insurance required to operate. * Proof of required certificates and/or applicable licenses. * A list of insiders as defined at 11 U.S.C. Section 101(31). * A physical inventory as of the date of filing of the Petition. * Monthly Operating Report(s) for September and October 2011. * The Monthly Operating Report for November 2011 will be due by the date of this hearing. Loan Exchange Group filed a Chapter 11 petition (Bankr. C. D. Calif. Case No. 11-21085) on Sept. 16, 2011, in San Fernando Valley, California, Marc A. Duxbury, Esq., at County Law Center, in Carlsbad, Calif., serves as counsel to the Debtor. The Debtor disclosed $12,050,570 in assets and $5,170,968 in liabilities as of the Chapter 11 filing. LODGENET INTERACTIVE: Mast Capital Discloses 9.6% Equity Stake -------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Mast Capital Management, LLC, and its affiliates disclosed that, as of Nov. 23, 2011, they beneficially own 2,421,815 shares of common stock of LodgeNet Interactive Corporation representing 9.6% of the shares outstanding. A full- text copy of the filing is available for free at: http://is.gd/KavKcw About LodgeNet Interactive Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET), formerly LodgeNet Entertainment Corp. -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. The Company also reported a net loss of $1.78 million on $321.21 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $7.32 million on $344.91 million of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $408.96 million in total assets, $460.01 million in total liabilities and a $51.05 million total stockholders' deficiency. * * * Lodgenet carries a 'B3' long term corporate family rating and a 'Caa1' probability of default rating, with 'stable' outlook, from Moody's. It has 'B' long term foreign and local issuer credit ratings, with 'stable' outlook, from Standard & Poor's. "In Moody's opinion, continued cautious investment from LodgeNet's hotel customers will hamper intermediate term growth in its core hospitality services business, and over the long term competing forms of entertainment will pressure this revenue stream as the company seeks to defend its relevance to both hotel operators and hotel guests. The B3 corporate family rating incorporates these weak growth prospects, mitigated somewhat by the company's moderately high financial risk profile and demonstrated capacity to generate positive free cash flow throughout challenging economic conditions, along with a measure of stability from the monthly fees it receives from hotels regardless of occupancy," Moody's said in October 2010. LOEHMANN'S HOLDINGS: Strikes Settlement of Wage-And-Hour Action --------------------------------------------------------------- Abigail Rubenstein at Bankruptcy Law360 reports that Loehmann's Holdings Inc. last week Tuesday asked a New York bankruptcy court to bless a $1.3 million settlement with a class of 2,500 California workers in a lawsuit accusing the discount retailer of wage-and-hour violations. In a lawsuit lodged in California Superior Court in Los Angeles County in March 2010, before Loehmann's sought Chapter 11 protection, former store employee Tiana Daniels alleged numerous violations of state labor laws on behalf of herself and a putative class of other California employees, Law360 relates. About Loehmann's Holdings Bronx, New York-based Loehmann's Holdings, Inc., is a discount retailer with more than 60 stores. The Bronx, New York-based company is owned indirectly by Istithmar PJSC, an investment firm owned by the government of Dubai. Loehmann's filed for Chapter 11 bankruptcy protection on November 15, 2010 (Bankr. S.D.N.Y. Case No. 10-16077). It estimated its assets and debts at $100 million to $500 million. Affiliates Loehmann's Inc. (Bankr. S.D.N.Y. Case No. 10-16078), Loehmann's Operating Co. (Bankr. S.D.N.Y. Case No. 10-16079), Loehmann's Real Estate Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16080), and Loehmann's Capital Corp. (Bankr. S.D.N.Y. Case No. 10-16081) filed separate Chapter 11 petitions. Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assisted the Debtors in their restructuring efforts. Perella Weinberg Partners LP served as the Debtors' investment banker and financial advisor. Clear Thinking Group LLC served as the Debtors' restructuring adviser. Troutman Sanders LLP served as the Debtor's special corporate counsel. Kurtzman Carson Consultants LLC served as the Debtors' claims and notice agent. Mark S. Indelicato, Esq., Mark T. Power, Esq., and Janine M. Cerbone, Esq., at Hahn & Hessen LLP, in New York, served as counsel for the Official Committee of Unsecured Creditors. In March 2011, Loehmann's Holdings, Inc. and its affiliates successfully completed its restructuring and has emerged from Chapter 11 bankruptcy proceedings. The Company secured $45 million in exit financing from Wells Fargo Bank, N.A. and Whippoorwill Associates, Inc., as agent for its discretionary funds and accounts. LOS ANGELES DODGERS: Fox Sports Wants Chapter 11 Case Dismissed --------------------------------------------------------------- Fox Sports Net West 2, LLC, doing business as Prime Ticket, asks the Bankruptcy Court to dismiss the chapter 11 cases of Los Angeles Dodgers LLC (LAD) for lack of good faith. Gregory Werkheiser, Esq., at Morris Nichols Arsht & Tunnell LLP, representing Prime Ticket, tells the Court that the Dodgers' bankruptcy cases fail the test of good faith and should be dismissed with prejudice. According to Fox Sports, the bankruptcy cases essentially consisted of a bitter two-party dispute between Major League Baseball (MLB) and the McCourt-controlled Debtors. "Now that the Debtors and MLB have resolved their differences, these Bankruptcy Cases have devolved into nothing more than a vehicle for Mr. McCourt to induce the Debtors to breach Prime Ticket's Telecast Agreement to extract yet more value from the Debtors for Mr. McCourt's benefit, not for the benefit of the Debtors or creditors," Mr. Werkheiser asserts. "With the settlement with MLB and the impending sale of the Dodgers, it is time for Mr. McCourt to stand down. The team can and will be sold for a handsome price with Prime Ticket's Telecast Agreement intact." Fox Sports claims that as for future telecast rights, there are two legitimate options: 1) McCourt can honor the future telecast rights agreement reached with Prime Ticket just before the bankruptcy, whose terms Prime Ticket believes MLB has now approved, or 2) Mr. McCourt can step aside and allow the new owner of the Dodgers to negotiate its own future telecast rights deal, unfettered by his interference. Neither option requires these Bankruptcy Cases to continue, says Mr. Werkheiser. Fox Sports Net West 2, LLC, is represented by: Robert I. Dehney, Esq. Gregory W. Werkheiser, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 N. Market Street Wilmington, Delaware 19899 Tel: (302) 658-9200 Fax: (302) 658-3989 - and - Paul J. Laurin, Esq. C. John M. Melissinos, Esq. RUTTER HOBBS & DAVIDOFF INCORPORATED 1901 Avenue of the Stars, 17th Floor Los Angeles, California 90067 Tel: (310) 286-1700 Fax: (310) 286-1728 - and - Richard L. Stone, Esq. Kenneth D. Klein, Esq. JENNER & BLOCK LLP 633 West 5th Street, Suite 3600 Los Angeles, California 90071 Tel: (213) 239-5100 Fax: (213) 239-5199 About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. LOS ANGELES DODGERS: Committee Opposes "Long" Plan Extension ------------------------------------------------------------ The Official Committee of Unsecured Creditors in Los Angeles Dodgers' Chapter 11 cases objects to the Dodgers' motion to extend the exclusive periods to file a Chapter 11 plan and solicit acceptances thereof. Kevin M. Capuzzi, Esq., at Pinckney Harris & Weidinger LLC, representing the Committee, notes that the Motion seeks a six- month extension of the exclusive periods, which goes beyond opening day of the new MLB season. While the Committee is already on record as supporting an extension, the proposed extension is too long. A more reasonable extension of 14 weeks -- setting the expiration of the exclusive filing period at Jan. 31, 2012 -- will keep the parties incentivized to confirm a plan and go effective by Opening Day. The Motion was filed prior to the announcement that a settlement had been reached between the Debtors and MLB as to how the case will unfold moving forward. Subject to a careful review of the settlement, which has yet to be filed with the Court, and any proposed dates arising out of such settlement, the Committee supports the parties' efforts to reach a consensual resolution of the complicated and contentious issues in the Chapter 11 cases. However, as a fiduciary for unsecured creditors, the Committee is concerned about the repercussions for its constituents if the settlement stalls or the parties' ability to move forward with a plan is otherwise stymied. The Committee submits that the Court should revisit exclusivity at the end of January 2012 and determine whether (a) a further extension is likely to bring a consensual plan process to conclusion or (b) continued exclusivity will instead unnecessarily delay the ability of third parties to propose an alternative path should a consensual plan process appear doubtful. Accordingly, the Committee suggests that the Exclusive Filing Period be extended through Jan. 31, 2012, at which point the Court will be in a position to evaluate whether an additional extension is warranted. The Committee is represented by: Donna L. Harris, Esq. Joanne P. Pinckney, Esq. Kevin M. Capuzzi, Esq. PINCKNEY HARRIS & WEIDINGER LLC 1220 North Market Street, Suite 950 Wilmington, Delaware 19801 Tel: (302) 504-1497 Fax: (302) 442-7046 - and - Brett H. Miller, Esq. Lorenzo Marinuzzi, Esq. Todd M. Goren, Esq. MORRISON & FOERSTER LLP 1290 Avenue of the Americas New York, New York 10104 Tel: (212) 468-8000 Fax: (212) 468-7900 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. MAJESTIC CAPITAL: A.M. Best Downgrades FSR to 'C-' -------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating (FSR) to C- (Weak) from C+ (Marginal) and issuer credit rating (ICR) to "cc" from "b-" of Twin Bridges (Bermuda) Ltd. (Twin Bridges) (Hamilton, Bermuda). At the same time, A.M. Best has downgraded the ICRs to "d" from "c" of Twin Bridges' ultimate parent, Majestic Capital, Ltd (Majestic Capital) (Hamilton, Bermuda), as well as Majestic Capital's intermediate holding companies, Embarcadero Insurance Holdings, Inc. (Embarcadero) (San Francisco, CA) and Majestic USA Capital, Inc. (Majestic USA) (Wilmington, DE). A.M. Best also has affirmed all debt ratings of Embarcadero and Majestic USA. The FSR and ICRs have been removed from under review with negative implications and assigned a negative outlook. Subsequently, A.M. Best has withdrawn all ratings in response to management's request to no longer participate in A.M. Best's interactive rating process. (See below for a detailed listing of the debt ratings.) The rating actions on Majestic Capital, Embarcadero and Majestic USA reflect each company's filing for bankruptcy. Twin Bridges' ratings reflect Majestic Capital's bankruptcy and the uncertainties surrounding its current financial condition as the most recent financial statements provided by management were as of year-end 2010. The following debt ratings have been withdrawn: Majestic USA Holdings, Inc.? -- "d" on $35 million 8.65% junior subordinated debt securities, due 2036 Embarcadero Insurance Holdings, Inc.? -- "d" on $8 million LIBOR + 4.2% surplus notes, due 2033 MARITIME COMMS: Files Schedules of Assets and Liabilities --------------------------------------------------------- Maritime Communications/Land Mobile LLC filed with the U.S. Bankruptcy Court for the District of New Jersey its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $12,500 B. Personal Property $46,530,251 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $18,790,111 E. Creditors Holding Unsecured Priority Claims $252,854 F. Creditors Holding Unsecured Non-priority Claims $12,197,999 ----------- ----------- TOTAL $46,542,751 $31,240,965 About Maritime Communications Maritime Communications/Land Mobile, LLC, owns and operates numerous licenses for wireless and cellular services. Its assets primarily include Federal Communications licenses. The Company filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463) on Aug. 1, 2011, in Aberdeeen, Mississippi. Harris Jernigan & Geno PLLC serves as the counsel to the Debtor. In its schedules, the Debtor disclosed $47,649,673 in assets, and $31,252,752 in liabilities as of the petition date. The United States Trustee for Region 5 appointed three members to comprise the Official Committee of Unsecured Creditors. MARKETING WORLDWIDE: James Davis Resigns as CFO ----------------------------------------------- James E. Davis, Marketing Worldwide Corporation's Chief Financial Officer since Oct. 10, 2009, submitted his resignation. The resignation was not because of any disagreements on any matter related to the Company's operations, policies, or practices. Mr. Charles Pinkerton, the Company's Chief Executive Officer since July 20, 2010, will perform the additional functions of principal financial officer for the Company until a replacement is hired. About Marketing Worldwide Based in Howell, Michigan, Marketing Worldwide Corporation operates through the holding company structure and conducts its business operations through its wholly owned subsidiaries Colortek, Inc., and Marketing Worldwide, LLC. Marketing Worldwide, LLC, is a complete design, manufacturer and fulfillment business providing accessories for the customization of vehicles and delivers its products to large global automobile manufacturers and certain Vehicle Processing Centers primarily in North America. MWW operates in a 23,000 square foot leased building in Howell Michigan. Colortek, Inc., is a Class A Original Equipment painting facility and operates in a 46,000 square foot owned building in Baroda, which is in South Western Michigan. MWW invested approximately $2 million into this paint facility and expects the majority of its future growth to come from this business. As reported in the Troubled Company Reporter on Jan. 24, 2011, Marcum LLP, in New York, expressed substantial doubt about Marketing Worldwide's ability to continue as a going concern, following the Company's results for the fiscal year ended Sept. 30, 2010. The independent auditors noted that the Company has a working capital deficiency and has suffered substantial recurring losses from operations. The Company also reported a net loss of $1.12 million on $1.31 million of revenue for the nine months ended June 30, 2011, compared with a net loss of $1.34 million on $3.22 million of revenue for the same period during the prior year. The Company's balance sheet at June 30, 2011, showed $1.66 million in total assets, $5.23 million in total liabilities, $3.50 million in Series A convertible preferred stock, and a $7.07 million total stockholders' deficiency. MEDYTOX SOLUTIONS: Reports $820,400 Net Income in 3rd Quarter ------------------------------------------------------------- Medytox Solutions Inc. filed its quarterly report on Form 10-Q, reporting net income of $820,450 on $2.6 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $124,219 on $4,375 of revenues for the same period in 2010. The Company reported net income of $770,420 on $2.6 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $283,330 on $16,468 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $3.1 million in total assets, $2.4 million in total liabilities, and stockholders' equity of $678,942. The Company has an accumulated deficit of $404,566 as of Sept. 30, 2011, and has a negative cash flow from operations of $447,916 for the nine months ended Sept. 30, 2011. "This raises doubt about the Company's ability to continue as a going concern," the Company said in the filing. A copy of the Form 10-Q is available for free at: http://is.gd/CR60oY West Palm Beach, Florida-based Medytox Solutions Inc. operates a medical testing laboratory, a medical billing service, a marketing firm for medical monitoring software and services and corporate offices. METAL STORM: Shareholders Meeting Set for Dec. 8 ------------------------------------------------ Metal Storm Limited will hold a meeting of shareholders at the Brisbane Room, Management House, Australian Institute of Management, cnr Boundary & Rosa Streets, Spring Hill, Brisbane on Dec. 8, 2011, commencing at 10:00 am Brisbane time. The following proposals will be considered at the Annual Meeting: (1) Approval of issue of the ASOF Convertible Security to ASOF; (2) Approval of previous issue of Commencement Fee Shares to ASOF; (3) Approval of previous issue of Shares to Andrew Doyle; and (4) Approval of issue of Shares to Dutchess under Line Agreement; A full-text copy of the notice is available for free at: http://is.gd/0qRsm3 About Metal Storm Headquartered in Darra, Queensland, Australia, Metal Storm Limited is a defense technology company with offices in Australia and the United States. It specializes in the research, design, development and integration of projectile launching systems utilizing its "electronically initiated / stacked projectile" technology for use in the defense, homeland security, law enforcement and industrial markets. As reported by the TCR on July 25, 2011, PricewaterhouseCoopers, in Brisbane, Australia, expressed substantial doubt about Metal Storm's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. The Company reported a net loss of A$8.94 million on A$3.35 million of revenue for 2010, compared with a net loss of A$11.31 million on A$1.11 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed A$2.15 million in total assets, A$20.64 million in total liabilities, all current, and an equity deficit of A$18.49 million. MISCOR GROUP: Reports $351,000 Net Income in Third Quarter ---------------------------------------------------------- MISCOR Group, Ltd., filed its quarterly report on Form 10-Q, reporting net income of $351,000 on $8.5 million of revenues for the three months ended Oct. 2, 2011, compared with a net loss of $1.0 million on $8.0 million of revenues for the three months ended Oct. 3, 2010. The Company reported net income of $1.1 million on $26.0 million of revenues for the nine months ended Oct. 2, 2011, compared with a net loss of $2.8 million on $25.1 million of revenues for the nine months ended Oct. 3, 2010. The Company's balance sheet at Oct. 2, 2011, showed $25.8 million in total assets, $14.9 million in total liabilities, and stockholders' equity of $10.9 million. As reported in the TCR on April 26, 2011, BDO USA, LLP, in Kalamazoo, Michigan, expressed substantial doubt about MISCOR Group'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 and has significant debt service obligations that mature prior to Dec. 31, 2011, which cannot currently be met. A copy of the Form 10-Q is available for free at: http://is.gd/hi9XWI Massillon, Ohio-based MISCOR Group, Ltd., provides electro- mechanical repair and maintenance solutions to industrial customers primarily in the United States. Services include repair, maintenance and remanufacturing of electric motors for the steel, rail, and renewable energy industries from five locations in the Midwest and California; repair and manufacture of industrial lifting magnets for the steel and scrap industries from two locations in the Midwest; and manufacturing and remanufacturing of power assemblies, engine parts and other components related to large diesel engines from two locations on the East Coast. MONEYGRAM INT'L: Inks 6th Supplemental Indenture with DBTCA ----------------------------------------------------------- MoneyGram Payment Systems Worldwide, Inc., on Nov. 21, 2011, entered into the Sixth Supplemental Indenture with MoneyGram International, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee and collateral agent, which supplements the Indenture, dated as of March 25, 2008, by and among Worldwide, the Company, the other guarantors party thereto and the Trustee, governing Worldwide's 13.25% Senior Secured Second Lien Notes due 2018. The Sixth Supplemental Indenture amends the Indenture to permit Worldwide to make one or more optional redemptions of up to an aggregate of 35% of the aggregate principal amount of the originally issued Second Lien Notes, at a redemption price equal to 113.25% of the then outstanding principal amount thereof, plus accrued and unpaid interest thereon, at any time prior to March 25, 2012, and after a Qualified Equity Offering; provided that any such redemption must be in an aggregate principal amount of no less than $50.0 million and the aggregate principal amount of Second Lien Notes redeemed in connection with such redemptions may not exceed the greater of (i) $175.0 million and (ii) the aggregate cash proceeds received in all Qualified Equity Offerings by the Company or any participating selling stockholders. n Nov. 21, 2011, Worldwide, as borrower, the Company, MoneyGram Payment Systems, Inc., and MoneyGram of New York LLC, entered into the First Incremental Amendment and Joinder Agreement with Bank of America, N.A., as administrative agent, and the financial institutions party thereto as lenders which amends and restates in its entirety the First Incremental Amendment and Joinder Agreement dated Nov. 14, 2011, among Worldwide, the Company, MPSI, MNY, the Administrative Agent and the Tranche B-1 Lenders named therein. The Incremental Amendment amends certain provisions of the Original Incremental Amendment relating to the amount of gross proceeds to be funded to Worldwide upon the satisfaction of the conditions precedent set forth in the Incremental Amendment and replaces the reference to the Fifth Supplemental Indenture therein with a reference to the Sixth Supplemental Indenture. The Incremental Amendment provides for an incremental term loan facility to be made available to Worldwide under that certain Credit Agreement dated as of May 18, 2011 among Worldwide, the Company, the Administrative Agent and the lenders party thereto. The Incremental Amendment includes commitments from the Tranche B- 1 Lenders signatory thereto to make term loans in an aggregate amount of $140 million and includes a mechanism for the aggregate principal amount of the Tranche B-1 Term Loan Facility to be increased to $150 million if Worldwide obtains additional commitments from existing or other lenders. The funding of each Tranche B-1 Lender's commitment is subject to the satisfaction of certain conditions precedent set forth in the Incremental Amendment. The proceeds of the Tranche B-1 Term Loan Facility will be used to partially redeem Worldwide's existing Second Lien Notes in the manner contemplated by the Sixth Supplemental Indenture and to pay any fees, expenses and premiums payable in connection with such redemption. The loans under the Tranche B-1 Term Loan Facility will bear interest, at Worldwide's election, at either the base rate or LIBOR, in each case plus a spread above the base rate or LIBOR rate, as applicable. The spread for base rate loans will be either 2.00% or 2.25% per annum and the spread for LIBOR loans will be either 3.00% or 3.25% per annum. The LIBOR rate for the Tranche B-1 Term Loan Facility will at all times be deemed to be not less than 1.25%. These pricing terms are identical to the pricing in place for Worldwide's existing term loans under the Credit Agreement. The Tranche B-1 Term Loan Facility will also have the same maturity date as Worldwide's existing term loans under the Credit Agreement, which is Nov. 18, 2017. The Tranche B-1 Term Loan Facility will be deemed to have been made under the Credit Agreement such that all representations, warranties and covenants contained in the Credit Agreement and the related security documents will apply to the Tranche B-1 Term Loan Facility in all respects and the collateral pledged by the Company, Worldwide and certain of its subsidiaries to secure their respective obligations under the Credit Agreement will secure the Tranche B-1 Term Loan Facility on a pari passu basis. A full-text copy of the Sixth Supplemental Indenture is available for free at http://is.gd/gyt38C A full-text copy of the First Incremental Amendment and Joinder Agreement is available for free at http://is.gd/gQts2z About MoneyGram International MoneyGram International, Inc. (NYSE: MGI) -- http://www.moneygram.com/-- is a global payment services company. The Company's major products and services include global money transfers, money orders and payment processing solutions for financial institutions and retail customers. MoneyGram is a New York Stock Exchange-listed company with 203,000 global money transfer agent locations in 191 countries and territories. The Company's balance sheet at Sept. 30, 2011, showed $5 billion in total assets, $5.10 billion in total liabilities and a $108.16 million total stockholders' deficit. * * * As reported by the TCR on Nov. 15, 2011, Fitch Ratings has affirmed and simultaneously withdrawn the 'B+' Issuer Default Rating (IDR) of MoneyGram International Inc. Fitch has withdrawn the rating for business reasons. The ratings is no longer relevant to the agency's coverage. MONEYGRAM INT'L: Closes Secondary Offering of 9.2 Million Shares ---------------------------------------------------------------- MoneyGram International, Inc., has closed the previously announced underwritten secondary public offering of an aggregate of 9,250,000 shares of MoneyGram's common stock by affiliates and co- investors of Thomas H. Lee Partners, L.P., and affiliates of Goldman, Sachs & Co., at a public offering price of $16.25 per share. The selling stockholders have also granted the underwriters a 30-day option to purchase up to an additional 1,387,500 shares of common stock. MoneyGram did not receive any proceeds from the offering. Morgan Stanley, Goldman, Sachs & Co., BofA Merrill Lynch, J.P. Morgan and Wells Fargo Securities served as book running managers for the offering. William Blair & Company, Morgan Keegan and Piper Jaffray acted as co-managers. MoneyGram also announced that in conjunction with the completion of the secondary offering, MoneyGram made a partial redemption of its 13.25% Senior Secured Second Lien Notes due in 2018, held by affiliates of Goldman, Sachs & Co, in a principal amount equal to $175 million. The partial redemption was made at a redemption price of 113.25%. MoneyGram financed this redemption with a combination of cash and $150 million in borrowings under its new incremental credit facility, provided by a syndicate of lenders, which is additive to the First Lien Senior Credit Facility currently outstanding. About MoneyGram International MoneyGram International, Inc. (NYSE: MGI) -- http://www.moneygram.com/-- is a global payment services company. The Company's major products and services include global money transfers, money orders and payment processing solutions for financial institutions and retail customers. MoneyGram is a New York Stock Exchange-listed company with 203,000 global money transfer agent locations in 191 countries and territories. The Company's balance sheet at Sept. 30, 2011, showed $5 billion in total assets, $5.10 billion in total liabilities and a $108.16 million total stockholders' deficit. * * * As reported by the TCR on Nov. 15, 2011, Fitch Ratings has affirmed and simultaneously withdrawn the 'B+' Issuer Default Rating (IDR) of MoneyGram International Inc. Fitch has withdrawn the rating for business reasons. The ratings is no longer relevant to the agency's coverage. MONTANA ELECTRIC: Has Chapter 11 Trustee and Cash Use ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Southern Montana Electric Generation & Transmission Cooperative Inc. bent to the request of the U.S. Trustee by agreeing to the appointment of a Chapter 11 trustee. According to the report, at a hearing last week where the bankruptcy judge in Butte, Montana authorized having a trustee, the court also gave interim approval to use cash representing collateral for $85 million in mortgages. A final hearing on cash collateral use will be held Dec. 20. About Southern Montana Based in Billings, Montana, Southern Montana Electric Generation And Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Timothy Gregori signed the petition as general manager. Jon E. Doak, Esq., at Doak & Associates, P.C., in Billings, Montana, serves as the Debtor's counsel. Standard & Poor's Ratings Services in October lowered its issuer credit rating on SME to 'CC' from 'BBB', and placed the rating on CreditWatch with developing implications. These actions follow the cooperative's Oct. 21 bankruptcy filing under Chapter 11 of the U.S. Bankruptcy Code. According to SME, the filing was in response to failure on the part of some of its members to honor contractual obligations, including payment to the cooperative for services. MOORE SORRENTO: Hearing Exclusivity Extensions Set for Dec. 13 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas will convene a hearing on Dec. 13, 2011, at 1:30 p.m., to consider Moore Sorrento, LLC's exclusivity extension request. Objections, if any are due Dec. 12. The Debtor is asking the Court to extend its exclusive periods to file and solicit acceptances for a Plan of Reorganization until March 14, 2012, and May 13, 2012, respectively. The Debtor explained that it is gathering and preparing information in support of and in relation to the plan, and will file first amended versions of the Plan on and the Disclosure Statement. A hearing to consider adequacy of the Disclosure Statement is scheduled for Nov. 30, 2011. The Debtor noted that it has not engaged in significant negotiations with creditors concerning the terms of the Plan. However, the Plan provides that the allowable amount of claims, if any, of the Debtor's largest creditor -- Wells Fargo Bank, N.A. -- will be determined through the lawsuit. The Plan further provides for the full payment of all creditor claims. The Debtor's exclusive right to file a Plan will expire Dec. 15. About Moore Sorrento Hurst, Texas-based Moore Sorrento, LLC, owns real property located in Moore, Oklahoma, commonly known as the Shops at Moore, which the Company operates as a retail shopping center. The center's current 23 tenants offer various goods and services to retail customers. Moore Sorrento filed Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-44651) on Aug. 17, 2011. J. Robert Forshey, Esq., and Matthew G. Maben, Esq., at Forshey & Prostok, LLP, in Fort Worth, Tex., serve as the Debtor's counsel. In its schedules, Moore Sorrento disclosed assets of $43,259,900 and liabilities of $42,262,158 as of the Petition Date. As reported in the TCR on Oct. 20, 2011, Moore Sorrento delivered a plan of reorganization and disclosure statement dated Oct. 3, 2011, to the U.S. Bankruptcy Court for the Northern District of Texas. All classes of claims and interests are estimated to have 100% recovery under the Plan. No creditors' committee has been appointed in the case. Further, no trustee or examiner has been requested or appointed in the case. MOUNTAIN NATIONAL: Enters Into Written Consent with FRB ------------------------------------------------------- The Federal Reserve Bank of Atlanta entered into a Written Agreement with Mountain National Bancshares, Inc., effective as of Nov. 16, 2011. Among other things, the Company has agreed with the FRB that: (i) its board of directors will take appropriate steps to fully utilize the Company's financial and managerial resources to serve as a source of strength to Mountain National Bank, including, but not limited to, taking steps to ensure that the Bank complies with the Formal Agreement entered into with the Office of the Comptroller of the Currency on June 2, 2009, and any other supervisory action taken by the OCC; (ii) the Company will not declare or pay any dividends without the prior written approval of the FRB and the Director of the Division of Banking Supervision and Regulation of the Board of Governors of the Federal Reserve System; (iii) the Company will not directly or indirectly take dividends or any other form of payment representing a reduction in capital from the Bank without the prior written approval of the FRB; (iv) the Company and its nonbank subsidiaries will not make any distributions of interest, principal, or other sums on subordinated debentures or trust preferred securities without the prior written approval of the FRB and the Director; (v) the Company and its nonbank subsidiaries will not, directly or indirectly, incur, increase, or guarantee any debt without the prior written approval of the FRB; (vi) the Company will not, directly or indirectly, purchase or redeem any shares of its stock without the prior written approval of the FRB; and (vii) within 60 days of this Agreement, the Company will submit to the FRB an acceptable written plan to maintain sufficient capital at the Company on a consolidated basis. The Company is also required to comply with certain notice and approval requirements in connection with director and senior executive officer appointments and is subject to certain restrictions on indemnification and severance payments. In addition, the Company must submit quarterly progress reports to the FRB. A full-text copy of the Written Agreement is available at no charge at http://is.gd/NJhEZg About Mountain National Mountain National is a bank holding company registered with the Board of Governors of the Federal Reserve System under the Bank Holding Company Act of 1956, as amended. The Company provides a full range of banking services through its banking subsidiary, Mountain National Bank. The Company conducts its banking activities from its main office located in Sevierville, Tennessee and through eight additional branch offices in Sevier County, Tennessee, as well as a regional headquarters and two branch offices in Blount County, Tennessee. The Company's balance sheet at June 30, 2011, showed $521.40 million in total assets, $509.90 million in total liabilities, and stockholders equity of $11.50 million. The Company and its principal subsidiary, Mountain National Bank, are subject to various regulatory capital requirements administered by the federal banking agencies. In February 2010, the Bank agreed to an Office of the Comptroller of the Currency ("OCC") minimum capital requirement ("IMCR") to maintain a minimum Tier 1 capital to average assets ratio of 9% and a minimum total capital to risk-weighted assets ratio of 13%. The Bank had 4.61% of Tier 1 capital to average assets and 7.69% of total risk-based capital to risk-weighted assets ratio at June 30, 2011, and was therefore not in compliance with the IMCR. As a result, the OCC may bring additional enforcement actions, including a consent order or a capital directive, against the Bank. Based upon its capital levels at June 30, 2011, the Bank's capital shortfall was approximately $23,374,000 for the Tier 1 capital to average assets requirement and approximately $20,342,000 for the total capital to risk-weighted assets requirement. MONEYGRAM INT'L: New Form of Restricted Stock Unit Award Okayed --------------------------------------------------------------- The Human Resources and Nominating Committee of the Board of Directors of MoneyGram International, Inc., approved and adopted a new form of (1) global performance restricted stock unit award agreement and (2) global stock option agreement. The foregoing agreements may be used from time to time in connection with awards issued under the Company's 2005 Omnibus Incentive Plan. On Nov. 17, 2011, the HRNC also approved grants of awards of performance restricted stock units and stock options to the Company's executive officers and certain other key employees. In particular, the following awards were granted to each of the Company's principal executive officer, principal financial officer and other named executive officers: Name Title RSUs Options ---- ----- ------ ------- Pamela H. Patsley Chairman CEO 14,670 27,530 James E. Shields EVP and CFO 4,400 8,250 Lucas J. Wimer EVP, Operations & Tech. 4,400 8,250 Timothy C. Everett EVP, Gen. Counsel, & Sec. 5,130 9,630 These awards were granted under the 2005 Plan and are made pursuant to a longer-term incentive program approved by the HRNC that provides for annual grants of time-based and performance- based equity awards for key employees, rather than the Company's prior practice of granting larger individual awards to certain executives at their time of hire or upon promotion, which had been intended to be in lieu of routine annual grants. A full-text copy of the Form 8-K is available for free at: http://is.gd/3T6rnQ About MoneyGram International MoneyGram International, Inc. (NYSE: MGI) -- http://www.moneygram.com/-- is a global payment services company. The Company's major products and services include global money transfers, money orders and payment processing solutions for financial institutions and retail customers. MoneyGram is a New York Stock Exchange-listed company with 203,000 global money transfer agent locations in 191 countries and territories. The Company's balance sheet at Sept. 30, 2011, showed $5 billion in total assets, $5.10 billion in total liabilities and a $108.16 million total stockholders' deficit. * * * As reported by the TCR on Nov. 15, 2011, Fitch Ratings has affirmed and simultaneously withdrawn the 'B+' Issuer Default Rating (IDR) of MoneyGram International Inc. Fitch has withdrawn the rating for business reasons. The ratings is no longer relevant to the agency's coverage. MUSCLEPHARM CORP: Authorized Common Shares Hiked to 750 Million --------------------------------------------------------------- MusclePharm Corporation, on Nov. 17, 2011, filed an amendment to the Company's articles of incorporation with the Secretary of State of the State of Nevada to increase the Company's authorized common stock from 500,000,000 to 750,000,000 shares of common stock, par value $0.001 per share. A full-text copy of the amendment is available for free at http://is.gd/uY6EDc About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100% free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. Berman & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about MusclePharm's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had a net loss of $19.6 million and net cash used in operations of $3.8 million for the the year ended Dec. 31, 2010; and a working capital deficit and stockholders' deficit of $2.8 million and $1.7 million, respectively, at Dec. 31, 2010. The Company also reported a net loss of $12.33 million on $13.07 million of sales for the nine months ended Sept. 30, 2011, compared with a net loss of $8.67 million on $3.13 million of sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $5.71 million in total assets, $10.86 million in total liabilities, and a $5.14 million total stockholders' deficit. NORTHWEST G.F. MUTUAL: A.M. Best Downgrades FSR to 'B-' ------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to B- (Fair) from B+ (Good) and issuer credit rating to "bb-" from "bbb- " of Northwest G. F. Mutual Insurance Company (Northwest) (Eureka, SD). The outlook for both ratings is negative. The rating downgrades for Northwest are due to its decline in overall risk-adjusted capitalization and its continued poor underwriting operating performance. In recent years, the company has been impacted by frequent and severe weather related events as well as the financial crisis in 2008. As a result, pre-tax operating losses and negative net income have been reported for three consecutive years with this trend continuing in 2011. Significant surplus declines were reported in 2008, 2010 as well as through the third quarter of 2011, when the company's surplus declined an additional 37.5% with the combined ratio escalating to 124.9%. These results primarily are due to significant underwriting losses caused by frequent tornado/hail storms in Northwest's core operating territories of the Dakotas. In recent years, Northwest's ongoing negative underwriting performance has mainly derived from frequent weather-related losses, which continue to hinder its capital position. These losses combined with the company's recent growth in premium writings have resulted in an erosion of its risk-adjusted capital position and an increase in its underwriting leverage ratios. Northwest has implemented several corrective actions to improve profitability, which include policy count reduction, curtailing of writing policies in more catastrophe prone areas, increase rates and tighten underwriting standards. However, if Northwest's negative trends in declining overall risk-adjusted capitalization and adverse operating performance continue it could result in further deterioration of the company's ratings as reflected by the continuation of the negative outlook. Conversely, there could be positive movement in the current ratings and/or outlook if there were a sustained turnaround in the currently poor underwriting and operating results, along with a sustained improvement in the company's risk-adjusted capital position. POSITIVEID CORPORATION: Posts $6.3-Mil. 3rd Qtr. Net Loss --------------------------------------------------------- PositiveID Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $6.3 million on $0 revenue for the three months ended Sept. 30, 2011, compared with a net loss of $3.8 million on $0 revenue for the same period in 2010. The Company reported a net loss of $12.1 million on $0 revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $11.5 million on $75,000 of revenue for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $3.0 million in total assets, $6.2 million in total liabilities, and a stockholders' deficit of $3.2 million. As of Sept. 30, 2011, the Company had a working capital deficiency of approximately $1.4 million and an accumulated deficit of approximately $82 million. "The Company has incurred operating losses prior to and since the merger that created PositiveID," the Company said in the filing. "The Company expects its operating losses to continue through 2012." The Company believes the foregoing conditions, among others, raise substantial doubt about 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/yeguue Delray Beach, Fla.-based PositiveID Corporation (OTC BB: PSID) is a technology development company with two divisions: HealthID and MicroFluidic Systems. HealthID develops unique medical devices, focused primarily on diabetes management, and MicroFluidic Systems develops molecular diagnostic systems, focused primarily on bio- threat detection products. PREMIER TRAILER: DIP Loan Termination Date Extended Until Today --------------------------------------------------------------- The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware approved a stipulation entered between Premier Trailer Leasing, Inc., et al., and Garrison Loan Agency Services LLC, as administrative agent, extending until today, Nov. 28, 2011, the commitment termination date in the final DIP order. On Oct. 5, 2011, the Court entered its final order (i) authorizing incurrence by the Debtors of postpetition secured indebtedness with priority over all secured indebtedness and with administrative superpriority; (ii) granting liens; (iii) authorizing use of cash collateral. The final DIP order contains a commitment termination date as of Oct. 24, 2011. About Premier Trailer Leasing Founded in 2005, PTL Holdings LLC and Premier Trailer Leasing, Inc., provide semi-trailer rentals, specializing in road-ready semi-vans and flatbeds for the mid-market segment of the transportation industry. Headquartered in Grapevine, Texas, they operate their business out of 19 branches in 15 different states in the United States. PTL Holdings and Premier sought bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12676) on Aug. 23, 2011. Brendan Linehan Shannon presides over the case. Pachulski Stang Ziehl & Jones LLP serves as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants, LLC, serves as claims and noticing agent. PTL Holdings estimated $100 million to $500 million in assets and debts. The petitions were signed by Scott J. Nelson, chief executive officer. Garrison Loan Agency Services LLC, the administrative agent under the First Lien Credit Agreement, is represented by Proskauer Rose LLP. Second lien lender Fifth Street Mezzanine Partners III, L.P., is represented by Young Conaway Stargatt & Taylor LLP and Kramer Levin Naftalis & Frankel LLP. On the Petition Date, the Debtors filed a Prepackaged Plan. The primary purpose of the Plan is to effectuate the restructuring and substantial de-leveraging of the Debtors' capital structure in order to bring it into alignment with the Debtors' present and future operating prospects and to provide the Debtors with greater liquidity. The Plan gives the First Lien Lenders, owed $84 million, 100% of the equity of reorganized Premier in exchange for the discharge of obligations owed under the First Lien Credit Agreement. Holders of Second Lien Credit Agreement Claims, worth $27,100,000, and holders of general unsecured claims, worth $550,000, will get nothing. A statutory committee of unsecured creditors has not been appointed in the Debtors' cases. PROBE MANUFACTURING: Reports $39,638 3rd Quarter Net Income ----------------------------------------------------------- Probe Manufacturing, Inc., filed its quarterly report on Form 10-Q, reporting net income of $39,638 on $1.2 million of sales for the three months ended Sept. 30, 2011, compared with net income of $12,683 on $763,561 of sales for the same period last year. The Company reported net income of $96,579 on $3.3 million of sales for the nine months ended Sept. 30, 2011, compared with net income of $243,214 on $2.0 million of sales for the same period of 2010. Included in the results for 2010 was a one time gain on the settlement of the CIT lease of $190,960. The Company's balance sheet at June 30, 2011, showed $1.5 million in total assets, $1.2 million in total liabilities, and stockholders' equity of $305,015. "Although for the nine months ended Sept. 30, 2011, we had a net profit of $96,579, a working capital surplus of $156,508 and a shareholder surplus of $355,549; we had an accumulated deficit of $(232,843), our ability to operate as a going concern is still dependent upon our ability (1) to obtain sufficient debt and/or equity capital and/or (2) continue to generate positive cash flow from operations and maintain profitability," the Company said in the filing. W. T. Uniack & Co. CPA's P.C., in Woodstock, Georgia, expressed substantial doubt about Probe Manufacturing's 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 $329,422 and is dependent on at least maintaining current revenue levels. A copy of the Form 10-Q is available for free at: http://is.gd/8XBscl Based in Irvine, Calif., Probe Manufacturing, Inc., provides a range of engineering, manufacturing and business services to companies who design and market electronic products, original equipment manufacturers (OEMs). Revenue is generated from sales of services primarily to customers in the medical device, aerospace, automotive, industrial and instrumentation product manufacturers. QUALTEQ INC: Authorized to Pay $1.9-Mil. to Critical Vendors ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized, on a final basis, Qualteq Inc., et al., to pay certain prepetition claims of critical vendors in an aggregate amount not to exceed $1.9 million. The Court also authorized the Debtors to declare a Trade Agreement with an individual critical vendor to have terminated, together with the other benefits to the critical vendor. The banks and financial institutions are authorized and directed to receive, process, honor, and pay all checks presented for payment, and to honor all funds transfer request made by the Debtors related to the critical vendor claims. About QualTeq Inc. South Plainfield, New Jersey-based QualTeq, Inc., engages in the design, manufacture, and personalization of plastic cards in the United States. The company manufactures magnetic, contact, and dual interface smart cards. Qualteq Inc. and 17 affiliated companies filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on Aug. 14, 2011. Eric Michael Sutty, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as local counsel to the Debtors. K&L Gates LLP is the general bankruptcy counsel. Eisneramper LLP is the accountants and financial advisors. Scouler & Company is the restructuring advisors. Lowenstein Sandler PC is counsel to the Committee. QualTeq estimated assets of up to $50 million and debts of up to $100 million as of the Chapter 11 filing. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed four unsecured creditors to serve on the Official Committee of Unsecured Creditors. QUICK MED: Enters Into Exclusive License Agreement with Biosara --------------------------------------------------------------- Quick-Med Technologies, Inc., and Biosara Corporation entered into a License Agreement dated as of Nov. 15, 2011, on an exclusive basis. Under the Agreement, the Company grants certain rights under its proprietary intellectual property related to bactericidal absorbent wound dressings to Biosara to make, have made, use, sell, offer to sell, import or otherwise dispose of the wound care products in the major medical and healthcare providers and the organized sports market in the United States and Canada. In consideration for the execution of the Agreement and for the exclusive license, Biosara will pay the Company a non-refundable and non-creditable payment upon signing the Agreement. The Company will receive another non-refundable and non-creditable payment upon the first commercial product sale or 12 months from the Effective Date. Further, the Company will receive royalty payments on the product sales at different royalty rates pursuant to the sales volumes stipulated in the Agreement. Biosara must pay a certain minimum royalty amount to the Company each quarter, otherwise the Company may at its option, cancel Biosara's exclusivity arrangement or terminate the license altogether. A member of the Company's Board of Directors is also a director of Biosara's Board of Directors. He has not participated in the negotiation and the approval of the Agreement. There are no other material relationships between the Company or its affiliates and any of the parties to the Agreement, other than with respect to the Agreement. A full-text copy of the Patent and Technology License Agreement is available for free at http://is.gd/Y0hP63 About Quick-Med Gainesville, Fla.-based Quick-Med Technologies, Inc., is a life sciences company focused on developing proprietary, broad-based technologies in the consumer and healthcare markets. The Company reported a net loss of $2.30 million on $1.04 million of revenue for the fiscal year ended June 30, 2011, compared with a net loss of $3.55 million on $993,943 of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.64 million in total assets, $8.09 million in total liabilities and a $6.45 million total stockholders' deficit. Daszkal Bolton LLP, in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has experienced recurring losses and negative cash flows from operations for the years ended June 30, 2011, and 2010, and has a net capital deficiency. RADAR PICTURES: Owner Accuses Ex-Associates of Takeover Plot ------------------------------------------------------------ Amanda Bransford at Bankruptcy Law360 reports that movie mogul Frederick "Ted" Field on Friday accused a group of former associates of hatching an elaborate scheme to take over his film production company Radar Pictures Inc. and force it into bankruptcy in a multimillion-dollar California state lawsuit. According to the report, Mr. Field alleges in the complaint that three men who worked for Radar -- the company that produced such blockbuster films as "The Last Samurai" and the recent remakes of "The Texas Chain Saw Massacre" and "The Amityville Horror" -- fabricated minutes from a September board meeting. Based in Los Angeles, California, Radar Pictures Inc. produces, finances, and acquires feature-length motion pictures. RICCO INC: Smith & Assoc. Drops Motion to Back Out as Accountant ---------------------------------------------------------------- Andrew Smith, managing member at Smith and Associates CPAs & Consultants, PLLC, notified the U.S. Bankruptcy Court for the Northern District of West Virginia that he has withdrawn his motion to withdraw as accountant for Ricco, Inc. As reported in the Troubled Company Reporter on Nov. 15, 2011, Mr. Smith told the Court that he has not been paid any money for the work performed over the past 1-1/2 years in the Chapter 11 case. He said there is no clear understanding or expectation that payment for the prior approved billings will be forthcoming at any time soon. About Ricco Inc. Elk Garden, West Virginia-based Ricco, Inc. -- aka Amico Partners, Ambizioso Partners, Lupo Tana Partners, and Tre Manichinos Partners -- filed for Chapter 11 bankruptcy protection on Jan. 7, 2010 (Bankr. N.D. W.V. Case No. 10-00023). Todd Johnson, Esq., at Johnson Law, PLLC, assists the Company in its restructuring effort. The Company has assets of $15,162,600, and total debts of $4,093,674. W. Clarkson McDow, Jr., U.S. Trustee for Region 4 appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Ricco, Inc. RICHMOND YACHT: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Richmond Yacht Harbor, Ltd. aka Channel Marina Yacht Harbor LRG Capital Building 851 Irwin St., St. 300 San Rafael, CA 94901 Bankruptcy Case No.: 11-14244 Chapter 11 Petition Date: November 23, 2011 Court: United States Bankruptcy Court Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: Iain A. Macdonald, Esq. MACDONALD AND ASSOCIATES 221 Sansome St. Third Floor San Francisco, CA 94104 Tel: (415) 362-0449 E-mail: iain@macdonaldlawsf.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb11-14244.pdf The petition was signed by Sara A. Simmons, president. ROBERT W HUNT: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Robert W. Hunt, a medical corporation 3661 Torrance Blvd Ste 100 Torrance, CA 90503-0000 Bankruptcy Case No.: 11-58228 Chapter 11 Petition Date: November 23, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Thomas B. Donovan Debtor's Counsel: Steven E. Wohn, Esq. LAW OFFICES OF STEVEN WOHN 800 S Pacific Coast Hwy, Ste 318 Redondo Beach, CA 90277 Tel: (310) 534-0005 Fax: (310) 534-0006 E-mail: stevewohnlaw@msn.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-58228.pdf The petition was signed by Peli Hunt, president. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Peli Popovich Hunt 11/22/11 ROBINO-BAY COURT: Hearing on Case Dismissal Plea Set for Dec. 6 --------------------------------------------------------------- The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware will convene a hearing on Dec. 6, 2011, at 10:00 a.m., to consider the motion to dismiss the Chapter 11 case of Robino-Bay Court Plaza, LLC, et al., or, in the alternative convert the case to one under Chapter 7 of the Bankruptcy Code. Objections, if any, are due Nov. 29. As reported in the Troubled Company Reporter on Nov. 4, 2011, Roberta A. DeAngelis, the U.S. Trustee for Region 3, in her motion for case dismissal or conversion, explained that: 1. there is a continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation; 2. the Debtors never filed their initial operating report, (b) have been chronically late in filing their monthly operating reports, and (c) have not yet filed their monthly operating reports for the months of July or August 2011, which are past due. 3. the Debtors have failed to provide information requested by the U.S. Trustee; 4. the Debtors have failed to file a disclosure statement or to file or confirm a plan within the exclusivity periods which have since expired. As reported in the TCR on Oct. 10, 2011, Dover Bay Court Plaza also asked the Court to dismiss the Debtors' cases. Dover Bay is a holder of the first mortgage secured against Bay Court Plaza's shopping center, all leases and other assets. As of Nov. 10, 2010, payoff of Dover Bay's debt was $11,833,269 with interest accruing at $2,607 per diem. Debtors have made zero payments to Dover Bay since they filed for bankruptcy. About Robino-Bay Court Plaza Wilmington, Delaware-based Robino-Bay Court Plaza, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10- 12376) on July 28, 2010. The Debtor is represented by John D. McLaughlin, Jr., Esq., at Ciardi Ciardi & Astin. The Debtor estimated its assets and debts at $10 million to $50 million in its Chapter 11 petition. An affiliate, Robino-Bay Court Pad, LLC, filed a separate Chapter 11 petition (Case No. 10-12377) on July 28, 2010, estimating its assets at $500,001 to $1 million and debts at $1 million to $10 million as of the Petition Date. ROUND TABLE: Wants Until Dec. 31 to Solicit Plan Acceptances ------------------------------------------------------------ Round Table Pizza, Inc., et al., ask the U.S. Bankruptcy Court for the Northern District of California to extend their exclusive period to file and solicit acceptances for the proposed plan of reorganization until Dec. 31, 2011. The Debtors relate that their Disclosure Statement has been approved, and the Joint Plan has been mailed out to their creditors for balloting. The Joint Plan is the result of extensive negotiations between all major interest holders. The Debtor and their lender have proposed a Joint Plan which pays all creditors in full in four years, and leaves potentially significant value for its ESOP. The requested further extension of exclusivity ensures that the Joint Plan can be evaluated on its merits without the needless distraction of a competing plan. A copy of the Disclosure Statement in support of the First Amended Joint Plan is available for free at: http://bankrupt.com/misc/roundtable.dkt1056.pdf About Round Table Based in Concord, California, Round Table Pizza, Inc. -- http://www.roundtablepizza.com/-- is a private, 100% employee- owned company with corporate offices based in Concord, California. Round Table is largely owned by an Employee Stock Ownership Plan, with 3,190 participants. The ESOP is designed and intended to provide a source of retirement income to Round Table's loyal, long-term employees. Round Table is a major West Coast pizza chain. There are currently approximately 348 franchised stores, operated by approximately 150 franchisees. Prior to the petition date, Round Table operated 128 company-owned stores. Round Table filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 11-41431) on Feb. 9, 2011. Judge Roger L. Efremsky presides over the case. Scott H. McNutt, Esq., at McNutt Law Group serves as the Debtor's bankruptcy counsel. The Debtors also tapped Frank, Rimerman & Co. as an auditor and accountant. Round Table disclosed $1,066,524 in assets and $35,625,649 in liabilities as of the Chapter 11 filing. The case is jointly administered with affiliates -- The Round Table Franchise Corporation, Round Table Development Company, and Round Table Pizza Nevada LLC. The official committee of unsecured creditors has tapped Brownstein Hyatt Farber Schreck, LLP as counsel. The Debtor also tapped First Bankers Trust Services, Inc. as discretionary, independent, and institutional ESOP Trustee, and Johanson Berenson LLP as an ESOP counsel. First Bankers Trust Services, Inc., was appointed as institutional trustee of the Round Table Restated Employee Stock Ownership Plan and Trust (ESOP). Johanson Berenson LLP serves as an ESOP counsel. RUDERMAN CAPITAL: Spider-Man Settles Ponzi-Funded Poker Games Suit ------------------------------------------------------------------ Martin Bricketto at Bankruptcy Law360 reports that "Spider-Man" star Tobey Maguire will pay $80,000 to settle a lawsuit in California bankruptcy court claiming he won $311,200 in illegal poker games from a hedge fund manager charged with covering gambling losses with Ponzi scheme money, according to court filings Wednesday. Law360 relates that the suit, one of several actions originally filed in March, sought to claw back the money that Beverly Hills hedge fund manager Bradley L. Ruderman allegedly lost in secret, high-stakes poker games. The Troubled Company Reporter on May 1, 2009, reported that the Securities and Exchange Commission obtained a court order halting a fraudulent scheme in Beverly Hills, Calif., in which investors were coaxed into investing in two hedge funds that purportedly held more than $800 million in assets when in fact the funds lost money and have less than $1 million in assets. The SEC alleged that Bradley L. Ruderman raised at least $38 million from investors through his two hedge funds, Ruderman Capital Partners and Ruderman Capital Partners A. Through fake and misleading account statements, Ruderman assured investors that the hedge funds had earned positive returns as high as 60% per year. He falsely claimed that the funds held positions in well-known securities such as Apple, Microsoft Corp., Qualcomm, and Wal-Mart Stores, and he obtained money from at least one investor by claiming that some prominent people were investors in his funds when in fact they were not. According to the SEC's complaint, filed in federal court in Los Angeles, neither Ruderman nor his company and hedge funds are registered with the SEC in any capacity. The SEC alleged that Ruderman made at least one Ponzi-like payment earlier this year when an investor requested a $750,000 withdrawal. Only after receiving two $500,000 deposits from new investors was Ruderman able to transfer funds out of the account to pay the earlier investor. The SEC's complaint also alleged that Ruderman lied to at least one prospective investor by saying that Lowell Milken (chairman of the Milken Family Foundation and Michael Milken's younger brother) and Larry Ellison (CEO of Oracle Corporation) were investors in the hedge funds. The prospective investor went on to invest in one of the hedge funds under the false impression that Milken and Ellison were invested in them. The Honorable Valerie Baker Fairbank, U.S. District Judge for the Central District of California, granted the SEC's request for emergency relief for investors, including an order temporarily enjoining Ruderman, his company Ruderman Capital Management, and the hedge funds from future violations of the antifraud provisions and freezing their assets. The Commission seeks preliminary and permanent injunctions, disgorgement, and financial penalties against the defendants. RUSSELL 150: Reaches Deal With Interested Parties ------------------------------------------------- Sally Voth at Northern Virginia Daily, citing bankruptcy court records, reports that a settlement was proposed on Nov. 21, 2011, between Russell 150 LLC and interested parties. The agreement stated that the Frederick County Board of Supervisors created the Russell 150 Community Development Authority, which issued $21.2 million in bonds that were purchased by MMA Realty Capital. The deal said Russell 150 owes $5.8 million in unpaid bond debt assessments. According to the report, the deal calls for Russsell 150 to agree to allow the indenture trustee, the development authority, the Board of Supervisors and MMA to "exercise all rights and remedies under the Bond Documents with respect to the Real Property," and to allow R 140 SPE LLC to exercise its rights regarding a mechanic's lien. Russell 150 filed for bankruptcy a day before the property on Front Royal Pike (U.S. 522) near Airport Road, was due to go on the auction block for unpaid taxes. The development -- site work began in Spring 2008, but soon ended -- was to include 294 townhouses on 54 acres of residential development, with the remaining acreage devoted to commercial properties. It also proffered a bridge over Interstate 81 meant to alleviate congestion at the intersection of U.S. 17-50-522. The report adds that Frederick County Circuit Court had ordered the sale of the site because SPE was owed more than $400,000 in mechanic's liens, according to court records. The report says Denver E. Quinnelly, who manages Russell 150, agreed to file a motion to dismiss the bankruptcy case within five days after the settlement agreement is approved by the court. A hearing on the motion to dismiss is scheduled for Dec. 15, 2011. Based in Winchester, Virginia, Russell 150 LC filed for Chapter 11 protection (Bank. W.D. Va. Case No. 11-51041) on July 20, 2011. Judge Ross W. Krumm presides over the case. Benjamin Webb King, Esq., at Woods Rogers Hazlegrove, represents the Debtor. The Debtor estimated both assets and debts of between $1 million and $10 million. SAGAMORE PARTNERS: U.S. Trustee Unable to Form Committee -------------------------------------------------------- The United States Trustee will not appoint an official committee under 11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of Sagamore Partners Ltd until further notice. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. Bay Harbor, Florida-based Sagamore Partners Ltd. owns and operates the prestigious oceanfront Sagamore Hotel, also known as The Art Hotel due to its captivating art collection from recognized artists and its contemporary design. The all-suite boutique hotel is situated within Miami's Art Deco Historic District on South Beach. Sagamore Partners is owned by Martin Taplin. Sagamore Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-37867) on Oct. 6, 2011. Judge A. Jay Cristol presides over the case. Peter D. Russin, Esq., at Meland Russin & Budwick, P.A., serves as the Debtor's counsel. The Debtor disclosed $71,099,556 in assets and $52,132,849 in liabilities as of the Chapter 11 filing. The petition was signed by Martin W. Taplin, Pres of Miami Beach Vacation Resorts, Inc., manager of Sagamore GP, LLC, general partner. SAGAMORE PARTNERS: Meland Russin OK'd to Handle Chapter 11 Case --------------------------------------------------------------- The Hon. A. Jay Cristol of the U.S. Bankruptcy Court for the Southern District of Florida authorized Sagamore Partners, Ltd., to employ Peter D. Russin and Meland Russin & Budwick, P.A. as counsel under a general retainer. To the best of the Debtor's knowledge, the law firm is a "disinterested person" as that term is defined in Section 101(140 of the Bankruptcy Code. About Sagamore Partners Bay Harbor, Florida-based Sagamore Partners Ltd. owns and operates the prestigious oceanfront Sagamore Hotel, also known as The Art Hotel due to its captivating art collection from recognized artists and its contemporary design. The all-suite boutique hotel is situated within Miami's Art Deco Historic District on South Beach. Sagamore Partners is owned by Martin Taplin. Sagamore Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-37867) on Oct. 6, 2011. Judge A. Jay Cristol presides over the case. Peter D. Russin, Esq., at Meland Russin & Budwick, P.A., serves as the Debtor's counsel. The Debtor disclosed $71,099,556 in assets and $52,132,849 in liabilities as of the Chapter 11 filing. The petition was signed by Martin W. Taplin, Pres of Miami Beach Vacation Resorts, Inc., manager of Sagamore GP, LLC, general partner. SANUWAVE HEALTH: Posts $2.1 Million Net Loss in Third Quarter ------------------------------------------------------------- SANUWAVE Health, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $2.1 million on $161,678 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $2.7 million on $278,212 of revenues for the same period last year. The Company reported a net loss of $7.8 million on $577,180 of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $8.4 million on $538,540 of revenues for the same period in 2010. The Company's balance sheet at Sept. 30, 2011, showed $8.3 million in total assets, $7.9 million in total liabilities, and stockholders' equity of $337,674. HLB Gross Collins, P.C., in Atlanta, Ga., expressed substantial doubt about SANUWAVE Health's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company incurred a net loss of approximately $14.9 million and $6.2 million during the years ended Dec. 31, 2010, and 2009, respectively, and, as of those dates, had a working capital deficiency of approximately $7.0 million and $187,000, respectively. In addition, the independent auditors said that the Company is economically dependent upon future capital contributions or financing to fund ongoing operations. A copy of the Form 10-Q is available for free at: http://is.gd/lphTtb Alpharetta, Ga.-based SANUWAVE Health, Inc. (OTC BB: SNWV) -- http://www.sanuwave.com/-- is an emerging regenerative medicine company focused on the development and commercialization of noninvasive, biological response activating devices for the repair and regeneration of tissue, musculoskeletal and vascular structures. SEARCHMEDIA HOLDINGS: Phillip Frost Owns 5.3MM Ordinary Shares -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Phillip Frost, M.D., and Frost Gamma Investments Trust disclosed that they beneficially own 5,352,033 ordinary shares, par value $0.0001 per share, of SearchMedia Holdings Limited representing 22.76% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/3U92t5 About SearchMedia SearchMedia is a leading nationwide multi-platform media company and one of the largest operators of integrated outdoor billboard and in-elevator advertising networks in China. SearchMedia operates a network of high-impact billboards and one of China's largest networks of in-elevator advertisement panels in 50 cities throughout China. Additionally, SearchMedia operates a network of large-format light boxes in concourses of eleven major subway lines in Shanghai. SearchMedia's core outdoor billboard and in- elevator platforms are complemented by its subway advertising platform, which together enable it to provide a multi-platform, "one-stop shop" services for its local, national and international advertising clients. Marcum Bernstein & Pinchuk LLP, in New York, expressed substantial doubt about SearchMedia Holdings' ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring net losses from operations and has a working capital deficiency. The Company reported a net loss of $46.6 million on $49.0 million of revenues for 2010, compared with a net loss of $22.6 million on $37.7 million of revenues for 2009. SEQUENOM INC: Files form S-3, Registers $150 Million of Securities ----------------------------------------------------------------- Sequenom, Inc., filed with the U.S. Securities and Exchange Commission a Form S-3 registration statement relating to its offer to sell up to $150,000,000 of any of common stock, preferred stock, debt securities and warrants, either individually or in combination, at prices and on terms described in one or more supplements to the prospectus. The Company may also offer common stock or preferred stock upon conversion of debt securities, common stock upon conversion of preferred stock, or common stock, preferred stock or debt securities upon the exercise of warrants. Securities may be sold by the Company to or through underwriters or dealers, directly to purchasers or through agents designated from time to time. The Company's common stock is listed on The NASDAQ Global Market under the symbol "SQNM." On Nov. 22, 2011, the last reported sale price of the Company's common stock on The NASDAQ Global Market was $4.14 per share. A full-text copy of the prospectus is available for free at: http://is.gd/BYSw2J 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." SHALAN ENTERPRISES: Files Disclosure Statement for Joint Plan ------------------------------------------------------------- Shalan Enterprises, LLC, and Alan Rapoport have filed a disclosure statement explaining their Joint Chapter 11 Plan. The Joint Plan, filed Oct. 3, 2011, is a reorganizing plan. Debtor will continue to own, operate and, where appropriate, liquidate assets and distribute the proceeds of the operations and liquidation to Creditors in the order of priority set forth in the Code. The Effective Date of the Plan is the second Business Day after entry of the Confirmation Order on which no stay of the Confirmation Order is in effect. The Plan will be funded by the following: (i) available cash on the Effective Date; and (ii) cash available after the Effective Date from, among other things, the funds which may be received by the Reorganized Debtor from the ownership, operation and sale or liquidation of the Debtor's assets, the collection of rents, and monies which the Court approved Debtor to borrow. Debtor will use funds on hand on the Effective Date, generated from (i) postpetition financing, (ii) the Reorganized Debtor's salary, and (iii) proceeds from the sale of properties to pay for those administrative expenses due on the Effective Date (or, alternatively, set aside the funds pending this Court's approval of Allowed Administrative Claims, including those of Professionals). These funds will be deposited into the Administrative Reserve. Debtor's monthly income, generated from its rental units and Debtor's salary, will be used to satisfy (i) the Post Petition Debt Servicing, (ii) ongoing regularly monthly debt servicing of loans that constitute Classes 2 - 6 Claims, (iii) the monthly $5,000 installment payments to Class 10 Allowed Claims, (iv) other expenses related to the Rental Properties, (v) Debtor's other living expenses, (vi) any post-Effective Date professional fees, and (vii) any other Allowed Administrative Claim or Allowed Priority Tax Claim to the extent that the Administrative Reserve is not sufficient. The Plan designates Classes of Claims and Interests: Class 1 ? Secured Property Tax Claims Class 2 ? Bank of America Secured Claims Class 3 ? GMAC Mortgage LLC Secured Claims Class 4 ? Wells Fargo Bank N.A. (WF) Secured Claims Class 5 ? CitMortgage Secured Claim Class 6 ? Nationstar Mortgage Secured Claim Class 7 ? Other Secured Claims Class 8 ? WF Secured Claim secured by Newbury Park, CA Class 9 ? Claims of Klein Class 10 ? Unsecured Claims Class 1 Secured Property Tax Claims are not impaired. Each of the pre-petition secured property Tax Claims has been paid prior to the date of this Disclosure Statement. Classes 2 thru 7 are not impaired. The underlying loan of each of these Claims is current, with no pre-petition or post-petition arrearages. Debtor intends to pay these loans in accordance with the payment terms of each loan and the estimated Claim amount will be satisfied either upon (a) sale of the property securing each Claim or (b) amortize the outstanding balance, with payment upon the regular loan payment terms. Debtor is unaware of any Claims that fall within Class 7 but includes said class for any unspecified Secured Claims. Class 8 is not impaired under the Plan. This Claim will be satisfied as part of the transfer of the property securing this Claim to the Kleins, pursuant to the terms of the Klein settlement. The estimated total amount of Class 10 Claims is $92,000. In addition, there is approximately $561,284.18 of contingent Unsecured Claims. This includes the contingent Claim of TD Bank. TD Bank did not file a proof of claim and therefore is not a participant of the treatment of Class 10 Unsecured Claims. In addition, the contingent Unsecured Claims include the non-priority unsecured portion of security deposits by tenants in the approximately amount of $26,919.20. These contingent security deposits will be paid in accordance with the Security Deposit Order [Docket No. 91], when and if they become due. Commencing on the first Business Day of the second full calendar month after the Effective Date, and on the like day of each month thereafter, the Reorganized Debtor will allocate $5,000 per month to be distributed pro rata to each of the holders of an Allowed Class 10 Claim. Debtor anticipates that based on this installment payment schedule, each Allowed Class 10 Claim will be satisfied in full, with interest, within a period of two (2) years. The Class 9 Claims of Klein are impaired under the Plan and will be treated, paid and satisfied in accordance with the Klein Settlement, and all payments and transfers required thereby after the Effective Date will be made by the Reorganized Debtor on the dates specified by the Klein Settlement and will be received and retained by Klein in full settlement, discharge and disposition of any and all Claims of Klein. Klein filed a proof of claim in the amount of $9,715,869. Klein Settlement Debtor and Klein reached an agreement whereby Debtor agreed to pay Klein $4.75 million, payable in a combination of cash and various single family dwellings (the "Klein Settlement"). On June 21, 2011, Debtor filed a motion seeking approval of the Klein Settlement. On July 11, 2011, the Court approved and authorized Debtor to perform the Klein Settlement [Doc. No. 262]. The Klein Settlement resolved the largest Claim in the Chapter 11 Case. The Klein Settlement involves the transfer, free and clear of all liens and encumbrances, of 10 residential properties, seven of which were initially transferred, with the remaining three properties to be transferred in intervals thereafter. The initial phase of the Klein Settlement was consummated on Sept. 1, 2011, including the payment to Klein of $500,000 in cash, and the seven properties were transferred, free and clear of all encumbrances. As part of the second phase, three additional properties or the Designated Value of those properties (as defined in the Settlement Agreement) will be transferred to Klein on a monthly basis, with the last property or its Designated Value to be distributed to Klein by no later than Nov. 21, 2011. A copy of the Disclosure Statement for the Joint Plan is available for free at http://bankrupt.com/misc/shalanenterpirses.dkt303.pdf About Shalan Enterprises Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada limited liability company, was formed in 1999 for the purpose of owning, operating and leasing and/or selling properties. Shalans' business is to hold 34 of Alan Rapoport's real estate holdings. The Company filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 09-43263) on Nov. 25, 2009. The Company has assets of $12,540,000, and total debts of $7,426,313. Shalan Enterprises' case is substantially consolidated with the case of Alan Rapoport, who filed Chapter 11 bankruptcy (Case No. 09-43499) on Nov. 30, 2009. Joseph A. Eisenberg, Esq., Thomas M. Geher, Esq., and Alexis M. McGinness, Esq., at Jeffer Mangels Butler & Mitchell LLP, in Los Angeles, Calif., represent the Consolidated Debtors as counsel. SOLYNDRA LLC: Proposes Piece-by-Piece Auction on Jan. 23 -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that as a hedge against Solyndra LLC failing to find a buyer to operate the business as a going concern, the partially government-financed solar-panel maker filed papers on Nov. 22 to sell the assets piece-by-piece at an old-fashioned auction to be held the week of Jan. 23. According to the report, Solyndra was originally scheduled to hold a so-called turnkey auction on Nov. 22. Although no buyer was under contract, the company hoped someone would acquire the plant and restart the business. When no buyer surfaced, Solyndra rescheduled the turnkey auction for Jan. 19. The report relates that if the bankruptcy court in Delaware grants approval at a Dec. 8 hearing, a consortium will be hired to conduct a piecemeal auction in California, where the assets are located. Its members are Heritage Global Partners, Counsel RB Capital LLC, Hilco Industrial LLC and Branford Group Inc. Should the turnkey auction produce a buyer, the auctioneers will be paid a $250,000 breakup fee for canceling the piecemeal auction. The report relates that the auctioneers are guaranteeing Solyndra will receive a net minimum of $4.25 million from the piecemeal auction. Bidding rules will require buyers to pay a 15% buyer's premium, from which the auctioneers will receive 7.5%. The auctioneers will also receive reimbursement up to $40,000 for expenses in connection with the auction. Solyndra generated $6.2 million from the first auction of non- essential assets. Some 3,500 bidders registered for the first auction. Last week the bankruptcy court authorized holding a second auction of non-core assets on Dec. 13. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. The Committee has tapped Blank Rome LLP as counsel. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SP NEWSPRINT: Meeting to Form Creditors Committee Today ------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold can organizational meeting on Nov. 28, 2011, at 1:00 p.m. in the bankruptcy case of SP Newsprint Holdings LLC, SP Newsprint Co. LLC, SP Recycling Corporation and SEP Technologies L.L.C. The meeting will be held at: United States Trustee's Office One Newark Center 1085 Raymond Blvd. 21st Floor, Room 2106 Newark, NJ 07102 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 SP Newsprint Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers, Southeastern Paper Recycling and SP Newsprint Merger LLC -- and three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011. SP Newsprint Holdings LLC is a newsprint company controlled by polo-playing mogul Peter Brant. It 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. SP Newsprint is the second Brant-owned newsprint company to tumble into bankruptcy proceedings in recent years. Current and former affiliated entities are Bear Island Paper Company, L.L.C., Brant Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint, Inc., White Birch Paper Company. Judge Christopher S. Sontchi presides over the case. Joel H. Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr., Esq. -- jlevitin@cahill.com , mpeleg@cahill.com and rstieglitz@cahill.com -- at Cahill Gordon & Reindel LLP serve as the Debtors' lead counsel. Lee E. Kaufman, Esq., and Mark D. Collins, Esq. -- kaufman@rlf.com and collins@RLF.com -- at Richards, Layton & Finger, P.A., serve as the Debtors' Delaware counsel. AlixPartners LLP serves as the Debtors' financial advisors and The Garden City Group Inc. serves as the Debtors' claims and noticing agent. In its petition, SP Newsprint Holdings estimated $100 million to $500 million in assets and debts. The petitions were signed by Edward D. Sherrick, executive vice president and chief financial officer. SSI GROUP: LNC Ventures Wins Bankruptcy Auction ----------------------------------------------- Dow Jones' DBR Small Cap reports that LNC Ventures LLC won a bankruptcy auction for SSI Group Holding Corp.'s Souper Salad chain with a $3.65 million bid. About SSI Group On Sept. 14, 2011, SSI Group Holding Corp. sought bankruptcy protection (Bankr. D. Del. Case No. 11-12917) in Wilmington, Delaware, after months of lackluster performance at its two struggling restaurant chains, which combined operate about 120 locations, and its debts mounted to $47.5 million. Judge Mary F. Walrath presides over the case. SSI reported $23.9 million in assets as of Aug. 28, 2011. The Debtor is represented by Proskauer Rose LLP and Cozen O'Connor as counsel and Morgan Joseph TriArtisan LLC as financial advisors. SSI is behind two southern restaurant chains -- the healthy Souper Salad chain and "comfort food"-serving Grandy's restaurants. Affiliates Super Salad, Inc. (Case No. 11-12918), SSI-Grandy's LLC (Case No. 11-12919), and Souper Brands, Inc. (Case No. 11-12920), also sought Chapter 11 protection on Sept. 14, 2011. The Debtors hope to use the bankruptcy cases to sell their Grandy's chain to an affiliate of Sun Capital Partners (or a higher bidder) and to sell their Souper Salad chain to a to-be determined buyer (no stalking horse bidder has been identified). U.S. Trustee appointed an Official Committee of Unsecured Creditors in the chapter 11 cases of SSI Group Holding Corp. and its affiliates. STONE GROUND: Files for Chapter 11 Bankruptcy as Owners Squabble ---------------------------------------------------------------- John Loesing at the Acorn reports that Stone Ground Baking Company, which operates a restaurant at 29105 Canwood St. in Agoura Hills, California, selling retail and wholesale baked goods, filed for chapter 11 bankruptcy on Nov. 18, 2011. According to the report, the Company owes $120,600 in unpaid debts to vendors. A court-appointed receiver was named to oversee the business while the company's two owners battle over culpability. The report relates that, in August, the bakery moved from 5005 Kanan Road to a bigger storefront on Canwood Street, but was unable to meet financial obligations. The report notes that Gregory Yulish, a 40% owner in the company, filed a complaint alleging Stone Ground majority owner Joachim Franke "violated health code regulations, filed false tax returns, and engaged in highly questionable activities . . . failing to provide a full accounting." "It is clear there is cash missing from the business," Mr. Yulish's complaint alleges. STONEHEALTH RE: Fitch Withdraws 'BB+' Rating on Preff. Securities ----------------------------------------------------------------- Fitch Ratings has withdrawn the 'BBB+' Issuer Default Rating of Stoneheath Re and the 'BB+' rating of Stoneheath Re's preferred securities. The Rating Outlook was Stable prior to the withdrawal. The ratings are withdrawn due to the reorganization of the rated entity. Stoneheath Re is being wound up, with the holders of the non-cumulative perpetual preferred securities issued by Stoneheath Re in December 2006 receiving on Nov. 16, 2011 one XLIT Ltd. (formerly XL Group Ltd.) series D preference ordinary share (rated 'BB+' by Fitch), which were issued on Oct. 15, 2011, in exchange for each Stoneheath Re security. Fitch has withdrawn these Stoneheath Re ratings: -- IDR at 'BBB+'; -- $350 million non-cumulative perpetual preferred at 'BB+'. SUSPECT DETECTION: Posts $656,300 Net Loss in Third Quarter ----------------------------------------------------------- Suspect Detection System Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $656,312 on $174,341 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $271,194 on $259,080 of revenues for the same period last year. For the nine months ended Sept. 30, 2011, the Company had a net loss of $1.5 million on $1.9 million of revenues, compared with a net loss of $690,087 on $1.6 million of revenues for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $2.1 million in total assets, $1.2 million in total liabilities, and stockholders' equity of $861,357. As reported in the TCR on March 28, 2011, Yarel + Partners, in Tel-Aviv, Israel, expressed substantial doubt about Suspect Detection System's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has not established sufficient sources of revenue to cover its operating costs and expenses. "As such, it has incurred an operating loss since inception. Further, as of Dec. 31, 2010, the cash resources of the Company were insufficient to meet its planned business objectives." A complete text of the Form 10-Q is available for free at: http://is.gd/q5GvjN New York-based Suspect Detection Systems, Inc., is a Delaware corporation that conducts its operations through its 58% owned subsidiary, Suspect Detection Systems Ltd., an Israeli corporation. SDS - Israel specializes in the development and application of proprietary technologies for law enforcement and border control, including counter terrorism efforts, immigration control and drug enforcement, as well as human resource management, asset management and the transportation sector. TEARLAB CORP: Reports $1.1 Million Net Income in 2011 3rd Quarter ----------------------------------------------------------------- TearLab Corporation filed its quarterly report on Form 10-Q, reporting net income of $1.1 million on $333,000 of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $2.2 million on $210,000 of revenue for the same period last year. For the three months ended Sept. 30, 2011, a gain of $3.3 million was recorded as a result of a decrease in the fair value of warrant obligations, compared to a loss of $264,000 as a result of an increase in the fair value of warrant obligations for the three months ended Sept. 30, 2010. The Company reported a net loss of $5.3 million on $1.6 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $4.8 million on $903,000 of revenue for the same period in 2010. The Company's balance sheet at Sept. 30, 2011, showed $12.5 million in total assets, $3.7 million in current liabilities, and stockholders' equity of $8.8 million. As reported in the TCR on April 5, 2011, Ernst & Young LLP, in San Diego, California, expressed substantial doubt about TearLab's 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 and level of working capital available to fund operations. A complete text of the Form 10-Q is available for free at: http://is.gd/J51Q5s San Diego, Calif.-based TearLab Corporation (NASDAQ: TEAR; TSX: TLB) -- http://tearlab.com/-- develops and markets lab-on-a-chip technologies that enable eye care practitioners to improve standard of care by objectively and quantitatively testing for disease markers in tears at the point-of-care. TEN SAINTS: Bank Objects to Hiring of Susan Hernst as Appraiser --------------------------------------------------------------- Secured creditor Wells Fargo Bank, N.A., objects to Ten Saints LLC's application to retain Susan L. Ernst as its appraiser and valuation expert. The Lender notes that no valuation motion is filed or pending at this time. Therefore, the Application is premature and unnecessary. The Lender notes that annexed to the Disclosure Statement is an appraisal of the Debtor's sole asset, the Hampton Inns and Suites, setting forth the value of the real estate at $12,200,000. The indebtedness of the Debtor to the Lender which is secured by the Lender's first priority security interest in the Property is $14,320,465.78. Accordingly, according to the Lender, there is a deficiency of the value of the Debtor's ole asset of no less than $2 million as of the Petition Date. Given the admitted deficiency, Lender further submits to the Court that there is no present need to grant the Application and no present need for the Debtor to retain a valuation expert because the Lender's claim is undersecured. Further, the Lender notes that parties have entered into a series of consensual cash collateral stipulations. No entry appears on any budget previously approved by Lender for the payment of Ernst's postpetition fees in any amount and the Lender does not consent to this payment. Notwithstanding the foregoing, the Debtor seeks to justify its proposed payment of such fees by stating they would be paid from the disputed cash collateral. The Lender has an interest in the disputed Cash Collateral and does not consent to the use to pay Ernst's expenses or any sum related to the retention of Ernst or any other party as an expert in these cases. Wells Fargo Bank, N.A., is represented by: Robert M. Charles, Jr., Esq. Michael Lynch, Esq. LEWIS AND ROCA LLP 3993 Howard Hughes Parkway, Suite 600 Las Vegas, Nevada 89169 Tel: 702-949-8321 Fax: 702-216-6191 E-mail: rcharles@lrlaw.com About Horizon Village Square et al. Four related Las Vegas, Nevada-based entities sought Chapter 11 bankruptcy protection on July 13, 2011. The businesses are owned or managed by local business people and firms, including Todd Nigro, Nigro Development LLC, a Nigro family trust and other investors. Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns the Vons-anchored Horizon Village Square Shopping Center near I-515 and Horizon Drive in Henderson. The property includes five retail buildings with nearly 43,000 square feet of space. Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134- room Hampton Inn & Suites at St. Rose Parkway and Seven Hills Drive in Henderson. Beltway One Development Group LLC (Bankr. D. Nev. Case No. 11- 21026) owns the Desert Canyon Business Park at Russell Road and the Las Vegas Beltway. It has two buildings and 15 acres. Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office building at 9115 W. Russell Road occupied by Bank of George, Infinity Plus LLC and Nigro Construction Inc. Todd Nigro said the four bankruptcies were caused by threatened foreclosures -- typically related to Wells Fargo Bank demanding payments to keep loan-to-value ratios at specified levels. Judge Mike K. Nakagawa presides over the cases. Lawyers at Gordon Silver serve as the Debtors' bankruptcy counsel. The bankruptcy petitions estimated assets and debts from $1 million to $10 million each for Nigro HQ; and from $10 million to $50 million in both assets and debts for Horizon Village, Ten Saints and Beltway One. A fifth related business, Russell Boulder LLC, filed for bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010. It owns the 600-suite Siena Suites extended stay property at Boulder Highway and Russell Road. Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and Roca LLP, in Los Vegas, Nev., represent Wells Fargo Bank, N.A., as counsel. TENET HEALTHCARE: Completes Private Offering of 6.25% Sr. Notes --------------------------------------------------------------- Tenet Healthcare Corporation announced the successful completion of its previously announced private offering of $900 million aggregate principal amount of its 6.25% Senior Secured Notes due 2018. Tenet intends to use the net proceeds from the offering to fund the payment of the consideration for its previously announced cash tender offer for any and all of the outstanding $714.012 million aggregate principal amount of its 9.0% Senior Secured Notes due 2015. In connection with the tender offer, Tenet is also soliciting consents for certain amendments to the related indenture governing the Notes. The terms of the tender offer and the consent solicitation are contained in an offer to purchase and consent solicitation statement dated Nov. 4, 2011, and a related letter of transmittal. The tender offer will expire at 12:00 midnight, New York City time, on Dec. 5, 2011. As of the consent payment deadline of 5:00 p.m., New York City time, on Nov. 18, 2011, $712,968,000 (approximately 99.85%) aggregate principal amount of the outstanding Notes had been validly tendered and not validly withdrawn. Based on such tenders, consents have been validly delivered and not validly revoked in respect of more than a majority of the outstanding principal amount of the Notes, which is sufficient to approve the proposed amendments to the indenture. As a result, Tenet, the guarantors of the Notes and the trustee under the indenture have executed a supplemental indenture to amend the indenture. Holders that validly tendered prior to the consent payment deadline and whose notes were accepted will receive total consideration of $1,082.44 per $1,000 principal amount of purchased notes, which includes a consent payment of $30.00 per $1,000 principal amount of the notes, plus accrued and unpaid interest up to, but not including, the initial settlement date of Nov. 21, 2011. Holders that validly tender after the consent payment deadline, but prior to the expiration of the tender offer, and whose notes are accepted will receive the tender offer consideration of $1,052.44 per $1,000 principal amount of notes, plus accrued and unpaid interest up to, but not including, the final settlement date, which is expected to be Dec. 6, 2011. Holders of the Notes that tender after the consent payment deadline will not receive a consent payment. Any notes tendered after the withdrawal deadline of 5:00 p.m., New York City time, on Nov. 18, 2011, may not be withdrawn except as required by law. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. "Volume growth was very strong in our third quarter," said Trevor Fetter, president and chief executive officer. "Adjusted admissions growth of 2.3 percent and surgery growth of 3.2 percent drove a 3.5 percent increase in net operating revenues. This top line growth was further leveraged by excellent cost control and attractive pricing increases in our new contracts with commercial managed care payers. Given this progress across our key performance metrics, we are pleased to reconfirm our 2011 EBITDA Outlook in a range of $1.175 billion to $1.275 billion." The Company's balance sheet at Sept. 30, 2011, showed $8.29 billion in total assets, $6.51 billion in total liabilities, $16 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and $1.76 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. TRAILER BRIDGE: Posts $1.9 Million Net Loss in Third Quarter ------------------------------------------------------------ Trailer Bridge, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.9 million on $31.1 million of operating revenues for the three months ended Sept. 30, 2011, compared with net income of $6,876 on $29.3 million of operating revenues for the same period of 2010. The Company's operating income for the three month period ended Sept. 30, 2011, was $656,492 compared to $2.5 million in the same period of the previous year. The Company reported a net loss of $15.9 million on $85.0 million of revenues for the nine months ended Sept. 30, 2011, compared with net income of $596,767 on $89.8 million of operating revenues for the same period last year. The Company's operating loss for the nine month period ended Sept. 30, 2011, was $8.5 million compared to operating income of $8.1 million in the prior year period. The Company's balance sheet at Sept. 30, 2011, showed $105.6 million in total assets, $121.2 million in total liabilities, and a stockholders' deficit of $15.6 million. "Through the first seven weeks in the current fourth quarter, we have seen marked improvement in all aspects of our operations, including higher revenues, and volume increases, William G. Gotimer, Jr. and Mark A. Tanner, the Company's co-Chief Executive Officers, jointly stated in a press release. "We have achieved this in what has been a period of perceived uncertainty regarding our refinancing efforts." According to the press release, Trailer Bridge has received approval from the bankruptcy court to receive $15 million in debtor-in-possession. The revolving loan is intended to be used for the financing of ordinary working capital and general corporate needs of the Company, including certain fees and expenses of retained professionals, and for payment of certain pre-petition expenses. A complete text of the Form 10-Q is available for free at: http://is.gd/qrw07y A full text copy of the press release is available for free at: http://ResearchArchives.com/t/s?7751 The Form 10-Q was filed late. Trailer Bridge had informed the U.S. Securities and Exchange Commission that its Form 10-Q for the quarter ended Sept. 30, 2011, cannot be filed by the due date without unreasonable effort or expense because the Company has been focused on efforts to refinance its Senior Secured Notes due Nov. 15, 2011. About Trailer Bridge Jacksonville, Fla.-based Trailer Bridge, Inc. -- http://www.trailerbridge.com/-- provides integrated trucking and marine freight service to and from all points in the lower 48 states and Puerto Rico and Dominican Republic. This total transportation system utilizes its own trucks, drivers, trailers, containers and U.S. flag vessels to link the mainland with Puerto Rico via marine facilities in Jacksonville, San Juan and Puerto Plata. Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its $82.5 million 9.25% Senior Secured Notes became due. Judge Jerry A. Funk presides over the case. Gardner F. Davis, Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the Debtor's counsel. Global Hunter Securities LLC serves as the Debtor's investment banker. RAS Management Advisors LLC serves as the Debtor's financial advisor. In its petition, the Debtor estimated $100 million to $500 million in assets and debts. The petition was signed by Mark A. Tanner, co-chief executive officer. TRAVELPORT HOLDINGS: Judge Dismisses 4 Counts in Antitrust Case --------------------------------------------------------------- A federal judge in Texas has dismissed all but one count of American Airlines' antitrust case against Travelport. In a sealed decision issued on Nov. 21, 2011, the United States District Court for the Northern District of Texas dismissed AA's claims that: (1) Travelport monopolizes distribution to travel agencies; (2) Travelport entered into a conspiracy with travel agencies to monopolize distribution; (3) Travelport'' agreements with airlines and travel agencies unlawfully restrain trade; and (4) Travelport's actions are illegal under Texas state law. The one claim the Court allowed to proceed for further factual analysis was the claim that Travelport monopolizes access to Travelport's current travel agency subscriber base. Monopolization claims based on such narrowly defined markets rarely succeed, and a similar claim brought against a competitor was recently rejected by a federal court in New York. AA has until Dec. 5, 2011, to amend its complaint, but is not allowed to reassert the claims that Travelport's agreements with airlines and travel agencies unlawfully restrain trade or that Travelport's actions violate Texas state law. Travelport is pleased that the Court recognized the meritless nature of most of the claims brought by AA and severely restricted the scope of AA's remaining claim. Travelport will continue to defend itself vigorously against this limited claim which Travelport views as being wholly without merit. Travelport remains confident that, after analyzing the facts, the Court will find this claim as meritless as AA's other claims. While no assurance can be provided, Travelport does not believe the outcome of this dispute will have a material adverse effect on its results of operations or liquidity condition. 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. 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. * * * 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. TTC PLAZA: Taps Jack N. Fuerst & Assoc. as General Counsel ---------------------------------------------------------- TTC Plaza Limited Partnership asks the U.S. Bankruptcy Court for the Southern District of Texas for permission to employ Jack N. Fuerst & Associates P.C. as its general counsel. The firm agrees to, among other things: a) prepare and file schedules and a statement of financial affairs; b) negotiate with creditors and handle routine motions as motions for relief from stay, cash collateral motions and the myriad of bankruptcy motions that will be filed in this case; c) file objections to claims, if necessary; d) perform legal work necessary to sell property of the estate; and e) draft, file and prosecute adversary proceedings necessary to determine the extent, validity and priority of liens. Jack N. Feurst, Esq., charges $350 per hour for this engagement. Paralegal at the firm bills at $80 per hour. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About TTC Plaza L.P. TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur. Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the Debtor. The Debtor scheduled assets of $12,016,768 and liabilities of $5,312,263. The petition was signed by William Wu, managing partner. TTC PLAZA: U.S. Trustee Unable to Form Committee ------------------------------------------------ The United States Trustee said that an official committee under 11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of TTC Plaza L.P. because there are no unsecured creditors. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur. Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the Debtor. The Debtor scheduled assets of $12,016,768 and liabilities of $5,312,263. The petition was signed by William Wu, managing partner. TTC PLAZA: Jack N. Fuerst Approved as Ch. 11 Trustee's Counsel -------------------------------------------------------------- The Hon. Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized the Chapter 11 trustee for TTC Plaza Limited Partnership to employ Jack N. Fuerst & Associates, P.C. as its general counsel. The firm will, among other things: -- negotiate with creditors and handle routine motions as motions for relief from stay, cash collateral motions and the like; -- perform legal work necessary to sell property of the estate; and -- prepare a plan and disclosure statement. To the best of the Trustee's knowledge, the firm is "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About TTC Plaza L.P. TTC Plaza L.P. filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-38381) on Oct. 3, 2011, before Judge Marvin Isgur. Jack Nicholas Fuerst, Esq., in Houston, Texas, represents the Debtor. The Debtor scheduled assets of $12,016,768 and liabilities of $5,312,263. The petition was signed by William Wu, managing partner. TURKPOWER CORP: Inks Binding Term Sheet to Merge with ACM --------------------------------------------------------- TurkPower Corporation, entered into a binding term sheet with ACM Corporation and Navesink Capital Advisors, pursuant to which Navesink or its affiliates or agents will assist ACM and TurkPower Corporation in connection with a merger and related transactions. ACM is a privately held corporation that owns 100% of its subsidiary Burkina Manganese, S.A., in production with its "Kiere" manganese mine, and 90% of Mali Manganese, S.A., with its "Ansongo" manganese mine, expected to be in production in the first quarter of 2012. These current mining operations are located in the West African countries of Burkina Faso and Mali. Manganese, necessary in the production of steel, is considered a strategic metal by developed and developing countries around the world. Pursuant to the Term Sheet, ACM will merge with and into a subsidiary of TurkPower, with ACM as the surviving corporation, in which the outstanding shares of ACM will be exchanged for (a) 105 million shares of common stock of TurkPower, pro rata and (b) for certain long-term ACM stockholders, 1,000 shares of perpetual convertible voting preferred stock of TurkPower with an aggregate liquidation preference of $65 million, convertible into TurkPower Common Stock at $0.50 of liquidation preference per share of TurkPower Common Stock. Certain existing indebtedness of ACM to ACM's Chairman and CEO, Mr. Louis Slaughter, in the approximate principal amount of $1,500,000, and any accrued interest thereon, would be converted upon the Merger into additional shares of TurkPower Preferred at 100% of the liquidation value, or approximately $1,500,000 liquidation preference of TurkPower Preferred, making an aggregate of approximately $66,500,000 aggregate liquidation preference (1,023 shares) of TurkPower Preferred to be issued at the time of the Merger. The TurkPower Preferred would have 130,000 votes per share and would vote together with the common stock of TurkPower on all matters submitted to a vote of shareholders. The Merger is intended to qualify as a tax-free reorganization under the U.S. Internal Revenue Code. The Merger would be treated as a reverse merger and recapitalization of TurkPower for financial accounting purposes, in which ACM would be considered the acquirer for accounting purposes, and the historical financial statements of TurkPower before the Merger would be replaced with the historical financial statements of ACM before the Merger in all filings with the SEC after the merger. The definitive Merger agreement is expected to provide that if (a) TurkPower obtains an Canadian NI 43-101 or Australasian JORC compliant independent engineering report certifying proven reserves of at least 15 million metric tons of manganese, or (b) TurkPower reports audited gross revenues of at least $60 million for fiscal 2012 in its Form 10-K report for that year, or (c) TurkPower reports audited gross revenues of at least $80 million for fiscal 2013 in its Form 10-K report for that year, then TurkPower shall issue an additional 18,650,000 restricted shares of TurkPower common stock to the stockholders of ACM receiving the TurkPower Preferred in the Merger. Prior to the Merger, TurkPower will use its best efforts to raise bridge financing of $1.5 million, out of the proceeds of which it would (a) lend $1 million to ACM on a secured basis, (b) place in escrow up to $500,000 for an investor relations program, and (c) use the remainder of the net proceeds to meet specific working capital requirements of TurkPower to be defined and agreed upon by ACM and TurkPower prior to execution of the Bridge Notes. After the Merger, TurkPower will seek to raise between $5,000,000 and $15,000,000 of additional financing to carry out its business plan, although there can be no assurance that such financing will be available on terms acceptable to TurkPower or at all. It is anticipated that upon the closing of the Merger, Mr. Slaughter will become Chairman and CEO of TurkPower; that the pre- Merger stockholders of ACM will appoint the majority of the directors on the Board of Directors of TurkPower; that Mr. Ryan E. Hart, currently executive Chairman and Director of TurkPower, will remain and a director; and that a majority of the Board of Directors will be independent directors within the meaning of the rules of a U.S. national securities exchange. Turk Power expects to rename itself ACM Corporation. The anticipated closing date for the bridge financing will be on or before Dec. 1, 2011, and the anticipated closing date for the Merger will be on or before Jan. 31, 2012. Effective Nov. 15, 2011, Mr. Aykut Ferah resigned as a director and as Chief Executive Officer and Chief Financial Officer of TurkPower. To the knowledge of the other executive officers of TurkPower, Mr. Ferah's resignation as a director was not because of any disagreement with TurkPower on any matter relating to TurkPower's operations, policies or practices. Effective Nov. 16, 2011, Mr. Richard Schaeffer resigned as a director of TurkPower. To the knowledge of the executive officers of TurkPower, Mr. Schaeffer's resignation as a director was not because of any disagreement with TurkPower on any matter relating to TurkPower's operations, policies or practices. Effective November 16, 2011, the Board of Directors of TurkPower appointed Mr. Ryan E. Hart as Interim Chief Executive Officer and Interim Chief Financial Officer of TurkPower, to serve at the pleasure of the Board of Directors. Mr. Hart's curriculum vitae, security ownership in TurkPower, compensation from TurkPower and certain other information about him are contained in Part III of TurkPower's Annual Report on Form 10-K for the fiscal year ended May 31, 2011. About TurkPower Corporation New York-based TurkPower Corporation (formerly Global Ink Supply Co.) was incorporated on Nov. 4, 2004, in Delaware. On May 11, 2010, Global Ink Supply Co. changed its name to TurkPower Corporation. On Dec. 23, 2009, the Company entered into the consulting and service operations business, offering domestic and international clients consulting services. The Company acts as a full-service operator for wind, hydro, solar, and geothermal energy parks in Turkey. The Company also generates revenue by entering into agreements with other entities to provide consulting services to clients in the energy market. The Company reported a net loss of $5.86 million on $64,308 of revenue for the year ended May 31, 2011, compared with a net loss of $511,149 on $215,050 of revenue during the prior year. The Company's balance sheet at Aug. 31, 2011, showed $10.09 million in total assets, $3.71 million in total liabilities and $6.37 million in total stockholders' equity. MaloneBailey LLP, in Houston, Texas, noted that the Company has incurred losses from operations and has a working capital deficit as of May 31, 2011, which raises substantial doubt about its ability to continue as a going concern. U-SWIRL INC: Posts $71,600 Net Loss in Third Quarter ---------------------------------------------------- U-Swirl, Inc., formerly Healthy Fast Food, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $71,599 on $802,803 of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $57,705 on $760,403 of revenues for the same period last year. The Company reported a net loss of $314,840 on $2.2 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $359,416 on $2.2 million of revenues for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $2.5 million in total assets, $768,582 in total liabilities, and stockholders' equity of $1.8 million. As reported in the TCR on March 15, 2011, L.L. Bradford & Company, LLC, in Las Vegas, expressed substantial doubt about Healthy Fast Food's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that Company has incurred recurring losses and lower-than-expected sales. A copy of the Form 10-Q is available for free at: http://is.gd/xaAiuI Henderson, Nev.-based U-Swirl, Inc., opened its first company- owned U-Swirl cafe in the Las Vegas metropolitan statistical area in March 2009, and it has since developed five more company-owned cafes in the Las Vegas MSA. In addition, the original U-Swirl cafe in Henderson, Nevada, continues to operate as a franchisee. UNIVERSITY GENERAL: Reports $1.1-Mil. Net Income in 3rd Quarter --------------------------------------------------------------- University General Health System, Inc. (f/k/a SeaBridge Freight, Corp.) filed its quarterly report on Form 10-Q, reporting net income of $1.1 million on $21.0 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $80,977 on $15.0 million of revenues for the same period of 2010. The net income of $1.1 million was primarily derived from a one- time $1.9 million gain from extinguishment of liabilities during the quarter ended September 30, 2011. The Company reported net income of $416,694 on $55.0 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $2.6 million on $40.3 million of revenues for the corresponding period last year. For the nine months ended Sept. 30, 2011 and 2010, the Company recognized a gain on extinguishment of liabilities of $3.4 million and $1.8 million, respectively. The Company's balance sheet at Sept. 30, 2011, showed $118.1 million in total assets, $113.6 million in total liabilities, and stockholders' equity of $4.5 million. During the nine months ended Sept. 30, 2011, the Company had a net income [attributable to Company] of $377,946 and used $3,227,152 of net cash in operating activities. As of Sept. 30, 2011, the Company had a negative working capital of $47,585,217 and held cash and cash equivalents of $622,959. "The cash used in operations and negative working capital amounts raise substantial doubt concerning the Company's ability to continue as a going concern for a reasonable period of time," the Company said in the filing. Moss, Krusick & Associates, LLC, in Winter Park, Fla., expressed substantial doubt about SeaBridge Freight's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has suffered recurring losses and operating cash outflows and has suspended revenue generating operations. A copy of the Form 10-Q is available for free at: http://is.gd/bYaety University General Health System, Inc, is a diversified, integrated, multi-specialty health care provider that delivers concierge physician and patient oriented services. At Sept. 30, 2011, the Company owned and operated University General Hospital ("UGH"), a 72-bed acute care hospital in Houston, Texas. UGH commenced business operations as a general acute care hospital on Sept. 27, 2006. The Company is headquartered in Houston, Texas. VIRGIN OFFSHORE: Ch. 11 Trustee Wants Clarification on Counsel Fee ------------------------------------------------------------------ Gerald H. Schiff, Chapter 11 trustee for the estate of Virgin Offshore USA, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to: 1) enter an order clarifying, or, alternatively, reconsidering its interim order to make it clear that the Court will determine the reasonable hourly rate that can be charged by Gordon, Arata, McCollam, Duplantis & Eagan, LLC; and 2) enter a revised interim order substantially in the form approving the employment of GAMDE, and reserving until final hearing upon the GAMDE final fee applications, the determination by the Court of the reasonableness of GAMDE's customary rates. As reported in the Troubled Company Reporter on Nov. 17, 2011, the Hon. Elizabeth W. Magner authorized, on an interim basis, the Chapter 11 trustee to employ the law firm of GAMDE as counsel. The trustee related that in its motion to employ, it attached a list of the customary rates charged by GAMDE for relevant services, including the customary rate charged by Louis M. Phillips of $425 per hour. The application made clear that any fees would be applied for as compensation. The trustee also submitted a proposed order, authorizing the trustee to retain GAMDE as counsel. According to the trustee, the Court did not enter the proposed order but, instead, without notice or a hearing, entered the interim order, sua sponte reducing the rates that could be charged by GAMDE. Given that the form of proposed order was rejected by the Court, it seems clear to GAMDE that the Court rejected the prospect of GAMDE reserving the right to seek compensation at its customary rates and has limited the ability of GAMDE to charge at rates higher than those pre-approved unless and until GAMDE makes another request and then, only for prospective relief. The trustee is represented by: Louis M. Phillips, Esq. Ryan J. Richmond, Esq. GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, L.L.C. One American Place 301 Main Street, Suite 1600 Baton Rouge, LA 70801-1916 Tel: (225) 381-9643 Fax: (225) 336-9763 E-mail: lphillips@gordonarata.com rrichmond@gordonarata.com About Virgin Offshore Virgin Offshore USA, Inc., based in New Orleans, Louisiana, produces oil and gas. Creditors Dynamic Energy Services LLC, Precision Drilling Company, LP, and Tanner Services LLC, owed $1,895,824 in the aggregate, commenced an involuntary Chapter 11 bankruptcy proceeding against Virgin Offshore USA (Bankr. E.D. La. Case No. 11-13028) on Sept. 16, 2011. The petitioning creditors are represented by Michael A. Crawford, Esq., at Taylor Porter Brooks & Phillips LLP, H. Kent Aguillard, Esq., at Young, Hoychick and Aguillard; and Jacque B. Pucheu, Jr., Esq., at Pucheu, Pucheu & Robinson, LLP. An affiliate of Virgin Offshore USA, Virgin Oil Company Inc., filed a Chapter 11 petition (Bankr. E.D. La. Case No. 09-11899) on June 25, 2009. The involuntary Chapter 11 bankruptcy petition against Virgin Offshore USA, Inc., has been transferred to Judge Elizabeth W. Magner. The case was first given to Judge Jerry A. Brown. VOICESERVE INC: Posts $36,100 Net Loss in Sept. 30 Quarter ---------------------------------------------------------- Voiceserve, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $36,167 on $1.0 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $592,203 on $1.0 million of revenues for the three months ended Sept. 30, 2010. The Company reported a net loss of $1.2 million on $2.2 million of revenues for the six months ended Sept. 30, 2011, compared with a net loss of $466,694 on $2.1 million of revenues for the six months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2011, showed $2.5 million in total assets, $1.2 million in total liabilities, and stockholders' equity of $1.3 million. As reported in TCR on July 12, 2011, Michael T. Studer CPA P.C., of Freeport, New York, expressed substantial doubt about Voiceserve's ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2011. Mr. Studer noted that as of March 31, 2011, the Company had negative working capital of $313,059. Further, since inception, the Company has incurred losses of $3,766,212. A copy of the Form 10-Q is available for free at: http://is.gd/f3E2Y1 Headquartered in Middlesex, England, Voiceserve, Inc. (OTC BB: VSRV) -- http://www.voiceserve.com/-- is a software platform provider focusing primarily on delivering affordable, complete, next generation services to Internet Telephony Providers (ITSPs). WATERFORD PLACE: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Waterford Place Apartments, LLC dba Waterford Place Apartments, I, LLC P.O. Box 775 Belvidere, IL 61008 Bankruptcy Case No.: 11-85048 Chapter 11 Petition Date: November 23, 2011 Court: United States Bankruptcy Court Northern District of Illinois (Rockford) Judge: Manuel Barbosa Debtor's Counsel: George P. Hampilos, Esq. HAMPILOS & LANGLEY, LTD. 308 West State Street, Suite 210 Rockford, IL 61101 Tel: (815) 962-0044 Fax: (815) 962-6250 E-mail: georgehamp@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb11-85048.pdf The petition was signed by Joey Sanfilippo, manager. WAVE SYSTEMS: Registers Add'l 5MM Class A Shares Under Plan ----------------------------------------------------------- Wave Systems Corp. filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement registering 5 million shares of Class A common stock issuable under the Amended and Restated 1994 Employee Stock Option Plan. At the Company's annual meeting on June 14, 2011, the Company's stockholders approved an amendment to the Amended and Restated 1994 Employee Stock Option Plan, as amended, to increase the maximum number of shares of the Class A Common Stock, par value $0.01 per share of the Company available for the grant of awards under the Plan by 5,000,000 shares, which the Company's Board of Directors had previously approved, subject to such stockholder approval. The additional shares of Common Stock being registered by this Registration Statement are of the same class as those securities registered on the Prior Registration Statements and represent an increase in the total shares of Common Stock available for issuance under the Plan from 14,000,000 to 19,000,000. A full-text copy of the Form S-8 is available for free at: http://is.gd/lOHobY 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. 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. WEST END: Can Use Northlight Cash Collateral Until Jan. 31 ---------------------------------------------------------- Judge Stuart Bernstein of the U.S. Bankruptcy for the Southern District of New York has issued a fourth interim order authorizing West End Financial Advisors LLC and its affiliates to use the cash collateral of Northlight Fund LP through the earlier to occur of (a) the entry of the Court of an order terminating the Debtors' use of Cash Collateral, (b) Jan. 31, 2012, or (c) the effective date of any plan of reorganization confirmed by the Court. For the sole purpose of securing the diminution in value, the Lender is granted additional, continuing, valid, binding, enforceable, non-avoidable, and automatically perfected postpetition security interests in and liens on any and all real and personal property of the Debtors. As further adequate protection against any diminution in value, the Lender is granted an allowed superpriority administrative expense claim in the Cases and any Successor Case to the extent of the Diminution in Value, if any, determined by this Court. As further adequate protection of the Lender's interest in the Prepetition Collateral, the Debtors are authorized and directed to provide adequate protection payments to the Lender. Northlight GP II will deliver to the Lender from the NFA Funds a payment in the amount of $65,913.75, representing interest accrued at the non- default rate during the months of November, December, and January, respectively, in accordance with the provisions of the Northlight Loan Agreement; provided, however, that the respective rights of the Debtors, the Committee and the Lender are reserved with respect to the Lender's entitlement to the Default Rate of Interest. About West End Financial West End Financial Advisors LLC, Sentinel Investment Management Corp. and a number of affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-11152) in Manhattan on March 15, 2011. New York-based West End estimated its assets and debts at $1 million to $10 million. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtors' bankruptcy counsel. William Landberg created WEFA in 2000 as an investment and financial management company. Subsequently he purchased Sentinel Investment Management Corp., a boutique investment advisory company. Sentinel and WEFA targeted individual private clients for investments in fixed income funds and alternative investment products. Mr. Landberg's ultimately resigned from all West End related entities effective June 2, 2009, following a probe on misappropriation of funds. Schedules of assets and liabilities for West End and its funds showed assets of $400,000 and debt of $6.7 million, not including $66 million from investors who may or may not be considered creditors. Debt includes $5.5 million in secured claims, according to the schedules. Secured creditors with the largest claims are DZ Bank ($118.1 million), West LB ($41 million), Iberia Bank ($11.3 million), and Suffolk County National Bank ($8.3 million). West End Financial filed a plan of liquidation in bankruptcy court in August. WS MINERAL: Disclosure Statement in Support of Plan Approved ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas has approved the first amended disclosure statement in support of the plan of reorganization filed by WS Mineral Holdings, LLC (WSM). Under the Plan, the Debtor's real estate property will be transferred to the Class 3 Claimant in full and final satisfaction of any and all amounts owed to the Class 3 Claimant. The transfer of the property will be a payment of any and all amounts owed to the Class 3 Claimant by the Debtor and will be applied as a credit against the indebtedness of WSM to the Class 3 Claimant. The transfer of the property to the Class 3 Claimant will fully and finally pay and satisfy any and all claims of the Class 3 Claimant against WSM or Reorganized WSM. If the Class 3 Claimant disputes that the value of the property transferred to the Class 3 Claimant is equal to or greater than the Allowed Claim of the Class 3 Claimant, the Bankruptcy Court will conduct a hearing and determine the value of the property transferred to the Class 3 Claimant. Alternatively, but only upon the affirmative election of the Class 3 Claimant for the treatment, WSM will retain all of the property owned by WSM and will develop the property and sell all or portions of the property to pay the Class 3 claims of Providence and the Class 4 claims of UDF and, after the payment of the Class 3 and Class 4 claims, the payment of Class 5 Claims. The classification and treatment of claims under the Plan are: A. Unclassified claims, consisting of Administrative Claims and Priority Tax Claims, estimated at less than $20,000, will be paid in full on or before January 31, 2012. B. Class 2 (Secured Tax Claims) assessed to be $2,113.48. WSM will pay all Allowed Secured Tax Claims for ad valorem taxes for the tax years 2011 as assessed by the applicable taxing authorities and thereafter in the ordinary course of business, as administrative priority claims. C. Class 3 (Providence Bank Secured Claim) will be allowed in the amount of $12,150,435 plus accrued but unpaid interest, fees, costs and expenses. The Class 3 Claim will be paid in full on the Effective Date by the transfer by special warranty of title to the Debtor's real estate property from WSM to Providence Bank in full and final payment of any and all claims. D. Class 4 (Secured Claim of UDF) will be allowed in the amount of $10,691,985 plus accrued but unpaid interest, fees, costs and expenses provided for under the prepetition UDF loan documents. If Providence does not make the Providence Election, UDF will release any and all claims to the Providence Property. The property owned by WSM that is not the Providence Property will be subject to liens of UDF. The claims of UDF will be paid from the proceeds of sales of the Remaining WSM Property. If Providence makes the Providence Election, UDF will retain any and all liens under the Prepetition UDF Loan Documents; provided however, that the Prepetition UDF Loan Documents will be modified and amended as necessary to conform to the terms of the Plan and the treatment of the Class 3 Claim. E. Class 5 (General Unsecured Claims) will receive cash equal to the amount of the Claim of each claimant after the full payment of Premier and UDF. Within 30 days of the receipt of funds by WSM from the sale of any property, WSM will pay 80% of the funds received to Allowed Class 5 Claims; provided however, that the payments will only be made after the claims of Providence and UDF have been paid in full. F. Class 6 (Interests in the Debtor) are impaired under the Plan. Each Holder of a Class 6 Interest is entitled to vote to accept or reject the Plan. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/WSMINERAL_ds.pdf About South of the Stadium I, LLC South of the Stadium I, LLC, in Carrollton, Texas, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 11-43278) on June 6, 2011. Debtor-affiliates 261 CW Springs LTD (Bankr. N.D. Tex. Case No. 11-33757), WS Minerals LLC (Bankr. N.D. Tex. Case No. 11-43273), and WS Mineral Holdings LLC (Bankr. N.D. Tex. Case No. 11-43290) also filed on the same day. Judge D. Michael Lynn presides over the cases. Richard W. Ward, Esq. -- rwward@airmail.net -- Plano, Texas, serves as the Debtors' bankruptcy counsel. South of the Stadium I, WS Minerals LLC, and WS Mineral Holdings LLC each estimated assets and debts of $10 million to $50 million in their petitions. 261 CW Springs estimated assets and debts of $1 million to $10 million in its petition. The petitions were signed by Jeff Shirley, authorized representative. XTREME GREEN: Posts $635,900 Net Loss in Third Quarter ------------------------------------------------------ Xtreme Green Products Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $635,905 on $239,023 of sales for the three months ended Sept. 30, 2011, compared with a net loss of of $486,712 on $226,801 of sales for the same period last year. The Company reported a net loss of $1.4 million on $1.5 million of sales for the nine months ended Sept. 30, 2011, compared with a net loss of $1.3 million on $351,731 of sales for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $1.4 million in total assets, $2.1 million in total liabilities, and a stockholders' deficit of $713,632. Kingery & Crouse PA, in Tampa, Florida, expressed substantial doubt about Xtreme Green Products' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred significant losses from operations and has working capital and stockholder deficiencies. A copy of the Form 10-Q is available for free at: http://is.gd/LxGqQQ Based in North Las Vegas, Nev., Xtreme Green Products Inc. is an eco-vehicle company that designs, develops and manufacXtures revolutionary, green, 100% electric powered products such as Personal Mobility Vehicles (PMVs), Motorcycles & Scooters, (ATVs) All Terrain Vehicles, (UTVs) and Utility Terrain Vehicles. YRC WORLDWIDE: Marc Lasry Discloses 9.5% Equity Stake ----------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Marc Lasry and his affiliates disclosed that, as of Sept. 16, 2011, they beneficially own 207,136,050 shares of common stock of YRC Worldwide Inc. representing 9.5% of the shares outstanding based upon 2,053,961,226 shares of Common Stock outstanding as of Oct. 31, 2011, as reported by the Company in its Quarterly Report on Form 10-Q filed with the Securities Exchange Commission on Nov. 9, 2011. A full-text copy of the Schedule 13G is available for free at http://is.gd/fpb8VT About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that through wholly owned operating subsidiaries offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. KPMG LLP's audit reports on the consolidated financial statements of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each contain an explanatory paragraph that states that the Company has experienced significant declines in operations, cash flows and liquidity and these conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company also reported a net loss of $264.93 million on $3.65 billion of operating revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $346.89 million on $3.24 billion of operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.68 billion in total assets, $2.94 billion in total liabilities and a $262.67 million total shareholders' deficit. * * * In January 2011, Standard & Poor's Ratings Services placed its 'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on CreditWatch developing. At the same time, S&P is withdrawing the existing issue level ratings on Yellow Corp.'s senior unsecured debt, given the negligible amounts outstanding. "The ratings on Overland Park, Kan.-based YRCW reflect its near- term liquidity challenges, meaningful off-balance-sheet contingent obligations related to multiemployer pension plans, as well as its participation in the competitive, capital-intensive, and cyclical trucking industry," said Standard & Poor's credit analyst Anita Ogbara. "YRCW's substantial (albeit deteriorating) market position in the less-than-truckload (LTL) sector, which has high barriers to entry, partially offsets these characteristics. We characterize YRCW's business profile as weak, financial profile as highly leveraged, and liquidity as weak." In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR") to Caa2\LD ("Limited Default") from Caa3 in recognition of the agreed debt restructuring which will result in losses for certain existing debt holders. In a related action Moody's has raised YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest but critical improvements in the company's credit profile that should result from its recently-completed financial restructuring. The positioning of YRCW's PDR at Caa2\LD reflects the completion of an offer to exchange a substantial majority of the company's outstanding credit facility debt for new senior secured credit facilities, convertible unsecured notes, and preferred equity, which was completed on July 22, 2011. As reported by the TCR on May 5, 2011, Fitch Ratings downgraded YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior unsecured rating affirmed at 'C/RR6'. In addition, Fitch has removed YRCW's ratings from Rating Watch Negative. Fitch said that although it appears increasingly likely that the company will successfully complete the restructuring, until the transactions constituting the restructuring close, which is not anticipated until late July 2011, there exists a potential for the transaction to fail, in which case Fitch expects the company would be forced to file for Chapter 11 bankruptcy protection. * Starwood Property Prepares for Fire Sales in Europe ----------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Starwood Property Trust Inc. expects Europe's debt crisis to result in fires sales of distressed commercial mortgage loans and buildings, and the real estate investment trust is getting prepared. * Amherst Securities Raises Concerns Over C-III CMBS Workout ------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that a specialty bond trading firm is raising concerns over a debt forgiveness deal cut between a well-known real estate executive and one of the largest servicers of troubled commercial mortgage backed securities. * FDIC Says Number of U.S. Banks in Distress Continues to Decline ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that federal regulators say the number of U.S. banks in financial distress continues to decline, a trend that coincides with the ninth consecutive profitable quarter in the banking industry. * Bankruptcy Judge Says CDO Creditors Can Vote on Rival Plans ------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that investors in a troubled collateralized-debt obligation, or CDO, that's attempting to liquidate under court protection will be able to vote on rival Chapter 11 plans put forth by a pair of sparring hedge funds, following a bankruptcy judge's recent decision. * U.S. Regulators to Publish Results Of Big Bank 'Stress Tests' --------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that regulators said they will publish full results next year of a bruising "stress test" of the biggest U.S. banks, in a bid to reassure investors about the health of the financial system at a time of intense market uncertainty. * Hamid Soleimanian Gives Legal Assistance for Bankruptcy Filing ---------------------------------------------------------------- Hamid Soleimanian said in a press release that according to Marketwatch.com, although foreclosure activity initially decreased between 2010 and 2011, foreclosure activities rose 7 percent between September and October 2011. Default notices rose 10 percent. Stockton, Calif., leads the country in foreclosure listings, while the state of California has eight metropolitan areas among the 20 listed as having the most foreclosure filings in the nation, according to Forbes. Filing for bankruptcy can stop foreclosure proceedings through an automatic stay. Debtors who file for Chapter 7 bankruptcy will receive temporary protection from foreclosure proceedings, while those who file for Chapter 13 bankruptcy may be able to save their homes and catch up on late or missed payments. Los Angeles Bankruptcy Attorney, Hamid Soleimanian, provides legal assistance for filing for bankruptcy. California bankruptcy attorney Soleimanian has aggressively and honestly represented clients for the past 14 years from one of Los Angeles' most highly respected multi-practice law firms, the Law Office of Hamid Soleimanian. An active member of the California State Bar Association, Soleimanian has been honored with the Amjure Award for Lawyering Skills and Practicum. Bankruptcy is a constitutionally protected right that provides debtors with a financial fresh start by discharging many or even all of their debts. B ankruptcy provides many valuable protections to petitioners by stopping foreclosure and repossession proceedings and other creditor actions, including wage garnishments. Hamid Soleimanian, bankruptcy lawyer in California, can help debtors who are struggling with excessive debts learn whether or not bankruptcy may be the right option for them. Whether an individual is filing for Chapter 13 or Chapter 7 bankruptcy, bankruptcy exemptions can protect a percentage of his or her property. These exemptions can be applied to a portion of equity in a home, vehicle, or other personal property. Los Angeles bankruptcy lawyer Hamid Soleimanian helps people determine which bankruptcy is right for their situations and how they can best use exemptions to their advantage. Contact Mr Soleimanian, Bankruptcy Lawyer Los Angeles It may be possible to avoid foreclosure through bankruptcy. Hamid Soleimanian, bankruptcy attorney in Los Angeles, helps Californians with personal or business bankruptcy and is dedicated to helping his clients achieve freedom from burdensome debt. Visit http://www.mrlawwiz.comfor more information about the services provided by this attorney. You can also call or visit their office at 16633 Ventura Blvd., Suite 503 in Encino, CA 91436. * BOND PRICING -- For Week From Nov. 21 to 25, 2011 --------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- AHERN RENTALS 9.25 8/15/2013 18.80 AMBAC INC 9.38 8/1/2011 10.00 AMBAC INC 9.50 2/15/2021 9.89 AMBAC INC 7.50 5/1/2023 10.00 AMBAC INC 5.95 12/5/2035 14.00 AMBAC INC 6.15 2/7/2087 1.38 AMERICAN ORIENT 5.00 7/15/2015 31.33 AMR CORP 9.00 8/1/2012 73.10 AMR CORP 6.25 10/15/2014 41.25 BANK NEW ENGLAND 8.75 4/1/1999 14.00 BANK NEW ENGLAND 9.88 9/15/1999 14.00 BANKUNITED FINL 3.13 3/1/2034 5.50 BDN-CALL12/11 3.88 10/15/2026 99.06 BDN-CALL12/11 3.88 10/15/2026 100.00 BLOCKBUSTER INC 11.75 10/1/2014 2.13 CAPMARK FINL GRP 5.88 5/10/2012 50.50 CENTRAL EUROPEAN 3.00 3/15/2013 46.00 CIRCUS & ELDORAD 10.13 3/1/2012 68.50 CLEARWIRE COMM 8.25 12/1/2040 30.39 CLEARWIRE COMM 8.25 12/1/2040 30.39 CONTL AIRLINES 8.75 12/1/2011 99.90 DELTA PETROLEUM 3.75 5/1/2037 80.50 DGAS-CALL12/11 7.00 2/1/2023 97.10 DIODES-CALL12/11 2.25 10/1/2026 99.85 DIRECTBUY HLDG 12.00 2/1/2017 23.00 DIRECTBUY HLDG 12.00 2/1/2017 23.25 DUKE REALTY LP 3.75 12/1/2011 99.84 DUNE ENERGY INC 10.50 6/1/2012 58.87 DYNEGY HLDGS INC 8.75 2/15/2012 69.75 EASTMAN KODAK CO 7.25 11/15/2013 44.28 EDDIE BAUER HLDG 5.25 4/1/2014 6.75 ELEC DATA SYSTEM 3.88 7/15/2023 96.50 ENERGY CONVERS 3.00 6/15/2013 45.50 EVERGREEN SOLAR 13.00 4/15/2015 53.00 FAIRPOINT COMMUN 13.13 4/1/2018 1.00 FAIRPOINT COMMUN 13.13 4/2/2018 1.00 FIBERTOWER CORP 9.00 11/15/2012 47.38 FIBERTOWER CORP 9.00 1/1/2016 34.75 FORD MOTOR CRED 7.00 11/26/2011 99.80 GLOBALSTAR INC 5.75 4/1/2028 30.50 GMX RESOURCES 5.00 2/1/2013 62.50 GMX RESOURCES 5.00 2/1/2013 58.33 GREAT ATLA & PAC 5.13 6/15/2011 11.00 HAWKER BEECHCRAF 8.50 4/1/2015 28.25 HAWKER BEECHCRAF 9.75 4/1/2017 15.50 HORIZON LINES 4.25 8/15/2012 69.00 K HOVNANIAN ENTR 6.50 1/15/2014 54.25 K HOVNANIAN ENTR 11.88 10/15/2015 54.00 K HOVNANIAN ENTR 7.50 5/15/2016 33.50 KELLWOOD CO 7.63 10/15/2017 24.50 KSU-CALL12/11 13.00 12/15/2013 113.53 LEHMAN BROS HLDG 0.25 6/29/2012 23.00 LEHMAN BROS HLDG 6.00 7/19/2012 23.50 LEHMAN BROS HLDG 3.00 10/28/2012 25.13 LEHMAN BROS HLDG 3.00 11/17/2012 24.25 LEHMAN BROS HLDG 5.00 1/22/2013 23.25 LEHMAN BROS HLDG 5.63 1/24/2013 25.56 LEHMAN BROS HLDG 5.10 1/28/2013 22.50 LEHMAN BROS HLDG 5.00 2/11/2013 22.25 LEHMAN BROS HLDG 4.80 2/27/2013 23.50 LEHMAN BROS HLDG 4.70 3/6/2013 23.88 LEHMAN BROS HLDG 5.00 3/27/2013 23.50 LEHMAN BROS HLDG 5.75 5/17/2013 24.25 LEHMAN BROS HLDG 5.25 1/30/2014 23.13 LEHMAN BROS HLDG 4.80 3/13/2014 25.25 LEHMAN BROS HLDG 5.00 8/3/2014 23.51 LEHMAN BROS HLDG 6.20 9/26/2014 25.75 LEHMAN BROS HLDG 5.15 2/4/2015 23.00 LEHMAN BROS HLDG 5.25 2/11/2015 23.13 LEHMAN BROS HLDG 8.80 3/1/2015 23.13 LEHMAN BROS HLDG 7.00 6/26/2015 23.63 LEHMAN BROS HLDG 8.50 8/1/2015 23.75 LEHMAN BROS HLDG 5.00 8/5/2015 23.26 LEHMAN BROS HLDG 7.00 12/18/2015 23.47 LEHMAN BROS HLDG 5.50 4/4/2016 25.00 LEHMAN BROS HLDG 8.92 2/16/2017 24.38 LEHMAN BROS HLDG 5.60 1/22/2018 23.00 LEHMAN BROS HLDG 6.00 2/12/2018 23.50 LEHMAN BROS HLDG 5.25 3/5/2018 21.50 LEHMAN BROS HLDG 8.05 1/15/2019 21.00 LEHMAN BROS HLDG 7.00 4/16/2019 22.00 LEHMAN BROS HLDG 8.75 12/21/2021 23.50 LEHMAN BROS HLDG 11.00 6/22/2022 23.50 LEHMAN BROS HLDG 11.00 7/18/2022 22.75 LEHMAN BROS HLDG 11.00 8/29/2022 20.00 LEHMAN BROS HLDG 11.50 9/26/2022 23.50 LEHMAN BROS HLDG 9.00 12/28/2022 21.75 LEHMAN BROS HLDG 9.50 12/28/2022 23.50 LEHMAN BROS HLDG 9.50 1/30/2023 22.50 LEHMAN BROS HLDG 9.50 2/27/2023 23.50 LEHMAN BROS HLDG 9.00 3/7/2023 22.13 LEHMAN BROS HLDG 10.00 3/13/2023 23.63 LEHMAN BROS HLDG 18.00 7/14/2023 25.75 LEHMAN BROS HLDG 10.38 5/24/2024 22.00 LEHMAN BROS HLDG 11.00 3/17/2028 23.75 LEHMAN BROS INC 7.50 8/1/2026 14.00 LIFEPT VILGE 8.50 3/19/2013 49.50 MAJESTIC STAR 9.75 1/15/2011 4.00 MANNKIND CORP 3.75 12/15/2013 53.00 METLIFE INC 6.13 12/1/2011 100.03 MF GLOBAL HLDGS 6.25 8/8/2016 32.00 MF GLOBAL LTD 9.00 6/20/2038 30.25 MOHEGAN TRIBAL 8.00 4/1/2012 65.63 MOHEGAN TRIBAL 6.13 2/15/2013 69.75 MOHEGAN TRIBAL 7.13 8/15/2014 48.13 MOHEGAN TRIBAL 7.13 8/15/2014 39.50 NGC CORP CAP TR 8.32 6/1/2027 21.50 PENSON WORLDWIDE 8.00 6/1/2014 39.89 PMI CAPITAL I 8.31 2/1/2027 0.50 PMI GROUP INC 6.00 9/15/2016 22.75 QUICKSILVER RES 1.88 11/1/2024 96.77 RADIAN GROUP 5.63 2/15/2013 66.28 REAL MEX RESTAUR 14.00 1/1/2013 44.00 RESIDENTIAL CAP 8.50 6/1/2012 85.50 RESIDENTIAL CAP 8.50 4/17/2013 89.00 RESIDENTIAL CAP 8.88 6/30/2015 44.13 RESTAURANT CO 10.00 10/1/2013 20.00 RYERSON TULL INC 8.25 12/15/2011 98.00 SO-CALL12/11 5.65 12/15/2040 100.13 TENET HEALTHCARE 6.38 12/1/2011 100.00 TEXAS COMP/TCEH 10.25 11/1/2015 34.38 TEXAS COMP/TCEH 10.25 11/1/2015 38.15 TEXAS COMP/TCEH 10.25 11/1/2015 35.00 THORNBURG MTG 8.00 5/15/2013 8.13 TIMES MIRROR CO 7.25 3/1/2013 38.25 TOUSA INC 9.00 7/1/2010 20.00 TRAVELPORT LLC 11.88 9/1/2016 36.50 TRAVELPORT LLC 11.88 9/1/2016 34.63 TRIBUNE CO 5.25 8/15/2015 36.25 TRICO MARINE 3.00 1/15/2027 1.50 TRICO MARINE SER 8.13 2/1/2013 7.00 VIRGIN RIVER CAS 9.00 1/15/2012 51.00 WCI COMMUNITIES 4.00 8/5/2023 1.57 WESTERN EXPRESS 12.50 4/15/2015 36.38 WESTERN EXPRESS 12.50 4/15/2015 39.00 WILLIAM LYON INC 10.75 4/1/2013 30.00 WILLIAM LYON INC 7.50 2/15/2014 24.50 WILLIAM LYONS 7.63 12/15/2012 30.00 ********* 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 ***