/raid1/www/Hosts/bankrupt/TCR_Public/120204.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Saturday, February 4, 2012, Vol. 16, No. 34
Headlines
AES EASTERN: Files Initial Monthly Operating Report
AMERICAN AIRLINES: AMR Has $904 Million Net Loss in December
BANKUNITED FINANCIAL: Ends December 2011 With $9.24-Mil. Cash
FIRSTFED FINANCIAL: Ends December 2011 With $2.82-Mil. Cash
GENERAL MARITIME: Ends November 2011 With $25.77-Mil. Cash
GREAT ATLANTIC & PACIFIC: Ends December 2011 With $196.8-Mil. Cash
ICOP DIGITAL: Ends December 2011 With $149,702 Cash
LEE ENTERPRISES: Earns $3.2 Million in Filing Period Ended Dec. 25
LTV CORP: Ends December 2011 With $2.22-Mil. Cash
MSR RESORT: 5 Paulson Resorts Have $9.2 Million December Loss
PMI GROUP: Ends December 2011 With $165.4-Mil. Cash
VITRO SAB: Mukki LLC Ends December 2011 With $4.28-Mil. Cash
WASHINGTON MUTUAL: Ends December 2011 With $4.46 Billion Cash
*********
AES EASTERN: Files Initial Monthly Operating Report
---------------------------------------------------
AES Eastern Energy, L.P., et al., have filed an initial monthly
report with the U.S. Bankruptcy Court for the District of
Delaware.
The Debtors submitted a Thirteen Week Cash Flow Projection
covering the weeks ended Jan. 23, 2012, through April 16, 2012.
A copy of the initial monthly operating report is available for
free at http://bankrupt.com/misc/aeseastern.initialmor.pdf
About AES Eastern Energy
Ithaca, New York-based AES Eastern Energy, L.P. operates four
coal-fired electricity generating facilities with a gross capacity
of 1,169 MW. AEE leases two of those plants. AEE sells
electricity into the spot market at prevailing New York
Independent System Operator wholesale market prices. AEE is a
special purpose entity that is indirectly wholly owned by AES
Corp.
AES Eastern Energy and 13 affiliates filed for Chapter 11
bankruptcy (Bankr. D. Del. Case Nos. 11-14138 through 11-14151) on
Dec. 30, 2011. Lawyers at Weil, Gotshal & Manges LLP and
Richards, Layton & Finger, P.A. are legal counsel to AES Eastern
Energy and affiliates. Barclays Capital is serving as investment
banker and financial advisor. Kurtzman Carson Consultants serves
as claims and noticing agent. AES Eastern Energy estimated
$100 million to $500 million in assets and $500 million to
$1 billion in debts. The petition was signed by Peter Norgeot,
general manager.
The Chapter 11 filing was designed to turn the two operating
facilities over to debt holders in exchange for debt.
AMERICAN AIRLINES: AMR Has $904 Million Net Loss in December
------------------------------------------------------------
AMR Corporation, et al.
Condensed Consolidated Balance Sheet
As of December 31, 2011
ASSETS
Current Assets
Cash $283,000,000
Short-term investments 3,718,000,000
Restricted cash and short-term investments 738,000,000
Receivables, net 902,000,000
Inventories, net 617,000,000
Fuel derivative contracts 97,000,000
Other current assets 402,000,000
------------------
6,757,000,000
Equipment and property
Flight equipment, net 11,041,000,000
Other equipment and property, net 2,126,000,000
Purchase deposits for flight equipment 746,000,000
------------------
13,913,000,000
Equipment and property under capital leases
Flight equipment, net 323,000,000
Other equipment and property, net 70,000,000
------------------
393,000,000
International slots and route authorities 708,000,000
Domestic slots and airport operating and
gate lease rights, less accumulated
amortization, net 186,000,000
Other assets 1,891,000,000
------------------
TOTAL ASSETS $23,848,000,000
==================
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable $1,007,000,000
Accrued liabilities 1,882,000,000
Air traffic liability 4,223,000,000
Current maturities of long-term debt 1,518,000,000
------------------
Total current liabilities 8,630,000,000
Long-term debt, less current maturities 6,702,000,000
Obligations under capital leases, less
current obligations -
Pension and postretirement benefits 9,204,000,000
Other liabilities, deferred gains and
deferred credits 1,580,000,000
Liabilities subject to compromise 4,843,000,000
Stockholders' Equity
Preferred stock -
Common stock 341,000,000
Additional paid-in capital 4,465,000,000
Treasury stock (367,000,000)
Accumulated other comprehensive income (loss) (3,964,000,000)
Accumulated deficit (7,586,000,000)
------------------
(7,111,000,000)
------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $23,848,000,000
==================
AMR Corporation, et al.
Consolidated Statement of Operations
For the Month Ended December 31, 2011
Revenues
Passenger - American Airlines $1,496,000,000
- Regional Affiliates 220,000,000
Cargo 55,000,000
Other revenues 224,000,000
------------------
Total operating revenues 1,995,000,000
Expenses
Aircraft fuel 691,000,000
Wages, salaries and benefits 597,000,000
Other rentals and landing fees 127,000,000
Maintenance, materials and repairs 90,000,000
Depreciation and amortization 88,000,000
Commissions, booking fees and credit card expense 83,000,000
Aircraft rentals 62,000,000
Food service 43,000,000
Special charges 725,000,000
Other operating expenses 217,000,000
------------------
2,723,000,000
------------------
Operating income (loss) (728,000,000)
Other income (expense)
Interest income 2,000,000
Interest expense (62,000,000)
Interest capitalized 4,000,000
Miscellaneous - net (2,000,000)
------------------
(58,000,000)
------------------
Income (loss) before reorganization items (786,000,000)
Reorganization items, net (118,000,000)
------------------
Income (loss) before income taxes (904,000,000)
Income tax -
------------------
NET LOSS ($904,000,000)
==================
AMR Corporation, et al.
Condensed Consolidated Statement of Cash Flows
Month Ended December 31, 2011
Net cash provided by (used for) Operating
Activities $14,000,000
Cash flow from investing activities:
Capital expenditures, including aircraft
lease deposits (100,000,000)
Net (increase) decrease in short-term
investments (1,044,000,000)
Net (increase) decrease in restricted cash
and short-term investments (47,000,000)
Proceeds from sale of equipment and property 4,000,000
------------------
Net cash used for investing activities (1,187,000,000)
Cash flow from financing activities:
Payments on long-term debt and capital
lease obligations (2,000,000)
Proceeds from:
Issuance of debt -
Sale leaseback transactions -
Other -
------------------
(2,000,000)
------------------
Net increase (decrease) in cash (1,175,000,000)
Cash at beginning of period 1,458,000,000
------------------
Cash at end of period $283,000,000
==================
About American Airlines
AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.
AMR, previously the world's largest airline prior to mergers by
other airlines, is the last of the so-called U.S. legacy airlines
to seek court protection from creditors.
American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights. The
combined network fleet numbers more than 900 aircraft.
The Company reported a net loss of $884 million on
$18.02 billion of total operating revenues for the nine months
ended Sept. 30, 2011. AMR recorded a net loss of $471 million in
the year 2010, a net loss of $1.5 billion in 2009, and a net loss
of $2.1 billion in 2008.
The Company's balance sheet at Sept. 30, 2011, showed
$24.72 billion in total assets, $29.55 billion in total
liabilities, and a $4.83 billion stockholders' deficit.
Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel. Rothschild
Inc., is the financial advisor. Garden City Group Inc. is the
claims and notice agent.
Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at
Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance
as proposed counsel to the Official Committee of Unsecured
Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011.
The Committee has selected Togut, Segal & Segal LLP as co-counsel
for conflicts and other matters; Moelis & Company LLC as its
investment banker, and Mesirow Financial Consulting, LLC as its
financial advisor.
Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
BANKUNITED FINANCIAL: Ends December 2011 With $9.24-Mil. Cash
-------------------------------------------------------------
BankUnited Financial Corporation, together with its subsidiaries
BankUnited Financial Services, Inc., and CRE America Corporation,
filed on Jan. 19, 2012, its monthly operating report for
December 2011 with the United States Bankruptcy Court for the
Southern District of Florida.
Funds at Dec. 31, 2011, were $9,248,559 compared to $9,635,068 at
Nov. 30, 2011. The Debtors paid a total of $438,555 in
Professional Fees (Accounting & Legal) in the month.
BankUnited Financial Corporation, et al., reported a net loss of
$364,090 in December. The Debtor incurred professional fees of
$443,055 for the period.
At Dec. 31, 2011, BankUnited Financial Corporation, et al., had
$34.1 million in total assets, $576.8 in total liabilities,
and a stockholders' deficit of $542.7 million.
A complete text of the operating report is available for free at:
http://is.gd/rPZhe7
About BankUnited Financial
BankUnited Financial Corp. (OTC Ticker Symbol: BKUNQ) --
http://www.bankunited.com/-- was the holding company for
BankUnited FSB, the largest banking institution headquartered in
Coral Gables, Florida. On May 21, 2009, BankUnited FSB was closed
by regulators and the Federal Deposit Insurance Corporation
facilitated a sale of the bank to a management team headed by John
Kanas, a veteran of the banking industry and former head of North
Fork Bank, and a group of investors that include W.L. Ross & Co.,
Blackstone Group, Carlyle and Centerbridge. The new owners
installed Mr. Kanas as CEO and he sought to revamp BankUnited as a
commercial lender in south Florida.
BankUnited Financial and its affiliates filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 09-19940) on May 22,
2009. Stephen P. Drobny, Esq., and Peter Levitt, Esq., at Shutts
& Bowen LLP; Mark D. Bloom, Esq., and Scott M. Grossman, Esq., at
Greenberg Traurig, LLP; and Michael C. Sontag, at Camner, Lipsitz,
P.A., represent the Debtors as counsel. Corali Lopez-Castro,
Esq., David Samole, Esq., at Kozyak Tropin & Throckmorton, P.A.;
and Todd C. Meyers, Esq., at Kilpatrick Stockton LLP, serve as
counsel to the official committee of unsecured creditors.
The banking unit had assets of $12.8 billion and deposits of $8.6
billion as of May 2, 2009. The holding company, in its bankruptcy
petition, disclosed $37,729,520 in assets against $559,740,185 in
debts. Aside from those assets, BankUnited said a "valuable"
asset is its $3.6 billion net operating loss carryforward.
Wilmington Trust Co., U.S. Bank, N.A., and the Bank of New York
were listed among the company's largest unsecured creditors in
their roles as trustees for security issues. BankUnited estimated
the Bank of New York claim tied to convertible securities at
$184 million. U.S. Bank and Wilmington Trust are owed
$120 million and $118.171 million on account of senior notes.
The Bankruptcy Court will hold a hearing on Feb. 21 for approval
of the Chapter 11 plan proposed by the Creditors' Committee. The
disclosure statement says that holders owed $321 million on senior
notes will recover about 1% to as much as 14.3%. Holders owed $245
million on subordinated notes won't receive anything as the result
of a subordination agreement. There is almost nothing in the way
of unsecured claims, the committee believes. Almost all unsecured
claims are against the bank subsidiary, in the committee's
judgment.
Federal Deposit Insurance Corp. asserts a $1.47 billion claim
based on the bank's capital deficiency. There is a separate
dispute over ownership of a $50 million tax refunds. The plan is
based on a partial settlement with the FDIC.
Aside from the tax refund claim, a principal asset is the $4.25
billion net tax loss carryforward. The bankruptcy judge has ruled
that the tax refund claim belongs to BankUnited. The FDIC has
taken an appeal.
FIRSTFED FINANCIAL: Ends December 2011 With $2.82-Mil. Cash
-----------------------------------------------------------
FirstFed Financial Corp. filed on Jan. 18, 2012, its monthly
operating report for December 2011 with the U.S. Bankruptcy Court
for the Central District of California, Los Angeles Division.
The Company reported a net loss of $93,840 on $0 revenue for
the period.
At Dec. 31, 2011, the Company had $2.9 million in total assets,
$159.6 million in total liabilities, and a stockholders' deficit
of $156.7 million. The Company ended the period with
$2,825,334 in unrestricted cash.
A complete text of the operating report is available for free at:
http://is.gd/KfHsjS
About FirstFed Financial
Irvine, Calif.-based FirstFed Financial Corp. is the bank
holding company for First Federal Bank of California and its
subsidiaries. The Bank was closed by federal regulators on
Dec. 18, 2009.
FirstFed Financial Corp. filed for Chapter 11 protection (Bankr.
C.D. Calif. Case No. 10-10150) on Jan. 6, 2010. Jon L. Dalberg,
Esq., at Landau Gottfried & Berger LLP, represents the Debtor in
its restructuring effort. Garden City Group is the claims and
notice agent. The Debtor disclosed assets at $1 million and
$10 million, and debts at $100 million and $500 million.
GENERAL MARITIME: Ends November 2011 With $25.77-Mil. Cash
----------------------------------------------------------
On Jan. 27, 2012, General Maritime Corporation, et al., filed
their initial monthly operating report for the period from
Nov. 17, 2011, through Nov. 30, 2011 with the U.S. Bankruptcy
Court for the Southern District of New York.
The Debtors reported a net loss of $19.3 million on $5.9 million
of voyage revenues for the period. The Company reported an
operating loss of $4.9 million in the period. Interest expense,
net was $3.5 million. Other income was $2.0 million.
Reorganization expenses, net totaled $12.9 million.
The Debtors' balance sheet at Nov. 30, 2011, showed $1.671 billion
in total assets, $1.422 billion in total liabilities, and
shareholders' equity of $248.8 million. The Debtors ended the
period with $25,775,328 cash.
A copy of the initial monthly operating report is available for
free at http://is.gd/zyiCpF
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 $1,201,124,132 in assets and
$1,503,375,285 in liabilities as of the Chapter 11 filing.
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.
The Official Committee of Unsecured Creditors appointed in the
case has retained lawyers at Jones Day as Chapter 11 counsel.
Jones Day previously represented an ad hoc group of holders of the
12% Senior Notes due 2017 issued by General Maritime Corp. This
representation began Sept. 20, 2011, and concluded Nov. 29, 2011,
with the agreement of all members of the Noteholders Committee.
The Creditors Committee also tapped Lowenstein Sandler PC as
special conflicts counsel.
The Noteholders Committee consisted 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.
The Creditors Committee is comprised of Bank of New York Mellon
Corporate Trust, Stone Harbor Investment Partners, Delos
Investment Management, and Ultramar Agencia Maritima Ltda.
GREAT ATLANTIC & PACIFIC: Ends December 2011 With $196.8-Mil. Cash
------------------------------------------------------------------
On Jan. 20, 2012, The Great Atlantic & Pacific Tea Company, Inc.,
and its U.S. subsidiaries filed their monthly operating report for
the period from Nov. 6, 2011, to Dec. 3, 2011, with the U.S.
Bankruptcy Court for the Southern District of New York.
The Debtors reported a net loss of $62.0 million on $535.6 million
of sales for the four weeks ended Nov. 5, 2011. Reorganization
expenses in the month totaled $2.9 million. Loss from continuing
operations before nonoperating income, interest expense and
reorganization items was $49.2 million.
At Dec. 3, 2011, the Debtors' consolidated balance sheet showed
$2.137 billion in total assets, $3.501 billion in total
liabilities, $148.3 million in Series A redeemable preferred
stock, and a stockholders' deficit of $1.512 billion. The Debtors
ended the period with $196.8 million in cash and cash equivalents
compared to $234.1 million at the beginning of the period.
A copy of the operating report is available for free at:
http://is.gd/377N9r
About Great Atlantic & Pacific
Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific is a supermarket retailer, operating under a variety of
well-known trade names, or "banners" across the mid-Atlantic and
Northeastern United States. Before filing for bankruptcy in 2010,
A&P operated 429 stores in 8 states and the District of Columbia
under the following trade names: A&P, Waldbaum's, Pathmark,
Pathmark Sav-a-Center, Best Cellars, The Food Emporium, Super
Foodmart, Super Fresh and Food Basics. A&P had 41,000 employees
prior to the bankruptcy filing.
A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y.
Case No. 10-24549) on Dec. 12, 2010, in White Plains, New York.
In its petition, A&P reported total assets of $2.5 billion and
liabilities of $3.2 billion as of Sept. 11, 2010.
Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors. Kurtzman Carson Consultants LLC
is the claims and notice agent. Lazard Freres & Co. LLC is the
financial advisor. Huron Consulting Group is the management
consultant. Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and
Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represent the Official Committee of Unsecured Creditors.
A&P obtained court approval for a new contract with C&S Wholesale
Grocers Inc., its principal supplier. The contract is designed to
save A&P $50 million a year when the supermarket operator emerges
from Chapter 11 reorganization.
A&P sold 12 Super-Fresh stores in the Baltimore-Washington area
for $37.83 million, plus the value of inventory. Thirteen other
locations didn't attract buyers at auction and were closed mid-
July 2011.
On Nov. 14, 2011, the Company filed with the Bankruptcy Court a
proposed Chapter 11 plan. On Dec. 20, 2011, the Bankruptcy Court
approved the adequacy of information in the disclosure statement
explaining the Plan. The deadline for voting on the Plan was
Jan. 24, 2012. A hearing before the Bankruptcy Court on the
confirmation of the Plan is scheduled for Feb. 6, 2012.
ICOP DIGITAL: Ends December 2011 With $149,702 Cash
---------------------------------------------------
On Jan. 20, 2012, ICOP Digital Inc., now known as Digital Systems,
Inc., filed with the U.S. Bankruptcy Court for the District of
Kansas a monthly operating report for the month of December 2011.
The Debtor reported a net loss of $8,984 on $0 revenue for the
month.
The Debtor's schedule of receipts and disbursements for the month
showed:
Funds at Beginning of Period $153,362
Total Receipts $5,024
Total Funds Available for Operations $158,386
Total Disbursements $8,684
Ending Balance $149,702
Professional fees paid in the month totaled $5,675.
A complete text of the operating report is available for free at:
http://is.gd/lchSYa
About ICOP Digital
Founded in 2002, ICOP Digital Inc. sells surveillance equipment
for law enforcement agencies. Lenexa, Kansas-based ICOP Digital
filed for Chapter 11 protection in Kansas City (Bankr. D. Kan.
Case No. 11-20140) on Jan. 21, 2011. In its schedules, the Debtor
disclosed assets of $1.67 million and debt of $2.74 million. The
balance sheet as of Sept. 30, 2010, had assets on the books for
$6.7 million and total debts of $4.3 million. Joanne B. Stutz,
Esq., at Evans & Mullinix PA, in Shawnee, Kansas, serves as the
Debtor's bankruptcy counsel.
The Debtor has been renamed as of March 14, 2011, to Digital
Systems, Inc.
LEE ENTERPRISES: Earns $3.2 Million in Filing Period Ended Dec. 25
------------------------------------------------------------------
Lee Enterprises, Inc., et al., reported net income of $3.2 million
on $61.3 million of revenues for the filing period Dec. 11, 2011,
to Dec. 25, 2011. Income before reorganization costs and income
taxes was $6.8 million for the period.
At Dec. 25, 2011, the Debtor had $1.167 billion in total assets,
$1.253 billion in total liabilities, and a stockholders' deficit
of $85.9 million. The Debtor ended the period with $31.4 million
in cash and equivalents, compared to cash and equivalents of
$19.5 million at Dec. 11, 2011.
A copy of the operating report is available for free at:
http://bankrupt.com/misc/leeenterprises.doc168.pdf
About Lee Enterprises
Lee Enterprises, Inc., headquartered in Davenport, Iowa, publishes
the St. Louis Post Dispatch and the Arizona Daily Star along with
more than 40 other daily newspapers and about 300 weekly
newspapers and specialty publications in 23 states. Revenue for
the 12 months ended December 2010 was $780 million. The Company
has 6,200 employees, with 4,650 working full-time.
Lee Enterprises and certain of its affiliates filed for chapter 11
(Bankr. D. Del. Lead Case No. 11-13918) on Dec. 12, 2011, with a
prepackaged plan of reorganization. The Debtor selected Sidley
Austin LLP as its general reorganization and bankruptcy counsel,
and Young Conaway Stargatt & Taylor LLP as co-counsel; The
Blackstone Group as Financial and Asset Management Consultant; and
The Debtor disclosed total assets of $1.15 billion and total
liabilities of $1.25 billion at Sept. 25, 2011.
Deutsche Bank Trust Company Americas, as DIP Agent and Prepetition
Agent, is represented in the Debtors' cases by Sandeep "Sandy"
Qusba, Esq., and Terry Sanders, Esq., at Simpson Thacher &
Bartlett LLP.
Certain Holders of Prepetition Credit Agreement Claims, Goldman
Sachs Lending Partners LLC, Mutual Quest Fund, Monarch Master
Funding Ltd, Mudrick Distressed Opportunity Fund Global, LP and
Blackwell Partners, LLC have committed to acquire up to a maximum
amount of $166.25 million of loans under a New Second Lien Term
Loan Facility pursuant to the Reorganization Plan. This
commitment also includes the potential payment of up to $10
million as backstop cash to Reorganized Lee Enterprises to acquire
the loans. The Initial Backstop Lenders are represented by
Matthew S. Barr, Esq., and Brian Kinney, Esq., at Milbank, Tweed,
Hadley & McCloy LLP.
LTV CORP: Ends December 2011 With $2.22-Mil. Cash
-------------------------------------------------
On Jan. 19, 2012, The LTV Corporation, et al., submitted to
the United States Bankruptcy Court for the Northern District of
Ohio, Eastern Division, their monthly operating report for
December 2011.
LTV ended the period with a $2,222,000 cash balance. LTV had no
receipts and $522,000 in disbursements in December, including
$471,000 paid to Chapter 11 professionals. Beginning cash was
$2,744,000.
A complete text of the operating report is available for free at:
http://is.gd/ElMDo3
About The LTV Corporation
Headquartered in Cleveland, Ohio, The LTV Corp. operates as a
domestic integrated steel producer. The Company along with 48
subsidiaries filed for Chapter 11 protection on Dec. 29, 2000
(Bankr. N.D. Ohio, Case No. 00-43866). On Aug. 31, 2001, the
Company disclosed $4,853,100,000 in total assets and
$4,823,200,000 in total liabilities.
By order dated Feb. 28, 2002, the Court approved the sale of
substantially all of the Debtors' integrated steel assets to WLR
Acquisition Corp. n/k/a International Steel Group, Inc., for a
purchase price of roughly $80 million, plus the assumption of
certain environmental and other obligations. ISG also purchased
inventories which were located at the integrated steel facilities
for roughly $52 million. The sale of the Debtors' integrated
steel assets to ISG closed in April 2002, and a second closing
related to the purchase of the inventory occurred in May 2002.
On Dec. 31, 2002, substantially all of the assets of the Pipe
and Conduit Business, consisting of LTV Tubular Company, a
division of LTV Steel Company, Inc., and Georgia Tubing
Corporation, were sold to Maverick Tube Corporation for cash of
roughly $120 million plus the assumption of certain environmental
and other obligations. On Oct. 16, 2002, the Debtors announced
that they intended to reorganize the Copperweld Business as a
stand-alone business. The LTV Corporation no longer exercised any
control over the business or affairs of the Copperweld Business.
A separate plan of reorganization was developed for the Copperweld
Business. On Aug. 5, 2003, the Copperweld Business filed a
disclosure statement for the Joint Plan of Reorganization of
Copperweld Corporation and certain of its debtor affiliates. On
Oct. 8, 2003, the Court approved the Second Amended Disclosure
Statement. On Nov. 17, 2003, the Court confirmed the Second
Amended Joint Plan, as modified, and on Dec. 17, 2003, the Plan
became effective and the common stock was canceled. Because The
LTV Corporation received no distributions under the Second Amended
Plan, LTV's equity in the Copperweld Business is worthless and has
been canceled. On March 31, 2011, the Court granted a final
decree closing the chapter 11 cases of each of the Copperweld
debtors.
In November 2002, the Debtors paid the DIP Lenders the remaining
balance due for outstanding loans and in December 2002, the
remaining letters of credit were canceled or cash collateralized.
Consequently, the Debtors have no remaining obligation to the DIP
Lenders. Pursuant to a February 2003 Court order, LTV Steel
continued the orderly liquidation and wind down of its businesses.
On Oct. 8, 2003, the Court entered an Order substantively
consolidating the Chapter 11 estates of LTV Steel and Georgia
Tubing Corporation for all purposes.
In November and December 2003, approximately $91.9 million was
distributed by LTV Steel to other Debtors pursuant to the
Intercompany Settlement Agreement that was approved by the Court
on Nov. 17, 2003. Because the amount of secured and unsecured
debt of such other Debtors exceeds the amount of the distributions
to such other Debtors, LTV's equity in such Debtors is worthless.
On March 31, 2005, the Court entered an order that among other
things: (a) approved a distribution and dismissal plan for LTV and
certain other debtors; (b) authorized LTV and LTV Steel to take
any and all actions that are necessary or appropriate to implement
the distribution and dismissal plan; (c) established March 31,
2005, as the record date for identifying shareholders of LTV that
are entitled to any and all shareholder rights with respect to the
distribution and dismissal plan and the eventual dissolution of
LTV (although shareholders of LTV will not receive a distribution
on account of their shares of LTV's stock); and (d) authorized LTV
to establish and fund a reserve account for the conduct of post-
dismissal activities and the payment of post-dismissal claims.
LTV is in the process of liquidating, and its stock is worthless.
There is no set of facts known to LTV that will result in proceeds
of asset sales exceeding LTV's known liabilities. Thus, there
will be no recovery to LTV's stockholders. Pursuant to the
March 31, 2005 Order, the record date for shareholders has been
established as of March 31, 2005. Accordingly, effective as of
March 31, 2005, LTV will no longer engage the transfer agent to
maintain the transfer records for LTV's common or preferred stock.
On April 15, 2005, the Official Committee of Administrative
Claimants ("ACC") filed a motion with the Court for an order
authorizing the Committee to commence and prosecute causes of
action against certain officers and directors of LTV Steel and LTV
on behalf of the LTV Steel bankruptcy estate. A hearing on the
motion was held in Bankruptcy Court on June 7, 2005. A written
ruling was issued on Sept. 2, 2005, whereby the ACC's motion was
granted, in part, as determined in the Court's Order. On
Sept. 13, 2005, the ACC filed a complaint in the United States
District Court for the Northern District of Ohio (the "District
Court") against certain officers and directors of LTV Steel and
LTV on behalf of the LTV Steel bankruptcy estate (the
"Complaint"). On Sept. 20, 2005, the Court granted a motion filed
by Mr. Moran, a former director and officer, for a stay pending
appeal (the "Stay Order"). On Jan. 30, 2006, the Court entered an
Agreed Order whereby, under a stipulation dated as of Nov. 30,
2005, between the ACC and the nine named defendants of the
Complaint (collectively, the "Defendants"), the Stay Order will
apply equally to the ACC and all Defendants and will stay the
lawsuit until the disposition of Mr. Moran's appeal (the "Moran
Appeal"). Also, the parties have the right to engage in limited
discovery as permitted under terms of the stipulation. On
April 2, 2009, the ACC filed its First Amended Complaint ("First
Amended Complaint") and the ACC also filed a Notice of Lifting of
The Stipulated Stay of Proceedings.
On Nov. 8, 2006, the District Court entered an order dismissing
the Moran Appeal (the "Dismissal Order"). On Nov. 28, 2006, Mr.
Moran filed a notice of appeal of the Dismissal Order to the
United States Court of Appeals for the Sixth Circuit. The Sixth
Circuit heard oral arguments on Jan. 15, 2009, and issued its
opinion on March 23, 2009. The opinion of the Sixth Circuit
affirmed the Nov. 8, 2006 District Court's ruling. On April 6,
2009, Mr. Moran filed a Petition for Rehearing and Suggestion for
Rehearing En Banc ("Petition for Rehearing") and Mr. Moran also
filed a Notice of Continuation of Stay Pending Consideration by
the Sixth Circuit of the Petition for Rehearing. On July 15,
2009, the District Court issued an order lifting the Stay Order
previously imposed. On July 21, 2009, the Sixth Circuit issued an
order denying the Petition for Rehearing.
On March 28, 2007, the ACC filed a motion with the Court
requesting an order to approve the appointment of a Chapter 11
trustee (the "Chapter 11 Trustee Motion"). On April 11, 2007,
April 12, 2007, and May 1, 2007, certain of the Defendants filed
motions to convert the case to Chapter 7 (the "Chapter 7 Trustee
Motion"). On June 28, 2007, the ACC filed a motion to withdraw
the Chapter 11 Trustee Motion; the Court granted the ACC's
withdrawal motion on Aug. 1, 2007. An evidentiary hearing on the
Chapter 7 Trustee Motion was held in August 2007. The Court has
not yet issued its order.
On Sept. 18, 2009, the Defendants filed Motions to Dismiss the
First Amended Complaint. A hearing on the Motions to Dismiss was
held in the District Court on April 16, 2010. The District Court
issued its opinion and order on Sept. 21, 2010, denying the
Motions to Dismiss. The discovery deadline was June 27, 2011, and
the District Court set a trial date of Nov. 21, 2011, however, due
to the pending settlement discussed below, the trial date has been
vacated.
The ACC has reached a global settlement with the Defendants to the
Complaint and various insurance companies under terms of a
Directors, Officers and Corporate Liability Policy. The
settlement was approved by the Court on Dec. 12, 2011, and the
order became effective and enforceable immediately upon entry.
Under terms of the settlement agreement, the insurers will pay
$85 million into the LTV Steel Company Qualified Settlement Fund
(the "Settlement Payment"). Subject to satisfaction of certain
conditions, the Settlement Payment, net of amounts necessary to
pay the fees of the ACC's special litigation counsel, will be
disbursed to make an interim distribution not less than 95% of the
allowed but as yet unpaid amount of such administrative claims.
It is anticipated that sufficient funds will be available to pay
all allowed administrative claims in full and that funds will be
available to pay unsecured priority claims on a pro rata basis. A
motion to establish a bar date for unsecured priority claims is
expected to be filed in January 2012.
MSR RESORT: 5 Paulson Resorts Have $9.2 Million December Loss
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the five resorts that Paulson & Co. and Winthrop
Realty Trust foreclosed early last year and put into Chapter 11
reported a $9.2 million net loss in December on $46.6 million
total revenue. The operating statement filed in bankruptcy court
in Manhattan attributed the loss entirely to $6.3 million in
interest expense, $7.7 million in depreciation and amortization,
and $2.1 million in "reorganization items."
About MSR Resort
MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.
On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding. CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.
Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.
Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11
bankruptcy by the Paulson and Winthrop joint venture affiliates.
MSR Resort Golf Course LLC and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan
on Feb. 1, 2011. The resorts subject to the filings are Grand
Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta
Resort and Club and PGA West, Doral Golf Resort and Spa, and
Claremont Resort and Spa.
James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson
Consultants LLC is the Debtors' claims agent.
The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings. In its
schedules, debtor MSR Resort disclosed $59,399,666 in total assets
and $1,013,213,968 in total liabilities.
The resorts have agreement with lenders allowing the companies to
remain in Chapter 11 at least until September 2012. Donald Trump
has a contract to buy the Doral Golf Resort and Spa in Miami for
$170 million. There will be an auction to learn if there is a
better bid. The resorts have said that Trump's offer price implies
a value for all the properties "significantly" exceeding the $1.5
billion in debt.
The Official Committee of Unsecured Creditors is represented by
Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston &
Bird LLP, in New York.
PMI GROUP: Ends December 2011 With $165.4-Mil. Cash
---------------------------------------------------
On Jan. 20, 2012, The PMI Group, Inc., filed its monthly operating
report for the period from Nov. 23, 2011 through Dec. 31, 2011,
with the U.S. Bankruptcy Court for the District of Delaware.
The Debtor reported a net loss of $4.5 million for the period.
Total expense was $1.0 million. Net investment loss was
$3.5 million.
The Company's balance sheet at Dec. 31, 2011, showed
$233.5 million in total assets, $766.9 million in total
liabilities, and a shareholders' deficit of $533.4 million. The
Company ended the period with $165,409,120 cash, compared with
$165,578,477 as of Nov. 23, 2011. No professional fees were paid
from Nov. 23, 2011, through Dec. 31, 2011.
A copy of the December monthly operating report is available for
free at http://is.gd/Zx0yWZ
About PMI Group
Del.-based The PMI Group, Inc., is an insurance holding company
whose stock had, until Oct. 21, 2011, been publicly-traded on the
New York Stock Exchange. Through its principal regulated
subsidiary, PMI Mortgage Insurance Co., and its affiliated
companies, the Debtor provides residential mortgage insurance in
the United States.
The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 11-13730) on Nov. 23, 2011. The Debtor had total assets of
$225 million and total debts of $736 million. Stephen Smith
signed the petition as chairman, chief executive officer,
president and chief operating officer.
The Debtor said in the filing that it does not have the financial
resources to pay the outstanding principal amount of the 4.50%
Convertible Senior Notes, 6.000% Senior Notes and the 6.625%
Senior Notes if those amounts were to become due and payable.
The Debtor is represented by James L. Patton, Esq., Pauline K.
Morgan, Esq., Kara Hammond Coyle, Esq., and Joseph M. Barry, Esq.,
at Young Conaway Stargatt & Taylor LLP. Sullivan & Cromwell, LLP,
and Osborn & Maledon, P.A., serve as special counsel to the
Debtor.
VITRO SAB: Mukki LLC Ends December 2011 With $4.28-Mil. Cash
------------------------------------------------------------
On Jan. 19, 2012, Mukki LLC f/k/a Vitro America, LLC, Tayo Inc.
f/k/a Super Sky Products, Inc., VVP Finance Corporation, VVP
Funding Corporation and VVP Holdings, LLC, filed their monthly
operating reports for the month ending Dec. 31, 2011, with the
U.S. Bankruptcy Court for the Northern District of Texas.
Mukki LLC reported net profit of $936,088 on $nil revenue
for the month.
At Dec. 31, 2011, Mukki LLC America had $14.8 million in total
assets, $243.7 million in total liabilities, and a stockholders'
deficit of $228.9 million. Mukki LLC ended the period with
$4,284,858 in unrestricted cash.
A copy of Mukki LLC's December 2011 monthly operating report is
available for free at:
http://bankrupt.com/misc/mukkillc.doc1502.pdf
Tayo Inc. had no income or expense transactions for the month.
At Dec. 31, 2011, Tayo Inc. had $3.3 million in total assets,
$0 liabilities, and stockholders' equity of $3.3 million.
A copy of Tayo Inc.'s December 2011 monthly operating report is
available for free at:
http://bankrupt.com/misc/tayoinc.doc1503.pdf
VVP Finance had no income or expense transactions for the month.
At Dec. 31, 2011, VVP Finance had $176.09 million in total
assets, $645,764 in total liabilities, and stockholders' equity of
$175.45 million.
A copy of VVP Finance's December 2011 monthly operating report
is available for free at:
http://bankrupt.com/misc/vvpfinance.doc1505.pdf
VVP Funding had no income or expense transactions for the month.
At Dec. 31, 2011, VVP Funding had $3.05 million in total assets,
$0 liabilities, and stockholders' equity of $3.05 million.
A copy of VVP Funding's December 2011 monthly operating report is
available for free at:
http://bankrupt.com/misc/vvpfunding.doc1506.pdf
VVP Holdings reported a net loss of $8,980 for the month.
VVP Holdings' balance sheet at Dec. 31, 2011, showed $645,764 in
total assets, $12.60 million in total liabilities, and an equity
deficit of $11.95 million.
A copy of VVP Holdings' December 2011 monthly operating report is
available for free at:
http://bankrupt.com/misc/vvpholdings.doc1507.pdf
About Vitro SAB
Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.
Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).
Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in
debt from bondholders. The tender offer would be consummated
with a bankruptcy filing in Mexico and Chapter 15 filing in the
United States. Vitro said noteholders would recover as much as
73% by exchanging existing debt for cash, new debt or convertible
bonds.
Concurso Mercantil & Chapter 15 Proceedings
Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for
Civil and Labor Matters for the State of Nuevo Leon, commencing
its voluntary concurso mercantil proceedings -- the Mexican
equivalent of a prepackaged Chapter 11 reorganization. Vitro SAB
also commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.
Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings. The judge said Vitro couldn't push
through a plan to buy back or swap US$1.2 billion in debt from
bondholders based on the vote of US$1.9 billion of intercompany
debt when third-party creditors were opposed. Vitro as a result
dismissed the first Chapter 15 petition following the ruling by
the Mexican court.
On April 12, 2011, an appellate court in Mexico reinstated the
reorganization. Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-
11754).
The Vitro parent told the Mexico stock exchange that it received
sufficient acceptances of its reorganization pending in a court
in Monterrey. The approval vote was evidently obtained using
claims of affiliates. The bondholders are opposing the Mexican
reorganization plan because shareholders could retain ownership
while bondholders aren't being paid in full. Bondholders
previously cited an "independent analyst" who estimated the
Mexican plan was worth 49% to 54% of creditors' claims.
In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.
Chapter 11 Proceedings
A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc.,
Davidson Kempner Distressed Opportunities Fund LP, and Brookville
Horizons Fund, L.P. Together, they held US$75 million, or
approximately 6% of the outstanding bond debt. The Noteholder
group commenced involuntary bankruptcy cases under Chapter 11 of
the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D.
Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010.
Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise
in the United States against the ad hoc group of dissident
bondholders and its advisors.
A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has
expressed concerns over the exchange offer. The group says the
exchange offer exposes Noteholders who consent to potential
adverse consequences that have not been disclosed by Vitro. The
group is represented by John Cunningham, Esq., and Richard
Kebrdle, Esq. at White & Case LLP.
The U.S. affiliates subject to the involuntary petitions are
Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case
No.10-47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-
47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-
47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-
47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No.
10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 0-47477);
Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478);
B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479);
Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480);
Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP
Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP
Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro
Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485).
A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries. On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were
subject to the involuntary petitions into voluntary Chapter 11.
The Texas Court on April 21 denied involuntary petitions against
the eight U.S. subsidiaries that didn't consent to being in
Chapter 11.
Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al. Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah
Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq.,
and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP,
in New York, as counsel. Blackstone Advisory Partners L.P.
serves as financial advisor to the Committee.
The U.S. Vitro companies sold their assets to American Glass
Enterprises LLC, an affiliate of Sun Capital Partners Inc., for
US$55 million.
WASHINGTON MUTUAL: Ends December 2011 With $4.46 Billion Cash
-------------------------------------------------------------
On Jan. 24, 2012, Washington Mutual, Inc., and WMI Investment
Corp. filed their monthly operating report for December 2011 with
the United States Bankruptcy Court for the District of Delaware.
Washington Mutual reported net income of $42,2 million for the
period.
At Dec. 31, 2011, Washington Mutual had $6.695 billion in total
assets, $8.384 billion in total liabilities, and a shareholders'
deficit of $1.689 billion. Washington Mutual ended December 2011
with $4.460 billion in unrestricted cash and cash equivalents.
Washington Mutual paid a total of $21.4 million in professional
fees and reimbursed a total of $3.0 million in professional
expenses in December.
WMI Investment reported a net loss of $70,246 for the month of
December.
At Dec. 31, 2011, WMI Investment had $913,495,228 in total
assets, $14,825 in post-petition liabilities, and a stockholders'
equity of $913,480,403. WMI Investment ended October 2011 with
$277,047,846 in unrestricted cash and cash equivalents.
A complete text of the operating report is available for free at:
http://is.gd/2UB0o5
Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.
Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.
WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.
Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.
On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.
WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.
On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.
WaMu said it would seek confirmation of a revised plan "as soon as
practicable."
The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.
About Washington Mutual
Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.
Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns
100% of the equity in WMI Investment. When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695. WMI Investment
estimated assets of $500 million to $1 billion with zero debts.
WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP. The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.
Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee. The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.
On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion
determining that the global settlement agreement, among certain
parties including WMI, the Federal Deposit Insurance Corporation
and JPMorgan, upon which the Plan is premised, and the
transactions contemplated therein, are fair, reasonable, and in
the best interests of WMI. However, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.
WaMu filed a Modified Sixth Amended Joint Plan and a related
Supplemental Disclosure Statement, which it believes would address
the Bankruptcy Court's concerns.
On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's
Modified Sixth Amended Plan and granted equity committee standing
to prosecute claims for equitable disallowance but stayed the
ruling pending mediation.
WaMu said it would seek confirmation of a revised plan "as soon as
practicable."
The Plan proposes to pay more than $7 billion to creditors and
incorporates a global settlement agreement resolving issues among
the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp.
in its corporate capacity and as receiver for WaMu Bank, certain
large creditors, certain WMB senior noteholders, and the
creditors' committee. The Settlement Noteholders are Appaloosa
Management, L.P., Aurelius Capital Management LP, Centerbridge
Partners, LP, and Owl Creek Asset Management, L.P.
As reported in the TCR on Jan. 27, 2011, Lee Enterprises Inc. and
its debtor-affiliates won confirmation of a second version of
their prepackaged Chapter 11 plan of reorganization.
*********
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 2012 . All rights reserved. ISSN: 1520-9474.
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