/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/120215.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, February 15, 2012, Vol. 16, No. 45 Headlines 2121 LLC: Case Summary & 18 Largest Unsecured Creditors CLC INDUSTRIES: Case Summary & 7 Largest Unsecured Creditors ACCESS PHARMACEUTICALS: Extends Warrants' Expiration Date to 2015 ABITIBIBOWATER INC: Bankruptcy Allows Termination of Sublease AIDA'S PARADISE: Taps Latham Shuker as Bankruptcy Counsel AIDA'S PARADISE: TD Wants Case Dismissed as a Bad Faith Filing AIDA'S PARADISE: Taps Consulting CFO as Financial Advisor AIDA'S PARADISE: Files Schedules of Assets and Liabilities ALERE INC: 'B1' by Moody's Constrained by High Leverage ALLEN FAMILY FOODS: Not Sure Chapter 11 Plan Possible ALLY FINANCIAL: Issuing $1 Billion of Senior Guaranteed Notes AMERICAN AXLE: Barow Hanley Discloses 7.2% Equity Stake AMERICAN AXLE: Incurs $1.5 Million Net Loss in Dec. 31 Quarter AMERICAN EQUITY: Fitch Affirms Issuer Default Rating at 'BB+' AMERICAN HOME: Faces $10-Mil. Class Action Over Fake Docs AMERICAN REALTY TRUST: Sec. 341 Creditors' Meeting on March 1 AMERICANWEST BANCORP: BDO Seidman Approved as Tax Accountants AMERIDEBT INC: Chapter 11 Trustee May Not Double-Dip on Pay ARAMARK CORP: Moody's Says B1 Rating Unaffected by Refinancing AVANTAIR INC: Incurs $872,000 Net Loss in Fourth Quarter AVION POINT: Chapter 11 Plan Confirmation Hearing Set for April 4 AXION INTERNATIONAL: Amends Prospectus for Pref. Shares Offering BANNING LEWIS: Wants to Hire NAI Highland as Real Estate Broker BANNING LEWIS: Wants to Employ Holland & Hart as Special Counsel BANKUNITED FINANCIAL: Court Approves CRO Engagement Extension BANKUNITED FINANCIAL: U.S. Trustee Objects to Committee's Plan BEAZER HOMES: Deutsche Bank Discloses 7.7% Equity Stake BERKS BEHAVIORAL: Bankr. Court to Hear Suit v. St. Joe, Bornemann BERNARD L. MADOFF: Petitions Filed for Supreme Court to Hear Case BERNARD L. MADOFF: Trustee Says Mets Deliberately Ignored Fraud BERNARD L. MADOFF: Trustee Sues Koch, Two Foreign Banks BEYOND OBLIVION: Set to Auction Assets for At Least $1.5MM BUFFETS INC: Obtains Final Court Approval of $50MM DIP Financing CAESARS ENTERTAINMENT: Selling $1.2BB Notes at 100% Issue Price CAMTECH PRECISION: Avstar Solicitation Period Extended to March 5 CAPITAL BANCORP: Joseph Reid Discloses 4.2% Equity Stake CARGO TRANSPORTATION: Hires Larry Hyman as Plan Trustee CDC CORP: Proposes Solomon Harris as Corporate Counsel CENTAM PARTNERS: Court OKs James Caris as Bankruptcy Counsel CENTAM PARTNERS: Court OKs Robert J. Berney as Accountant CENTAM PARTNERS: Wants Case Dismissal Hearing Continued CENTRAL GARDEN: Moody's Affirms 'B1' Corporate; Outlook Stable CHENIERE ENERGY: S&P Raises Corporate Credit Rating to 'B-' CHESAPEAKE ENERGY: Fitch Assigns 'BB' Sr. Unsecured Note Rating CHEYENNE HOTELS: Taps Meili Sikora as Tax Advisor and Accountant CHINA TEL GROUP: To Issue 2 Million Shares for Legal Services CIRCLE ENTERTAINMENT: Deutsche Bank Discloses 8% Equity Stake CIRCLE STAR: Terminates Purchase Agreement with Colonial CIRCLE STAR: Enters Into Inter-Creditor Pact with Noteholders CITYCENTER HOLDINGS: Fitch Rates First Lien Issuance at 'BB-' CLAIRE'S STORES: Has Net Sales of $435 Million in 4th Quarter COACH AMERICA: Names Laura Hendricks New Chief Executive COACH AMERICA: S&P Withdraws 'D' Corporate Credit Rating COMPLETE PRODUCTION: S&P Raises Corporate Credit Rating to 'BB+' COMPREHENSIVE CARE: Registers 50MM Shares Under Equity Plan COMSTOCK MINING: Completes $15 Million Public Offering CONTAINERSHIP CO: May Use Chapter 15 to Sue Shippers CONVERTED ORGANICS: Has 438.9 Million Outstanding Common Shares DAIS ANALYTIC: Amends Form S-1 Registration Statement DC DEVELOPMENT: Wants Plan Filing Period Extended to June 11 DC DEVELOPMENT: Can Employ Maloney and Associates as Accountants DC DEVELOPMENT: Can Employ SSG as Exclusive Investment Banker DC DEVELOPMEHNT: Can Hire WRD as Broker to Sell 120 Lodestone Way DC DEVELOPMENT: Taps WRD as Broker for Garrett Count Parcels EGDON HEATH: Case Summary & 6 Largest Unsecured Creditors EXEC REALTY: Case Summary & 6 Largest Unsecured Creditors EDIETS.COM INC: Board Adopts 2010 Amended Equity Incentive Plan EDWARD DEETS: Sec. 341 Creditors' Meeting Continued Until Feb. 24 ELKSTONE 21: Involuntary Chapter 11 Case Summary ENERGY CONVERSION: Files Chapter 11; Seeks Sale of Businesses EPICEPT CORP: Hudson Bay Discloses 4.9% Equity Stake EVANS OIL: Use of Fifth Third's Cash Collateral Expires March 9 EVANS OIL: Wants Until March 9 to Decide on Unexpired Leases EVANS OIL: Fifth Third's Request for Trustee, Examiner Denied EVANS OIL: Wants Fifth Third Collateral Valued at $11MM - $14MM FANNIE MAE: Lawmakers Push Bill to Put Fannie, Freddie on Budget FILENE'S BASEMENT: Hires A&M to Provide President, COO and CFO FILENE'S BASEMENT: Court Schedules March 1 as Claims Bar Date FILENE'S BASEMENT: Court OKs Equity Committee Appointment FILENE'S BASEMENT: Court Approves Skadden Arps as Bankr. Counsel FILENE'S BASEMENT: Can Hire Young Conaway as Conflicts Counsel FORD CREDIT: DBRS Assigns 'BB' Rating to Senior Unsecured Notes FRANK PARSONS: Lindenmeyr Response Deadline Moved to Feb. 27 FRANKLIN CREDIT: Inks Subservicing Agreement with Bosco Credit FREDERICK'S OF HOLLYWOOD: NYSE Amex Accepts Plan of Compliance GENCORP INC: Vanguard Group Discloses 4.7% Equity Stake GENERAL MARITIME: Creditors Seek Extension for Challenging Liens GENERAL MARITIME: S&P Withdraws 'D' Corporate Credit Rating GLOBAL INVESTOR: Incurs $1.8 Million Net Loss in Dec. 31 Quarter GOEL ENTERPRISE: Automotive Tech's Objection Deadline Moved GP WEST: Court Confirms Joint Plan of Reorganization GREEN GARDEN: Anticipates Getting Court OK for Asset Sale HAMPTON ROADS: Fir Tree Discloses 9.6% Equity Stake HAWKER BEECHCRAFT: Robert Miller Named Chief Executive Officer HMC/CAH: Court OKs Lentz Clark as Committee's Local Counsel FRIENDLY ICE CREAM: Wants Until April 2 to Propose Chapter 11 Plan GENERAL MOTORS: Spirnak Claim Reclassified as Equity GENTA INC: Has 1.9 Billion Outstanding Common Shares HOMEROOMS INC: Case Summary & 15 Largest Unsecured Creditors HOSTESS BRANDS: Teamsters to Strike if Unfair Contract Imposed HOWREY LLP: Trustee Intends to Fight for Farmer Lawsuit Proceeds IMAGEWARE SYSTEMS: Has $1-Mil. Profit in 9 Months Ended Sept. 30 IMAGEWARE SYSTEMS: To Offer 58.9 Million Common Shares IMAGEWARE SYSTEMS: Neal Goldman Discloses 18.1% Equity Stake INTEGRATED ENVIRONMENTAL: Sells Common Stock Units for $250,000 IRWIN MORTGAGE: Wants Exclusive Filing Period Extended to July 6 ISAACSON STEEL: Has Until May 16 to Propose Chapter 11 Plan ISAACSON STRUCTURAL: General Capital OK'd as Investment Banker ISHA HOMES: Court Declines to Rule on Plan, Extends Voting ISTAR FINANCIAL: Fir Tree Discloses 5.7% Equity Stake JAMES RIVER: Michael Cook Owns 13.1% of Class A Shares JEFFERSON COUNTY: S&P Affirms 'C' SPURs on Sewer System Warrants JASPERS ENTERPRISES: Wingate Hotel Maryland Owner in Chapter 11 JER/JAMESON: Wants to Hire Ashby & Geddes as Bankruptcy Counsel JER/JAMESON: Gets Final OK to Access Wells Fargo's Cash Collateral JER/JAMESON: Has Until Feb. 20 to File Schedules and Statements KAPPY INVESTMENTS: Court Denies Vogel Employment Due to Conflicts KV PHARMACEUTICAL: Jacob Gottlieb Ceases to Hold 5% Equity Stake LEAR CORP: Judge Allows Antitrust Class Action to Proceed LIBBEY INC: R. Rowe Price Holds 5.4% Equity Stake LIBERATOR INC: Retires Roughly 25 Million Common Shares LOCATEPLUS HOLDINGS: Completes Sale of Assets to LPHC LOCATEPLUS HOLDINGS: Receives "Wells Notice" from Staff of SEC LPATH INC: Amends 12.5 Million Units Offering Prospectus MADERAS LAND: Voluntary Chapter 11 Case Summary MADISON 92ND: Hearing on Plan Disclosures Today MADISON 92ND: Creditors Have Until March 5 to File Proofs of Claim MEADWESTVACO CORP: Moody's Issues Summary Credit Opinion MEDIA GENERAL: Inks Short-Term Amendments to Credit Agreement MERIDIEN HOME: Voluntary Chapter 11 Case Summary MOMENTIVE PERFORMANCE: To Report $600 Million Sales in Q4 MOMENTIVE SPECIALTY: Expects to Report $1.2 Billion Sales in Q4 NASSAU BROADCASTING: Seeks Court Approval to Auction Assets NEOMEDIA TECHNOLOGIES: Issues $450,000 Debenture to YA Global NEONODE INC: Magnuz Goertz Discloses 6% Equity Stake NEVADA CANCER: Wants to Hire HelixIP LLP as Special Patent Counsel NEVADA CANCER: Committee Can Retain Pachulski Stang as Counsel NEVADA CANCER: Panel Can Retain Schwartzer as Local Counsel NEW ENGLAND: Case Summary & 2 Largest Unsecured Creditors NEW STREAM: Wants Until March 7 to Propose Restructuring Plan NORTEL NETWORKS: Patent Papers Spark Battle in Bankruptcy Court NPS PHARMACEUTICALS: Columbia Wanger Holds 13.6% Equity Stake NPS PHARMACEUTICALS: J. Gottlieb Ceases to Hold 5% Equity Stake OSSIAN SMOKED: Case Summary & 20 Largest Unsecured Creditors OVERLAND STORAGE: Expects $18MM-$20MM Revenue in Q2 Fiscal 2013 PACIFIC ENERGY: Court Sends Valdez Suit to State Court PATRIOT COAL: S&P Lowers Corporate Credit Rating to 'B' PHOENIX SERVICES: S&P Assigns 'B+' Corporate Credit Rating PHYSIO-CONTROL INT'L: S&P Assigns 'B+' Corporate Credit Rating PITNEW NEWS: Fitch Lowers Preferred Stock Rating to 'BB+' PREMONT INDEPENDENT: Moody's Affirms 'Ba1'Rating on Tax Bonds PRIME TIME: Case Summary & 11 Largest Unsecured Creditors PROTEONOMIX INC: Directors Limit Conversion of Preferred Shares PSS WORLD: Moody's Assigns 'Ba3' Corporate Family Rating PSS WORLD: S&P Assigns 'BB-' Senior Unsecured Debt Rating QUALITY DISTRIBUTION: Expects $178-Mil. Revenue in Fourth Quarter QUINCY MEDICAL: Jilted Senior Execs May Pursue Buyer REAL MEX: Court Approves Asset Sale to Noteholders for $126MM RESIDENTIAL CAPITAL: S&P Lowers Corporate Credit Rating to 'CC' RUDY PIPELINE: Moody's Says Structural Changes Modestly Positive RYLAND GROUP: Vanguard Group Holds 5.1% Equity Stake SANTANDER BANCORP: Fitch Retains 'bb+' Viability Rating SEARCHMEDIA HOLDINGS: Partners with Win Media for Tourism Drive SEARCHMEDIA HOLDINGS: Heartland Advisors Holds 5.8% Equity Stake SEQUENOM INC: Visium Balanced Ceases to Hold 5% Equity Stake SIX FLAGS: Moody's Says 'B1' CFR Unaffected by Dividend Increase SOLYNDRA LLC: GOP Threatens White House With Contempt SPANISH BROADCASTING: Regains Compliance with NASDAQ Requirement STANFORD INT'L: Judge to Rule on Using SIPC Fund for Victims STRATUS MEDIA: Amends 41.6 Million Common Shares Offering SWISS CHALET: Court Confirms Joint Amended Plan of Reorganization TBS INTERNATIONAL: Wins Interim Approval to Use AIG Collateral TBS INTERNATIONAL: Wins Approval to Tap $42.8M Bankruptcy Loan TEXASBANC CAPITAL: Fitch Cuts Rating on Preferred Stock to 'BB+' THERMODYNETICS INC: Incurs $173,000 Net Loss in Dec. 31 Quarter TRANS-LUX CORP: Gabelli Funds Discloses 75.2% Equity Stake TRIDENT MICROSYSTEMS: Taps Epping Hermann as Foreign IP Counsel TRIUS THERAPEUTICS: Brian Atwood Discloses 11.4% Equity Stake TRIUS THERAPEUTICS: Wellington Discloses 11.6% Equity Stake TROPICANA ENTERTAINMENT: Moody's Assigns B2 CFR; Outlook Stable TROPICANA ENTERTAINMENT: S&P Assigns 'BB-' Corp. Credit Rating ULURU INC: Gets Notice From NYSE on Continued Listing Standards U.S. 19: Case Summary & 4 Largest Unsecured Creditors VITESSE SEMICONDUCTOR: Linden Ceases to Hold 5% Equity Stake WASHINGTON MUTUAL: Files Emergency Motion to Move Hearing WILCOX EMBARCADERO: Status Conference Set for Feb. 28 WILCOX EMBARCADERO: Sec. 341 Creditors' Meeting Set for March 14 WILCOX EMBARCADERO: Taps Steele George as Bankruptcy Counsel WILLIAM LYONS: Wins Court Nod for Plan to Cut Debt by 36% WINDSTREAM CORP: S&P Assigns 'BB+' Senior Secured Term Loan A-3 WOOD COTTON: Case Summary & 11 Largest Unsecured Creditors YRC WORLDWIDE: Deutsche Bank Ceases to Hold 5% Equity Stake ZALE CORP: Bank of New York Ceases to Hold 5% Equity Stake ZIP SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ZOGENIX INC: Chicago Growth Discloses 4.2% Equity Stake ZOO ENTERTAINMENT: Michael Self Discloses 3.9% Equity Stake * Straddling Taxes May Be Stretched Out Under Plan * Restaurants Adapt to Prolonged U.S. Economic Recovery * Florida Lawyer Barred From Court for Bad Language * Linklaters Grabs Spot as Law360's Largest Bankruptcy Group * Upcoming Meetings, Conferences and Seminars ********* 2121 LLC: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------- Debtor: 2121, LLC 300 N.E. 71 Street Miami, FL 33138 Bankruptcy Case No.: 12-13247 Chapter 11 Petition Date: February 9, 2012 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: Geoffrey S. Aaronson, Esq. AARONSON SCHANTZ P.A. 100 SE 2nd Ave. # 2700 Miami, FL 33131 Tel: (786) 594-3000 E-mail: gaaronson@aspalaw.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 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flsb12-13247.pdf The petition was signed by Mallory Kauderer, manager. CLC INDUSTRIES: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: CLC Industries, Inc. fdba Commercial Light Company 114 S. Bloomingdale Road Bloomingdale, IL 60108 Bankruptcy Case No.: 12-04931 Chapter 11 Petition Date: February 12, 2012 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Pamela S. Hollis Debtor's Counsel: Teresa L. Einarson, Esq. THOMAS & EINARSON LTD. 1200 E Roosevelt Rd Suite 150 Glen Ellyn, IL 60137 Tel: (630) 562-2280 Fax: (630) 953-1972 E-mail: terryeinarson@yahoo.com Scheduled Assets: $555,306 Scheduled Liabilities: $4,612,465 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb12-04931.pdf The petition was signed by Thomas C. Halperin, president. ACCESS PHARMACEUTICALS: Extends Warrants' Expiration Date to 2015 ----------------------------------------------------------------- Access Pharmaceuticals, Inc., on Feb. 10, 2012, entered into amendment agreements for 4,581,816 currently outstanding warrants which extended the expiration dates of those warrants to Feb. 16, 2015, for 3,818,180 warrants; to Oct. 24, 2015, for 386,364 warrants; and to Dec. 6, 2015, for 377,272 warrants. The holders of those warrants are SCO Capital Partners LLC, Lake End Capital LLC and Beach Capital LLC, which may be deemed to be affiliates of Jeffrey B. Davis and Steven H. Rouhandeh, the Company's chief executive officer and a director, respectively, as well as other un-affiliated warrant holders. The warrants that were amended were for the purchase of an aggregate of 4,581,816 shares of the Company's common stock. In connection with the amendments, the holders of those warrants agreed to waive any damages that they may have incurred relating to the Company's inability to register the shares of common stock issuable upon exercise of the warrants, other than liquidated damages that may have already accrued relating to such inability to register those shares. A full-text copy of the Amendment is available for free at: http://is.gd/YqoxqY About Access Pharmaceuticals Access Pharmaceuticals, Inc., develops pharmaceutical products primarily based upon its nano-polymer chemistry technologies and other drug delivery technologies. The Company currently has one approved product, one product candidate at Phase 3 of clinical development, three product candidates in Phase 2 of clinical development and other product candidates in pre-clinical development. The Company reported a net loss of $7.54 million on $481,000 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.34 million on $352,000 of revenue during the prior year. The Company also reported a net loss of $2.81 million on $1.34 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $9.84 million on $334,000 of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.22 million in total assets, $25.68 million in total liabilities, and a $23.46 million total stockholders' deficit. As reported by the TCR on April 5, 2011, Whitley Penn LLP, in Dallas, Texas, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2010 results. The independent auditors noted that the Company has had recurring losses from operations, negative cash flows from operating activities and has an accumulated deficit. ABITIBIBOWATER INC: Bankruptcy Allows Termination of Sublease ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. District Judge W. Harold Albritton from Montgomery, Alabama, ruled on Feb. 6 that when a bankrupt lessee- sublessor rejected a lease of real property, the master lessor had the right to terminate a sublease even with the so-called ipso facto provision in Section 365(e) of the Bankruptcy Code. The report recounts that during its Chapter 11 case, AbitibiBowater Inc. rejected the leases for the timberland in Alabama that Abitibi owner named Twilley. Before bankruptcy, Abitibi subleased some of the land to a company named Cahaba that proceeded to pay rent directly to Twilley for several years. During bankruptcy, the lease from Twilley to Abitibi was rejected. After Abitibi emerged from bankruptcy, Twilley sued Cahaba in U.S. District Court in Montgomery seeking a declaration that the sublease was terminated. Once the lease was rejected and no longer part of Abitibi's bankrupt estate protected by the automatic stay, Twilley argued it had the right to terminate the sublease to Cahaba. In response, sublessee Cahaba relied on Section 365(e) which says that a non-bankrupt party may not terminate a contract simply based on bankruptcy. Judge Albritton ruled that the Sec. 365(e) provision only protects a company in bankruptcy, not a nonbankrupt third party like the sublessee. Looking at Alabama law and the lease provision, Judge Albritton ruled that Twilley had the right to terminate the sublease once the master lease was rejected by Abitibi. The case is Cahaba Forests LLC v. Hay, 11-423, U.S. District Court, Middle District of Alabama (Montgomery). About AbitibiBowater Inc. AbitibiBowater Inc. -- http://www.abitibibowater.com/-- owns or operates 18 pulp and paper mills and 24 wood products facilities located in the United States, Canada and South Korea. Marketing its products in more than 70 countries, AbitibiBowater is also among the largest recyclers of old newspapers and magazines in North America, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade under the stock symbol ABH on both the New York Stock Exchange and the Toronto Stock Exchange. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, served as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acted as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, served as the Debtors' co-counsel, while Troutman Sanders LLP in New York, served as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors were Advisory Services LP, and their noticing and claims agent was Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel was Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Luc A. Despins, Esq., at Paul, Hastings, Janofsky & Walker LLP, in New York, served as counsel to the Official Committee of Unsecured Creditors. Jamie L. Edmonson, Esq., GianClaudio Finizio, Esq., and Daniel A. O'Brien, Esq., at Bayard, P.A., in Wilmington, Delaware, served as local counsel to the Creditors Committee. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represented the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handled the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. The U.S. Bankruptcy Court issued an opinion confirming AbitibiBowater's chapter 11 plan of reorganization on Nov. 22, 2010. The Debtors also obtained approval of their reorganization plan under the Canadian Companies' Creditors Arrangement Act. AbitibiBowater emerged from bankruptcy on Dec. 9, 2010. AIDA'S PARADISE: Taps Latham Shuker as Bankruptcy Counsel --------------------------------------------------------- Aida's Paradise, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida for permission to employ R. Scott Shuker and the law firm of Latham, Shuker, Eden & Beaudine, LLP, as its counsel, nunc pro tunc to Jan. 6, 2012. As counsel for the Debtor, LSEB will: (a) advise the Debtor as to its rights and duties in the Chapter 11 case; (b) prepare pleadings related to the case, including a disclosure statement and a plan of reorganization; and (c) take any and all other necessary action incident to the proper preservation and administration of the case. Hourly rates of attorneys and paralegals of LSEB range from $500 for its most experienced attorneys to $105 for its most junior paraprofessionals, subject to periodic adjustment. Prior to the commencement of this case, the Debtor paid an advance fee of $45,213 for post-petition services and expenses in connection with this case. To the Debtors' knowledge, LSEB has no connection with the creditors, any other party-in-interest, its respective attorneys and accountants, the United States trustee, or any persons employed by the United States Trustee, except that LSEB also represents Park Lane, a debtor in a Chapter 11 case filed in the Middle District of Florida, Orlando Division, Case No. 11-07218. Debtor and Park Lane have common ownership: Dr. Adil R. Elias and Dr. Aida A. Elias. About Aida's Paradise Based in Maitland, Florida, Aida's Paradise LLC owns roughly three acres of developed real property on International Drive in Orlando, Florida. It leases various parcels of the I-Drive Property to three tenants: Volcano Island Mini Golf, Dunkin Donuts (aka Jennifer's Donuts), and CBS Outdoor (which operates an electronic billboard on site). Aida's Paradise filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 12-00189) on Jan. 6, 2012. Chief Karen S. Jennemann presides over the case. R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, serves as the Debtor's counsel. Consulting CFO, Inc., serves as the Debtor's financial advisor. In its schedules, the Debtor disclosed $14,980,158 in assets and $9,323,768 in liabilities. The petition was signed by Dr. Adil R. Elias, manager. AIDA'S PARADISE: TD Wants Case Dismissed as a Bad Faith Filing -------------------------------------------------------------- Creditor T.D. Bank, N.A., successor by merger to Mercantile Bank, asks the U.S. Bankruptcy Court for the Middle District of Florida to dismiss the Chapter 11 case of Aida's Paradise LLC. The Bank, which holds a $9,000,000 claim against property valued by the Debtor at $2,923,366, states that the Debtor's bankruptcy case depicts a classic bad faith filing. The Debtor has no equity in the property, little cash on hand, minimal cash flow, no employees, and is embroiled in a two party dispute with its secured lender. Any reorganization, the Bank adds, is neither feasible nor realistic, thereby rendering the Property not necessary to an effective reorganization. Moreover, to prevent forum shopping and to promote judicial economy, dismissal is appropriate. Counsel for T.D. Bank can be reached at: Ryan E. Davis, Esq. Richard B. Weinman, Esq. WINDERWEEDLE, HAINES, WARD & WOODMN, P.A. 390 N. Orange Avenue, Suite 1500 Orlando, FL 32801 Tel: (407) 423-4246 Fax: (407) 423-7014 E-mail: rdavis@whww.com rweinman@whww.com About Aida's Paradise Based in Maitland, Florida, Aida's Paradise LLC owns roughly three acres of developed real property on International Drive in Orlando, Florida. It leases various parcels of the I-Drive Property to three tenants: Volcano Island Mini Golf, Dunkin Donuts (aka Jennifer's Donuts), and CBS Outdoor (which operates an electronic billboard on site). Aida's Paradise filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 12-00189) on Jan. 6, 2012. Chief Karen S. Jennemann presides over the case. R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, serves as the Debtor's counsel. Consulting CFO, Inc., serves as the Debtor's financial advisor. In its schedules, the Debtor disclosed $14,980,158 in assets and $9,323,768 in liabilities. The petition was signed by Dr. Adil R. Elias, manager. AIDA'S PARADISE: Taps Consulting CFO as Financial Advisor --------------------------------------------------------- Aida's Paradise LlC asks the U.S. Bankruptcy Court for the Middle District of Florida for permission to employ Terry J. Soifer and Consulting CFO, Inc., as its financial advisor, nunc pro tunc to Jan. 6, 2012. As financial advisor, CFO will: (a) review and analyze the Debtor's historical books and records and financial report; (b) assist with the preparation of financial projections; (c) assist with the monthly operating reports; and (d) provide other financial services, including the preparation of cash budgets, as may be required by the Debtor from time to time. Services will be billed at the standard hourly rate of Terry Soifer, which currently is $250 per hour. To the Debtor's knowledge, CFO represents no interest adverse to the Debtor in matters upon which it is to be engaged, and employment of CFO would be in the best interest of the estate, except that CFO is also employed in the case of Park Lane, a debtor in a Chapter 11 case filed in the Middle District of Florida, Orlando Division, Case No. 11-07218. The Debtor and Park Lane have common ownership: Dr. Adil R. Elias and Dr. Aida A. Elias. CFO also provides financial services that include preparing annual budgets, cash flow projections, review of monthly financial reports with management and other related financial activities for creditor Cuhaci Peterson. However, CFO does not provide any services in respect of Peterson's claim against Debtor. The Debtor paid CFO an advance fee of $7,500 on Jan. 6, 2012, for services and expenses in connection with this case. The Debtor did not owe any fees or costs to CFO prior to the commencement of the instant case. About Aida's Paradise Based in Maitland, Florida, Aida's Paradise LLC owns roughly three acres of developed real property on International Drive in Orlando, Florida. It leases various parcels of the I-Drive Property to three tenants: Volcano Island Mini Golf, Dunkin Donuts (aka Jennifer's Donuts), and CBS Outdoor (which operates an electronic billboard on site). Aida's Paradise filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 12-00189) on Jan. 6, 2012. Chief Karen S. Jennemann presides over the case. R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, serves as the Debtor's counsel. Consulting CFO, Inc., serves as the Debtor's financial advisor. In its schedules, the Debtor disclosed $14,980,158 in assets and $9,323,768 in liabilities. The petition was signed by Dr. Adil R. Elias, manager. AIDA'S PARADISE: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Aida's Paradise LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $2,923,366 B. Personal Property $12,056,792 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $9,000,000 E. Creditors Holding Unsecured Priority Claims $55,268 F. Creditors Holding Unsecured Non-priority Claims $268,500 ----------- ------------ TOTAL $14,980,158 $9,323,768 About Aida's Paradise Based in Maitland, Florida, Aida's Paradise LLC owns roughly three acres of developed real property on International Drive in Orlando, Florida. It leases various parcels of the I-Drive Property to three tenants: Volcano Island Mini Golf, Dunkin Donuts (aka Jennifer's Donuts), and CBS Outdoor (which operates an electronic billboard on site). Aida's Paradise filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 12-00189) on Jan. 6, 2012. Chief Karen S. Jennemann presides over the case. R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Dr. Adil R. Elias, manager. ALERE INC: 'B1' by Moody's Constrained by High Leverage ------------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Alere Inc. Moody's current ratings on Alere Inc. are: LT Corporate Family Ratings (domestic currency) ratings of B1 Probability of Default ratings of B1 Senior Secured Bank Credit Facility (domestic currency) ratings of Ba3 Senior Unsecured (domestic currency) ratings of B2 Senior Subordinate (domestic currency) ratings of B3 Senior Secured Shelf (domestic currency) ratings of (P)Ba3 Senior Unsecured Shelf (domestic currency) ratings of (P)B2 Subordinate Shelf (domestic currency) ratings of (P)B3 Preferred Shelf (domestic currency) ratings of (P)Caa1 Speculative Grade Liquidity Rating ratings of SGL-1 LGD Senior Secured Bank Credit Facility (domestic currency) ratings of 31 - LGD3 LGD Senior Unsecured (domestic currency) ratings of 73 - LGD5 LGD Senior Subordinate (domestic currency) ratings of 87 - LGD5 RATINGS RATIONALE Alere's B1 rating is constrained by its relatively high leverage in the context of an acquisitive growth strategy alongside share repurchases, ongoing reimbursement pressures on healthcare providers and technological risk inherent in the highly competitive medical diagnostics industry. Furthermore, although clearly diversifying, the strategic rationale for Alere's recent expansion in health management remains unproven and a comparable valuation against its peers, resulted in a non-cash charge of $1 billion associated with the impairment of goodwill in the business in 2010. Nevertheless, the ratings are supported by its strong competitive position within the point-of-care diagnostic tools market, as well as its solid cash flow generation. The ratings are further supported by the company's diverse product offering, and a track record of technological innovation, which positions the company well to serve hospitals and other healthcare providers. The stable ratings outlook reflects the company's healthy pipeline of consumer and diagnostic products and the potential for continued margin expansion associated with new products and ongoing efficiency initiatives. The stable outlook incorporates the assumption that while Alere may incur additional indebtedness to pursue acquisitions, pro forma adjusted leverage is expected to be in the 5.0 times range by the end of fiscal 2012. The ratings could face pressure if Alere's adjusted debt to EBITDA were to exceed 5.5 times or free cash flow to adjusted debt were to fall below 5% for a sustained period. Use of incremental debt in future acquisitions, lower than expected EBITDA, dividend payments or increased debt-financed stock buyback activities which bring pro forma metrics to these levels could result in a downgrade. Given the company's increased leverage levels and acquisitive strategy, an upgrade is unlikely in the near term. However, Moody's would consider an upgrade if the pace of acquisitions slows considerably from past levels and the company's adjusted debt to EBITDA declines below 4.0 times and free cash flow to debt remains at or above 10% on a sustained basis. The principal methodology used in rating Alere Inc. was the Global Medical Products & Device Industry Methodology published in October 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. ALLEN FAMILY FOODS: Not Sure Chapter 11 Plan Possible ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Allen Family Foods Inc. told the bankruptcy court "it remains to be seen whether the estates have sufficient funds to propose a viable plan." The statement, according to the report, was made in a motion for an extension of the exclusive right to propose a plan. The motion was granted on Feb. 10. As a result, no one aside from the company may file a plan before June 5. The report notes that the company also said in the motion for longer exclusivity that the creditors' committee is "actively negotiating" with secured lenders regarding the validity of some of their liens. 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. In September 2011, the Debtor sold 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 Committee sued the prepetition lender in July 2011, alleging that the security interest didn't cover all of the property sold to Harim. Secured debt when the Chapter 11 case began included $83.2 million on a term loan and revolving line of credit with MidAtlantic Farm Credit ACA, as agent. ALLY FINANCIAL: Issuing $1 Billion of Senior Guaranteed Notes ------------------------------------------------------------- Ally Financial Inc. filed with the U.S. Securities and Exchange Commission a free writing prospectus relating to the issuance of an aggregate $1 billion of 5.500% Senior Guaranteed Notes due 2017. The final maturity date of the Senior Notes will be on Feb. 15, 2017. The guarantors of the offering are Ally US LLC, IB Finance Holding Company, LLC, GMAC Latin America Holdings LLC, GMAC International Holdings B.V. and GMAC Continental Corp., each a subsidiary of Ally. Barclays Capital Inc., Citigroup Global Markets Inc., Goldman, Sachs & Co., and Morgan Stanley & Co. LLC.serve as joint book- running managers of the offering. The co-managers are: Deutsche Bank Securities Inc. Lloyds Securities Inc. RBC Capital Markets, LLC Scotia Capital (USA) Inc. C.L. King & Associates, Inc. MFR Securities, Inc. A full-text copy of the prospectus is available for free at: http://is.gd/A0k6dX About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. The Company's balance sheet at Sept. 30, 2011, showed $181.95 billion in total assets, $162.22 billion in total liabilities and $19.73 billion in total equity. The Company reported a net loss of $201 million on $2.72 billion of Global Automotive Services for the year 2011, compared with net income of $1.07 billion on $3.11 billion of Global Automotive Services during the prior year. ResCap According to the Form 10-Q for the quarter ended Sept. 30, 2011, although Ally's continued actions through various funding and capital initiatives demonstrate support for ResCap, there can be no assurances for future capital support. Consequently, there remains substantial doubt about ResCap's ability to continue as a going concern. Should Ally no longer continue to support the capital or liquidity needs of ResCap or should ResCap be unable to successfully execute other initiatives, it would have a material adverse effect on ResCap's business, results of operations, and financial position. Ally has extensive financing and hedging arrangements with ResCap that could be at risk of nonpayment if ResCap were to file for bankruptcy. At Sept. 30, 2011, Ally had $1.9 billion in secured financing arrangements with ResCap of which $1.2 billion in loans was utilized. At Sept. 30, 2011, the hedging arrangements were fully collateralized. Amounts outstanding under the secured financing and hedging arrangements fluctuate. If ResCap were to file for bankruptcy, ResCap's repayments of its financing facilities, including those with Ally, could be slower. In addition, Ally could be an unsecured creditor of ResCap to the extent that the proceeds from the sale of Ally's collateral are insufficient to repay ResCap's obligations to the Company. It is possible that other ResCap creditors would seek to recharacterize Ally's loans to ResCap as equity contributions or to seek equitable subordination of Ally's claims so that the claims of other creditors would have priority over Ally's claims. In addition, should ResCap file for bankruptcy, Ally's $331 million investment related to ResCap's equity position would likely be reduced to zero. If a ResCap bankruptcy were to occur and a substantial amount of Ally's credit exposure is not repaid to the Company, it could have an adverse impact on Ally's near-term net income and capital position, but Ally does not believe it would have a materially adverse impact on Ally's consolidated financial position over the longer term. * * * As reported by the TCR on May 6, 2011, Standard & Poor's Ratings Services raised its long-term counterparty credit ratings on both Ally Financial Inc. (formerly GMAC Inc.) and subsidiary Residential Capital LLC (ResCap) to 'B+' from 'B'. The outlook on both ratings is stable. "Ally, an automobile- and mortgage- finance and servicing company, and ResCap, its mortgage subsidiary, improved their capital, credit quality, earnings, and liquidity in recent months," said Standard & Poor's credit analyst Brendan Browne. They also settled a material portion of their mortgage repurchase risk and have been profitable. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. AMERICAN AXLE: Barow Hanley Discloses 7.2% Equity Stake ------------------------------------------------------- Barrow, Hanley, Mewhinney & Strauss, LLC, disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 5,418,471 shares of common stock of American Axle & Manufacturing Holdings, Inc., representing 7.19% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/4gN0W3 About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. AXL has financial support from GM, its largest customer which accounted for 78% of sales in 2009. The Company's balance sheet as of Dec. 31, 2011, showed $2.32 billion in total assets, $2.74 billion in total liabilities, and a $419.6 million stockholders' deficit. * * * In June 2011, Standard & Poor's Ratings Services raised its corporate credit rating on American Axle & Manufacturing Holdings Inc. to 'BB-' from 'B+'. The outlook is stable. "At the same time, we raised our issue-level ratings on the company's senior secured debt to 'BB' from 'BB-' and on the unsecured debt to 'B' from 'B-'. All the recovery ratings on the debt remain unchanged," S&P stated. "The upgrade reflects our opinion that American Axle's credit measures will improve further over the next 12 months under the gradual recovery in North American auto demand, and that the company's leverage will decline to 3.5x," said Standard & Poor's credit analyst Lawrence Orlowski. As reported by the TCR on June 3, 2011, Moody's Investors Service raised American Axle's Corporate Family Rating and Probability of Default Rating to 'B1' from 'B2'. The raising of American Axle's CFR to B1 incorporates Moody's expectation that the company's improved year-over-year EBIT margin will largely be sustained over intermediate-term despite potential temporary automotive production disruptions and high gasoline prices. AMERICAN AXLE: Incurs $1.5 Million Net Loss in Dec. 31 Quarter -------------------------------------------------------------- Biovest International, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.48 million on $1.06 million of total revenue for the three months ended Dec. 31, 2011, compared with a net loss of $11.68 million on $836,000 of total revenue for the same period a year ago. The Company reported a net loss of $15.28 million on $3.88 million of total revenue for the year ended Sept. 30, 2011, compared with a net loss of $8.58 million on $5.35 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $5.27 million in total assets, $38.90 million in total liabilities, and a $33.63 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/pLiFsH About Biovest International Biovest International, Inc. -- http://www.biovest.com/-- is an emerging leader in the field of active personalized immunotherapies. In collaboration with the National Cancer Institute, Biovest has developed a patient-specific, cancer vaccine, BiovaxID(R), with three clinical trials completed, including a Phase III study, demonstrating evidence of safety and efficacy for the treatment of indolent follicular non-Hodgkin's lymphoma. Headquartered in Tampa, Florida, with its bio-manufacturing facility based in Minneapolis, Minnesota, Biovest is publicly- traded on the OTCQB(TM) Market with the stock-ticker symbol "BVTI", and is a majority-owned subsidiary of Accentia Biopharmaceuticals, Inc. (OTCQB: "ABPI"). Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID, Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 08-17796) on Nov. 10, 2008. Biovest emerged from Chapter 11 protection, and its reorganization plan became effective, on Nov. 17, 2010. CHERRY, BEKAERT, & HOLLAND L.L.P., in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company incurred cumulative net losses since inception of approximately $161 million and cash used in operating activities of approximately $4.6 million during the two years ended Sept. 30, 2011, and had a working capital deficiency of approximately $2.2 million at Sept. 30, 2011. AMERICAN EQUITY: Fitch Affirms Issuer Default Rating at 'BB+' ------------------------------------------------------------- Fitch Ratings has affirmed the Issuer Default Rating (IDR) of American Equity Investment Life Holding Company (AEL) at 'BB+' and the Insurer Financial Strength (IFS) ratings of its insurance operating subsidiaries, American Equity Investment Life Insurance Company (AEILIC) and American Equity Investment Life Insurance Company of New York, at 'BBB+'. The Rating Outlook is Stable. Fitch views AEL's chief credit strengths to be: -- A high credit quality bond portfolio; -- Good operating results; -- Adequate risk-adjusted capitalization -- Strong competitive position in the fixed indexed annuity market. Fitch considers AEL's bond portfolio to be of high credit quality, although there has been a shift to lower quality yet still investment grade bonds in recent years. At Sept. 30, 2011, U.S. Government sponsored agencies accounted for approximately 20% of fixed income securities and 99% of the portfolio was investment grade according to NAIC standards. Given the composition of the investment portfolio, AEL had comparably less investment related losses over the recent period of challenging capital markets than many of its peers. As the composition of AEL's portfolio continues to change as certain fixed maturity securities are subject to call redemption, Fitch expects credit risk will rise to levels more consistent with historical life insurance industry averages. AEILIC's statutory total adjusted capital increased 12% through the first nine months of 2011 to $1.6 billion. Fitch views AEILIC's NAIC risk based capital (RBC) ratio as adequate for the rating category. For Sept. 30, 2011, estimated RBC was 350%, up from its year end 2010 level of 339%. Fitch anticipates that AEILIC's 2012 RBC ratio will be maintained above 300% as internally generated capital will be partially offset by continued strong sales growth and increased credit risk as the company continues the slow shift of its portfolio allocation from federal agency securities to corporate bonds. Based on the company's strong sales trends, Fitch believes that AEL may need to manage sales growth and access reinsurance markets in the future given the strain new fixed index annuities sales have on risk-based capital. Fitch's primary rating concerns include: -- AEL's high financial leverage; -- Increasing credit risk in AEL's investment portfolio; -- AEL's lack of diversification in revenue and earnings, as well as distribution; -- Above-average exposure to interest rate risk. AEL's financial leverage was 42% at Sept. 30, 2011, which Fitch considers to be high, and is the primary factor in the extra notch in the company's IDR from its IFS rating. Fitch anticipates the company's financial leverage to gradually decline over the next couple of years. Although the company does not have a stated maturity of debt until September 2015, the company is exposed to a potential 'put' of its 2024 and 2029 notes totaling $144 million on Dec. 15, 2014. Fitch believes the credit quality of AEL's investment portfolio will continue to decline from its historically high level given the significant amount of callable federal agencies securities redeemed in the past two years and additional fixed income securities that will become subject to call redemption in 2012. AEL has reinvested redemption proceeds primarily in corporate bonds (largely rated 'A' and 'BBB') and commercial mortgages. Fitch expects AEL's investment losses in 2012 to be comparable to losses reported in 2011. In the first three quarters of 2011, the company reported $17.7 million of other than temporary impairments (OTTI) on its residential mortgage-backed securities holdings, as well as $19.3 million in net realized losses driven primarily by a $23.6 million increase in the company's allowance for credit losses on commercial mortgages. Despite the increase relative to 2010, Fitch views the level of AEL's investment losses through the first three quarters of 2011 to be manageable given the company's earnings and capital position. AEL's above-average interest rate risk reflects the company's focus on spread-based annuity products. The near-term concern is the ongoing low interest rate environment, which will present challenges for the company in terms of maintaining its interest rate spreads. This concern is amplified somewhat by the company's dwindling yet still significant allocation to U.S. government agency callable securities. Although this risk is declining as these bonds have been called as they become eligible for redemption, the lower rates at which the redemption proceeds have been reinvested have accelerated the decline of the overall yield earned on the company's fixed income portfolio. From a longer- term perspective, as AEL's book of business matures, the occurrence of a rapid increase in interest rates could have an adverse effect on its financial position, as it could result in a sharp increase in surrenders while the value of its largely fixed rate investments decline in market value. Positively, Fitch notes that AEL's book of business currently exhibits strong protection in terms of significant surrender charges to help offset the cost to the company of early policy terminations. AEL is headquartered in West Des Moines, Iowa and reported total GAAP assets of $29.9 billion and equity of $1.4 billion at Sept. 30, 2011. AEILIC, the main operating subsidiary of AEL, is also headquartered in West Des Moines and had total adjusted capital of $1.6 billion at Sept. 30, 2011. The key rating triggers that could result in an upgrade include: -- Enhanced capitalization with RBC above 350% on a sustained basis. The key rating triggers that could result in a downgrade include: -- A reduction in capitalization with RBC below 300%; -- A significant deterioration in operating results such that interest coverage declines below 3 times (x); -- Significant increase in lapse/surrender rates; -- Significant increase in credit related impairments in 2012; -- Financial leverage above 50%. The key rating triggers that could result in a narrowing of notching between the IDR of AEL and the IFS of AEILIC include: -- A sustainable decline in financial leverage below 30%; -- Sustained GAAP EBIT-based interest coverage above 8x. Fitch has affirmed the following ratings with a Stable Outlook: American Equity Investment Life Holding Company -- IDR at 'BB+'; -- 3.50% senior convertible debentures due 2015 at 'BB'; -- 5.25% senior convertible debentures due 2024 at 'BB'; -- 5.25% senior convertible debentured due 2029 at 'BB'; -- Trust preferred securities at 'B+'. American Equity Investment Life Insurance Company -- IFS at 'BBB+'. American Equity Investment Life Insurance Company of New York -- IFS at 'BBB+'. AMERICAN HOME: Faces $10-Mil. Class Action Over Fake Docs --------------------------------------------------------- Sindhu Sundar at Bankruptcy Law360 reports that American Home Mortgage Servicing Inc. and Deutsche Bank National Trust Co. were hit with a $10 million proposed class action Tuesday for allegedly deceiving bankruptcy judges with fake documents to make claims for mortgage loan sales that never happened. In a complaint filed in California federal court, homeowner Mark Allan Hestrin claim that the companies were involved in a pattern of playing "hide-and-seek" with judges and debtors, by filing false proofs of claims for fake mortgage loan claims, according to Law360. About American Home Defunct subprime mortgage lender American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- based in Melville, New York, and seven affiliates filed for Chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as counsel. The Creditors Committee also retained Hennigan, Bennett & Dorman LLP, as special conflicts counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000 and total liabilities of $19,330,191,000. AHM filed a de-consolidated plan of liquidation on Aug. 15, 2008. The plan was confirmed in February 2009. The plan was implemented in November 2010. AMERICAN REALTY TRUST: Sec. 341 Creditors' Meeting on March 1 ------------------------------------------------------------- The United States Trustee in Las Vegas, Nevada, will hold a Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of American Realty Trust, Inc., on March 1, 2012, at 1:00 p.m. at 341s - Foley Bldg,Rm 1500. This is the first Sec. 341 meeting of creditors. The Debtors' representative must be present at the meeting to be questioned under oath by the United States Trustee and by creditors. Creditors are welcome to attend, but are not required to do so. The meeting may be continued and concluded at a later date without further notice. The last day to file proofs of claim in the case is May 30, 2012. Las Vegas, Nevada-based American Realty Trust, Inc., filed for Chapter 11 (Bankr. D. Nev. Case No. 12-10883) on Jan. 26, 2012, estimating assets and debts of $10 million to $50 million. The Debtor is a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). Judge Mike K. Nakagawa presides over the case. Ogonna M. Atamoh, Esq., at Santoro Driggs Walch Learney Holley & Thompson, serves as the Debtor's counsel. The petition was signed by Steven A. Shelley, vice president. AMERICANWEST BANCORP: BDO Seidman Approved as Tax Accountants ------------------------------------------------------------- The Hon. Patricia C. Williams of the U.S. Bankruptcy Court for the Eastern District of Washington authorized AmericanWest Bancorporation to employ BDO Seidman, LLP, as tax accountants. As reported in the Troubled Company Reporter on Dec. 22, 2011, BDO Seidman was not promised compensation from the Debtor or some other entity for services rendered in the case. To the best of the Debtor's knowledge, BDO Seidman is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About AmericanWest Bancorporation Headquartered in Spokane, Washington, AmericanWest Bancorporation (OTC BB: AWBC) -- http://www.awbank.net/-- was a bank holding company whose principal subsidiary was AmericanWest Bank, which included Far West Bank in Utah operating as an integrated division of AmericanWest Bank. AmericanWest Bank was a community bank with 58 financial centers located in Washington, Northern Idaho and Utah. AmericanWest Bancorporation filed for Chapter 11 protection (Bankr. E.D. Wash. Case No. 10-06097) on Oct. 28, 2010. The banking subsidiary was not included in the Chapter 11 filing. Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as bankruptcy counsel. G. Larry Engel, Esq., at Morrison & Foerster LLP, also serves as counsel. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million in its Chapter 11 petition. AmericanWest Bancorporation's estimates exclude its banking unit's assets and debts. In its Form 10-Q filed with the Securities and Exchange Commission before the Petition Date, AmericanWest Bancorporation reported consolidated assets -- including its bank unit's -- of $1.536 billion and consolidated debts of $1.538 billion as of Sept. 30, 2010. In December 2010, AmericanWest completed the sale of all outstanding shares of AmericanWest Bank to a wholly owned subsidiary of SKBHC Holdings LLC, in a transaction approved by the U.S. Bankruptcy Court. AMERIDEBT INC: Chapter 11 Trustee May Not Double-Dip on Pay ----------------------------------------------------------- Bankruptcy Judge Paul Mannes sustained the United States Trustee's objection to the Fifth Interim Application of the Chapter 11 Trustee of AmeriDebt Inc. and counsel to the Chapter 11 Trustee for allowance of fees and reimbursement of expenses. In its objection, the United States Trustee cites In re J.W. Knapp Co., 930 F.2d 386, 388 (CA4 1991), and other cases for the well settled proposition that an attorney who is also appointed to represent himself while acting as trustee cannot be compensated as an attorney for services statutorily required of the trustee. Judge Mannes said nothing in his Memorandum should be taken to denigrate the services rendered by the Chapter 11 Trustee. "This decision just addresses the situation that when his firm also acts as counsel to the Trustee it may not double-dip on compensation by receiving both the Trustee's commission and compensation as attorneys for doing the Trustee's work. It should be noted that to date, aside from the attorney's fees awarded to his law firm to date, the Trustee has been allowed a commission of $166,850.00," Judge Mannes said in his Feb. 2, 2012 Memorandum available at http://is.gd/bodpuufrom Leagle.com. Headquartered in Germantown, Maryland, AmeriDebt, Inc. -- http://ameridebt.org/-- is a credit counseling company. The Company filed for chapter 11 protection (Bankr. D. Md. Case No. 04-23649) on June 5, 2004. When the Company filed for protection from its creditors, it disclosed $8,387,748 in total assets and $12,362,695 in total debts. The Bankruptcy Court appointed Mark D. Taylor, Esq., as the Debtor' chapter 11 trustee on Sept. 20, 2004, and may be reached at: KILPATRICK STOCKTON LLP 607 14th Street, NW, Suite 900 Washington, DC 20005 Telephone: (202) 508-5867 Facsimile: (202) 585-0073 E-mail: mataylor@kilpatrickstockton.com ARAMARK CORP: Moody's Says B1 Rating Unaffected by Refinancing -------------------------------------------------------------- Moody's Investors Service says ARAMARK Corporation's plan to extend $1 billion of its scheduled $2 billion 2014 debt maturities to July 2016 will not affect the ratings or outlook (B1/stable), but will be a credit positive because the plan will ease refinancing risk. AVANTAIR INC: Incurs $872,000 Net Loss in Fourth Quarter -------------------------------------------------------- Avantair, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q to report a net loss of $872,259 on $38.37 million of total revenue for the three months ended Dec. 31, 2011, compared with a net loss of $4.06 million on $36.58 million of total revenue for the same period during the prior year. The Company reported a net loss of $2.57 million on $76.58 million of total revenue for the six months ended Dec. 31, 2011, compared with a net loss of $8.88 million on $72.36 million of revenue for the same period a year ago. The Company's balance sheet at Dec. 31, 2011, showed $108.23 million in total assets, $140.46 million in total liabilities, $14.75 million in series A convertible preferred stock, and a $46.98 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/hag7Sq About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. AVION POINT: Chapter 11 Plan Confirmation Hearing Set for April 4 ----------------------------------------------------------------- The Hon. Karen S. Jennemann will convene a hearing on April 4, 2012, at 11:00 a.m., to consider the confirmation of Avion Point West LLC, and Orlando Country Aviation Services Inc.'s Chapter 11 Plan dated as of Oct. 6, 2011. Ballots accepting or rejecting the Plan, and objections, if any, are due seven days before the date of the confirmation hearing. In accordance with Rule 3018?1(a) of the Local Bankruptcy Code, the Debtor will file a ballot tabulation no later than four days before the date of the confirmation hearing. If the plan of reorganization is not confirmed, the Court will also consider dismissal or conversion of the case. As reported in the Troubled Company Reporter on Oct. 14, 2011, under the Plan, the Debtor will (i) continue to work with the City of Apopka for the sale of the Avion property and the development of the Orlando Apopka Airport for 12 months after consummation; and (ii) if the sale to the City of Apopka does not close within 12 months after the Effective Date, the property of both Orlando Country Aviation and Avion will be sold at auction. Each allowed secured claim will have the right to credit bid according to their priority on the relevant property. On the Effective Date, the operation of the reorganized Debtor will be the general responsibility of the Board of Directors and members of the Debtor, who will have the responsibility for the management, control, and operation of the reorganized Debtor. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/AVIONPOINT_disclosurestatement.pdf About Avion Point West Based in Longwood, Florida, Avion Point West LLC and its affiliate, Orlando Country Aviation Services Inc., filed for Chapter 11 bankruptcy protection (Bank. M.D. Fla. Case Nos. 11-10364 and 11-10365) on July 8, 2011. Judge Karen S. Jennemann presides over the Debtors' cases. Frank M. Wolff, Esq., at Wolff Hill McFarlin & Herron PA, represents the Debtor. In its schedules, the Debtor disclosed $18,075,314 in total assets and $9,238,057 in total debts. The petitions were signed by James PA Thompson, the managing member. Mr. Thompson is the developer of Orlando Apopka Airport in northwest Orange County. During the past decade, Mr. Thompson has transformed Orlando Apopka Airport, on U.S. Highway 441 between Plymouth and Zellwood, from an old airfield called Orlando Country Airport into a complex of hangar condominiums whose owners now control the facility. AXION INTERNATIONAL: Amends Prospectus for Pref. Shares Offering ---------------------------------------------------------------- Axion International Holdings, Inc., filed with the U.S. Securities and Exchange Commission amendment no. 1 to the Form S-1 registration statement offering up to 10,000 6% Series A convertible preferred shares, or the Series A preferred shares, and warrants to purchase up to an indeterminate common shares to purchasers in this offering. The Series A preferred shares and warrants will be sold in units for a purchase price equal to $1,000 per unit. The units will not be traded separately. The conversion price of the Series A preferred shares and the exercise prices for the warrants will depend upon market conditions and will be determined by the Company's Board of Directors after consulting with the placement agent for this offering. A full-text copy of the amended prospectus is available at: http://is.gd/MB5SNY About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, pilings, I-beams, T-Beams, and various size boards including a tongue and groove design that are utilized in multiple engineered design solutions such as rail track, rail and tank bridges (heavy load), pedestrian/park and recreation bridges, marinas, boardwalks and bulk heading to name a few. As reported by the TCR on May 6, 2011, RBSM LLP, in New York, expressed substantial doubt about Axion International's ability to continue as a going concern, following its audit of the Company's balance sheet as of Dec. 31, 2010, and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for the three month period ended Dec. 31, 2010. The independent auditors noted that the Company has incurred significant operating losses in the current year and also in the past. The Company also reported a net loss of $6.57 million on $2.18 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $4.46 million on $1.25 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $5.96 million in total assets, $2.37 million in total liabilities, $6.59 million in 10% convertible preferred stock, and a $3 million total stockholders' deficit. BANNING LEWIS: Wants to Hire NAI Highland as Real Estate Broker --------------------------------------------------------------- The Banning Lewis Ranch Company LLC, et al., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ NAI Highland Commercial Group, LLC, as its real estate broker to assist in the marketing and sale of certain of the Debtors' real property. Banning remains the owner, in part, of 72 acres of undeveloped land in the northeastern corner of approximately 20,000 acres of land in eastern Colorado Springs, Colorado, adjacent to the property formerly owned by Banning Lewis Ranch Development I & II, LLC and sold to KeyBank National Association. The Directors' Parcel is not encumbered by any liens or mortgages, except for certain liens created in favor of the postpetition lenders. This parcel was created by previous owners of the Debtors' assets to serve as a "master" district, which, in turn, controls the "subordinate" metro districts located in the northern portion of the Property. Local law requires the Directors' Parcel to be owned by a majority of Colorado residents. Notwithstanding the Debtors' extensive marketing efforts, no party ever submitted a bid for the Directors' Parcel. Although the Directors' Parcel was previously marketed by Eastdil Secured, LLC, the Debtor has determined to retain a local real estate broker to market and sell the Directors' Parcel. The Debtor has conferred with Eastdil, and Eastdil supports and concurs with this decision. NAI will be employed by the Debtor to perform a highly specialized task. The Debtor submits that, inasmuch as NAI's compensation is result-oriented and directly related to benefits received by the Debtor's estate per transaction, NAI's submission of fee applications is unnecessary. NAI will be paid seven percent of the selling price. To the best of the Debtor's knowledge, NAI does not hold or represent any interest adverse to the Debtor or its estate with respect to the matters for which it is being employed. About Banning Lewis The Banning Lewis Ranch Co. is the owner of the undeveloped portion of a 21,000-acre ranch in Colorado Springs, Colo. The Banning Lewis Ranch is a master-planned community in Colorado Springs, Colorado. The first section built, the 350-acre Northtree Village, opened in September 2007 and will have 1,000 homes priced from the high $100,000s to the mid-$300,000s. The Banning Lewis Ranch filed for Chapter 11 bankruptcy protection from creditors (Bankr. D. Del. Case No. 10-13445) on Oct. 28, 2010. It estimated assets of $50 million to $100 million and debts of $100 million to $500 million in its Chapter 11 petition. An affiliate, The Banning Lewis Ranch Development I & II, LLC, also filed for Chapter 11 (Bankr. D. Del. Case No. 10-13446). Kevin Scott Mann, Esq., at Cross & Simon, LLC, serves as counsel to the Debtors. Edward A. Phillips of Eisner Amper LLP has been retained as the Company's chief restructuring officer. The Devco assets, or the northern portion, drew at a bankruptcy auction a high bid of $24.5 million from KeyBank NA as agent for lenders who will pay by swapping secured debt for ownership. The southern portion of the project, brought in a high bid of $26.25 million from Ultra Resources Inc. BANNING LEWIS: Wants to Employ Holland & Hart as Special Counsel ---------------------------------------------------------------- The Banning Lewis Ranch Company LLC, et al., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Holland & Hart LLP as its special counsel in an adversary proceeding currently pending before the U.S. Bankruptcy Court for the District of Colorado captioned, The Banning Lewis Ranch Company, LLC, and Ultra Resources, Inc., v. City of Colorado Springs, Colorado, and Colorado Springs Utilities (Case No. 11-01634 (HRT)). The case is based on a complaint filed by the Debtor and Ultra for declaratory judgment against the City. The Debtor needs Colorado counsel to represent its interests in the Colorado Action. Holland & Hart was previously employed as an ordinary course professional. The firm will also be representing Ultra since Ultra's and the Debtor's interests in the Colorado Action are fully aligned. In the event a conflict arises, however, Ultra has agreed to engage other counsel to represent or advise it. The Debtor has consented to Holland & Hart's representation of Ultra. Ultra has agreed to reimburse the Debtor for its reasonable attorney's fees arising from its prosecution of the Colorado Action. The firm's current hourly rates are: Partners $760 - $310 Associates $565 - $180 Paraprofessionals $200 - $60 Risa L. Wolf-Smith, Esq., assures the Court her firm does not represent or hold any interest adverse to the Debtor or to the estate with respect to the Colorado Action. About Banning Lewis The Banning Lewis Ranch Co. is the owner of the undeveloped portion of a 21,000-acre ranch in Colorado Springs, Colo. The Banning Lewis Ranch is a master-planned community in Colorado Springs, Colorado. The first section built, the 350-acre Northtree Village, opened in September 2007 and will have 1,000 homes priced from the high $100,000s to the mid-$300,000s. The Banning Lewis Ranch filed for Chapter 11 bankruptcy protection from creditors (Bankr. D. Del. Case No. 10-13445) on Oct. 28, 2010. It estimated assets of $50 million to $100 million and debts of $100 million to $500 million in its Chapter 11 petition. An affiliate, The Banning Lewis Ranch Development I & II, LLC, also filed for Chapter 11 (Bankr. D. Del. Case No. 10-13446). Kevin Scott Mann, Esq., at Cross & Simon, LLC, serves as counsel to the Debtors. Edward A. Phillips of Eisner Amper LLP has been retained as the Company's chief restructuring officer. The Devco assets, or the northern portion, drew at a bankruptcy auction a high bid of $24.5 million from KeyBank NA as agent for lenders who will pay by swapping secured debt for ownership. The southern portion of the project, brought in a high bid of $26.25 million from Ultra Resources Inc. BANKUNITED FINANCIAL: Court Approves CRO Engagement Extension ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida extended the engagement of Joseph J. Luzinski as Chief Restructuring Officer for BankUnited Financial Corp. and its debtor-affiliates through and including the earlier of (a) the effective date of any confirmed Chapter 11 plan for the Debtors, or (b) March 31, 2012, such that Mr. Luzinki will devote not less than 20 hours per month to the Debtors' cases during the extension period and receive compensation at the rate of $10,000 per month. The Extension will be renewed automatically through the earlier of (a) the effective date of any confirmed Chapter 11 plan for the Debtors, or (b) June 30, 2012, on the same terms or other terms involving lesser hours at a lower rate of compensation as may be approved by the Debtor' Board of Directors, upon the Debtors filing and serving parties in interest, on or before March 16, 2012, a written notice of the renewed Extension, which notice will provide that any party in interest may object to the Renewed Extension by filing an objection and request for hearing with the Court on or before March 30, 2012. 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. BANKUNITED FINANCIAL: U.S. Trustee Objects to Committee's Plan -------------------------------------------------------------- Donald F. Walton, the United States Trustee for Region 21, objects to the Third Amended Joint Plan of Liquidation filed by the Official Committee of Unsecured Creditors of BankUnited Financial Corp. and its debtor-affiliates in that it fails to comply with the provisions of Section 1129(a) of the Bankruptcy Code as it contains discharge, injunction, release and exculpation language that is inconsistent with the Bankruptcy Code. Mr. Walton is asking the U.S. Bankruptcy Court for the Southern District of Florida to focus on two factors. "First, there is no basis to provide protection to indenture trustees in a liquidating plan. The releases are not an integral part of the Third Amended Joint Plan and not essential to its implementation. The record is devoid any facts that demonstrate that the release will have a positive impact on the 'likelihood of success' of the Third Amended Joint Plan. Second, the Indenture Trustees have not provided valuable consideration in exchange for the releases." The U.S. Trustee also contends that exculpation should not extend to the Debtors' and Committee's professionals because it erodes the standard of professionalism required to those charged with the duty of protecting the estate and the interests of creditors. "Insulating professionals from their own negligence is not what the Bankruptcy Code was designed to accomplish." The U.S. Trustee is also concerned with ample notice being given to unsecured creditors and objects to any form of a bar date because there is no justification in shortening the applicable non-bankruptcy statute of limitations. The U.S. Trustee also objects to releases that are beyond, and contrary to, those permitted under Sections 524, 1125(e) and 1141 of the Bankruptcy Code. As previously reported by the Troubled Company Reporter, the Court will convene a confirmation hearing on Feb. 21, 2012, on the Committee's proposed plan. In December, Bill Rochelle, the bankruptcy columnist for Bloomberg News, noted that confirming a plan was precluded by the Federal Deposit Insurance Corp.'s $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. 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. Aside from the tax refund claim, a principal asset is the $4.25 billion net tax loss carryforward. The bankruptcy judge ruled that the tax refund claim belongs to BankUnited. The FDIC is appealing. BankruptcyData.com also reported that the Disclosure Statement asserts, "In order to effectuate the Distributions, the Plan provides that all of the assets of the Debtors' Estates (including Causes of Action not expressly released under the Plan) shall vest in Liquidating BankUnited. Liquidating BankUnited shall continue in operation in order to monetize the remaining assets, continue remaining litigation with the Federal Deposit Insurance Corporation, in its capacity as receiver for the Bank ('FDIC'), and potentially pursue litigation against other parties, and make distributions under the Plan. The Plan Administrator shall be appointed on the Effective Date of the Plan and shall be responsible for implementing the Plan, subject to the oversight of the Plan Committee." 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. BEAZER HOMES: Deutsche Bank Discloses 7.7% Equity Stake ------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Deutsche Bank AG disclosed that, as of Dec. 30, 2011, it beneficially owns 5,968,274 shares of common stock of Beazer Homes USA Inc. representing 7.71% of the shares outstanding. As previously reported by the TCR on Feb. 22, 2011, Deutsche Bank disclosed beneficial ownership of 4,222,819 shares. A full-text copy of the amended filing is available at: http://is.gd/FDp7lQ 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, 2011, showed $1.87 billion in total assets, $1.67 billion in total liabilities, and $200.38 million in total 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. BERKS BEHAVIORAL: Bankr. Court to Hear Suit v. St. Joe, Bornemann ----------------------------------------------------------------- In the lawsuit, BERKS BEHAVIORAL HEALTH, LLC, Plaintiff, v. ST. JOSEPH REGIONAL HEALTH NETWORK D/B/A ST. JOSEPH MEDICAL CENTER, CATHOLIC HEALTH INITIATIVES, AND BORNEMANN HEALTH CORPORATION D/B/A BORNEMANN PSYCHIATRY ASSOCIATES, Adv. Proc. No. 10-163 (Bankr. E.D. Pa.), Chief Bankruptcy Judge Stephen Raslavich denied the defendants' separate motions to dismiss for lack of subject matter jurisdiction. Judge Raslavich said the claims raised in the adversary proceeding are outside the Court's "core" jurisdiction. However, the outcome of the litigation will likely in some way affect the bankruptcy estate. "That is sufficient for purposes of establishing subject matter jurisdiction," the Court said. Berks Behavioral Health filed the adversary proceeding prior to confirmation of its plan of liquidation. The First Amended Complaint alleges two counts for breach of contract and two counts demanding turnover of property as a result. Berks Behavioral Health was a provider of mental health care services. In March 2008, Berks entered into a Management Services Agreement with St. Joe, and Bornemann. Berks maintains that St. Joe and Bornemann breached their agreement. So severe were the Defendants' alleged derelictions under the MSA that Berks was forced to file bankruptcy as a result. Notwithstanding, Berks confirmed a plan of liquidation which will pay creditors in full and provide for the possibility of a return to equity holders. A copy of the Court's Feb. 9 Opinion is available at http://is.gd/y8Y0ZSfrom Leagle.com. Berks Behavioral Health LLC, in Washington DC, filed for Chapter 11 bankruptcy (Bankr. E.D. Pa. Case No. 09-23317) on Dec. 24, 2009. Judge Richard E. Fehling presides over the case. Albert A. Ciardi, III, Esq., and Holly Elizabeth Smith, Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtor's counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and debts. The petition was signed by Garry Hoyes, the Company's president. BERNARD L. MADOFF: Petitions Filed for Supreme Court to Hear Case ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that dozens more customers are asking the U.S. Supreme Court to hear an appeal from an Aug. 16 opinion by the U.S. Circuit Court of Appeals in Manhattan concluding that the trustee liquidating Bernard L. Madoff Investment Securities Inc. is correctly calculating the amount of customers' claims. The customers believe that lower courts were incorrect in precluding customers from having claims for so-called fictitious profits based on securities that in reality were never purchased. According to the report, one of the requests for review by the Supreme Court, called a petition for certiorari, was filed by Lawrence Velvel, dean of the Massachusetts School of Law at Andover. Mr. Velvel, who was himself a customer, contends the appeals court transgressed the U.S. Constitution by allowing the Madoff trustee to calculate claims in a manner not permitted by statute. Mr. Rochelle notes that if the Supreme Court decides to review the case, the appeal won't be heard until the term beginning in October 2012. 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 Feb. 8, 2012, Mr. Picard has recovered $8.7 billion for investors. A total of $325.5 million has been distributed to investors. 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 Says Mets Deliberately Ignored Fraud --------------------------------------------------------------- Amanda Bransford at Bankruptcy Law360 reports that the liquidation trustee for Bernard Madoff's firm told a judge on Thursday that his $386 million clawback lawsuit against the owners of the New York Mets should go forward because a jury would be right to find that the men had been purposely blind to Madoff's fraud. 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 Feb. 8, 2012, Mr. Picard has recovered $8.7 billion for investors. A total of $325.5 million has been distributed to investors. 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 Sues Koch, Two Foreign Banks ------------------------------------------------------- Pete Brush at Bankruptcy Law360 reports that the bankruptcy court trustee tasked with recovering money from Bernard L. Madoff's brokerage sued two foreign banks and investment giant Koch Industries Inc. on Thursday, seeking more than $105 million in allegedly fraudulent transfers from the giant Ponzi scheme. SNS Bank NV, Koch Industries Inc. and Banco General SA were targeted by Irving H. Picard in New York bankruptcy court, Law360 relates. 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 Feb. 8, 2012, Mr. Picard has recovered $8.7 billion for investors. A total of $325.5 million has been distributed to investors. 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. BEYOND OBLIVION: Set to Auction Assets for At Least $1.5MM ---------------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that Beyond Oblivion Inc., a digital music startup backed by media mogul Rupert Murdoch's News Corp. that never got off the ground, is poised to sell itself for at least $1.5 million after a New York bankruptcy judge approved bidding procedures Friday. The company, which raised $34 million in investment capital from a number of investors including News Corp. before it became clear it couldn't raise enough for a launch, is seeking to unload its assets as quickly as possible in an 11 U.S.C. Section 363 sale, according to Law360. As reported in Troubled Company Reporter on Feb. 8, 2012, Beyond Oblivion has filed for Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. About Beyond Oblivion Beyond Oblivion Inc. is a digital music startup that raised $87 million from investors like Rupert Murdoch's News Corp and investment bank Alle & Co. director Snaley Shuman. Beyond Oblivion aimed to compete with Apple Inc.'s iTunes but its music service never saw the light of day. Beyond Oblivion Inc. filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 12-10282) on Jan. 24, 2012, estimating assets of between $1 million and $10 million, and debts of between $100 million to $500 million. The Company owes $50 million each to Sony Music Entertainment and Warner Music Group in unsecured 'trade debt.' Gerard Sylvester Catalanello, Esq., at Duane Morris LLP, in New York, serves as counsel. BUFFETS INC: Obtains Final Court Approval of $50MM DIP Financing ---------------------------------------------------------------- Buffets Restaurants Holdings, Inc., et al., have obtained final authority to obtain an up to $20 million synthetic letter of credit facility for new letters of credit and a secured superpriority new money term loan facility in an aggregate principal amount not to exceed $30 million, after resolving objections filed. The Official Committee of Unsecured Creditors of Buffets Restaurants Holdings, Inc., et al., had objected to the "overreaching and egregious control that the DIP Lenders and the Ad Hoc Committee of Prepetition First Lien Lenders are attempting to exert over the Debtors by virtue of the DIP Financing." "The proposed DIP Financing alters the level playing field that should exist in Chapter 11 by insisting upon, among other things, the inclusion of aggressive Plan and sale related milestones, overly restrictive financial covenants, super priority liens and claims attaching to all assets including avoidance actions and previously unencumbered assets, an inadequate approved DIP Budget for Committee professional fees, an insufficient Carve-Out, an inadequate investigation period and paltry funding of $25,000 for the Committee's investigation with respect to the Prepetition Secured Lenders' liens and claims." The Debtors also obtained final authority to use cash collateral securing their obligations, and grant adequate protection to their prepetition first lien lenders. To resolve the Committee's objection, the Final Order provides that the Committee will have the right to seek to reduce or recharacterize the amount of the Consent Fee in the event a Successful Challenge Order is obtained. The Carve-Out was increased in that instead of $400,000, $500,000 would be available for payment of Professional Expenses arising after date of delivery by the DIP Administrative Agent to the Borrower of a notice of cessation of funding from the Reserve Account. Also, instead of only $25,000, the Final DIP Order provides that the Committee may expend up to $100,000 in fees and expenses investigating the obligations under the Prepetition Agreements. Futhermore, upon satisfaction in full in cash of the DIP Obligations, the DIP Liens on the Avoidance Actions and the proceeds and property recovered thereunder will automatically be released (but the 507(b) Claims will continued to extend to proceeds of Avoidance Actions; and the DIP Lenders will be entitled to the proceeds and property recovered or the subject of Avoidance Actions only to the extent the DIP Obligations are not fully satisfied by the proceeds of other Collateral. The Committee will have standing to prosecute a Claim and Defense without further court order. The Debtors will provide to counsel and the financial advisor to the Committee copies of all reports, information and other materials required to be provided to the DIP Agents, the DIP Lenders or the Prepetition First Lien Agent pursuant to the Loan Documents. The Debtors will consult in good faith with the Committee regarding the Debtors' assessment of any qualified bids received by the Debtors and their advisors in connection with any sale process conducted by the Debtors. A copy of the Final DIP Financing order is available for free at: http://bankrupt.com/misc/Buffets_FINAL_DIP_ORDER.pdf A blacklined copy of the Proposed Final DIP Order is available at: http://bankrupt.com/misc/Buffets_Blacklined_Proposed_DIPOrder.pdf The Troubled Company Reporter reported on Jan. 25, 2012, Credit Suisse AG, Cayman Islands Branch, serves as administrative agent, credit-linked deposit account agent, and collateral agent. The Debtors had said they have an immediate need to use cash collateral, without which they would be unable to operate their businesses. The Debtors also require additional liquidity as the use of cash collateral alone is insufficient to operate the Debtors' businesses successfully. As of the petition date, the Debtors owed the prepetition first lien lenders $244.5 million in term loans and $34.8 million in letters of credit. Credit Suisse AG, Cayman Islands Branch, serves as administrative agent, credit- linked deposit account agent, and collateral agent to the prepetition first lien lenders, while Credit Suisse Securities (USA) LLC is the sole bookrunner and sole lead arranger. As of the petition date, the Debtors also owed prepetition second lien lenders $4.4 million in letters of credit; $52,000 in funds deposited under the synthetic letters of credit facility; and $973,000 in other loans. Credit Suisse AG, Cayman Islands Branch, also serves as administrative agent, credit-linked deposit account agent, and collateral agent to the prepetition second lien lenders, while Credit Suisse Securities (USA) LLC is the sole bookrunner and sole lead arranger. The DIP facility matures on the earliest of 180 calendar days after the petition date; the date the Debtors default on the facility and the amounts borrowed are accelerated; the consummation of a sale of a material portion of the Debtors' assets, except for asset sales approved by the DIP lenders; and the effective date of a Chapter 11 plan. The DIP facility established milestones for the Debtors: 5 Days After Petition Date The Debtor must have filed the Plan Support Agreement 30 Days After Petition Date The Debtor must have commenced marketing of assets 90 Days After Petition Date The Debtor must have concluded the marketing of assets 120 Days After Petition Date The Debtor must have obtained approval of Disclosure Statement explaining their Plan of Reorganization 160 Days After Petition Date The Debtor must have obtained confirmation of the Plan 180 Days After Petition Date Plan must have been declared effective About Buffets Inc. Buffets Inc., the nation's largest steak-buffet restaurant company, operates 494 restaurants in 38 states, comprised of 483 steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R) restaurants, and franchises 3 steak-buffet restaurants in two states. The restaurants are principally operated under the Old Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R) brands. Buffets employs 28,000 team members and serves 140 million customers annually. Buffets Inc. and all of its subsidiaries filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18, 2012, after it reached a restructuring support agreement with 83% of its lenders to eliminate virtually all of the Company's roughly $245 million of outstanding debt. The Debtors are seeking to reject leases for 83 underperforming restaurants. Buffets had 626 restaurants when it began its prior bankruptcy case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158). It emerged from bankruptcy in April 2009. Higher gasoline and energy costs, along with a decline in guest count, have hampered the Debtors' ability to service their long- term debt and caused a liquidity strain, forcing the Company to return to Chapter 11 bankruptcy. In the new Chapter 11 case, Buffets Inc.'s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. The Company's financial advisor is Moelis, Inc. An ad hoc committee of secured lenders is represented by Willkie Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del Genio, Gries & Co. as financial advisors. Credit Suisse, as DIP Agent and Prepetition First Lien Agent, is represented by Skadden Arps Slate Meagher & Flom as counsel. CAESARS ENTERTAINMENT: Selling $1.2BB Notes at 100% Issue Price --------------------------------------------------------------- Caesars Operating Escrow LLC and Caesars Escrow Corporation, wholly owned subsidiaries of Caesars Entertainment Corporation, priced $1,250,000,000 aggregate principal amount of 8 1/2% senior secured notes due 2020 at an issue price of 100.00%, plus accrued interest, if any, pursuant to a notes offering through a private placement, which is subject to market and other conditions. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. The Company also reported a net loss of $471.30 million on $6.66 billion of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $629.30 million on $6.69 billion of net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $28.86 billion in total assets, $27.62 billion in total liabilities, $36 million in redeemable non-controlling interests, and $1.20 billion total stockholders' equity. * * * Harrah's announced its re-branding to Caesar's on mid-November 2010. Harrah's carries 'Caa3' long term corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service. It has a 'B-' issuer credit rating, with 'stable' outlook, from Standard & Poor's. "The 'B-' corporate credit rating reflects Caesars' very weak credit measures and our belief that prospects for a meaningful rebound in net revenues and EBITDA in 2011 do not seem promising given the current economic outlook," said Standard & Poor's credit analyst Ben Bubeck in May 2011. "While several actions taken by management have positioned the company with a moderate covenant cushion and very limited debt maturities over the next few years, Caesars' capacity to continue to fund operational and capital spending needs and meet debt service obligations relies on meaningful growth in cash flow generation over the next few years." As reported by the TCR on March 3, 2011, Moody's Investors Service upgraded Caesars Entertainment's Corporate Family ratings and Probability of Default ratings to Caa2. CET's Caa2 Corporate Family Ratings reflect very high leverage, weak interest coverage, the company's debt financed growth strategy, and Moody's view that the company's current capital structure in unsustainable in the long-term. The ratings reflect Moody's expectation that gaming demand will rebound very slowly over the next several years. However, in the absence of a material de-leveraging transaction, Moody's do not expect the company's capital structure to improve materially over the next few years. Additionally, given CEC's weak credit profile, there is a possibility that the company could again pursue transactions that will result in impairment of debt holder claims as a means to improve its capital structure. CAMTECH PRECISION: Avstar Solicitation Period Extended to March 5 ------------------------------------------------------------------ Avstar Fuel Systems, Inc.'s exclusive right to solicit acceptances of its filed plan of reorganization is extended for a period of sixty (60) days, through and including March 5, 2012. As reported in the TCR on Jan. 24, 2012, Avstar is seeking an extension of its exclusive plan solicitation period to allow the claim of Marvel Schebler Aircraft Carburetors LLC to be estimated. MSA filed a motion to estimate claim for voting purposes in August 2011. According to Avstar's counsel, discovery between Avstar and MSA has been concluded and the parties will be contacting the Court's chambers to schedule an evidentiary hearing on the Claim Estimation, which is the last open issue before confirmation. Avstar, an affiliated debtor of Camtech Precision Manufacturing, Inc., filed its Plan and Disclosure Statement on July 5, 2011. It is currently in the process of preparing an amended disclosure statement. Avstar insists that its extension request is not a delay tactic, but rather is needed to resolve contingencies and negotiate with creditors. About Camtech Precision Avstar, founded in 2007, designs, manufactures and overhauls carburetors and fuel injection systems for the aviation industry. Avstar is the holder of Federal Aviation Administration Parts Manufacturer Approvals for general aviation fuel systems. Avstar generates sales primarily from new product sales and overhauls of carburetors and servos for the general aviation industry. Jupiter, Florida-based Camtech Precision Manufacturing, Inc., Avstar Fuel Systems, Inc., and R & J National Enterprises, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case Nos. 10-22760, 10-22762 and 10-22762) on May 10, 2010. Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., in Boca Raton, Florida, serves as counsel to the Debtors. Carlos E. Sardi, Esq., and Glenn D. Moses, Esq., at Genovese Joblove Battista P.A., in Miami, Florida, represent the Official Committee of Unsecured Creditors. In its schedules, Camtech disclosed assets of $10,977,673 and debts of $14,625,066. CAPITAL BANCORP: Joseph Reid Discloses 4.2% Equity Stake -------------------------------------------------------- Joseph D. Reid disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, he beneficially owns 1,773,744 (of which 809,505 represent shares Mr. Reid has a right to acquire) of Capitol Bancorp Ltd. representing 4.2% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/ScHC3h About Capitol Bancorp Limited Capitol Bancorp Limited (NYSE: CBC) -- http://www.capitolbancorp.com/-- is a $5.1 billion national community banking company, with a network of bank operations in 16 states. Founded in 1988, Capitol Bancorp Limited has executive offices in Lansing, Michigan and Phoenix, Arizona. In September 2009, Capitol and its second-tier bank holding companies entered into a written agreement with the Federal Reserve Bank of Chicago under which Capitol has agreed, among other things, to submit to the Reserve Bank a written plan to maintain sufficient capital at Capitol on a consolidated basis and at Michigan Commerce Bank (as a separate legal entity on a stand- alone basis); and a written plan to enhance the consolidated organization's risk management practices, a strategic plan to improve the consolidated organization's operating results and overall condition and a cash flow projection. Certain of Capitol's bank subsidiaries have entered into formal agreements with their applicable regulatory agencies. Those agreements provide for certain restrictions and other guidelines and/or limitations to be followed by the banks. In 2009, Capitol commenced the deferral of interest payments on its various trust-preferred securities, as is permitted under the terms of the securities, to conserve cash and capital resources. The payment of interest may be deferred for periods up to five years. During such deferral periods, Capitol is prohibited from paying dividends on its common stock (subject to certain exceptions) and is further restricted by Capitol's written agreement with the Federal Reserve Bank of Chicago. Accrued interest payable on such securities approximated $18.1 million at June 30, 2010. The Company also reported a net loss of $45.04 million on $82.17 million of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $163.10 million on $101.45 million of total interest income for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.46 billion in total assets, $2.56 billion in total liabilities, and a $93.51 million in total deficit. The Form 10-Q as of Sept. 30, 2011, said there are several significant adverse aspects of Capitol's consolidated financial position and results of operations that raise some level of doubt as to the Corporation's ability to continue as a going concern. These include, among others: -- An equity deficit approximating $96 million; -- Regulatory capital classification on a consolidated basis as less than "adequately-capitalized" and related negative amounts and ratios; -- Numerous banking subsidiaries with regulatory capital classification as "undercapitalized" or 'significantly- undercapitalized"; and -- Certain banking subsidiaries which are generally subject to formal regulatory agreements have received "prompt corrective action" notifications and directives from the FDIC, which require timely action by bank management and the respective boards of directors to resolve regulatory capital ratios which result in classification as less than "adequately-capitalized" or to submit an acceptable capital restoration plan to the FDIC, and it is likely additional PCANs or PCADs may be issued in the future or that the banking subsidiaries may be unable to satisfactorily resolve those notices or directives. CARGO TRANSPORTATION: Hires Larry Hyman as Plan Trustee ------------------------------------------------------- Cargo Transportation Services, Inc. asks permission from the U.S. Court to employ Larry S. Hyman as Plan Trustee. The Bankruptcy Court confirmed on Oct. 19, 2011, CTS's Second Amended Plan of Reorganization dated Oct. 12, 2011. Terms of the plan were reported in the Troubled Company Reporter, including in its Oct. 27, 2011 edition. CTS' Chapter 11 plan with a subsection that provided for the creation and administration of a trust. Although the Plan did not provide a specific mechanism for the appointment of the Plan Trustee, Section 5.13.1 of the Plan contemplates the entry of an order by the Bankruptcy Court approving the appointment of the Plan Trustee. To the extent that the procedures for appointing a Plan Trustee were unclear in the Plan and due to the dissolution of the Committee, in an effort to expeditiously commence the Plan Trust Litigation prior to the Extended Deadline, the Reorganized Debtor believes it is appropriate for Mr. Hyman to be formally appointed as Plan Trustee. About Cargo Transportation Sunrise, Florida-based Cargo Transportation Services, Inc., provides transportation services to clients nationwide, including customized consolidation, distribution, logistics and warehousing services. It has 140 employees and averages $100,000,000 in gross revenue per year. Cargo Transportation filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, serves as the Debtor's bankruptcy counsel. Jennis & Bowen, P.L., serves as substitute counsel. 1 Source Partners Inc. and Accell Audit & Compliance P.A., serve as the Debtor's certified public accountants. Donald F. Walton, U.S. Trustee for Region 21, appointed an Official Committee of the Official Committee of Unsecured Creditors in the Debtor's case. Hunton & Williams LLP represents the Committee in the Chapter 11 proceedings. DLA Piper is general counsel for the Committee. The Debtor disclosed $11,728,760 in assets, and $11,869,375 in liabilities as of the Chapter 11 filing. CDC CORP: Proposes Solomon Harris as Corporate Counsel ------------------------------------------------------ CDC Corporation asks the U.S. Bankruptcy Court for the Northern District of Georgia for authority to employ Solomon Harris as its special corporate counsel. The Debtor says it is necessary to employ Solomon Harris to provide Cayman transactional and advisory assistance and to provide service on Cayman Law regarding: (a) removal of CDC Software Corporation's board of directors by Debtor's wholly owned subsidiary CDC Software International Corporation; and (b) the tax implications, if any, of execution of the proposed transfer to a third party of International's shareholding in Software, and CDC Corporation's 100% shareholding in International, in conjunction with forgiveness and elimination of an intercompany debt of approximately US$40 million as part of the transaction. The firm will also: (1) assist the Debtor's special litigation counsel, Kobre & Kim LLP, with regard to: (a) the appointment of CDC Corporation's Chief Restructuring Officer and his authority to act on behalf of CDC Corporation; (b) the calling of an Extraordinary General Meeting by the directors of Software as requisitioned by International on Jan. 13, 2012; and (c) any action taken by Software, its current directors or members, in the Courts of the Cayman Islands in connection with the intended replacement of Software's Board of Directors at the direction of International, the proposed transfer to a third party of International's shareholding in Software, and the proposed transfer to a third party of CDC Corporation's 100% shareholding in International; (2) provide a letter of comfort addressed to the CDC Companies and to any identified third party as specified by them to confirm that under Cayman law, the proposed transfer to a third party of International's shareholding in Software, and CDC Corporation's 100% shareholding in International, will not be affected by parallel U.S. bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code; (3) act as corporate counsel to the CDC Companies in the Cayman Islands in place of the firm of Maples & Calder and, in due course, to act as corporate counsel to Software as and when retained to do so by the Debtor; and (4) perform other transactional and corporate advisory matters in connection with any transaction contemplated by the CDC Companies. The Debtor seeks authorization to pay the firm a $5,000 retainer. The firm's hourly rates are: Professional Position Rate ------------ -------- ---- Sam Dawson Partner $575 Kay Carter Senior Associate $500 Tom Wright Associate $450 Paralegals $225 Sam Dawson, Esq., a partner at Solomon Harris, assures the Court he does not represent an interest that would be adverse to the Debtor. About CDC Corp Based in Atlanta, CDC Corp. (Nasdaq: CHINA) -- http://www.cdccorporation.net/-- is the parent company of CDC Software (Nasdaq: CDCS). CDC Software is based dually in Shanghai, China, and Atlanta and produces enterprise software applications, IT consulting services, outsourced applications development and IT staffing. The company's owners include Asia Pacific Online Ltd., Xinhua News Agency and Evolution Capital Management. CDC Corporation, doing business as Chinadotcom, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011. James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA, in Atlanta, Georgia, serves as counsel. Moelis & Company LLC serves as its financial advisor and investment banker. Marcus A. Watson at Finley Colmer and Company serves as chief restructuring officer. The Debtor estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. The Official Committee of Equity Security Holders of CDC Corporation is represented by Troutman Sanders. The Committee tapped Morgan Joseph TriArtisan LLC as its financial advisor. CENTAM PARTNERS: Court OKs James Caris as Bankruptcy Counsel ------------------------------------------------------------ Centam Partners, LLC, sought and obtained approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ James S. Caris, Esq., and James S. Caris, P.A., as general bankruptcy counsel nunc pro tunc to Dec. 20, 2011. Mr. Caris will: (a) advise the Debtor in all proceedings before the Court; (b) advise the Debtor of the requirements of the Bankruptcy Code, Federal Rules of Bankruptcy Procedure, applicable bankruptcy rules, including local rules, pertaining to the administration of the Case and U.S. Trustee Guidelines, related to the daily operation of its business and administration of the estate; (c) represent the Debtor in all proceedings before the Court; (d) prepare and review motions, pleadings, orders, applications, adversary proceedings, and other legal documents arising in the Case; (e) negotiate with creditors, prepare and seek confirmation of a plan of reorganization and related documents, and assist the Debtor with the implementation of any plan; and (f) perform all other legal services for the Debtor, which may be necessary. They Debtor will pay Mr. Caris at an hourly rate of $200, plus reimbursement of expenses. Prior to the Petition Date, the Debtor paid JSC $25,000 which was placed in the James S. Caris, P.A., Trust Account. To the best of the Debtor's knowledge, James S. Caris, Esq., and James S. Caris, P.A., are disinterested persons as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Caris can be reached at: James S. Caris, Esq. JAMES S. CARIS, P.A. 401 E. Las Olas Boulevard, #130-117 Fort Lauderdale, FL 33309 Tel: (954) 522-0206 Fax: (954) 523-1098 E-mail: jamescaris@yahoo.com Centam Partners, LLC, filed for Chapter 11 bankruptcy (Bank. S.D. Fla., Case No. 11-44590) on Dec. 20, 2011. The Debtor scheduled assets of $10,023,348 and schedule liabilities of $7,503,698. The petition was signed by David A. Matluck, MGMR/CEO. Robert J. Berney, CPA, acts as the Debtor's accountant. CENTAM PARTNERS: Court OKs Robert J. Berney as Accountant --------------------------------------------------------- Centam Partners LLC sought and obtained permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ Robert J. Berney, CPA, as accountant. Robert J. Berney will: (a) prepare financial statements for internal and external users; (b) collect and analyze financial data, ensuring compliance with GAAP and SEC reporting guidelines; (c) research accounting rules and regulations and make recommendations regarding company policy; and (d) prepare and explain tax statements and returns as necessary. The terms of employment of Robert J. Berney will be the fees that are regularly paid as a standard for the particular services in the local accounting community, subject to Court approval. To the best of the Debtor's knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Centam Partners, LLC, filed for Chapter 11 bankruptcy (Bank. S.D. Fla., Case No. 11-44590) on Dec. 20, 2011. The Debtor scheduled assets of $10,023,348 and schedule liabilities of $7,503,698. The petition was signed by David A. Matluck, MGMR/CEO. Robert J. Berney, CPA, acts as the Debtor's accountant. James S. Caris, P.A., acts as the Debtor's general bankruptcy counsel. CENTAM PARTNERS: Wants Case Dismissal Hearing Continued ------------------------------------------------------- Centam Partners, LLC asks the U.S. Bankruptcy Court to continue the hearing on UTA Capital LLC's motion to dismiss or convert to a Chapter 7 the Debtor's bankruptcy case. Centam Partners, LLC, filed for Chapter 11 bankruptcy (Bank. S.D. Fla., Case No. 11-44590) on Dec. 20, 2011. The Debtor scheduled assets of $10,023,348 and schedule liabilities of $7,503,698. The petition was signed by David A. Matluck, MGMR/CEO. Robert J. Berney, CPA, acts as the Debtor's accountant. James S. Caris, P.A., acts as the Debtor's general bankruptcy counsel. CENTRAL GARDEN: Moody's Affirms 'B1' Corporate; Outlook Stable -------------------------------------------------------------- Moody's Investors Service rated Central Garden & Pet Company's proposed tack-on of $50 million subordinated notes B2, while at the same time affirming its corporate family rating at B1 and its probability of default rating at B1. The SGL 2 speculative grade liquidity rating was also affirmed. The outlook is stable. These rating was assigned: $50 million subordinated notes at B2 (LGD 5, 74%); Senior subordinated shelf rating at (P) B2; The following ratings were affirmed/assessments revised: Corporate Family Rating at B1; Probability of Default Rating at B1; $400 million senior subordinated notes due 2018 at B2 (LGD5, 74% from 72%); Speculative grade liquidity rating at SGL 2 RATINGS RATIONALE Proceeds will be used to repay outstanding revolver borrowings. "The transaction is leverage neutral," said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. "However, looking through the stated deployment of proceeds, we believe this transaction provides Central Garden with additional liquidity to fund its strategic initiative of streamlining its operations and reducing SKUs," he said. Central Garden's B1 Corporate Family Rating reflects its modest size with revenue around $1.6 billion, limited geographic diversification with a primary focus in the South East, seasonality and weather dependency of its business, and single digit operating margins. The rating also incorporates the risks associated with having its business concentrated with a few key customers. High commodity costs also present a significant risk, especially for the wild bird feed sector, as consumers have been unwilling to pay higher prices in this category. Increased costs for other products are more easily passed through to consumers, but remain a risk. The rating is supported by the company's strong market position in pet and lawn & garden, good liquidity profile and adequate credit metrics. The stable outlook incorporates our expectation of growth in operating performance and savings from its cost efficiency efforts. A modest acquisition that temporarily causes credit metrics to deteriorate is considered in the outlook. The ratings could be upgraded in the midterm if the company is able to achieve most of its expected cost savings and is able to maintain the operating momentum it has recently gained over its largest competitor. Sustained credit metrics necessary for an upgrade would be Debt to EBITDA approaching 3 times, retained cash flow to net debt well over 25% and EBITA/interest over 3 times. The rating is unlikely to be downgraded in the near term. Over the longer term, the ratings could be downgraded if there are severe weather conditions, raw material prices unexpectedly spike and cannot be passed through, covenants get tight or if there is a severe deterioration in the macro economy. Sustained credit metrics necessary for a downgrade would be Debt to EBITDA around 5 times, retained cash flow to net debt under 10% and EBITA/interest under 1.5 times. Moody's subscribers can find further details in the Central Garden Credit Opinion published on Moodys.com. Please see ratings tab on the issuer/entity page on Moodys.com for the last Credit Rating Action and the rating history. The principal methodology used in rating Central Garden was Moody's Global Packaged Goods Industry methodology published in July 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Central Garden & Pet Company located in Walnut Creek, California, manufactures an array of branded lawn and garden and pet supply products, and operates as a distributor for other manufacturers' products in both of these segments. Sales approximated $1.6 billion for the twelve months ended December, 2011. CHENIERE ENERGY: S&P Raises Corporate Credit Rating to 'B-' ----------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Cheniere Energy, Inc. by one notch to 'B-' from 'CCC+' and the project rating of its subsidiary Sabine Pass LNG, L.P. by one notch to 'BB-' from 'B+'. "We have removed the ratings from CreditWatch with positive implications, where we placed them on Dec. 16, 2011. The outlook is positive and the recovery rating on Sabine Pass's senior secured project debt remains unchanged at '2'," S&P said. "The ratings upgrade of Cheniere reflects the company's improved ability to access capital markets to support continuing operations and address its future debt maturities, as evidenced by its $331 million December 2011 equity issuance and subsequent repayment of $298 million in term loans due in May 2012. We believe Cheniere's improved access stems from significant progress on the company's liquefaction project at subsidiary Sabine Pass Liquefaction, LLC. Specifically, the execution of 16 million tons per year of 20- year, take-or-pay LNG sale and purchase agreements with creditworthy counterparties increases the likelihood of improved cash flows beginning in 2016. The ratings upgrade of Sabine Pass LNG reflects the Cheniere upgrade because we cap Sabine's rating at three notches above its ultimate parent under our project finance criteria," S&P said. "At the same time, we note that significant credit risks remain. We expect that Cheniere will generate negative cash flow for the next four years due to weak earnings on 2 billion cubic feet (bcf) per day of regasification capacity contracted by subsidiary Cheniere Energy Investments LLC. U.S. natural gas prices are at their lowest in a decade, which has reduced total LNG imports to about 1 bcf per day and we do not expect this will improve in the near term. As a result, even if Cheniere successfully manages the execution risk of building its export project, it must raise significant capital market financing over the next four years to meet its liquidity requirements, starting with its $205 million convertible note maturity in August 2012," S&P said. Cheniere is a Houston-based energy company that mainly engages in liquefied natural gas (LNG)-related businesses. Through its subsidiary, Cheniere Energy Partners L.P., it owns and operates the Sabine Pass LNG regasification terminal project in Cameron Parish, La. "The positive outlook reflects significant progress on the Sabine Pass Liquefaction Project and, based on this, Cheniere's improved ability to access capital markets to address its 2012 debt maturity and liquidity needs," said Standard & Poor's credit analyst Mark Habib. "We could raise the ratings by another notch if the company successfully repays or refinances its $205 million maturity before August 2012. If the company can't secure adequate financing or enters into what we deem a distressed debt exchange, we could lower the ratings," S&P said. CHESAPEAKE ENERGY: Fitch Assigns 'BB' Sr. Unsecured Note Rating --------------------------------------------------------------- Fitch Ratings has assigned a 'BB' rating to Chesapeake Energy's (Chesapeake) issuance of $1.0 billion in senior unsecured notes due 2019. The proceeds are to be used for refinancing revolver borrowings and upcoming maturities as well as for general corporate purposes. Today, Chesapeake announced a plan to monetize a target amount of $10 - 12 billion in assets this year to help fund an anticipated funding deficit for 2012. In the near term Chesapeake is issuing the aforementioned bond issuance and anticipates receiving another $2.0 billion in volumetric production payments and a financial offering of the company's newly formed unrestricted subsidiary to hold Chesapeake's assets in Ellis and Rogers Mills counties in Oklahoma. Additionally, the company is pursuing joint venture transactions in its Mississippi Lime and Permian Basin assets. The company may also consider an outright sale of the company's Permian assets which comprise approximately 5% of the company's total net proved reserves and production. Other monetizations will involve the company's service and midstream assets as well as other minor assets. The current ratings reflect the company's large reserve base coupled with relatively high leverage and aggressive growth and spending plans. Liquidity is supported by the company's $4.0 billion corporate credit facility due 2015 and its midstream credit facility of $600 million due 2016. The current Outlook is Positive given gross balance sheet debt reduction thru year-end 2011 but could be changed by sustained weak natural gas prices or an inability of the company to achieve the asset monetizations outlined above without raising adjusted leverage. Fitch rates Chesapeake Energy as follows: -- IDR 'BB'; -- Senior unsecured debt 'BB'; -- Senior secured revolving credit facility 'BBB-'; -- Convertible preferred stock 'B+'. CHEYENNE HOTELS: Taps Meili Sikora as Tax Advisor and Accountant ---------------------------------------------------------------- Cheyenne Hotels, LLC, asks the U.S. Bankruptcy Court for the District of Colorado for authorization to employ Meili Sikora, CPA, CTRS (Certified Tax Resolution Specialist) under a general retainer to provide accounting services to the Debtor, nunc pro tunc to Dec. 22, 2011. As the Debtor's tax advisor and accountant, the accounting firm of Meili Sikora will: (a) process and record financial transactions on an as needed basis; (b) perform monthly reconciliations of bank accounts and other subsidiary ledgers to the general ledger; (c) prepare general ledger and trial balance monthly or as otherwise requested; (d) prepare other financial information; (e) assist with billing and collection of receipts; (f) prepare compiled balance sheet and income statements; (g) provide financial information to various parties on an as requested basis and approved by the Debtor; (h) prepare and file federal and state income tax returns; and (i) assist in the preparation of reports required in connection with the CHI Bankruptcy. The Debtor believes that the accountant does not hold or represent any interest adverse to the estate, and is "disinterested" in the estate, as provided in Section 327 (a) of the Bankruptcy Code. About Cheyenne Hotel Cheyenne Hotels LLC, which owns and operates the Hampton Inn & Suites in Colorado Springs, Colorado, filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-37518) on Nov. 25, 2011. Judge A. Bruce Campbell presides over the case, taking over from Judge Michael E. Romero. Thomas F. Quinn, Esq., at Thomas F. Qinn PC, serves as the Debtor's counsel. Cheyenne Hotels LLC estimated $10 million to $50 million in both assets and debts. The petition was signed by Tanveer Khan, manager. Affiliate Cheyenne Hotel Investments LLC filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 11-25379) on June 28, 2011, disclosing assets of $12,912,702 and liabilities of $8,074,325 as of the Petition Date. Thomas F. Quinn, Esq., also represents the Debtor as counsel. CHINA TEL GROUP: To Issue 2 Million Shares for Legal Services ------------------------------------------------------------- Velatel Global Communications, Inc., formerly known as China Tel Group, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registering 2.03 million shares of common stock. The shares of the Series A common stock are being registered in the name of Lawrence W. Horwitz (1,153,846 shares) and Mark C. Fields (879,001 shares), consultants to the Company, for legal services provided to Company. A full-text copy of the prospectus is available at http://is.gd/XjotEW About China Tel Based in San Diego, California, and Shenzhen, China, China Tel Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/-- provides high speed wireless broadband and telecommunications infrastructure engineering and construction services. Through its controlled subsidiaries, the Company provides fixed telephony, conventional long distance, high-speed wireless broadband and telecommunications infrastructure engineering and construction services. ChinaTel is presently building, operating and deploying networks in Asia and South America: a 3.5GHz wireless broadband system in 29 cities across the People's Republic of China with and for CECT-Chinacomm Communications Co., Ltd., a PRC company that holds a license to build the high speed wireless broadband system; and a 2.5GHz wireless broadband system in cities across Peru with and for Perusat, S.A., a Peruvian company that holds a license to build high speed wireless broadband systems. Since the Company's inception until June 30, 2011, it has incurred accumulated losses of approximately $242.36 million. The Company expects to continue to incur net losses for the foreseeable future. The Company's independent accountants have expressed substantial doubt about the Company's ability to continue as a going concern in their audit report, dated April 15, 2011, for the period ended Dec. 31, 2010. As reported by the TCR on April 21, 2011, Mendoza Berger & Company, LLP, in Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has incurred a net loss of $56,041,182 for the year ended Dec. 31, 2009, cumulative losses of $165,361,145 since inception, a negative working capital of $68,760,057, and a stockholders' deficit of $63,213,793. The Company reported a net loss of $66,623,130 on $955,311 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $56,065,029 on $657,876 of revenue during the prior year. The Company also reported a net loss of $17.97 million on $488,476 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $38.22 million on $729,701 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $11.57 million in total assets, $22.22 million in total liabilities and a $10.64 million total stockholders' deficit. CIRCLE ENTERTAINMENT: Deutsche Bank Discloses 8% Equity Stake ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Deutsche Bank AG and Deutsche Bank Trust Company Americas disclosed that, as of Dec. 30, 2011, they beneficially own 5,218,626 shares of common stock of Circle Entertainment Inc. representing 8.02% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/r49Mlm About Circle Entertainment Circle Entertainment Inc. (CEXE.PK), formerly FX Real Estate and Entertainment Inc., owns 17.72 contiguous acres of land located at the southeast corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas, Nevada. The Las Vegas Property is currently occupied by a motel and several commercial and retail tenants with a mix of short and long-term leases. On June 23, 2009, as a result of the default under the first mortgage loan, the first lien lenders had a receiver appointed to take control of the property. The Company is headquartered in New York City. The Company disclosed in its Form 10-Q for the quarter ended June 30, 2010, that it has no current cash flow and cash on hand as of Aug. 13, 2010, is not sufficient to fund its short-term liquidity requirements, including its ordinary course obligations as they come due. On April 21, 2010, the Company's remaining Las Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed for Chapter 11 in the U.S. Bankruptcy Court for the District of Nevada (Case No. 10-17015). The Company's Las Vegas subsidiary filed for Chapter 11 bankruptcy on April 21, 2010, and a plan of liquidation or reorganization will eventually be implemented under which the Company will surrender ownership of the Las Vegas Property. Under such a plan, it is extremely unlikely the Company will receive any material interest or benefit. The Company reported net income of $346.81 in 2010, following a net loss of $114.68 million. The net profit generated in the year was primarily on account of a $390.75 million gain from discharge of net assets due to the bankruptcy plan of the Las Vegas subsidiariy. The Company also reported a net loss of $4.14 million on $0 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $33.59 million on $0 of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $4.62 million in total assets, $9.40 million in total liabilities, and a $4.77 million total stockholders' deficit. As reported by the TCR on April 11, 2011, L.L. Bradford & Company, LLC, in Las Vegas, Nevada, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has limited available cash, has a working capital deficiency and will need to secure new financing or additional capital in order to pay its obligations. CIRCLE STAR: Terminates Purchase Agreement with Colonial -------------------------------------------------------- Circle Star Energy Corp. entered into a Membership Interest Purchase Agreement with Colonial Royalties, LLC, pursuant to which Colonial agreed to, among other items, purchase all of the Company's interests in its wholly-owned subsidiary JHE Holdings, LLC, for aggregate consideration of $9,350,000 payable as follows: * $100,000 on Dec. 30, 2011; * $2,100,000 on Jan. 29, 2012; * $3,200,000 on Feb. 26, 2012; and * $3,950,000 on March 29, 2012. Pursuant to the Purchase Agreement, the Company was not required to assign its interests in JHE to Colonial until the final payment of $3,950,000 was received by the Company on March 29, 2012. On Dec. 30, 2011, the Company received the first payment of $100,000 from Colonial. The second payment of $2,100,000 was not received by the Company on Jan. 29, 2012. Accordingly, on Feb. 6, 2012, the Company sent a Notice of Default and Termination to Colonial stating that Colonial was in breach of its payment obligations under the Purchase Agreement and that the Company was exercising its right to terminate the Purchase Agreement. Under the terms of the Purchase Agreement, the delivery of the Notice by the Company to Colonial was not deemed to be an election of remedies and the Company retains the right to pursue all legal or equitable remedies against Colonial for breach of the Purchase Agreement. In connection with the termination of the Purchase Agreement, the Company is withdrawing its Preliminary Schedule 14C, filed with the SEC on Jan. 20, 2012, pursuant to which the Company disclosed that the Company's board of directors and holders of a majority of the Company's issued and outstanding common stock entitled to vote had approved the sale of all of the Company's interests in JHE to Colonial by written consent in lieu of a meeting pursuant to Section 78.320 of the Nevada Revised Statutes. Due to the withdrawal of the Preliminary Schedule 14C, the Company will not be filing a Definitive Schedule 14C with the SEC and consequently, the Company's does not have corporate authority to proceed with the sale of all of its interests in JHE to Colonial. About Circle Star Houston, Tex.-based Circle Star Energy Corp. owns royalty, leasehold, operating, net revenue, net profit, reversionary and other mineral rights and interests in certain oil and gas properties in Texas. The Company's properties are in Crane, Scurry, Victoria, Dimmit, Zavala, Grimes, Madison, Robertson, Fayette, and Lee Counties. The Company has sustained losses in all previous reporting periods with an inception to date loss of $3.8 million as of July 31, 2011. "There is substantial doubt about the Company's ability to continue as a going concern," the Company said in the filing. The Company reported a net loss of $6.46 million on $509,971 of total revenues for the six months ended Oct. 31, 2011, compared with a net loss of $11,172 on $0 of total revenues for the same period a year ago. The Company's balance sheet as of Oct. 31, 2011, showed $3.47 million in total assets, $5.84 million in total liabilities, and a $2.37 million total stockholders' deficit. CIRCLE STAR: Enters Into Inter-Creditor Pact with Noteholders -------------------------------------------------------------- Circle Star Energy Corp. entered into an Inter-Creditor Agreement with the holders of 10% convertible notes in the aggregate principal amount of $2,750,000 effective Feb. 8, 2012. The Inter- Creditor Agreement provides for, among other items: (i) the grant to the holders of the Notes of a pledge and security interest in all of the membership interests and assets of the Company's wholly-owned subsidiary JHE Holdings, LLC, upon termination of the currently existing pledge and security interest in all of the membership interests and assets of JHE; and (ii) the grant on a pro rata basis to the holders of the Notes of a 3.5% overriding royalty interest in certain properties which may be acquired by the Company. Amendment to JHE Note Obligations The Company completed the acquisition of JHE from High Plains Oil, LLC, in consideration for, among other items, the assumption by the Company of a Promissory Note dated Jan. 1, 2011, in the principal amount of $7,500,000, which Note was originally issued by High Plains to James H. Edsel, Nancy Edsel, and James H. Edsel, Jr. In connection with the acquisition of JHE, the Company entered into (i) an Assignment and Novation Agreement, effective as of May 31, 2011, with High Plains, the Edsels and JHE, pursuant to which the Company agreed to assume all of the payment obligations of High Plains under the Note, and (ii) an Amended and Restated Membership Interest Pledge and Security Agreement, dated May 31, 2011, with the Edsels, pursuant to which the Company pledged all of the membership interests in JHE, and granted a security interest in all of the assets of JHE, to the Edsels as security for payment of the Note. On Feb. 8, 2012, the Company entered into a First Amendment to Assignment and Novation Agreement and a First Amendment to Membership Interest Pledge and Security Agreement pursuant to which the Company agreed to delete Section 6, and other similar provisions, from each of the Novation Agreement and Pledge Agreement which provided for, among other items, the vesting, and release from any transfer restrictions, of a corresponding portion of the Company Oil and Gas Properties, as defined in the Novation Agreement and Pledge Agreement, once at least 50% of the original principal amount of the Note had been paid to the Edsels and thereafter as each further payment of principal was made by the Company to the Edsels under the Note. Under the terms of the Note, payments of principal were due by the Company to the Edsels as follows: (i) $1,000,000 on June 1, 2011, (ii) $1,500,000 on Sept. 1, 2011, (iii) $2,000,000 on Dec. 31, 2011, (iv) $1,500,000 on March 1, 2012, and (v) $1,500,000 on June 1, 2012. While the Company made the principal payments due under the Note to the Edsels on June 1, 2011, and Sept. 1, 2011, the Company was unable to timely make the December 2011 Payment to the Edsels, and in consideration of a payment in the amount of $100,000 by the Company to the Edsels and pursuant to a letter agreement dated Dec. 29, 2011, the Edsels agreed to extend the payment date for the December 2011 Payment until Jan. 31, 2012, on which date the December 2011 Payment was due and payable. The Company was unable to timely make the December 2011 Payment to the Edsels on Jan. 31, 2012, and as consideration for the Edsels agreeing to (i) further extend the due date for the December 2011 Payment until Feb. 8, 2012, and (ii) extend the due date for March 2012 Payment until April 30, 2012, the Company offered to pay, among other items, the sum of $2,000,000 to the Edsels as a principal payment under the Note on or before Feb. 8, 2012, pursuant to the terms of a letter agreement dated Feb. 8, 2012. Concurrently therewith, and as additional consideration for the Modified Payment Terms, the Company also agreed to execute the Amendments. On Feb. 8, 2012, the Company made the December 2011 Payment due to the Edsels under the Note and, consequently, the Company remains current in its payments obligations under the Note. A full-text copy of the Form 8-K is available for free at: http://is.gd/5g81jp About Circle Star Houston, Tex.-based Circle Star Energy Corp. owns royalty, leasehold, operating, net revenue, net profit, reversionary and other mineral rights and interests in certain oil and gas properties in Texas. The Company's properties are in Crane, Scurry, Victoria, Dimmit, Zavala, Grimes, Madison, Robertson, Fayette, and Lee Counties. The Company has sustained losses in all previous reporting periods with an inception to date loss of $3.8 million as of July 31, 2011. "There is substantial doubt about the Company's ability to continue as a going concern," the Company said in the filing. The Company reported a net loss of $6.46 million on $509,971 of total revenues for the six months ended Oct. 31, 2011, compared with a net loss of $11,172 on $0 of total revenues for the same period a year ago. The Company's balance sheet as of Oct. 31, 2011, showed $3.47 million in total assets, $5.84 million in total liabilities, and a $2.37 million total stockholders' deficit. CITYCENTER HOLDINGS: Fitch Rates First Lien Issuance at 'BB-' ------------------------------------------------------------- Fitch assigns CityCenter Holdings, LLC's (CityCenter) $240 million in proposed first lien note issuance a rating of 'BB-'/'RR1'. CityCenter's existing ratings are not impacted by the issuance. CityCenter's Issuer Default Rating (IDR) is 'B-'. The Rating Outlook is Stable. The first lien notes are being issued as part of the same series of the 7.625% senior secured first lien notes due 2016, which has $900 million outstanding. The note proceeds, along with cash on hand, will paydown CityCenter's term loan by $300 million. There was $375 million of term loans outstanding as of Dec. 31, 2011, hence $75 million will remain. Debt incurrence under the first lien notes is governed by a 2.0 times (x) Consolidated Fixed Charge Coverage (CFCC) ratio. There are, however, some considerable carveouts including a $100 million general carveout. Restricted payments are also only permitted if the pro forma CFCC ratio exceeds 2x. Restricted payments (RPs) are governed by a RP basket, which is built using 50% of net income plus certain capital contributions. Fitch expects net income to be negative in the near-to-medium term but there is a $50 million general carveout for RPs. There are no meaningful financial maintenance covenants in the indenture. The term loan's covenants are much more stringent with no additional debt or RPs permitted (outside of some minor carveouts) and a somewhat difficult financial maintenance covenant step-up schedule (coverage test stepping up to 1.5x by Sept. 2013). The financial covenants plus CityCenter's overall credit profile are discussed at greater length in Fitch's credit analysis report for MGM Resorts International (MGM) and CityCenter dated Feb. 1, 2012. The proposed transaction would be a slight positive for CityCenter's credit profile, particularly in terms of liquidity and financial flexibility. It would extend the maturity profile by pushing out about $300 million of debt maturing in January 2015 (term loan maturity) to January 2016. The transaction would also allow CityCenter to accumulate an additional cash cushion since the loan's mandatory 75% excess cash sweep will not be that meaningful of factor. Nor will the term loan's financial covenants, which would allow for only thin covenant cushion levels when becoming active March 2012. Pro forma for the transaction, CityCenter will have $112 million of cash relative to $75 million in term loans outstanding. Cash flow would also be marginally improved since CityCenter would be using $60 million of its cash to paydown the term loan, which is priced at Libor plus 650 basis points with a 1% Libor floor. The existing 7.625% first lien notes are currently trading at a significant premium so the interest rate differential should be a slight positive for CityCenter. On the negative side, Fitch is concerned that the transaction reduces CityCenter's avenues for meaningful deleveraging. Prior to the transaction being announced Fitch took some comfort in the term loan's 75% excess cash sweep as a method to reduce debt and offset the debt accruing from the second-lien notes' payment-in- kind (PIK) option, which is mandatory through July 2012. The first- and second-lien notes are not callable until 2014 (at 104% for the first lien notes and 105% for the second lien) and are trading at a premium. There is little impact from the proposed transaction on Fitch's calculations for recovery in an event of default. Fitch still calculates full recovery for the term loans and the first lien notes, which are essentially pari passu (with exception of receipt of Crystals sales proceeds outside of a foreclosure). Fitch's calculates that the recovery of the second-lien notes remains in the 31% - 50% range, which is consistent with a 'B-'/'RR4' rating. Through Dec. 31, 2011, CityCenter's EBITDA for the latest 12-month period is $212 million. Relative to $1.22 billion of first lien debt (pro forma for the transaction), debt/EBITDA is 5.7 times (x). Relative to approximately $1.95 billion of debt through the second-lien, debt/EBITDA is 9.2x (pro forma for the PIK note's interest accruing through July 2012 when PIK becomes optional). Assuming the first lien note prices inline with the prevailing yield on the existing first lien note and CityCenter opts not to use the PIK option starting in July 2012, Fitch estimates pro forma interest at roughly $169 million, equating to a 1.25x pro forma coverage. This level of coverage is adequate in context of the 'B-' IDR when taking into account CityCenter's minimal maintenance capital expenditure needs as well as Fitch expectation for continued Las Vegas Strip recovery and ramp up in CityCenter's operations. Fitch rates CityCenter as follows: -- IDR 'B-'; -- Senior secured credit facility 'BB-'/'RR1' -- First lien senior secured note 'BB-'/'RR1' -- Second lien senior secured PIK note 'B-'/'RR4' CLAIRE'S STORES: Has Net Sales of $435 Million in 4th Quarter ------------------------------------------------------------- Claire's Stores, Inc., expects to report net sales of $435 million for the 2011 fourth quarter, an increase of $13 million, or 3.1%, compared to the 2010 fourth quarter. The increase was attributable to new store sales and an increase in same store sales, partially offset by closed stores, decreases in shipments to franchisees and foreign currency translation effect of the Company's foreign locations' sales. Net sales would have increased 3.3% excluding the impact from foreign currency rate changes. Adjusted EBITDA in the 2011 fourth quarter is expected to be between $102 million and $104 million, compared to $97.0 million in the 2010 fourth quarter. The Company expects to report net sales of $1,496 million for fiscal 2011, an increase of $70 million, or 4.9%, compared to Fiscal 2010. Consolidated same store sales increased 0.1% in Fiscal 2011. In North America, same store sales increased 2.8% in Fiscal 2011 while Europe same store sales decreased 4.4%. Adjusted EBITDA in fiscal 2011 is expected to be between $274 million and $276 million, compared to $263.9 million in fiscal 2010. A full-text copy of the press release is available at: http://is.gd/VfctFx About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. The Company's balance sheet at Oct. 29, 2011, showed $2.81 billion in total assets, $2.86 billion in total liabilities, and a $44.61 million stockholders' deficit. As reported by the Troubled Company Reporter on March 15, 2011, Moody's upgraded Claire's Stores' senior secured bank credit facilities to B3 from Caa1 and its Speculative Grade Liquidity Rating to SGL-2 from SGL-3. All other ratings were affirmed including Claire's Caa2 Corporate Family Rating. The rating outlook is positive. COACH AMERICA: Names Laura Hendricks New Chief Executive -------------------------------------------------------- Dow Jones' DBR Small Cap reports that Coach America Holdings Inc. has named Laura Hendricks, the company's vice president for business development, as its new chief executive as it works to restructure or sell its assets in Chapter 11. About Coach America Coach America -- http://www.coachamerica.com/-- is the largest tour and charter bus operator and the second largest motorcoach service provider in the U.S. Coach America operates the second largest fleet in the U.S. with over 3,000 vehicles, including over 1,600 motorcoaches, primarily under the Coach America, American Coach Lines and Gray Line brands. Coach America employs 6,000 people. Coach America Holdings Inc. and its U.S.-based subsidiaries filed to reorganize under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 12-10010) on Jan. 3, 2011. Judge Kevin Gross presides over the case. Coach America's investment banker is Rothschild Inc., legal counsel are Lowenstein Sandler PC and Polsinelli Shughart, and its financial advisor is Alvarez & Marsal North America LLC. BMC Group Inc. serves as the Debtors' notice, claims and balloting agent. Coach America disclosed $274 million in assets and $402 million in liabilities as of Nov. 30, 2011. Liabilities include $318.7 million owing on first-lien debt with JPMorgan Chase Bank NA as agent. Second-lien debt, with Bank of New York Mellon Corp. as agent, is $30.5 million. In connection with the filing, Coach America has obtained a commitment for $30 million of debtor-in-possession financing from a steering committee of its existing senior lenders. The loan was arranged by JPMorgan Securities LLC. JPMorgan Chase Bank N.A. is the DIP agent. Attorneys for JPMorgan, as Prepetition First Lien Agent and DIP Agent, are Brian M. Resnick, Esq., at Davis Polk & Wardwell LLP; and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A. COACH AMERICA: S&P Withdraws 'D' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings on Coach America Holdings Inc. at the company's request. "Coach filed for Chapter 11 bankruptcy protection on Jan. 3, 2012, and we lowered our corporate credit rating and issue ratings on the company to 'D' on Jan. 4, 2012," S&P said. COMPLETE PRODUCTION: S&P Raises Corporate Credit Rating to 'BB+' ---------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Complete Production Services Inc. (Complete) to 'BB+' from 'BB-' and removed them from CreditWatch with positive implications, where they were placed on Oct. 12, 2011. The outlook is positive. Subsequent to the upgrade, Standard & Poor's withdrew the corporate credit rating on Complete. "At the same time we raised our senior unsecured debt rating on Complete to 'BB+' (same as the corporate credit rating on Superior Energy Services; BB+/Positive/--). The recovery rating is '3', which indicates our expectation of meaningful recovery (50% to 70%) in the event of a default," S&P said. "As a result of Superior Energy Services Inc.'s completed acquisition of Complete Production Services on Feb. 8, we have raised the corporate credit and senior unsecured ratings on Complete to the same level as Superior to reflect the new ownership," said Standard & Poor's credit analyst Paul Harvey. "We are maintaining the senior unsecured rating on Complete's $650 million notes due 2016, pending their redemption by Superior on or around March 8, 2012, at which time the senior unsecured ratings on Complete will be withdrawn. In November 2011, Superior subsidiary SESI LLC issued $700 million of senior unsecured notes to fund the redemption of the Complete debt," S&P said. "The positive outlook on Complete prior to withdrawal of the corporate credit rating reflects the outlook on Superior Energy Services," S&P said. COMPREHENSIVE CARE: Registers 50MM Shares Under Equity Plan ----------------------------------------------------------- Comprehensive Care Corporation filed with the U.S. Securities and Exchange Commission a Form S-8 registering 50 million shares of common stock issuable under the Company's 2009 Equity Compensation Plan. The proposed maximum offering price is $11.25 million. A full-text copy of the filing is available at http://is.gd/ZC0TLI About Comprehensive Care Tampa, Fla.-based Comprehensive Care Corporation provides managed care services in the behavioral health, substance abuse, and psychotropic pharmacy management fields. The Company reported a net loss of $10.4 million on $35.2 million of revenues for 2010, compared with a net loss of $18.9 million on $14.2 million of revenues for 2009. The Company also reported a net loss of $6.47 million on $54.04 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $8.63 million on $17.34 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $14.67 million in total assets, $26.41 million in total liabilities and a $11.73 million total stockholders' deficiency. Mayer Hoffman McCann P.C., in Clearwater, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has not generated sufficient cash flows from operations to fund its working capital requirements. COMSTOCK MINING: Completes $15 Million Public Offering ------------------------------------------------------ Comstock Mining Inc. completed its previously announced public offering of 7,894,737 shares of common stock. The net proceeds to the Company from the offering will be approximately $13.5 million, after deducting underwriting discounts, commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for exploration and development of the Company's primary target areas, that is the Lucerne, Dayton and Spring Valley Resource Areas, as well as for working capital and general corporate purposes. Global Hunter Securities, LLC, Moelis & Company LLC and Aegis Capital Corp. acted as joint-book running managers for the offering. Comstock Mining priced the underwritten public offering of 7,894,737 shares of common stock at $1.90 per share. The offering closed on Feb. 10, 2012. The Company has granted the underwriters a 30-day option to purchase up to 1,184,211 additional shares to satisfy any overallotments. About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. The Company reported a net loss of $60.32 million for the year ended Dec. 31, 2010, compared with a net loss of $6.06 million during the prior year. The Company had no revenues from operations for the years ended Dec. 31, 2010 and 2009. The Company reported a net loss of $9.10 million on $299,246 of hotel revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $26.63 million on $0 of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $26.57 million in total assets, $10.01 million in total liabilities and $16.55 million in total stockholders' equity. CONTAINERSHIP CO: May Use Chapter 15 to Sue Shippers ----------------------------------------------------- The Containership Co. (TCC) A/S can proceed with 77 lawsuits filed in bankruptcy court against shippers who allegedly violated contracts to transport containers, a bankruptcy judge in Manhattan ruled. In August, Containership Co. started the 77 lawsuits, contending the shippers hadn't sent the minimum number of containers called for by contract. Several dozen of the shippers responded by filing papers in bankruptcy court seeking authority to bring an action against Containership Co. in the Federal Maritime Commission, alleging a violation of the U.S. Shipping Act of 1984. Bankruptcy Judge Sean H. Lane denied a motion filed by 22 parties- in-interest to modify the automatic stay, pursuant to Section 362(d)(1) of the Bankruptcy Code, in the Chapter 15 bankruptcy case of The Containership Company. The parties seek to lift the stay to file complaints before the Federal Maritime Commission alleging violations of the federal Shipping Act of 1984 by the debtor. The Motion further requests that the Chapter 15 debtor's adversary proceedings against the parites be stayed indefinitely. The Motion was joined by more than a dozen other parties, all of whom are defendants in adversary proceedings filed by the Chapter 15 debtor alleging breach of contract. Judge Lane concluded that the Federal Maritime Commission does not have exclusive or primary jurisdiction over the parties' allegations, which are in the nature of defenses to the Chapter 15 debtor's breach of contract actions. On Aug. 1 and 2, 2011, the Debtor filed roughly 77 adversary proceedings against certain shippers alleging breach of prepetition service contracts entered into between the Debtor and the shippers. The contracts each included a minimum quantity commitment, requiring the shipper to tender a certain quantity of containers to the Debtor within the term of the contracts. The complaints in the adversary proceedings assert that the shippers breached these service contracts by failing to meet the specified MQCs, and they seek liquidated damages plus interest and reasonable attorneys' fees. On Aug. 19, 2011, some of the defendants in the adversary proceedings filed a Motion to (A) Modify the Automatic Stay to Allow Movants to File Claims Against the Debtor and Permit the Federal Maritime Commission to Exercise Jurisdiction Over Actions Alleging Violations of the Shipping Act of 1984 and (B) Stay Related Adversary Proceedings. The Motion was filed on behalf of 22 parties and an additional 16 parties seek to join in the Motion. The Movants contend that the Debtor violated the Shipping Act of 1984 and that the Debtor's conduct should be brought to the attention of the FMC. The Movants are: Apex Maritime Co., Inc.; Argos Freight, Inc.; Barthco International, Inc; O.E.C. Shipping Los Angeles, Inc.; Pantainer Ltd.; T-Z Cargo Limited; Universal Shipping Inc.; Wako Express (HK) Co. Ltd.; Multi-Trans Shipping Agency, Inc.; Winair Logistics, Inc.; Interglobo North America Inc.; CEVA Freight, LLC; Globe Express Services, Ltd.; Phoenix International Freight Services, Ltd.; US Pacific Transport, Inc.; England Global Logistics USA, Inc.; Union Logistics, Inc.; Translink Shipping, Inc.; Pudong Trans. USA, Inc.; United Logitsics (LAX), Inc.; Topocean; and UPS Ocean Freight Service, Inc. Nine motions to join were filed on behalf of these parties: Headwin Global Logistics (USA), Inc.; Shanghai YiJia Transportation Co.; CMA CGM Logistics S.A.; Global Forwarding, Ltd.; U.S. United Logistics (Ningbo) Inc.; MCL-Multi Container Line, Inc.; Sirius Global Logistics Co., Ltd.; Ocean World Lines; Seapassion Logistics, Inc.; Rocky International, LLC; TT Ocean Logistics, LLC; STD Logistics, Ltd.; On Time Shipping Line Ltd.; Howard Berger; Pactrans Air & Sea, Inc.; and American International Cargo Service, Inc. The motions to join were unopposed and are granted by the Court. Edward D. Greenberg, Esq., David P. Street, Esq., and Brendan Collins, Esq. -- egreenberg@gkglaw.com and dstreet@gkglaw.com -- at GKG LAW, P.C. represent Apex Maritime Co., Inc., Argos Freight, Inc., Barthco International, Inc., LCL Lines, O.E.C. Shipping Los Angeles, Inc., Pantainer Ltd., T-Z Cargo Limited, Universal Shipping Inc., Wako Express (HK) Co. Ltd., Multi-Trans Shipping Agency, Inc., Winair Logistics, Inc., Interglobo North America Inc., CEVA Freight, LLC, Global Forwarding, Ltd., US United Logistics (Ningbo), Inc., MCL-Multi Container Line, Inc., Seapassion Logistics, Inc., Rocky International, LLC, TT Ocean Logistics, LLC, STD Logistics Ltd., On Time Shipping Line Ltd. and American International Cargo Service, Inc. Barbra R. Parlin, Esq., Christopher R. Nolan, Esq., and J. Michael Cavanaugh, Esq. -- barbra.parlin@hklaw.com , chris.nolan@hklaw.com and michael.cavanaugh@hklaw.com -- at HOLLAND & KNIGHT LLP serve as attorneys for UPS Ocean Freight Service, Inc. and Ocean World Lines. James M. Maloney, Esq., in Port Washington, N.Y., argues for Pactrans Air & Sea, Inc. Maryann Gallagher, Esq., Timothy A. Barnes, Esq., Lizabeth L. Burrell, Esq., and Heather Elizabeth Saydah, Esq. -- mgallagher@curtis.com and tbarnes@curtis.com -- at CURTIS, MALLET- PREVOST, COLT & MOSLE LLP, represent Globe Express Services, Ltd. Henry P. Gonzalez, Esq., and Carlos Rodriquez, Esq. -- gonzalez@rorlaw.com and rodriguez@rorlaw.com -- at RODRIGUEZ, O'DONNELL, GONZALEZ & WILLIAMS, P.C., argue for US Pacific Transport, Inc., Phoenix International Freight Services, Ltd., Union Logistics, Inc., Translink Shipping, Inc., Pudong Trans. USA, Inc., United Logistics (LAX), Inc., Headwin Global Logistics (USA), Inc., Shanghai YiJia International Transportation Co., CMA CGM Logistics S.A. and Sirius Global Logistics Co., Ltd. Howard F. Strongin, Esq. -- hstrongin@sralawfirm.com -- at STRONGIN, ROTHMAN & ABRAMS LLP, represents England Global Logistics USA, Inc. Brian P. Dunning, Esq., and Edward A. Smith, Esq. -- bcdunning@Venable.com and easmith@Venable.com -- at VENABLE LLP represent Topocean. Rishi Kapoor, Esq., and Gerardo A. Carlo Altieri, Esq., CARLO & LOZADA, LLC in Puerto Rico, represent Phoenix International Freight Services, Ltd. and US Pacific Transport. Sandra Gale Behrle, Esq., at COOPER, BROWN & BEHRLE, P.C., argues for Seapassion Logistics, Inc., Rocky International, LLC, TT Ocean Logistics, LLC, STD Logistics Ltd., On Time Shipping Line Ltd. and American International Cargo Service, Inc. Aleksander Powietrzynski, Esq., at WINSTON & WINSTON, P.C., represents Howard Berger Company. A copy of Judge Lane's Memorandum of Decision is available at http://is.gd/hk5gGLfrom Leagle.com. About Containership Co. Denmark-based The Containership Co. is a company formed in 2009 to operate container ships between China and Los Angeles, The company filed for reconstruction in Denmark in April 2011. The same month, the Danish court approved the restructuring plan. On May 31, 2011, the company filed for protection in the U.S. under Chapter 15 (Bankr. S.D.N.Y. Case No. 11-12622). The Chapter 15 petition was signed by Jorgen Hauschildt, as court appointed receiver or reconstructor in the bankruptcy proceeding before the Copenhagen Maritime & Commercial Court, Bankruptcy Division, Denmark. The Company, which has its corporate headquarters in Norway and operational head office in Denmark, owns one and charters five container vessels. The Debtor is estimated to have $1 million to $10 million in assets and up to $50 million in liabilities in the Chapter 15 petition. The U.S. Bankruptcy Court in New York ruled in July that Denmark was home to the so-called foreign main proceeding. The U.S. judge granted relief in Chapter 15, formally halting creditor actions in the U.S. The Company filed under Chapter 15 in the U.S. so that the U.S. bankruptcy judge can prevent creditors from seizing the vessels when they come to the U.S. Containership was founded with $25 million from a private placement. It first sailed in April 2010 and ran up a $7.4 million loss last year before taxes on revenue of $83.8 million. Jeremy O. Harwood, Esq., at Blank Rome, LLP, in New York, serves as counsel for the petitioner. CONVERTED ORGANICS: Has 438.9 Million Outstanding Common Shares --------------------------------------------------------------- On Jan. 12, 2012, Converted Organics Inc. issued a senior secured convertible note, in exchange for the senior secured convertible note issued on Nov. 2, 2011, in the aggregate original principal amount of $3,474,797, which had $2,456,595 of principal outstanding on Jan. 12, 2012, immediately prior to the exchange, for a senior secured convertible note in the aggregate original principal amount of $2,456,595, as well as additional consideration. The terms of the Note are substantially identical to the terms of the Original Note. As of Feb. 10, 2012, the principal amount of the Note has declined to $2,070,408. From Feb. 7, 2012, until Feb. 10, 2012, a total of $20,995 in principal had been converted into 19 million shares of common stock. Since the issuance of the Original Note, a total of $1,779.592 in principal had been converted into 424 million shares of common stock. The Note holder is an accredited investor and the shares of common stock were issued in reliance on Section 4(2) under the Securities Act of 1933, as amended. As of Feb. 10, 2012, the Company had 438,948,403 shares of common stock outstanding. About Converted Organics 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. 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. DAIS ANALYTIC: Amends Form S-1 Registration Statement ----------------------------------------------------- Dais Analytic Corporation filed with the U.S. Securities and Exchange Commission Amendment No.6 to Form S-1 registration statement relating to the public offering of up to 33,000,000 shares of the Company's common stock. The public offering price for the common stock offered is estimated to be between $0.30 and $0.34 per share. Once the offering price has been determined, the common stock offering price will remain fixed for the duration of the offering. The Company's common stock is quoted on the OTC Bulletin Board under the symbol "DLYT.OB". On Feb. 10, 2012, the last reported sale price for the Company's common stock was $0.295 per share. The proposed aggregate price of the shares offered hereby assuming a midpoint offering price of $0.32 per share is $10,560,000. A full-text copy of the amended prospectus is available at: http://is.gd/76MuCP About Dais Analytic Odessa, Fla.-based Dais Analytic Corporation has developed and patented a nano-structure polymer technology, which is being commercialized in products based on the functionality of these materials. The initial product focus of the Company is ConsERV, an energy recovery ventilator. The Company also has new product applications in various developmental stages. Cross, Fernandez & Riley LLP, in Orlando, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2010 financial results. The independent auditors noted that the Company has incurred significant losses since inception and has a working capital deficit and stockholders' deficit of $2,861,448 and $6,722,092 at Dec. 31, 2010. The Company reported a net loss of $1.43 million on $3.34 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $7.12 million on $1.53 million of revenue during the prior year. The Company reported a net loss of $3.38 million on $2.61 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $1.94 million on $2.36 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.69 million in total assets, $8.79 million in total liabilities, and a $6.09 million total stockholders' deficit. DC DEVELOPMENT: Wants Plan Filing Period Extended to June 11 ------------------------------------------------------------ D.C. Development, LLC, et al., ask the U.S. Bankruptcy Court for the District of Maryland to extend their exclusive periods to file a plan of reorganization and obtain acceptance of the plan by 120 days through and including June 11, 2012, and Aug. 10, 2012, respectively. The Debtors tell the Court that the cases are still in the early stages and an extension will not prejudice any party in interest and will enable the Debtors to conserve their resources by not being forced to respond to competing plans. About Wisp Resort Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort Development ,Inc., and The Clubs at Wisp, LLC, operate a ski resort and real estate development companies located in Garrett County, Maryland generally known as Wisp Resort. The Wisp Resort comprises approximately 2,200 acres of master planned and fully entitled land, 32 ski trails covering 132 acres of skiable terrain with 12 lifts and two highly-rated golf courses. Financial problems were caused by a guarantee given to Branch Banking & Trust Co. to secure a $29.6 million judgment the bank obtained on a real estate development within the property. Recreational Industries, D.C. Development, Wisp Resort Development and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 11-30548) on Oct. 15, 2011. D.C. Development disclosed $91,155,814 in assets and $46,141,245 in liabilities as of the Chapter 111 filing. The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel and tapped Invotex Group as financial restructuring consultant. SSG Capital Advisors, LLC, serves as exclusive investment banker to the Debtors. The Official Committee of Unsecured Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel. DC DEVELOPMENT: Can Employ Maloney and Associates as Accountants ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland has granted D.C. Development, LLC, et al., permission to employ Pamela J. Schwer and Maloney and Associates PLLC, as the Debtors' accountants. As reported in the TCR on Jan. 24, 2012, Maloney and Associates will assist in the preparation of the federal and state corporate income tax returns for the fiscal year ended Oct. 31, 2011, the annual review of financial statements required by the ongoing business operations, the 2011 audit of the 401(k) plan for required by ERISA and Department of Labor guidelines, the preparation of the federal and state partnership income returns for 2011, the preparation of the federal and state corporate income tax returns for 2011, and the preparation of annual financial statements required by ongoing business operations. The customary hourly rates of Maloney are: Partners/Principals $120 to $150 Seniors $80 to $90 Staff/Paraprofessionals $45 to $65 Administrative $40 The firm will seek reimbursement for its expenses and will include charges for typing, copying, travel, telephones, computer rental, etc. To the best of the Debtors' knowledge, Maloney and its individual accountants do not have any connections with the Debtors, other creditors or any other party-in-interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the Office of the United States Trustee and is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. About Wisp Resort Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort Development, Inc., and The Clubs at Wisp, LLC, operate a ski resort and real estate development companies located in Garrett County, Maryland generally known as Wisp Resort. The Wisp Resort comprises approximately 2,200 acres of master planned and fully entitled land, 32 ski trails covering 132 acres of skiable terrain with 12 lifts and two highly-rated golf courses. Financial problems were caused by a guarantee given to Branch Banking & Trust Co. to secure a $29.6 million judgment the bank obtained on a real estate development within the property. Recreational Industries, D.C. Development, Wisp Resort Development and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 11-30548) on Oct. 15, 2011. D.C. Development disclosed $91,155,814 in assets and $46,141,245 in liabilities as of the Chapter 111 filing. The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel and tapped Invotex Group as financial restructuring consultant. SSG Capital Advisors, LLC, serves as exclusive investment banker to the Debtors. The Official Committee of Unsecured Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel. DC DEVELOPMENT: Can Employ SSG as Exclusive Investment Banker ------------------------------------------------------------- D.C. Development, LLC, et al., ask the U.S. Bankruptcy Court for the District of Maryland for permission to employ SSG Capital Advisors, LLC, as exclusive investment banker to the Debtors. Pursuant to the Agreement, SSG will provide investment banking services for (i) the sale of all or substantially all of the assets of the Debtors; (ii) the review of private placement financing alternatives available to the Debtors, if any, involving raising debt and/or equity capital; and (iii) the restructuring the Company's existing credit facilities with their secured lenders in which current equity holders maintain a controlling equity interest in the Company. The terms of SSG's engagement is six months and is terminable on thirty days' written notice thereafter. SSG will be compensated and reimbursed as follows: a. Initial Fee. Upon Court approval of the Application, the Debtors will pay SSG an initial fee of $25,000. b. Monthly Fees. Monthly fees of $20,000 per month beginning on Feb. 10, 2012, and payable on the tenth of each month thereafter during the Engagement Term. The first four Monthly Fees, to the extent paid, will be credited to the Transaction Fees at closing of any Transaction. c. Sale Fee. Upon the consummation of a Sale Transaction, the Debtors will pay SSG fee, payable in cash, in federal funds via wire transfer or certified check, at, and as a condition of, closing of such transaction, equal to the greater of (a) $400,000 or (b) 2.0% of Total Consideration. d. Financing Fee. Upon the first closing of a Financing, with any financing source, the Debtors will pay SSG a fee, payable in cash, in federal funds via wire transfer or certified check at and as a condition of closing of such Financing, regardless of whether the Debtors choose to draw down the full amount of the committed Financing at that time, equal to the greater of (a) $400,000 or (b) 2.0% of any Senior Debt raised from any financing source, plus 4.0% of any Tranche B/Secured Subordinated Debt or any Traditional Subordinated Debt raised, plus 4% of any Traditional Equity raised. If a financing source obtained during the Engagement Term increases the total amount made available to the Debtors within 12 months of the first closing of the Financing, SSG will be entitled to receive an additional Financing Fee based upon the above formulas as applied to such increased amount. e. Restructuring Fee. Upon the closing of a Restructuring, through a confirmed plan of reorganization in a Chapter 11 bankruptcy proceeding or, any other form of Restructuring, the Debtors will pay SSG a fee payable in cash, in federal funds via wire transfer or certified check, at, and as a condition of closing of such transaction, equal to $750,000. The Debtors will agree to indemnify SSG. The Debtors, however, will not be responsible to indemnify SSG to the extent liability is found in a final judgment by a court of competent jurisdiction, not subject to further appeal, to have resulted primarily from SSG's gross negligence or willful misconduct in the performance of its duties under the Agreement. The Debtors believe that SSG is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code and as required by Section 327(a) of the Bankruptcy Code. About Wisp Resort Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort Development, Inc., and The Clubs at Wisp, LLC, operate a ski resort and real estate development companies located in Garrett County, Maryland generally known as Wisp Resort. The Wisp Resort comprises approximately 2,200 acres of master planned and fully entitled land, 32 ski trails covering 132 acres of skiable terrain with 12 lifts and two highly-rated golf courses. Financial problems were caused by a guarantee given to Branch Banking & Trust Co. to secure a $29.6 million judgment the bank obtained on a real estate development within the property. Recreational Industries, D.C. Development, Wisp Resort Development and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 11-30548) on Oct. 15, 2011. D.C. Development disclosed $91,155,814 in assets and $46,141,245 in liabilities as of the Chapter 111 filing. The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel and tapped Invotex Group as financial restructuring consultant. SSG Capital Advisors, LLC, serves as exclusive investment banker to the Debtors. The Official Committee of Unsecured Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel. DC DEVELOPMEHNT: Can Hire WRD as Broker to Sell 120 Lodestone Way ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland has granted D.C. Development, LLC, permission to employ Wisp Resort Development, Inc., the Company's affiliate, as broker to sell 120 Lodestone Way Property, nunc pro tunc to the Petition Date, and to disburse sales commission. As reported in the TCR on Jan. 24, 2012, Wisp Resort developed the lot and borrowed funds from Branch Banking and Trust Company to do so. SWR, LLC, borrowed funds from Clear Mountain Bank to construct a single-family home on the lot. The lot and home constitute the "Property". The Debtor has determined that it is in the best interests of its estate to sell the Property and the Court has authorized the sale for $430,000. However, the Court ordered that the 7% sales commission be held in escrow pending application to and further order of the Court. Wisp Resort, along with its real estate agents and real estate broker, is the entity responsible for the listing, marketing and sale of the Property. The Debtor intends to disburse to Wisp Resort the commission equal to seven percent of the purchase price of the Property, in the amount of $30,100. According to the Debtor, the seven percent sales commission is customary rate in the Deep Creek Lake and Wisp Resort real estate market. The Debtor asserts that preventing it from disbursing these commissions will have a chilling effect on itself to sell property in the future and will thwart its ability to reorganize. Th Debtor attests that WRD and its professionals do not have connections with other creditors or any other party-in-interest and the Debtor attests that WRD is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Wisp Resort Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort Development, Inc., and The Clubs at Wisp, LLC, operate a ski resort and real estate development companies located in Garrett County, Maryland generally known as Wisp Resort. The Wisp Resort comprises approximately 2,200 acres of master planned and fully entitled land, 32 ski trails covering 132 acres of skiable terrain with 12 lifts and two highly-rated golf courses. Financial problems were caused by a guarantee given to Branch Banking & Trust Co. to secure a $29.6 million judgment the bank obtained on a real estate development within the property. Recreational Industries, D.C. Development, Wisp Resort Development and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 11-30548) on Oct. 15, 2011. D.C. Development disclosed $91,155,814 in assets and $46,141,245 in liabilities as of the Chapter 111 filing. The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel and tapped Invotex Group as financial restructuring consultant. SSG Capital Advisors, LLC, serves as exclusive investment banker to the Debtors. The Official Committee of Unsecured Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel. DC DEVELOPMENT: Taps WRD as Broker for Garrett Count Parcels ------------------------------------------------------------ D.C. Development LLC, asks the U.S. Bankruptcy Court for the District of Maryland for authorization to employ Wisp Resort Development, Inc., as real estate broker to market and sell the Debtor's residential real property parcels located in Garrett County, Maryland. As the broker for the sales, WRD will receive the agreed-upon 7% to 10% sales commission and to distribute it accordingly among any participating agent for a buyer, the broker-of-record, and the company, WRD. WRD and some of its professionals have connections with the Debtor. The following individuals are affiliated with WRD as brokers or agents: Steven W. ("Skitch") Richards, II, Michael Wallace, Robert Holcomb, and Karen F. Myers. About Wisp Resort Recreational Industries, Inc., D.C. Development, LLC, Wisp Resort Development, Inc., and The Clubs at Wisp, LLC, operate a ski resort and real estate development companies located in Garrett County, Maryland generally known as Wisp Resort. The Wisp Resort comprises approximately 2,200 acres of master planned and fully entitled land, 32 ski trails covering 132 acres of skiable terrain with 12 lifts and two highly-rated golf courses. Financial problems were caused by a guarantee given to Branch Banking & Trust Co. to secure a $29.6 million judgment the bank obtained on a real estate development within the property. Recreational Industries, D.C. Development, Wisp Resort Development and The Clubs at Wisp filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 11-30548) on Oct. 15, 2011. D.C. Development disclosed $91,155,814 in assets and $46,141,245 in liabilities as of the Chapter 111 filing. The Debtors engaged Logan, Yumkas, Vidmar & Sweeney LLC as counsel and tapped Invotex Group as financial restructuring consultant. SSG Capital Advisors, LLC, serves as exclusive investment banker to the Debtors. The Official Committee of Unsecured Creditors has tapped Cole, Schotz, Meisel, Forman & Leonard, P.A. as counsel. EGDON HEATH: Case Summary & 6 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Egdon Heath Investments, LLC fka Egdon Heath Developers, LLC 1234 Pine Hills Road Orlando, FL 32808 Bankruptcy Case No.: 12-01698 Chapter 11 Petition Date: February 9, 2012 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Lawrence M. Kosto, Esq. KOSTO & ROTELLA PA P.O. Box 113 Orlando, FL 32802 Tel: (407) 425-3456 Fax: (407) 423-9002 E-mail: lkosto@kostoandrotella.com Scheduled Assets: $1,641,900 Scheduled Debts: $1,037,159 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb12-01698.pdf The petition was signed by Chris Netram, president of Regis Southern, Inc., Debtor's managing member. EXEC REALTY: Case Summary & 6 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Exec Realty, LLC 13725 Susan Kay Drive Tampa, FL 33613 Bankruptcy Case No.: 12-01827 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Catherine Peek McEwen Debtor's Counsel: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com Scheduled Assets: $1,001,209 Scheduled Liabilities: $2,716,540 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb12-01827.pdf The petition was signed by Harvey T. Estes, managing member. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- CPM Properties, LLC 12-01311 01/31/12 EDIETS.COM INC: Board Adopts 2010 Amended Equity Incentive Plan --------------------------------------------------------------- The compensation committee of the board of directors of eDiets.com, Inc., adopted an amendment to the Company's 2010 Amended and Restated Equity Incentive Plan. The Amendment eliminates the Company's obligation to obtain the approval of the Company's stockholders of any action to increase the maximum number of shares issuable under the Plan, except to the extent required under applicable law, regulation or rule. Under the original provision of the Plan, stockholder approval was required for any action to increase the maximum number of shares issuable under the Plan, regardless of whether or not stockholder approval was required under applicable law, regulation or rule. As a result of the Committee's adoption of the Amendment, the Company does not intend to seek stockholder approval with respect to an earlier amendment to the Plan, adopted on Dec. 20, 2011, increasing the maximum number of shares issuable under the Plan from 2.0 million to 4.0 million. About eDiets eDiets.com, Inc. is a leading provider of personalized nutrition, fitness and weight-loss programs. eDiets currently features its award-winning, fresh-prepared diet meal delivery service as one of the more than 20 popular diet plans sold directly to members on its flagship site, http://www.eDiets.com eDiets.com reported a net loss of $43.3 million on $23.4 million of revenues for 2010, compared with a net loss of $12.1 million on $18.1 million of revenues for 2009. The Company also reported a net loss of $2.73 million on $17.42 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $42.01 million on $16.46 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $3.96 million in total assets, $4.27 million in total liabilities, and a $314,000 total stockholders' deficit. Ernst & Young LLP, in Boca Raton, Florida, expressed substantial doubt about eDiets.com's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. The Company said that in light of the results of its operations, management has and intends to continue to evaluate various possibilities, including raising additional capital through the issuance of common or preferred stock, securities convertible into common stock, or secured or unsecured debt, selling one or more lines of business, or all or a portion of the Company's assets, entering into a business combination, reducing or eliminating operations, liquidating assets, or seeking relief through a filing under the U.S. Bankruptcy Code. EDWARD DEETS: Sec. 341 Creditors' Meeting Continued Until Feb. 24 ----------------------------------------------------------------- The U.S. Trustee for Region 3 has continued until Feb. 24, 2012, at 1:00 p.m., the meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Edward Deets Holding Company, Inc. The U.S. Trustee previously convened a creditors' meeting on Jan. 27. Mountain Top, Pa.-based Edward Deets Holding Company, Inc., filed for Chapter 11 bankruptcy (Bankr. M.D. Pa. Case No. 11-06869) on Oct. 6, 2011. The Debtor estimated assets of $10 million to $50 million and estimated debts of $1 million to $10 million. Hon. Robert N. Opel, II, presides over the case. The petition was signed by Edward Deets, president. ELKSTONE 21: Involuntary Chapter 11 Case Summary ------------------------------------------------ Alleged Debtor: Elkstone 21, LLC P.O. Box 2542 Telluride, CO 81435 Case Number: 12-12075 Involuntary Chapter 11 Petition Date: February 9, 2012 Court: District of Colorado (Denver) Judge: Sidney B. Brooks Petitioner's Counsel: Harvey Sender, Esq. SENDER & WASSERMAN, P.C. 1660 Lincoln Street Suite 2200 Denver, CO 80264 Tel: (303) 296-1999 E-mail: Sendertrustee@sendwass.com Elkstone 21 's petitioner: Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ RCP Elkstone Telluride Invst., LTD. Richard A. Myers, Pres. c/o Conix Investments, Inc. 3915 Broadway Blvd., Suite 400 Tucson, AZ 85711 ENERGY CONVERSION: Files Chapter 11; Seeks Sale of Businesses ------------------------------------------------------------- Energy Conversion Devices, Inc., filed voluntarily filed a petition for relief under Chapter 11 in the U.S. Bankruptcy Court for the Eastern District of Michigan. As part of its bankruptcy plan, ECD intends to sell through separate sales its wholly owned operating subsidiary United Solar Ovonic LLC and other assets, including its minority stake in Ovonyx, Inc. The Company has received support for its operating and divestiture plan pursuant to a formal Plan Support Agreement executed by the Company with holders of approximately 70% of the Company's $263.2 million in outstanding 3% Convertible Senior Notes due 2013. Sale of United Solar USO, which will continue to operate during the sale process, has also voluntarily filed a petition for relief under Chapter 11 in the U.S. Bankruptcy Court for the Eastern District of Michigan. USO is the global leader in manufacturing flexible, lightweight thin-film photovoltaic ("PV") products for use in the commercial rooftop and building-integrated markets. USO's Open Solar(TM) initiative has begun to show traction with new partnerships resulting in an integrated roofing product with Marcegaglia in Italy, and consumer products including the award-winning SolarKindle cover for the Kindle(TM) e-reader. "We firmly believe there is a strong and sustainable commercial market for UNI-SOLAR products. USO's next-generation, 12% efficient, flexible PV products build upon 25 years of PV experience and enable highly competitive production costs with a fundamentally differentiated product. However, our current capital structure and legacy costs are preventing USO from making the investments necessary for the future of the business without restructuring through the bankruptcy process," said Julian Hawkins, ECD's President and Chief Executive Officer. "The processes we initiated today will afford greater opportunity for ECD to maximize value for its stakeholders and conduct an orderly sale of USO to ensure it is viable and successful for the long- run." Sale of OBC and Other Businesses and Assets On February 13, ECD sold its majority owned subsidiary, Ovonic Battery Company, Inc., to BASF Corporation for the gross purchase price of $58 million in cash before transaction fees, minority participations, and working capital and other adjustments. OBC is the inventor and worldwide licensor of nickel-metal hydride rechargeable battery technology and is pursuing advanced battery technologies, including cathode materials for lithium-ion chemistry batteries. 35 OBC employees have been hired by BASF as part of this transaction. ECD's financial advisors on the transaction were Quarton Partners, LLC and legal advisors were Honigman, Miller, Schwartz and Cohn LLP. ECD maintains a portfolio of other assets including intellectual property, miscellaneous fixed assets, and an approximately 39% stake in its Ovonyx, Inc. joint venture. Ovonyx holds the patents in, and is pursuing the commercialization of, phase-change random access memory, also known as Ovonic Universal Memory. Ovonyx is a joint venture with its co-founder Tyler Lowrey and its shareholders include Intel Corporation. Ovonyx's licensees include Micron, Samsung, Hynix, and ST Microelectronics, among others. Quarton Partners, LLC will also manage the sale of these additional assets. Disposition of Solar Integrated Technologies Solar Integrated Technologies, Inc., a U.S.-based wholly owned subsidiary of ECD, has voluntarily filed a petition for relief under Chapter 7 in the U.S. Bankruptcy Court for the Eastern District of Michigan in a separate proceeding. SIT is an engineering, procurement and construction management company with solar installations in the U.S. and Western Europe. As a result of this filing, SIT and its European subsidiary, Solar Integrated Technologies GmbH, will continue to operate, though separately from ECD and USO, during the disposition of the SIT proceeding. Abbreviated Financial Results For the quarter ended Dec. 31, 2011, the Company generated consolidated revenues of approximately $20 million and shipped approximately 11 megawatts. The Company continued to operate at unsustainable levels, resulting in substantial losses and a continued decline in cash balances. With the proceeds from the OBC transaction (which closed after quarter-end), ECD presently has approximately $145 million in unrestricted cash and short-term investments. The Company has determined that its current financial position is insufficient to sustain the current operating environment and make the necessary investments for the future of the business, without restructuring through the bankruptcy process. However, current cash is anticipated to be sufficient for expected operations during the Chapter 11 proceeding, and therefore the Company is not expected to require third-party debtor-in-possession financing. ECD will file with the Securities Exchange Commission a Form 12b- 25 today that notifies investors that the Company will not be able to file its quarterly report on Form 10-Q for the quarter ended Dec. 31, 2011. The Company has devoted its limited available financial and accounting resources to prepare for the bankruptcy filing and sale process. The Company intends to make such disclosures as are required in the bankruptcy process, including monthly reports. ECD has retained Honigman Miller Schwartz and Cohn LLP as legal counsel and AlixPartners as financial advisors to assist the company in the Chapter 11 process. Based upon the estimated value of the Company's assets and forecasted costs and operating losses during the Chapter 11 process, the Company does not expect to generate proceeds sufficient to satisfy all of the Company's pre-existing obligations to its creditors. Accordingly, unless the Company realizes greater-than-expected value from the sales process, the Company expects that no distributions will be made to holders of common stock and the common stock will be extinguished upon confirmation of the Chapter 11 plan. Road to Bankruptcy Patrick Fitzgerald, writing for Dow Jones Newswires, reports that Energy Conversion Devices Inc. filed for Chapter 11 protection after it was unable to come to terms on an out-of-court deal with its convertible bondholders, according to Michael E. Schostak, director of business development at Energy Conversion Devices. "While we fundamentally believe in the technology, the company is burdened by our legacy costs and large amount of convertible debt," Mr. Schostak said in an interview. Although Energy Conversion Devices filed for bankruptcy without a stalking horse, or lead bidder, for its solar business, Mr. Schostak, according to Dow Jones, said it has signed a plan- support agreement with a majority of its bondholders. It intends to remain open during its Chapter 11 case and emerge as a going concern with a new owner following a sale. In the company's most recent quarterly regulatory filing in November, it disclosed consolidated assets of $318 million and debt of $349 million. That debt includes about $263 million in convertible bonds coming due in June of next year. Dow Jones notes the Chapter 11 filing comes a day after the company sold its battery division to BASF for $58 million. That unit's pioneering nickel-metal-hydride battery technology is used in a number of hybrid automobiles, including the Honda Fit, the Toyota Prius and the Ford Fusion. Dow Jones notes the company's shareholders will likely be wiped out under the bankruptcy. The company's solar-technology business, United Solar, applied for, but didn't receive, a loan from the U.S. Department of Energy's loan-guarantee program, which was funded with money from the 2009 economic-stimulus bill. The company doesn't have a bankruptcy loan to fund its operations during its Chapter 11 case and instead will use some of the $145 million it has in its coffers, Mr. Schostak said, according to the report. About Energy Conversion Devices Energy Conversion Devices -- http://energyconversiondevices.com/- - has a renowned 51 year history since its formation in Detroit, Michigan and has been a pioneer in materials science and renewable energy technology development. The company has been awarded over 500 U.S. patents and international counterparts for its achievements. ECD's United Solar wholly owned subsidiary has been a global leader in building-integrated and rooftop photovoltaics for over 25 years. The company manufactures, sells and installs thin-film solar laminates that convert sunlight to clean, renewable energy using proprietary technology. EPICEPT CORP: Hudson Bay Discloses 4.9% Equity Stake ---------------------------------------------------- Hudson Bay Master Fund Ltd. disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns warrants to purchase up to 8,377,961 shares of common stock of EpiCept Corporation representing 4.99% of the shares outstanding. The percentage is based on 74,561,370 shares of common stock outstanding as of Feb. 8, 2012. As previously reported by the TCR on April 5, 2011, Hudson Bay disclosed beneficial ownership of 7,069,224 shares. A full-text copy of the amended filing is available for free at: http://is.gd/sGsQxQ About EpiCept Corporation Tarrytown, N.Y.-based EpiCept Corporation (Nasdaq and Nasdaq OMX Stockholm Exchange: EPCT) -- http://www.epicept.com/-- is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), approved in the European Union for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. In the United States, a pivotal trial is scheduled to commence in 2011. The Company has two other oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. The Company's recurring losses from operations and the Company's stockholders' deficit raise substantial doubt about its ability to continue as a going concern and, as a result, the Company's independent registered public accounting firm, Deloitte & Touche LLP, in Parsippany, New Jersey, included an explanatory paragraph in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2010, which was included in our Annual Report on Form 10-K, with respect to this uncertainty. The Company also reported a net loss of $12.20 million on $737,000 of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $12.56 million on $703,000 of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $12.19 million in total assets, $26.44 million in total liabilities and a $14.25 million total stockholders' deficit. EVANS OIL: Use of Fifth Third's Cash Collateral Expires March 9 --------------------------------------------------------------- The Hon. Barry S. Schermer of the U.S. Bankruptcy Court for the Middle District of Florida, in a fifteenth interim order, authorized Evans Oil Company LLC, et al., to use Fifth Third Bank's cash collateral until March 9, 2012. The Court's fourteenth interim order authorizing the use of cash collateral expired Jan. 13. The Debtors would use the cash collateral to fund their operations postpetition. As reported in the Troubled Company Reporter on Nov. 29, 2011, pursuant to the terms of the fourth interim cash collateral order, the Debtors will pay a monthly management fee equal to $20,000 to Randy M. Long. As adequate protection from diminution in value of the lender's collateral, Fifth Third is granted replacement liens upon, and security interests in, Debtors' postpetition cash collateral, but only to the extent that debtors diminish such cash collateral, and in no event to exceed the type, kind, priority and amount, if any, which existed on the Petition Date. In the event actual disbursements weekly exceed projected disbursements by more than 10%, on a cumulative basis, Fifth Third may, upon not less than two business days' prior written notice to Debtors' counsel, have the right to a hearing on stay relief. As a part of the interim adequate protection payments, and pursuant to the terms of the fourth interim cash collateral order, Debtors will pay Fifth Third $40,000 for each of February and March 2012. The Court set a March 8 hearing, at 10:45 a.m., on the Debtors' cash collateral motion. About Evans Oil Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC, distributes bulk oil, gas, diesel and lubricant products. Evans Oil, together with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 11-01515) on Jan. 30, 2011. Attorneys at Hahn Loeser & Parks LLP serve as bankruptcy counsel to the Debtors. Garden City Group Inc. is the claims and notice agent. The Parkland Group Inc. is the restructuring advisor. Evans Oil estimated assets and debts at $10 million to $50 million as of the Chapter 11 filing. EVANS OIL: Wants Until March 9 to Decide on Unexpired Leases ------------------------------------------------------------ Evans Oil Company LLC, et al., ask the U.S. Bankruptcy Court for the Middle District of Florida to extend until March 9, 2012, their time to assume or reject unexpired leases of nonresidential real property on: i) their warehouse on exchange avenue; ii) the parcel of real estate contiguous with Debtors' principal place of business that is being used as a secure parking lot for Debtors' service vehicles; and iii) the convenience store property located in Coral Springs, Florida. About Evans Oil Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC, distributes bulk oil, gas, diesel and lubricant products. Evans Oil, together with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 11-01515) on Jan. 30, 2011. Attorneys at Hahn Loeser & Parks LLP serve as bankruptcy counsel to the Debtors. Garden City Group Inc. is the claims and notice agent. The Parkland Group Inc. is the restructuring advisor. Evans Oil estimated assets and debts at $10 million to $50 million as of the Chapter 11 filing. EVANS OIL: Fifth Third's Request for Trustee, Examiner Denied ------------------------------------------------------------- The Hon. Barry S. Schermer of the U.S. Bankruptcy Court for the Middle District of Florida denied secured creditor Fifth Third Bank's motion for the appointment of a a Chapter 11 trustee, or in the alternative, an examiner in the case of Evans Oil Company LLC, et al. Fifth Third, in its motion, explained that the examiner will examine and investigate the Debtors and their members, officers and directors in respect of: i) the structuring and negotiation of the Amended Plan and Disclosure Statement, wells as the proposed exit facility; ii) whether the Debtors' estates have any claims or causes of action against any member, director, affiliate, or insider based upon avoidance actions arising under either the Bankruptcy Code of Florida fraudulent transfer statutes; iii) determine whether any member, officer, or director breached its fiduciary duty in negotiating the Amended Plan or for failing to investigate or prosecute avoidance actions for the benefit of creditors of the estate; and iv) whether any member, director, or officer failed to negotiate with Fifth Third in good faith and at arm's length relative to the Amended Plan. The secured creditor also asked the Court that pending completion of an investigation by the Chapter 11 trustee, or examiner, the hearing to consider approval of the Disclosure Statement must be adjourned. About Evans Oil Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC, distributes bulk oil, gas, diesel and lubricant products. Evans Oil, together with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 11-01515) on Jan. 30, 2011. Attorneys at Hahn Loeser & Parks LLP serve as bankruptcy counsel to the Debtors. Garden City Group Inc. is the claims and notice agent. The Parkland Group Inc. is the restructuring advisor. Evans Oil estimated assets and debts at $10 million to $50 million as of the Chapter 11 filing. EVANS OIL: Wants Fifth Third Collateral Valued at $11MM - $14MM --------------------------------------------------------------- Evans Oil Company LLC, et al., ask the U.S. Bankruptcy Court for the Middle District of Florida to determine: 1) the enterprise value" (i.e., the going concern value) of the Debtors; and 2) the value of the alleged secured claims of Debtors' prepetition lender, Fifth Third Bank, pursuant to section 506(a) of title 11 of the United States Code. The Debtors relate Fifth Third and they have divergent opinions concerning their enterprise value. The Debtors add that they had been trying to convince Fifth Third that the value of Fifth Third's collateral was substantially less than $20 million. The Debtors also believe that any plan of reorganization that contemplates repayment of Fifth Third's debt must be formulated to repay Fifth Third the value of its collateral. The Debtors note that reports have been prepared indicating that Fifth Third's collateral is worth between $11 million and $14 million on an enterprise value basis. The Debtors set a March 8, 2012, evidentiary hearing or in conjunction with confirmation hearing on the Amended Plan. About Evans Oil Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC, distributes bulk oil, gas, diesel and lubricant products. Evans Oil, together with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 11-01515) on Jan. 30, 2011. Attorneys at Hahn Loeser & Parks LLP serve as bankruptcy counsel to the Debtors. Garden City Group Inc. is the claims and notice agent. The Parkland Group Inc. is the restructuring advisor. Evans Oil estimated assets and debts at $10 million to $50 million as of the Chapter 11 filing. FANNIE MAE: Lawmakers Push Bill to Put Fannie, Freddie on Budget ---------------------------------------------------------------- American Bankruptcy Institute reports that House lawmakers passed legislation on Tuesday to put the operations of Fannie Mae and Freddie Mac on the federal budget and change how the government calculates the cost of several federal loan programs. About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. The Company's balance sheet at Dec. 31, 2010 showed $3.222 trillion in total assets, $3.224 trillion in total liabilities, and a $2.52 billion total deficit. Fannie Mae has been under conservatorship, with the Federal Housing Finance Agency acting as conservator, since September 6, 2008. As conservator, FHFA succeeded to all rights, titles, powers and privileges of the company, and of any shareholder, officer or director of the company with respect to the company and its assets. The conservator has since delegated specified authorities to Fannie Mae's Board of Directors and has delegated to management the authority to conduct day-to-day operations. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9% of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. FILENE'S BASEMENT: Hires A&M to Provide President, COO and CFO -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Filene's Basement, LLC, et al., to employ Alvarez & Marsal North America, LLC, to provide each of the Debtors with a President and Chief Operating Officer, a Chief Financial Officer, and certain additional personnel. Jeff Feinberg was designated as President and COO of the Debtors while Gary Binkoski was designated as CFO. The Debtors will pay A&M Professionals based on these hourly rates: Jeff Feinberg, managing director $750 Gary Binkoski, senior director $550 Dori Konig, senior director $500 Brandon Crawley, associate $450 About Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FILENE'S BASEMENT: Court Schedules March 1 as Claims Bar Date ------------------------------------------------------------- The Bankruptcy Court has directed creditors wishing to assert claims against Filene's Basement, LLC, et al., to file their proofs of claim on before 5:00 p.m. on March 1, 2012. Governmental units are required to file their proofs of claim on or before May 4. All proofs of claim and administrative claim requests should be addressed to: Filene's Claims Processing Center c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245 Any creditor or holder of a Claim that is required to file but fails to file a proof of claim or Administrative Claim Requests will be barred from asserting that claim against the Debtors and their property and their estates, and that holder or creditor will not be permitted to vote on any plan or participate in any distribution in the Debtors' Chapter 11 cases on account of that claim. About Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FILENE'S BASEMENT: Court OKs Equity Committee Appointment --------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware turned down the request of the Official Committee of Unsecured Creditors in the bankruptcy case of Filene's Basement, LLC, et al., to disband the Official Committee of Equity Security Holders. The Creditors Committee had sought immediate dissolution of the Equity Committee, saying that the Equity Committee is too cozy with the company's leadership because managers and directors own so much Syms stock. The Court has adjourned until March 7, 2012, the hearing on the portion of the Motion seeking alternative relief to limit the scope of duties or impose a budget with respect to the fees and expenses which may be incurred by the Equity Committee. As previously reported by the TCR on Dec. 27, 2011, the Equity Committee opposed the Motion asserting, among other things, that its appointment by the U.S. Trustee can only be reviewed only for an abuse of discretion. Roberta A. DeAngelis, the U.S. Trustee for Region 3, also objected to the Motion for the Creditors' Committee's failure to demonstrate that she abused her discretion by appointing the Equity Committee. About Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FILENE'S BASEMENT: Court Approves Skadden Arps as Bankr. Counsel ---------------------------------------------------------------- Filene's Basement, LLC, et al., sought and obtained permission from the Bankruptcy Court to employ Skadden, Arps, Slate, Meagher & Flom LLP as their bankruptcy counsel. The Debtors believe that Skadden Arps is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FILENE'S BASEMENT: Can Hire Young Conaway as Conflicts Counsel -------------------------------------------------------------- Filene's Basement, LLC, et al., sought and obtained permission from the Bankruptcy Court to employ Young Conaway Stargatt & Taylor, LLP, as their conflicts counsel, effective nunc pro tunc to Nov. 9, 2011. Young Conaway will be entitled to allowance of compensation and reimbursement of expenses upon filing and approval of interim and final applications with the Court. Young Conaway is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in debts. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FORD CREDIT: DBRS Assigns 'BB' Rating to Senior Unsecured Notes --------------------------------------------------------------- DBRS has assigned a rating of BB (high) with a Stable trend to the Ford Credit Canada Limited (Ford Credit Canada or the Company) issue of $500 million principal amount of 4.875% fixed-rate senior unsecured notes (the Notes) to be issued on February 8, 2012, and maturing on February 8, 2017. The Notes to be issued by the Company are unconditionally guaranteed by Ford Motor Credit Company LLC (Ford Credit), Ford Credit Canada's parent, and rank pari passu with all other senior unsecured debt of Ford Credit Canada. FRANK PARSONS: Lindenmeyr Response Deadline Moved to Feb. 27 ------------------------------------------------------------ Bankruptcy Judge Robert A. Gordon signed off on a stipulation and consent order extending the deadline for Lindenmeyr Munroe, a Division of National-Gottesman Inc., to respond to FPI Liquidation Corp.'s objection to Lindenmeyr's Proof of Claim No. 201-1. The Debtor on Dec. 28, 2011, filed a combined Objection to the Claim and Motion to Consolidate the Claim Objection with the pending adversary proceeding filed by the Debtor against Lindenmeyr. Pursuant to the Stipulation, the Jan. 27, 2012 deadline for Lindenmeyr to respond to the Claim Objection is extended through and including Feb. 27, 2012. A copy of the Stipulation is available at http://is.gd/zRgNe7from Leagle.com. About Frank Parsons Headquartered in Hanover, Maryland, Frank Parsons, Inc. -- http://www.frankparsons.com/-- aka Frank Parsons Paper Company Inc., was the largest employee-owned, business products, technology, and office supplies company in the United States, offering more than 180,000 products from companies such as Avery, Fujifilm, Hewlett Packard, IBM, Sony, Xerox, Xiotech, and more. Frank Parsons is an approved contractor on the GSA Schedule and an authorized AbilityOne Distributor. The company holds several environmental certifications, including FSC, SFI, and PEFC. Frank Parsons filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 11-10338) on Jan. 6, 2011. The Debtor estimated its assets and debts at $10 million to $50 million. Judge Robert A. Gordon presides over the case. Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman & Leonard, PA, serve as the Debtor's bankruptcy counsel. The Debtor has also tapped SSG Capital as an investment banker to explore strategic options. WeinsweigAdvisors LLC is the financial advisor to the Debtor. Delaware Claims Agency, LLC, is the claims and noticing agent. Brent C. Strickland, Esq., at Whiteford, Taylor & Preston L.L.P., in Baltimore, Maryland, and Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as counsel to the Official Committee of Unsecured Creditors formed in the Chapter 11 case. Frank Parsons changed its name to "FPI Liquidation Corp." after closing of the sale of substantially all of its assets to TSRC, Inc., in May 2011. Pursuant to an asset purchase agreement, the Buyer paid $2,000,000, plus 50 % of the book value of the Closing Inventory, for the purchased assets. FRANKLIN CREDIT: Inks Subservicing Agreement with Bosco Credit -------------------------------------------------------------- The mortgage servicing subsidiary of Franklin Credit Holding Corporation, Franklin Credit Management Corporation, entered into a terms agreement with Bosco Credit II Trust Series 2010-1, a Delaware statutory trust, for the subservicing of a pool of approximately seven thousand subordinate lien residential mortgage loans. The sole depositor and sole certificate-holder of the Trust is Bosco Credit II, LLC, an entity of which the Chairman and President of the Registrant and FCMC, Thomas J. Axon, is the sole member. The Terms Agreement is effective April 1, 2012, or such other date as mutually agreed by FCMC and the Trust, with a monthly servicing fee principally equal to a percentage of monthly net collections. Pursuant to the Terms Agreement, the servicing of the mortgage loans are governed by a loan servicing agreement dated and made effective as of Nov. 19, 2010, between FCMC and the Trust. FCMC will service the loans subject to customary terms, conditions and servicing practices for the mortgage servicing industry and is entitled to reimbursement of certain third-party fees and expenses incurred by FCMC in the servicing and collection of the loans. The servicing of the loans may be terminated without cause and penalty upon thirty days prior written notice. A full-text copy of the Terms Agreement is available at: http://is.gd/r4mr96 About Franklin Credit Holding Franklin Credit Holding Corporation (OTC BB: FCMC) -- http://www.franklincredit.com/-- is a specialty consumer finance company primarily engaged in the servicing and resolution of performing, reperforming and nonperforming residential mortgage loans, including specialized loan recovery servicing, and in the analysis, pricing, due diligence and acquisition of residential mortgage portfolios for third parties. The Company's executive, administrative and operations offices are located in Jersey City, N.J. The Company's balance sheet at Sept. 30, 2011, showed $24.47 million in total assets, $840.13 million in total liabilities, and a $815.65 million stockholders' deficit. Possible Spin-Off The Company anticipates that it will break out its separate mortgage servicing subsidiary, FCMC, from Franklin Holding's consolidated group as a separate company through some form of 'spin-off" or similar type of transaction, preferably around the end of the first quarter in 2012, subject to numerous conditions, including approval by its board of directors and the Bank, the effectiveness of any required filings with the Securities and Exchange Commission, compliance with applicable legal and regulatory solvency requirements, regulatory approvals to the extent required, and accounting and tax treatment considerations. It is the Company's objective to spin off its 80% ownership of FCMC to the stockholders of FCHC through some form of separation such as a spin-off type transaction or to negotiate a pre-packaged bankruptcy of FCHC and its subsidiary companies (but not FCMC) with major stakeholders that would include such a spin-off of FCMC, either of which would result in FCMC emerging as a separate publicly-owned company. FREDERICK'S OF HOLLYWOOD: NYSE Amex Accepts Plan of Compliance -------------------------------------------------------------- Frederick's of Hollywood Group Inc. disclosed that the NYSE Amex LLC has accepted the Company's plan to regain compliance with certain continued listing standards as set forth in Part 10 of the Exchange's Company Guide by May 30, 2013 and will continue to list the Company's common stock on the NYSE Amex during the extension period. As previously announced, on Nov. 30, 2011, the Company received a notice from the Exchange indicating that the Company was not in compliance with (a) Section 1003(a)(i) of the Company Guide, resulting from shareholders' equity at July 30, 2011 of less than $2 million and losses from continuing operations and/or net losses in two of its three most recent fiscal years and (b) Section 1003(a)(ii) of the Company Guide with shareholders' equity of less than $4 million and losses from continuing operations and/or net losses in three of its four most recent fiscal years. The Company was afforded the opportunity to submit a plan to regain compliance and on January 6, 2012 presented its plan to the Exchange. On Feb. 3, 2012, the Exchange notified the Company that it had accepted the Company's plan of compliance and granted the Company an extension until May 30, 2013 to evidence compliance with Sections 1003(a)(i) and (ii) of the Company Guide. The Company will be subject to periodic review by the Exchange Staff during the extension period. Failure to make progress consistent with the Plan or to regain compliance with the continued listing standards by the end of the extension period could result in the Exchange initiating delisting proceedings pursuant to Section 1009 of the Company Guide. The Company's "FOH" trading symbol will continue to bear the extension ".BC" to denote non-compliance until the Company regains compliance with the Exchange's continued listing requirements. About Frederick's of Hollywood Frederick's of Hollywood Group Inc. -- http://www.fredericks.com/ -- through its subsidiaries, sells women's intimate apparel, swimwear and related products under its proprietary Frederick's of Hollywood? brand through 122 specialty retail stores, a world- famous catalog and an online shop. GENCORP INC: Vanguard Group Discloses 4.7% Equity Stake ------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, The Vanguard Group, Inc, disclosed that, as of Dec. 31, 2011, it beneficially owns 2,759,681 shares of common stock of Gencorp Inc representing 4.70% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/bzHGgY 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 Nov. 30, 2011, showed $939.50 million in total assets, $1.14 billion in total liabilities, $4.4 million in redeemable common stock and a $211.60 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. GENERAL MARITIME: Creditors Seek Extension for Challenging Liens ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that General Maritime Corp.'s creditors' committee is requesting a two-week extension of the right to file a lawsuit asserting claims against secured lender or contending their liens are invalid. The Creditors Committee wants the challenge period extended to Feb. 28. A hearing was set Feb. 14 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. 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. GenMar filed a a proposed Chapter 11 plan on Jan. 31 to implement an agreement worked out before the Nov. 17 bankruptcy filing with affiliates of Oaktree Capital Management LP. The Oaktree group, lenders on three credits totaling more than $1 billion, are to invest $175 million while converting secured debt to equity. In addition, there is to be a $61.3 million rights offering where creditors can purchase new stock. The Company intends to seek confirmation of the Plan by April 2012. GENERAL MARITIME: S&P Withdraws 'D' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings on General Maritime Corp., including the 'D' corporate credit and issue ratings. The ratings were withdrawn at the company's request. On Nov. 17, 2011, General Maritime filed for Chapter 11 bankruptcy protection after it failed to make the interest payments due on its $300 million unsecured notes. GLOBAL INVESTOR: Incurs $1.8 Million Net Loss in Dec. 31 Quarter ---------------------------------------------------------------- Global Investor Services, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $1.87 million on $581,972 of net total revenue for the three months ended Dec. 31, 2011, compared with a net loss of $1.81 million on $471,531 of net total revenue for the same period during the prior year. The Company reported a net loss of $9.97 million on $2.01 million of revenues for fiscal 2011, compared with a net loss of $7.10 million on $1.14 million of revenues for fiscal 2010. The Company reported a net loss of $8.94 million on $1.67 million of net total revenue for the nine months ended Dec. 31, 2011, compared with a net loss of $8.67 million on $1.22 million of net total revenue for the same period during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $850,709 in total assets, $3.89 million in total liabilities and a $3.04 million total deficiency in stockholders' equity. RBSM LLP, in New York, expressed substantial doubt about Global Investor Service'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 accumulated deficiency as of March 31, 2011. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Ccm5Hj About Global Investor Orem, Utah-based Global Investor Service, Inc., was incorporated in the state of Nevada on Aug. 1, 2005. Effective Sept. 18, 2006, the Company changed its name to TheRetirementSolution.com, Inc., and on Oct. 1, 2008, the Company changed its name to Global Investor Services, Inc. The Company was initially formed to market portfolios of stocks via subscription. In 2007, a new chief executive officer was installed and a strategy was developed to create and market a diverse portfolio of products and services for the financial education and financial information industry. This strategy included strategic acquisitions, such as the acquisitions of Razor Data, LLC, and Investment Tools and Training, LLC, which have provided the Company with an integrated platform in which it can market and deliver investor education products and investor services. The stock symbol is GISV. GOEL ENTERPRISE: Automotive Tech's Objection Deadline Moved ----------------------------------------------------------- Bankruptcy Judge Thomas J. Catliota signed off on a Stipulation extending the deadline for Automotive Technologies Inc. to file objections to the motion of Goel Enterprise, Inc., Motion to Authorize Setoff of Pre-Petition Claim of Automotive Technologies against Debtor's Commissions is extended through and including Feb. 15, 2012. A copy of the Stipulation dated Feb. 2 is available at http://is.gd/pqb2Q9from Leagle.com. Counsel for Automotive Technologies, Inc., is: Edith K. Altice, Esq. SAUL EWING LLP 500 East Pratt Street, 8th Floor Baltimore, MD 21202 Tel: (410) 332-8839 E-mail: ealtice@saul.com Goel Enterprise Inc. filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 11-34134) on Dec. 12, 2011, estimating under $1 million in assets and debts. Craig Palik, Esq., at McNamee Hosea Jernigan, Kim Greenan & Lynch, P.A., serves as the Debtor's counsel. GP WEST: Court Confirms Joint Plan of Reorganization ---------------------------------------------------- Judge Enrique S. Lamoutte of the U.S. Bankruptcy Court for the District of Puerto Rico confirmed Swiss Chalet, Inc., and G.P. West, Inc.'s Joint Plan of Reorganization early this month. The Court found that the Plan satisfies the requirements for confirmation set forth in Section 1129 of the Bankruptcy Code. A copy of the Confirmation Order is available for free at: http://bankrupt.com/misc/GP_WEST_plan_order.pdf Under the Plan, Holders of Allowed Administrative Expense Claims, including without limitation real property taxes in respect of the Chapter 11 administration; Holders of Allowed Priority Tax Claims in the SCI Case and GPW Case, including without limitation pre- petition real property taxes last payable within one year of the Chapter 11 filing dates; Class 1 -- The Secured Claim of Centro de Recaudaciones de Ingresos Municipales ("CRIM", or Municipal Revenue Collection Center) secured by Debtor's realty in the GPW Case to the extent not allowed as a Tax Priority Claim or Administrative Expense; and Class 3 -- Holders of Allowed Priority Claims under Section 507 of the Bankruptcy Code, other than Priority Tax Claims, in the SCI Case and the GPW Case -- are unimpaired and have full recovery. The impaired classes are: Description Estimated Amount Estimated of Claim Class of Allowed Claim Recovery ------------ ----- ---------------- --------- The Claim of CPG/GS Class 2(a) $9,065,950.58 71% PR NPL, LLC ("CPG") secured by substantially all of Debtor GPW's assets The Claim of CPG/GS Class 2(b) $119,154,958.00, -- PR NPL LLC ("CPG" or as may be reduced "CPG/GS") secured by for the payments substantially all of made during the Debtor SCI's Assets reorganization period. Holders of Estimated Class 4(a) $7,576,701 70%-90% Allowed General including the (excluding Unsecured Claims in deficiency claim the the GPW Case of CPG/GS and the deficiency Allowed Claims of claim of Insiders and CPG and Affiliate the Allowed Claims of Share- holders, and Affiliates Holders of Allowed Class 4(b) $11,456,035 6.6% General Unsecured (exclusive of Claims in the SCI Case CPG $29,000,000 deficiency claim) The shares of the Equity Interest Holders in GPW and in SCI will remain unaltered. About The Swiss Chalet Inc. The Swiss Chalet Inc., developed the Gallery Plaza Condominium and Atlantis Condominium in San Juan, Puerto Rico. SCI also owns the DoubleTree Hotel in Condado, San Juan, Puerto Rico, adjacent to the Gallery Plaza. SCI filed a Chapter 11 petition (Bankr. D. P.R. Case No. 11-04414) on May 27, 2011. Charles A. Cuprill, P.S.C. Law Offices, in San Juan, P.R., serves as its bankruptcy counsel. CPA Luis R. Carrasquillo & Co., P.S.C., serves as its financial consultants. In its schedules, the Debtor disclosed total assets of $115,580,977 and total debts of US$138,603,384. The petition was signed by Arnold Benus, director. About GP West GP West, Inc., based in San Juan, Puerto Rico, is engaged in the rental of residential and non-residential real properties under the name of GP West, Inc.. GPW owns a non-residential parcel of land located at the southwest corner of De Diego Avenue and Wilson Street, San Juan, P.R., which is currently leased to Supermercados Maximo, Inc. GPW also owns 8 residential apartments at Gallery Plaza Condominium, acquired in March 2011 for its affiliate SCI, 6 of which are currently leased to BPP Retail Management, LLC. GPW filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 11-04954) on June 9, 2011. Eduardo J. Corretjer Reyes, Esq., at Bufete Roberto Corretjer Piquer, in San Juan, P.R., represents the Debtor in its restructuring effort. CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial consultant. In its schedules, the Debtor disclosed $13,384,251 in assets and $132,825,590 in debts. The petition was signed by Jose Teixidor Mendez, president. No trustee or examiner has been appointed in this Chapter 11 case, and no official committee of creditors or otherwise has been appointed or designated. GREEN GARDEN: Anticipates Getting Court OK for Asset Sale --------------------------------------------------------- The Debtor and Debtor in Possession, Bankr. N.D. Ill. Case No. 11- 25934, and DSI, the Sales Agent, anticipates receiving court approval of procedures for the sale of the assets commonly known as Green Garden Country Club free and clear of liens, claims and encumbrances and authorizing the assumption of executory contracts. The anticipated sale will be of real estate and personal property (other than the cash and accounts receivable) pursuant to Section 363 of the Bankruptcy Code. Tentative terms of the sale include but are not limited to: a. Assets to be Sold. The Golf Course Assets, which must be sold together and will not be sold separately and which do not include cash or accounts receivable. The Debtor shall only consider bids for all of the Golf Course Assets. b. Participation Requirements. In order to participate in the bidding process or otherwise be considered for any purpose hereunder, a person interested in all of the Golf Course Assets must first deliver the following materials to the Sales Agent (who will then forward such items to First Midwest, the Secured Lender) and to the Debtor's counsel: (1) An executed confidentiality agreement in form and substance satisfactory to the Debtor and his counsel; and (2) Proof of the Potential Bidder's financial ability to consummate a sale transaction. A person meeting the requirements set forth in the below section shall be considered a "qualified bidder," provided that First Midwest is a Qualified Bidder and shall have the right to credit bid at the Auction. c. Qualified Bid. A Qualified Bid can only be made by a Qualified Bidder and must: (1) Identify the bidder, including any party for whom it may be bidding with or on behalf of and whether the bidder is a party to any agreement limiting the bidders at the Auction and any relation of such parties to the Debtor; (2) Contain a signed definitive asset purchase agreement, which will be in the form of that submitted by the Stalking Horse, but only to the extent the Debtor has selected a Stalking Horse and has filed with the Bankruptcy Court a proposed asset purchase agreement, with such Purchase Agreement redlined against the Purchase Agreement submitted by the Stalking Horse; (3) Provide for the purchase of all of the Golf Course Assets; (4) Provide for a cash purchase price with respect to the Assets in the sum of at least $5,500,000 in the aggregate; (5) Include a certified or bank check or wire transfer in the amount equal to 5% of the proposed purchase price as a good faith deposit. The anticipated Court Order will approve the following timeline: * Bid Deadline and Submission: Bids must be received no later than 12:00 noon (prevailing Central time) on March 9, 2012. * Auction: If more than one Qualified Bid by a Qualified Bidder is received by the Bid Deadline, an Auction shall take place on March 12, 2012, at 10:00 a.m. (prevailing Central time) at the offices of Foley & Lardner LLP (Counsel to First Midwest Bank), 321 North Clark Street, Suite 2800, Chicago, Illinois. * Closing: Pursuant to Bankruptcy Court approval of a final bidder, the closing of the sale transaction must occur on or before March 30, 2012. * Interested parties may request additional information and documentation concerning the assets and the sale by contacting: Steven L. Victor and Matt Farnsworth, Sales Agent for the Debtor Development Specialists, Inc. 70 W. Madison, Suite 2300 Chicago, Illinois 60602 Tel: (312) 263-4141 E-mail: svictor@dsi.biz mfarnsworth@dsi.biz HAMPTON ROADS: Fir Tree Discloses 9.6% Equity Stake --------------------------------------------------- Fir Tree, Inc., and its affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 3,305,338 shares of common stock of Hampton Roads Bankshares, Inc., representing 9.6% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/Z3De1C About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and fifteen ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company said in its Form 10-Q for the Sept. 30, 2010 quarter that due to its financial results, the substantial uncertainty throughout the U.S. banking industry, and the Written Agreement the Company and BOHR have entered into, doubts existed regarding the Company's ability to continue as a going concern through the second quarter of 2010. However, management believes this concern has been mitigated by the initial closing of the Private Placement that occurred on Sept. 30, 2010. The 2010 results did not include a going concern qualification from Yount Hyde. The Company's balance sheet at Sept. 30, 2011, showed $2.43 billion in total assets, $2.30 billion in total liabilities, and $135.67 million in total shareholders' equity. The Company reported a net loss of $98 million on $100.79 million in interest income for the year ended Dec. 31, 2011, compared with a net loss of $210.35 million on $122.19 million in interest income during the prior year. HAWKER BEECHCRAFT: Robert Miller Named Chief Executive Officer -------------------------------------------------------------- The board of directors of Hawker Beechcraft, Inc., appointed Robert S. "Steve" Miller as chief executive officer, effective Feb. 7. Bill Boisture, formerly CEO, will remain as Chairman of its operating subsidiary Hawker Beechcraft Corporation. The Company is required to pay Mr. Miller an annual salary of $1,500,000. In addition, for each calendar year ending during the Term, Mr. Miller will have a target bonus opportunity of 100% of his base salary payable in cash based on accomplishing certain financial targets and may earn up to 200% of his base salary if those financial targets are exceeded. "Hawker Beechcraft is a great company with iconic brands and dedicated employees. I'm honored to join and to help this company navigate through the challenges of the current general aviation market," said Miller, CEO of Hawker Beechcraft, Inc. "With its inherently strong products, people and history, Hawker Beechcraft will remain an important presence in the aviation industry." "The Board of Directors is grateful to Bill for the work done to reposition Hawker Beechcraft, especially its manufacturing, customer support, and sales and marketing operations," Miller added. "I appreciate Bill's continued dedication to the success of Hawker Beechcraft and look forward to working with him." Miller has had a long and successful history in the automotive, steel and waste management industries. He is currently Chairman of the Board of AIG and a director of Symantec and has previously served on the board of directors of more than one dozen companies. Miller earned bachelor's and master's degrees at Stanford University and his law degree from Harvard Law School. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, manufactures business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. The Company's balance sheet at Sept. 30, 2011, showed $3.10 billion in total assets, $3.49 billion in total liabilities and a $383.20 million total deficit. * * * As reported by the Troubled Company Reporter on Sept. 16, 2011, Moody's Investors Service has lowered all the credit ratings, including the corporate family rating to Caa3 from Caa2, of Hawker Beechcraft Acquisition Company LLC. The rating outlook is negative. The downgrades reflect Hawker Beechcraft's mounting retained deficit and Moody's view that the soft economy dims chances for profitability anytime soon. Although limited near-term debt maturities exist, with the prospect of further losses Moody's views the capital structure to be unsustainable. Pronounced risk that some form of restructuring of the company's debt obligations may occur underscores the negative rating outlook. Softness in most developed economies should constrain demand for the smaller and mid-sized cabin aircraft that comprise the company's Business and General Aviation product portfolio. While management has aggressively lowered overhead and cut production costs, the revenue outlook seems weak. As of June 30, 2011, the debt to book capital ratio was 114% and the trailing 12-month EBITDA to interest ratio was 0.2x (Moody's adjusted basis) HMC/CAH: Court OKs Lentz Clark as Committee's Local Counsel ----------------------------------------------------------- The Bankruptcy Court authorized the Official Committee of Unsecured Creditors of HMC/CAH Consolidated, Inc., et al., to retain Lentz Clark Deines PA as its local counsel, nunc pro tunc to Oct. 27, 2011. Lentz Clark will work closely with the Debtors' representatives, the Committee's lead counsel, and other professionals, if any, retained by the Committee, to ensure that there is no unnecessary duplication of services charged to the Debtors' estates. At current, Lentz Lentz Clark's hourly rates are: Partners $295 - $325 Associates $150 - $175 Paralegals $90 About HMC/CAH Consolidated Kansas City, Missouri-based HMC/CAH Consolidated, Inc., is in the business of acquiring and operating a system of acute care hospitals located in rural communities that are certified by The Centers for Medicare and Medicaid Services as Critical Access Hospitals or CAHs. The core focus of HMC/CAH's business plan is to replace the technologically out of date and operationally inefficient medical facilities of its CAHs with newly constructed state-of-the art facilities. Since its incorporation, HMC/CAH has purchased 12 rural hospitals certified as Critical Access Hospitals. These CAH Hospitals are located in Kansas (3), Oklahoma (5), Missouri (1), Tennessee (1) and North Carolina (2). The CAH Hospitals are the lifeline of the communities that they serve. The CAH Hospitals provide critical health services to rural residents, including emergency medical services. HMC/CAH and 12 affiliates filed for Chapter 11 bankruptcy (Bankr. W.D. Mo. Case Nos. 11-44738 to 11-44750) on Oct. 10, 2011. Judge Dennis R. Dow presides over the case. Mark T. Benedict, Esq., at Husch Blackwell Sanders LLP, represents the Debtors as counsel. In its petition, the Debtors estimated $10 million to $50 million in assets and debts. The petition was signed by Dennis Davis, chief legal officer. Nancy J. Gargula, U.S. Trustee for Region 13, appointed five members to serve on the Official Committee of Unsecured Creditors of HMC/CAH Consolidated, Inc. Kilpatrick Townsend & Stockton LLP serves as the committee's counsel. FRIENDLY ICE CREAM: Wants Until April 2 to Propose Chapter 11 Plan ------------------------------------------------------------------ Friendly Ice Cream Corporation, et al., now known as Amicus Wind Down Corporation, et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file and solicit acceptances for a proposed chapter 11 plan until April 2, 2012, and June 1, respectively. The Debtors filed their request for an extension before the exclusive periods was set to expire on Feb. 2. The Debtors hope to file a chapter 11 Plan in furtherance of a timely wind-down of their estates. The Debtors seek and extension to maintain a stable wind-down process. The Debtors set a Feb. 21, 2012 hearing at 10:00 a.m., on their exclusivity extensions motion. Objections, if any, are due Feb. 14. About Friendly Ice Cream Friendly Ice Cream Corp. -- http://www.friendlys.com/-- the owner and franchiser of 490 full-service, family-oriented restaurants and provider of ice cream products in the Eastern United States, filed for Chapter 11 reorganization together with four affiliates (Bankr. D. Del. Lead Case No. 11-13167) on Oct. 5, 2011, to sell the business mostly in exchange for debt to Sundae Group Holdings II LLC, a unit of Sun Capital Partners Inc. The existing owner and holder of the Debtors' second-lien debt are also affiliates of Sun Capital. Friendly's, based in Wilbraham, Massachusetts, also announced the closing of 63 stores, leaving about 424 operating. Franchise operators have about 230 of the locations. Judge Kevin Gross oversees the case. James A. Stempel, Esq., Ross M. Kwasteniet, Esq., and Jeffrey D. Pawlitz, Esq., at Kirkland & Ellis LLP; and Laura Davis Jones, Esq., Timothy P. Cairns, Esq., and Kathleen P. Makowski, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel. Zolfo Cooper serves as the Debtors' financial advisors. In its petition, Friendly Ice Cream Corp. estimated $100 million to $500 million in assets and debts. The petitions were signed by Steven C. Sanchioni, executive vice president, chief financial officer, treasurer, and assistant secretary. Sundae Group Holdings proposes to pay about $120 million for the business. The price includes enough cash to pay first-lien debt and an amount of cash for unsecured creditors to be negotiated with the official creditors' committee. Aside from cash, Sun Capital will make a credit bid from the $267.7 million in second- lien, pay-in-kind notes. The bid from Sun Capital is subject to higher and better offers at an auction. Under the proposed time-line, bids would be due Nov. 24, followed by an auction on Dec. 1. A competing bid must be at least $122.6 million in cash. Friendly's is one of two companies under Sun Capital's portfolio to file for bankruptcy in a span of two days. Mexican-food chain Real Mex, which operates restaurants such as Chevys, filed in Delaware bankruptcy court on Oct. 3, 2011. On Oct. 12, 2011, the U.S. Trustee appointed the Committee. The Committee currently consists of seven members. The Committee selected Akin Gump Straus Hauer & Feld LLP and Blank Rome LLP to serve as co-counsel to the Committee, and FTI Consulting to serve as the Committee's financial advisor. GENERAL MOTORS: Spirnak Claim Reclassified as Equity ---------------------------------------------------- District Judge Denise Cote affirmed the Bankruptcy Court's Sept. 6, 2011 Supplemental Order granting General Motors Corp.'s 147th Omnibus Objection to Claims, which disallowed and reclassified as an equity interest the proof of claim filed by Dale R. Spirnak, a retired former employee of GM who invested in a GM-sponsored 401(k) retirement plan. Mr. Spirnak filed an unsecured claim against GM for $1,648,995 for losses sustained as a result of diminution in the value of the GM common stock in his 401(k) account. One option in the GM 401(k) plan included investing in GM common stock. Mr. Spirnak alleges that by including this option within its 401(k) plan while other investments were excluded and by vouching for the "viability" of GM stock in other unspecified ways, GM represented to him that such an investment was safe. He claims that GM knew these representations to be false, and that the representations led him to invest a significant portion of his 401(k) account in GM common stock. A copy of the Court's Feb. 7, 2012 Opinion and Order is available at http://is.gd/SmkxYHfrom Leagle.com. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company (NYSE:GM, TSX: GMM) -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. GM employs 208,000 people in every major region of the world and does business in more than 120 countries. GM and its strategic partners produce cars and trucks in 30 countries, and sell and service these vehicles through the following brands: Baojun, Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang, Opel, Vauxhall, and Wuling. GM's largest national market is China, followed by the United States, Brazil, the United Kingdom, Germany, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government once owned as much as 60.8% stake in New GM on account of the financing it provided to the bankrupt entity. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. On Nov. 1, 2011, Moody's Investors Service raised New GM's Corporate Family Rating and Probability of Default Rating to Ba1 from Ba2, and its secured credit facility rating to Baa2 from Baa3. Moody's also raised the Corporate Family Rating of GM's financial services subsidiary -- GM Financial -- to Ba3 from B1. On Oct. 7, 2011, Fitch Ratings upgraded the Issuer Default Ratings of New GM, General Motors Holdings LLC, and General Motors Financial Company Inc., to 'BB' from 'BB-'. On Oct. 3, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on New GM to 'BB+' from 'BB-'; and revised the rating outlook to stable from positive. "We also raised our issue-level rating on GM's debt to 'BBB' from 'BB+'; the recovery rating remains at '1'," S&P said. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq.,and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. GENTA INC: Has 1.9 Billion Outstanding Common Shares ---------------------------------------------------- The number of outstanding shares of Genta Incorporated common stock par value $0.001 as of Feb. 10, 2012, is 1,935,455,665. About Genta Incorporated Berkeley Heights, New Jersey-based Genta Incorporated (OTC BB: GNTA) -- http://www.genta.com/-- is a biopharmaceutical company engaged in pharmaceutical (drug) research and development. The Company is dedicated to the identification, development and commercialization of novel drugs for the treatment of cancer and related diseases. EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about Genta's ability to continue as a going concern following the 2010 financial results. The independent auditors noted that of the Company's recurring losses from operations, negative cash flows from operations and current maturities of convertible notes payable. Amper, Politziner & Mattia, LLP, in Edison, New Jersey, did not include a going concern explanatory paragraph in its audit report on the Company's financial statements for fiscal 2009. The Company reported a net loss of $167.3 million on $257,000 of sales for 2010, compared with a net loss of $86.3 million on $218,000 for 2009. The Company also reported a net loss of $37.36 million on $170,000 of net product sales for the nine months ended Sept. 30, 2011, compared with a net loss of $133.43 million on $192,000 of net product sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $16.82 million in total assets, $32.13 million in total liabilities, and a $15.30 million total stockholders' deficit. Bankruptcy Warning In September 2011, the Company issued $12.7 million of units, consisting of $4.2 million of senior secured convertible notes and $8.5 million of senior secured cash collateralized convertible notes. In connection with the sale of the units, the Company also issued two types of debt warrants in an amount equal to 100% of the purchase price for each unit. The Company had direct access to $4.2 million of the proceeds, and the remaining $8.5 million of the proceeds were placed in a blocked account as collateral security for the $8.5 million senior secured cash collateralized convertible notes. Presently, with no further financing, the Company projects that it will run out of funds during the first quarter of 2012. The Company currently does not have any additional financing in place. If it is unable to raise additional funds, the Company could be required to reduce its spending plans, reduce its workforce, license one or more of its products or technologies that it would otherwise seek to commercialize itself, sell some or all of its assets, cease operations or even declare bankruptcy. There can be no assurance that the Company can obtain financing, if at all, or raise those additional funds, on terms acceptable to it. HOMEROOMS INC: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Homerooms, Inc. dba Cypress Tree Inn 2503 SE Evangeline Thruway Lafayette, LA 70508 Bankruptcy Case No.: 12-50136 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Western District of Louisiana (Lafayette) Judge: Robert Summerhays Debtor's Counsel: Thomas E. St. Germain, Esq. WEINSTEIN & ST. GERMAIN 1414 NE Evangeline Thruway Lafayette, LA 70501 Tel: (337) 235-4001 Fax: (337) 235-4020 E-mail: ecf@weinlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the list of 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/lawb12-50136.pdf The petition was signed by Michael J. Munro, Sr., president. HOSTESS BRANDS: Teamsters to Strike if Unfair Contract Imposed -------------------------------------------------------------- The Teamsters Union disclosed that its members working at Hostess voted overwhelmingly - over 90 percent in favor - to authorize a strike if Hostess is granted its motion to impose unfair contract terms as part of the bankruptcy process. The bankruptcy court has scheduled a trial to begin March 5 on the Debtor's proposal to end existing collective bargaining agreements with the Teamsters and bakery workers' unions. Teamster local unions that comprise the national bargaining unit for more than 7,500 Hostess employees conducted strike authorization votes during the past 10 days. A majority of the members participated in the overwhelming strike vote. "This vote shows that, while our Hostess members are willing to take significant steps to save the company, they can only go so far," said Dennis Raymond, Director of the Teamsters Bakery and Laundry Conference. "Twice before, they have made sacrifices to help this company with no progress to show for it. They need to see their sacrifices matched by other key stakeholders and they need protections to make sure their sacrifices are not made in vain again due to mismanagement. While we remain committed to finding a solution to save the company, it won't be done solely on the backs of our members and Hostess employees." "The Teamsters Union is committed to vigorously defending its position against the 1113 motion to impose unfair employment terms that the company filed at the outset of the bankruptcy process," said Ken Hall, Teamsters International Vice President. "The strike authorization should send a loud and clear message about our determination, and we will be equally determined in defending our case before the court." A hearing on the motion is scheduled to begin March 5 and the judge has 30 days to issue a ruling. "In a related development, as a result of the loud protests from our members and other represented Hostess employees, the company has deferred its motion to request that the court approve CEO Driscoll's employment contract until mid-March," Hall said. "The delay shows that our voices were heard, and, while the contract remains an open issue, we will continue to press the principle of equal sacrifice for all stakeholders, including the CEO." About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. Debtor-affiliates that filed separate Chapter 11 petition are IBC Sales Corporation, IBC Trucking LLC, IBC Services LLC, Interstate Brands Corporation, and MCF Legacy Inc. Hostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of Dec. 10, 2011. Debt includes $860 million on four loan agreements. Trade suppliers are owed as much as $60 million. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). Ripplewood Holding LLC, after providing $130 million to finance the plan, obtained control of IBC's business following the prior reorganization. Hostess Brands is privately held. The new owners pursued new Chapter 11 cases to escape from what they called "uncompetitive and unsustainable" union contracts, pension plans, and health benefit programs. In 2011, Hostess retained Houlihan Lokey to explore sales of its smaller assets and individual brands. Houlihan Lokey oversaw the sale of Mrs. Cubbison's to Sugar Foods Corporation for $12 million, but was unable to sell any of Hostess' core assets. Judge Robert D. Drain oversees the case. Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. An official committee of unsecured creditors has been appointed in the case. HOWREY LLP: Trustee Intends to Fight for Farmer Lawsuit Proceeds ---------------------------------------------------------------- Dow Jones' DBR Small Cap reports that a decade-long legal battle over the federal government's alleged discrimination against Hispanic farmers will continue without plaintiff law firm Howrey LLP, but the defunct firm's estate plans to fight for a piece of a proposed $1.33 billion payout. About Howrey LLP Three creditors filed an involuntary Chapter 7 petition (Bankr. N.D. Calif. Case No. 11-31376) on April 11, 2011, against the remnants of the Washington-based law firm Howrey LLP. The filing was in San Francisco, where the firm had an office. The firm previously was known as Howrey & Simon and Howrey Simon Arnold & White LLP. The firm at one time had more than 700 lawyers in 17 offices. The partners voted to dissolve in March. The firm specialized in antitrust and intellectual-property matters. The three creditors filing the involuntary petition together have $36,600 in claims, according to their petition. The involuntary chapter 7 petition was converted to a chapter 11 case in June at the request of the firm. In its schedules filed in July, the Debtor disclosed assets of $138.7 million and liabilities of $107.0 million. Representing Citibank, the firm's largest creditor, is Kelley Cornish, Esq. -- kcornish@paulweiss.com -- a partner at Paul, Weiss, Rifkind, Wharton & Garrison. Representing Howrey is H. Jason Gold, Esq. -- jgold@wileyrein.com -- a partner at Wiley Rein. The Official Committee of Unsecured Creditors is represented in the case by Bradford F. Englander, Esq., at Whiteford, Taylor And Preston LLP. In September 2011, Citibank sought conversion of the Debtor's case to Chapter 7 or, in the alternative, appointment of a Chapter 11 Trustee. The Court entered an order appointing a Chapter 11 Trustee. In October 2011, Allan B. Diamond was named as Trustee IMAGEWARE SYSTEMS: Has $1-Mil. Profit in 9 Months Ended Sept. 30 ---------------------------------------------------------------- Imageware Systems, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $1.06 million on $4.48 million of revenue for the nine months ended Sept. 30, 2011, compared with net income of $1.07 million on $4.60 million of revenue a year ago. The Company's balance sheet at Sept. 30, 2011, showed $4.23 million in total assets, $20 million in total liabilities, and a $15.76 million total shareholders' deficit. Imageware Systems reported a net loss of $7.85 million on $1.92 million of revenue for the three months ended March 31, 2011, compared with a net loss of $1.47 million on $2.02 million of revenue for the same period during the prior year. A full-text copy of the Form 10-Q is available for free at http://is.gd/GEs4Xb Imageware Systems reported net income on $3.52 million on $1.49 million for the three months ended June 30, 2011, compared with net income of $3.66 million on $1.15 million of revenue for the same period during the prior year. A full-text copy of the Form 10-Q is available for free at http://is.gd/jA9jTh The Company reported net income of $5.39 million on $1.06 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $1.11 million on $1.42 million of revenue for the same period during the prior year. A full-text copy of the Form 10-Q is available for free at http://is.gd/564GVq About ImageWare Systems Headquartered in San Diego, California, ImageWare Systems, Inc. is a leader in the emerging market for software-based identity management solutions, providing biometric, secure credential, law enforcement and enterprise authorization. Its "flagship" product is the IWS Biometric Engine. Scalable for small city business or worldwide deployment, the Company's biometric engine is a multi- biometric platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. The Company's identification products are used to manage and issue secure credentials, including national IDs, passports, driver licenses, smart cards and access control credentials. Its law enforcement products provide law enforcement with integrated mug shot, fingerprint LiveScan and investigative capabilities. The Company also provides comprehensive authentication security software. IMAGEWARE SYSTEMS: To Offer 58.9 Million Common Shares ------------------------------------------------------ Imageware Systems, Inc., filed with the U.S. Securities and Exchange Commission a Form S-1 registering 58,985,584 shares of the Company's common stock, $0.001 per share, of the Company by Bruce Toll, Goldman Capital Management MPP, Gruber & McBaine International, et al. The shares of Common Stock registered for resale under this registration statement include: * up to 20,090,000 shares of common stock issued in a private placement transaction consummated on Dec. 20, 2011; * up to 12,252,500 shares of common stock issuable upon exercise of warrants issued in connection with the Private Placement; * up to 6,195,682 shares of common stock issued upon conversion of the Company's Series C 8% Convertible Preferred Stock upon consummation of the Private Placement; * up to 5,572,843 shares of common stock issued upon conversion of the Company's Series D 8% Convertible Preferred Stock upon consummation of the Private Placement; * up to 9,774,559 shares of common stock issued to a significant investor in exchange for certain outstanding convertible promissory notes, and related accrued but unpaid interest thereon; * up to 600,000 shares of common stock owned by BET Funding, LLC; and * up to 4,500,000 shares of common stock issuable upon exercise of certain warrants owned by BET Funding. The Company will not receive any proceeds from the sale of the shares by the Selling Stockholders; however, if the warrants are exercised the Company will receive the exercise price of the warrants, if exercised at all. The Company will pay the expenses of registering the shares sold by the Selling Stockholders. A full-text copy of the prospectus is available for free at: http://is.gd/RovT8M About ImageWare Systems Headquartered in San Diego, California, ImageWare Systems, Inc. is a leader in the emerging market for software-based identity management solutions, providing biometric, secure credential, law enforcement and enterprise authorization. Its "flagship" product is the IWS Biometric Engine. Scalable for small city business or worldwide deployment, the Company's biometric engine is a multi- biometric platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. The Company's identification products are used to manage and issue secure credentials, including national IDs, passports, driver licenses, smart cards and access control credentials. Its law enforcement products provide law enforcement with integrated mug shot, fingerprint LiveScan and investigative capabilities. The Company also provides comprehensive authentication security software. The Company's balance sheet at Sept. 30, 2011, showed $4.23 million in total assets, $20 million in total liabilities and a $15.76 million total shareholders' deficit. IMAGEWARE SYSTEMS: Neal Goldman Discloses 18.1% Equity Stake ------------------------------------------------------------ Neal I Goldman and his affiliates disclosed in a Schedule 13D filing with the U.S. Securities and Exchange Commission that, as of Oct. 5, 2010, that they beneficially own 32,460,145 shares of common stock of ImageWare Systems, Inc., representing 18.1% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/J2q11R As of Sept. 5, 2008, Mr. Goldman beneficially owns 3,500,000 shares of common stock or 14.2% of the shares outstanding, a full- text copy of the filing is available at http://is.gd/ZjhcVn About ImageWare Systems Headquartered in San Diego, California, ImageWare Systems, Inc. is a leader in the emerging market for software-based identity management solutions, providing biometric, secure credential, law enforcement and enterprise authorization. Its "flagship" product is the IWS Biometric Engine. Scalable for small city business or worldwide deployment, the Company's biometric engine is a multi- biometric platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. The Company's identification products are used to manage and issue secure credentials, including national IDs, passports, driver licenses, smart cards and access control credentials. Its law enforcement products provide law enforcement with integrated mug shot, fingerprint LiveScan and investigative capabilities. The Company also provides comprehensive authentication security software. The Company's balance sheet at Sept. 30, 2011, showed $4.23 million in total assets, $20 million in total liabilities and a $15.76 million total shareholders' deficit. INTEGRATED ENVIRONMENTAL: Sells Common Stock Units for $250,000 --------------------------------------------------------------- Integrated Environmental Technologies, Ltd., on Feb. 6, 2012, sold to an institutional investor common stock units that in aggregate consisted of 3,125,000 shares of the Company's common stock, $.001 par value, and a warrant to purchase 1,562,500 shares of Common Stock, for an aggregate purchase price of $250,000, or $0.08 per share. The warrant has a three year term, is exercisable at $0.20 per share and was fully vested at the date of issuance. The quoted market price of the Common Stock on the date of closing this transaction was $0.07 per share. The Company incurred offering costs of $17,500 in connection with this offering. The Company will use the proceeds from this offering for working capital purposes, including the continued roll out of its previously disclosed sales and marketing strategy. In connection with the issuance of the Common Stock and the warrant to purchase Common Stock, the Company relied on the exemption from registration for a private transaction not involving a public distribution provided by Section 4(2) of the Securities Act of 1933, as amended. About Integrated Environmental Little River, S.C.-based Integrated Environmental Technologies, Ltd., through its wholly-owned subsidiary I.E.T., Inc., designs, manufactures, and sells EcaFlo(R) equipment, which utilizes the Electro-Chemical Activation process to generate environmentally responsible EcaFlo(R) solutions - anolyte and catholyte - for use in managing and controlling bacteria, fungi, viruses and other unwanted microorganisms in an effective and economically beneficial manner over a variety of commercial and industrial applications. The Company's balance sheet at June 30, 2010, showed $1,293,820 in total assets, $988,674 in total current liabilities, and $305,146 in stockholders' equity. Following the Company's annual results for 2009, Weaver & Martin LLC, in Kansas City, Mo., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company's ability to continue as a going concern is dependent upon obtaining additional sources of capital or borrowings. In the Form 10-Q, the Company acknowledges that as a result of its deficiency in working capital at December 31, 2009 and June 30, 2010, its auditors expressed substantial doubt about its ability to continue as a going concern. The Company says its ability to continue as a going concern is dependent upon attaining profitable operations. IRWIN MORTGAGE: Wants Exclusive Filing Period Extended to July 6 ---------------------------------------------------------------- Irwin Mortgage Corporation asks the U.S. Bankruptcy Court for the Southern District of Ohio to further extend (i) its exclusive period to file a plan through and including July 6, 2012, and (ii) its exclusive period to solicit acceptances of the plan through and including Sept. 7, 2012. A previous order by the Court extended the exclusive filing period through March 6, 2012, and the exclusive solicitation period through May 8, 2012. The Debtor tells the Court that, among others, that the size and complexity of the case justify the extension. There have been numerous substantial claims asserted against the Debtor. And, the Debtor believes that it will be beneficial to the plan confirmation process to attempt to consensually resolve some of those substantial claims before a plan is filed. Further, the Debtor is continuing to explore alternatives to attempt to realize value from its wholly owned, non-debtor, reinsurance subsidiary, Irwin Reinsurance Corporation. Finally, ParenteBeard's review of tax matters is ongoing. About Irwin Mortgage For a number of years, Irwin Mortgage Corporation, based in Dublin, Ohio, originated, purchased, sold and serviced conventional and government agency backed residential mortgage loans throughout the United States. However, in 2006 and continuing into early 2007, IMC sold substantially all of its assets, including its mortgage origination business, its mortgage servicing business, and its mortgage servicing rights portfolio, to a number of third party purchasers. As a result of those sales, IMC terminated its operations and has been winding down since 2006. Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio Case No. 11-57191) on July 8, 2011. Judge Charles M. Caldwell presides over the case. In its petition, the Debtor estimated assets of $10 million to $50 million, and debts of $50 million to $100 million. The petition was signed by Fred C. Caruso, president. Nick V. Cavalieri, Esq., Matthew T. Schaeffer, Esq., and Robert B. Berner, Esq., at Bailey Cavalieri LLC, serve as the Debtor's counsel. Fred C. Caruso and Development Specialists Inc. provide wind-down management services to the Debtor. ISAACSON STEEL: Has Until May 16 to Propose Chapter 11 Plan ----------------------------------------------------------- The Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the District of New Hampshire granted the oral motion of Isaacson Steel, Inc. and Isaacson Structural Steel, Inc. to extend their exclusivity periods. According to the Debtors' docket their exclusive periods to file the proposed chapter 11 plan and explanatory disclosure statement was extended until May 16, 2012. The Court directed the Debtors to submit an amended proposed order forthwith. About Isaacson Structural Steel Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc., filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416) on June 22, 2011. Bankruptcy Judge J. Michael Deasy presides over the case. Isaacson Structural Steel estimated both assets and debts of $10 million to $50 million. The petition was signed by Arnold P. Hanson, Jr., president. An official committee of unsecured creditors has been appointed in Isaacson Structural Steel's case. Nixon Peabody LLP represents the Committee. A bankruptcy petition was also filed for Isaacson Steel, Inc. (Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating assets and debts of $1 million to $10 million. The petition was signed by Arnold P. Hanson, Jr., president. William S. Gannon, Esq., also represents Isaacson Steel. ISAACSON STRUCTURAL: General Capital OK'd as Investment Banker -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Hampshire authorized Isaacson Steel, Inc. and Isaacson Structural Steel, Inc., to employ General Capital Partners, LLC as investment banker. About Isaacson Structural Steel Based in Berlin, New Hampshire, Isaacson Structural Steel, Inc., filed for Chapter 11 bankruptcy (Bankr. D. N.H. Case No. 11-12416) on June 22, 2011. Bankruptcy Judge J. Michael Deasy presides over the case. Isaacson Structural Steel estimated both assets and debts of $10 million to $50 million. The petition was signed by Arnold P. Hanson, Jr., president. An official committee of unsecured creditors has been appointed in Isaacson Structural Steel's case. Nixon Peabody LLP represents the Committee. A bankruptcy petition was also filed for Isaacson Steel, Inc. (Bankr. D. N.H. Case No. 11-12415) on June 22, 2011, estimating assets and debts of $1 million to $10 million. The petition was signed by Arnold P. Hanson, Jr., president. William S. Gannon, Esq., also represents Isaacson Steel. ISHA HOMES: Court Declines to Rule on Plan, Extends Voting ---------------------------------------------------------- Bankruptcy Judge J. Rich Leonard declined to rule on the proposed Chapter 11 plan and disclosure statement of Isha Homes LLC. On Oct. 31, 2011, the Debtor filed its proposed chapter 11 plan and disclosure statement. The plan provides treatment for three classes of creditors. Class 1 and class 2 are made up of secured creditor claims. All creditors in classes 1 and 2 have agreed to their treatment under the plan. No creditors in class 3, the general unsecured claims, cast a ballot. Pursuant to the proposed plan, general unsecured creditors will receive five cents on the dollar, and the Debtor's principal will retain his equity interest in the Debtor. Because the Debtor failed to obtain ballots from class 3, that class is deemed to have rejected the plan. Judge Leonard said the court has no authority to confirm the plan at this juncture. However, given that the secured classes accepted their treatment under the plan, the Court finds it appropriate to extend the time in which the unsecured class may accept or reject the proposed plan by 14 days, through Feb. 23. During this time, counsel for the Debtor may inform the creditors in the unsecured class of this extension. If no unsecured creditors submit ballots in favor of the proposed plan, the Debtor's counsel may file an amendment to the plan in which the Debtor's principal will purchase the equity interest in the Debtor for a stated amount; further the amendment shall provide 10 days notice to all parties that an auction of the equity interest will be conducted in the courtroom if anyone provides notice to the clerk of a willingness to bid a higher amount. A copy of Judge Leonard's Feb. 9, 2012 Order is available at http://is.gd/phuNqEfrom Leagle.com. Cary, North Carolina-based Isha Homes LLC filed a voluntary Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-05834) on Aug. 1, 2011. Travis Sasser, Esq., at Sasser Law Firm, in Cary, North Carolina, serves as counsel. The Debtor estimated assets and debts of $1 million to $10 million. ISTAR FINANCIAL: Fir Tree Discloses 5.7% Equity Stake ----------------------------------------------------- Fir Tree, Inc., and its affiliates disclosed in an amended Schedule 13G filing with the U.S. securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 4,653,602 shares of common stock of iStar Financial Inc. representing 5.7% of the shares outstanding. As previously reported by the TCR on Dec. 30, 2010, Fir Tree disclosed beneficial ownership of 4,744,388 shares. A full-text copy of the amended filing is available for free at http://is.gd/ksGz5n About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2011, showed $7.75 billion in total assets, $6.14 billion in total liabilities and $1.60 million in total equity. * * * As reported by the TCR on March 29, 2011, Fitch Ratings has upgraded the Issuer Default Rating to 'B-' from 'C'. The upgrade of iStar's IDR is based on the improved liquidity profile of the company, pro forma for the new senior secured credit agreement (the new financing) that extends certain of the company's debt maturities, relieving the overhang of significant secured debt maturities in June 2011. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. As reported by the Troubled Company Reporter on March 22, 2011, Standard & Poor's said that it raised its counterparty credit rating on iStar Financial Inc. to 'B+' from 'CCC' and removed it from CreditWatch where it was placed with positive implications on Feb. 23. The outlook is stable. "The upgrade reflects the company's closing of a $2.95 billion senior secured credit facility, which it will use to refinance the company's existing secured bank facilities and repay a portion of the company's unsecured debt," said Standard & Poor's credit analyst Jeffrey Zaun. If S&P's analysis of the new secured facility indicates 100% or more collateral coverage, S&P will rate the issue 'BB-'. If S&P's analysis of collateral indicates less than 100% coverage, S&P will rate the issue 'B+'. JAMES RIVER: Michael Cook Owns 13.1% of Class A Shares ------------------------------------------------------ In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Michael W. Cook Asset Management, Inc., d/b/a SouthernSun Asset Management disclosed that, as of Dec. 31, 2011, it beneficially owns 4,674,874 shares of Class A common stock of James River Coal Co representing 13.13% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/cdtHNY About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company also reported a net loss of $10.54 million on $820.47 million of total revenue for the nine months ended Sept. 30, 2011, compared with net income of $52.29 million on $539.06 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.38 billion in total assets, $929.56 million in total liabilities, and $451.26 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JEFFERSON COUNTY: S&P Affirms 'C' SPURs on Sewer System Warrants ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'C' underlying ratings (SPURs)on Jefferson County, Ala.'s series 1997A, 2001A, 2003-B-8, 2003 B-1-A through series 2003 B-1-E, and series 2003 C- 1 through 2003 C-10 sewer system revenue warrants. At the same time, Standard & Poor's removed the ratings from CreditWatch with negative implications, where they had been placed Nov. 11, 2011. The outlook is negative. "The 'C' rating continues to reflect our view of the fiscal stress of the sewer system," said Standard & Poor's credit analyst James Breeding. "The CreditWatch placement had reflected the likelihood that we could lower the ratings in the short term because of non- payment on these rated obligations, but, according to the trustee for the rated sewer warrants, the scheduled fixed-rate payments due Feb. 1, 2012 were made. The negative outlook reflects the continued uncertainty and negative rating potential due to the recent bankruptcy filing." As of Sept. 30, 2010 (the latest audit available), the county had sewer revenue warrants outstanding totaling $3.16 billion. "According to the trustee for the sewer warrants, the scheduled principal and interest payments due on both the fixed-rate and auction-rate warrants have been made. Regularly scheduled principal payments on both the fixed-rate and auction-rate warrants are due Feb. 1 of each year, with interest payments due semi-annually. In the event the system fails to make a principal or interest payment on any of these warrants when due, we will lower the SPURs on the warrants to 'D'," S&P said. "The outlook is negative, reflecting the potential for Standard & Poor's to lower the rating in the short-to-medium term. The 'C' rating already reflects a high degree of fiscal stress associated with the sewer system and the negative outlook reflects the potential for the results of the bankruptcy proceeding to result in some level of non-payment on the rated sewer bonds," S&P said. JASPERS ENTERPRISES: Wingate Hotel Maryland Owner in Chapter 11 --------------------------------------------------------------- Jaspers Enterprises, Inc., filed a bare-bones Chapter 11 petition (Bankr. E.D. Ms. Case No. 12-41073) in St. Louis, Missouri on Feb. 13, 2012. Jaspers Enterprises owns four Missouri hotels -- the Wingate in Maryland Heights plus the Days Inn property, the Howard Johnson, and the Red Roof Inn, all located in Branson. The Wingate hotel in Maryland Heights is under receivership with Midas Hospitality LLC as the receiver. According to the docket, missing documents, including the schedules of assets and liabilities, are due Feb. 27, 2012. The Debtor's Chapter 11 plan and disclosure statement are due June 12. The Bank of Missouri, a creditor, has submitted a notice of appearance in the Chapter 11 case. Maryland Heights, Missouri-based Jaspers estimated assets of up to $50 million and debts of up to $10 million. It says that debts are primarily business debts. The largest unsecured creditors are Days Inn Worldwide, which is owed $361,760, and Wingate Inns International Inc., owed $252,000 for a trade debt. According to St. Louis Business Journal, Robert Eggmann, counsel to the Debtor, said the company entered Chapter 11 bankruptcy in an effort to reorganize its properties. The filing stayed a foreclosure sale scheduled by the lender. Mr. Eggmann, Business Journal reported, said Hawthorn Bank was scheduled to have a foreclosure sale Feb. 14 for the Days Inn property and Howard Johnson. Mr. Eggmann says the Days Inn and the Howard Johnson hotels are closed during the winter months due to a decrease in business. They will reopen in about six weeks. JER/JAMESON: Wants to Hire Ashby & Geddes as Bankruptcy Counsel --------------------------------------------------------------- JER/Jameson Mezz Borrower I, LLC, et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Ashby & Geddes, P.A. as counsel. As reported in the Trouble Company Reporter on Jan. 30, 2012, the Debtors notified the Court that they had withdrawn their request to employ Pachulski Stang Ziehl & Jones LLP as counsel. Ashby & Geddes will, among other things; -- perform all necessary services as the Debtors' counsel, including without limitation, preparing, or assisting in preparation of, all necessary documents on behalf of the Debtors; -- prepare in behalf of the Debtors, as debtors-in-possession, all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the Chapter 11 cases; and -- perform other legal services that are desirable and necessary for the efficient and economic administration of the Chapter 11 cases. The hourly rates of Ashby & Geddes' personnel are: William P. Bowden, member $640 Ricardo Palacio, member $525 Karen B. Skomorucha, associate $385 Leigh-Anne M. Raport, associate $315 Christopher Warnick, paralegal $185 To the best of the Debtors' knowledge, Ashby & Geddes is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Jameson Inn Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. The collateral for each of the Mezz Loans is the equity interest in the entity or entities immediately below the borrower of each Mezz Loan. All of the mezzanine loans matured in August. JER/Jameson NC Properties LP and JER/Jameson Properties LLC are borrowers under the loan with Wells Fargo. The mortgage loan is secured by mortgages on hotel properties. The first set of foreclosure sales were set for Nov. 1, 2011. The Mortgage Borrowers have not sought bankruptcy protection. Colony Capital affiliates, CDCF JIH Funding LLC and ColFin JIH Funding LLC, hold the first and second mezzanine loans. The First Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower I LLC's 100% interest in the Mortgage Borrowers. Prior to the maturity default, the Colony JIH Lenders purchased the Second Mezz Loan from a previous holder. The Second Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower II's 100% membership interest in the First Mezz Borrower. Gramercy Warehouse Funding I LLC and Gramercy Loan Services LLC hold a controlling participation interest in the Third Mezz and Fourth Mezz Loans. JER Investors Trust Inc. holds the remaining participation interests in the Third Mezz and Fourth Mezz Loans. JER/Jameson Holdco LLC, an affiliate of the Mortgage Borrowers, owns the 100% equity interest in the Fourth Mezz Borrower. Gramercy took over its mezzanine borrower in August. JER/Jameson Mezz Borrower II LLC filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18, 2011, to prevent foreclosure by Colony. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. Seven days later, JER/Jameson Mezz Borrower I LLC filed for bankruptcy (Bankr. D. Del. Case No. 11-13392) on Oct. 25, 2011. Judge Mary F. Walrath presides over the case. The Debtors tapped Ashby & Geddes, P.A. to represent their restructuring efforts. Epiq Bankruptcy Solutions, LLC, serves as its noticing, claims and balloting agent. Each of the Debtors estimated $100 million to $500 million in assets and $10 million to $50 million in debts. The petitions were signed by James L. Gregory, vice president. Colony specializes in real estate and has roughly $34 billion of assets under management. Colony is represented in the case by Pauline K. Morgan, Esq., John T. Dorsey, Esq., Margaret Whiteman Greecher, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP; and Lindsee P. Granfield, Esq., Sean A. O'Neil, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP. As of the date hereof, the U.S. Trustee has not appointed an official Committee of unsecured creditors in any of the Debtors' cases. JER/JAMESON: Gets Final OK to Access Wells Fargo's Cash Collateral ------------------------------------------------------------------ The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware, in a final order, authorized JER/Jameson Mezz Borrower I, LLC, et al., to use the cash collateral in which Eells Fargo Bank, N.A., solely in its capacity as special servicer for the lender, asserts an interest. As reported in the Troubled Company Reporter on Jan. 5, 2012, as of the Petition Date, the total principal amount under the loan documents was $160,567,882. The Debtors would use the cash collateral to finance their business operations. As adequate protection from diminution in value of the lender's collateral, the Debtor will grant Wells Fargo adequate protection payments, replacement liens and a superpriority claim, subject to carve out on certain expenses. About Jameson Inn Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. The collateral for each of the Mezz Loans is the equity interest in the entity or entities immediately below the borrower of each Mezz Loan. All of the mezzanine loans matured in August. JER/Jameson NC Properties LP and JER/Jameson Properties LLC are borrowers under the loan with Wells Fargo. The mortgage loan is secured by mortgages on hotel properties. The first set of foreclosure sales were set for Nov. 1, 2011. The Mortgage Borrowers have not sought bankruptcy protection. Colony Capital affiliates, CDCF JIH Funding LLC and ColFin JIH Funding LLC, hold the first and second mezzanine loans. The First Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower I LLC's 100% interest in the Mortgage Borrowers. Prior to the maturity default, the Colony JIH Lenders purchased the Second Mezz Loan from a previous holder. The Second Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower II's 100% membership interest in the First Mezz Borrower. Gramercy Warehouse Funding I LLC and Gramercy Loan Services LLC hold a controlling participation interest in the Third Mezz and Fourth Mezz Loans. JER Investors Trust Inc. holds the remaining participation interests in the Third Mezz and Fourth Mezz Loans. JER/Jameson Holdco LLC, an affiliate of the Mortgage Borrowers, owns the 100% equity interest in the Fourth Mezz Borrower. Gramercy took over its mezzanine borrower in August. JER/Jameson Mezz Borrower II LLC filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18, 2011, to prevent foreclosure by Colony. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. Seven days later, JER/Jameson Mezz Borrower I LLC filed for bankruptcy (Bankr. D. Del. Case No. 11-13392) on Oct. 25, 2011. Judge Mary F. Walrath presides over the case. The Debtors tapped Ashby & Geddes, P.A. to represent their restructuring efforts. Epiq Bankruptcy Solutions, LLC, serves as its noticing, claims and balloting agent. Each of the Debtors estimated $100 million to $500 million in assets and $10 million to $50 million in debts. The petitions were signed by James L. Gregory, vice president. Colony specializes in real estate and has roughly $34 billion of assets under management. Colony is represented in the case by Pauline K. Morgan, Esq., John T. Dorsey, Esq., Margaret Whiteman Greecher, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP; and Lindsee P. Granfield, Esq., Sean A. O'Neil, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP. As of the date hereof, the U.S. Trustee has not appointed an official Committee of unsecured creditors in any of the Debtors' cases. JER/JAMESON: Has Until Feb. 20 to File Schedules and Statements --------------------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware extended until Feb. 20, 2012, JER/Jameson Mezz Borrower I, LLC, et al.'s time to file their schedules of assets and liabilities and statements of financial affairs. As reported in the Troubled Company Reporter on Jan. 30, 2012, the Debtors related that their ability to file schedules and statement has been affected by the prior delays related to litigation surrounding the case dismissal motion. Moreover, the proposed counsel (Ashby & Geddes, P.A.) was retained recently and has been working to get up to speed in the cases. About Jameson Inn Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. The collateral for each of the Mezz Loans is the equity interest in the entity or entities immediately below the borrower of each Mezz Loan. All of the mezzanine loans matured in August. JER/Jameson NC Properties LP and JER/Jameson Properties LLC are borrowers under the loan with Wells Fargo. The mortgage loan is secured by mortgages on hotel properties. The first set of foreclosure sales were set for Nov. 1, 2011. The Mortgage Borrowers have not sought bankruptcy protection. Colony Capital affiliates, CDCF JIH Funding LLC and ColFin JIH Funding LLC, hold the first and second mezzanine loans. The First Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower I LLC's 100% interest in the Mortgage Borrowers. Prior to the maturity default, the Colony JIH Lenders purchased the Second Mezz Loan from a previous holder. The Second Mezz Loan is secured by a pledge of JER/Jameson Mezz Borrower II's 100% membership interest in the First Mezz Borrower. Gramercy Warehouse Funding I LLC and Gramercy Loan Services LLC hold a controlling participation interest in the Third Mezz and Fourth Mezz Loans. JER Investors Trust Inc. holds the remaining participation interests in the Third Mezz and Fourth Mezz Loans. JER/Jameson Holdco LLC, an affiliate of the Mortgage Borrowers, owns the 100% equity interest in the Fourth Mezz Borrower. Gramercy took over its mezzanine borrower in August. JER/Jameson Mezz Borrower II LLC filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18, 2011, to prevent foreclosure by Colony. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. Seven days later, JER/Jameson Mezz Borrower I LLC filed for bankruptcy (Bankr. D. Del. Case No. 11-13392) on Oct. 25, 2011. Judge Mary F. Walrath presides over the case. The Debtors tapped Ashby & Geddes, P.A. to represent their restructuring efforts. Epiq Bankruptcy Solutions, LLC, serves as its noticing, claims and balloting agent. Each of the Debtors estimated $100 million to $500 million in assets and $10 million to $50 million in debts. The petitions were signed by James L. Gregory, vice president. Colony specializes in real estate and has roughly $34 billion of assets under management. Colony is represented in the case by Pauline K. Morgan, Esq., John T. Dorsey, Esq., Margaret Whiteman Greecher, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP; and Lindsee P. Granfield, Esq., Sean A. O'Neil, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP. KAPPY INVESTMENTS: Court Denies Vogel Employment Due to Conflicts ----------------------------------------------------------------- Bankruptcy Judge Dennis D. O'Brien denied approval of Vogel Law Firm's employment and compensation in Kappy Investments, Inc.'s Chapter 11 bankruptcy case. Vogel filed the case on Dec. 29, 2010, by Vogel Law Firm. The firm did not file an employment application until Jan. 18, 2011. The application was initially approved on Jan. 20, 2011. In the meantime, the U.S. Trustee had timely objected on Jan. 19, 2011, claiming that Vogel had failed to disclose a number of potential conflicts of interest and that the firm was in fact not disinterested and therefore not qualified to represent the debtor under 11 U.S.C. Sec. 327(a). The order approving was vacated on Jan. 25, 2011. Vogel took no action to set the application for hearing, as required by Local Rule 2014-1(b). Another attorney, Erik Ahlgren, Esq., not of the Vogel firm, filed an application to be employed on Feb. 15, 2011. Mr. Ahlgren was approved as counsel. A plan was confirmed by the Court on Aug. 25, 2011, and the Court has allowed Mr. Ahlgren's fees. After a plan was confirmed, Vogel filed an application for compensation on Sept. 15, 2011, for services rendered from the filing date to the date of his initial application for employment, Jan. 18, 2011. The U.S. Trustee objected, asserting that a professional could not receive compensation for services unless the professional was employed by the estate. The Court denies the application for employment because it was untimely filed, it failed to disclose potential disqualifying conflicts, and because Vogel had an actual disqualifying conflict of interest during the period for which approval is sought. The application for allowance of compensation is denied because Vogel's employment was never approved under 11 U.S.C. Sec. 327(a). Aside from seeking to represent Kappy, Vogel represented its 85% shareholder, Walter L. Tischer, who was also the officer in charge of the Debtor, and, who had a substantial individual unsecured claim in the case, as well as the controlling interest in several corporate claimants of Kappy. Additionally, Mr. Tischer had an individual Chapter 11 pending that Vogel was representing. None of this was disclosed in either of the employment applications. A copy of the Court's Feb. 2, 2012 Order is available http://is.gd/B9lkfFfrom Leagle.com. Kappy Investments, Inc., dba Woodlawn Shores and fka Kappy Developers, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Minn. Case No. 10-61454) on Dec. 29, 2010, listing under $1 million in assets and debts. KV PHARMACEUTICAL: Jacob Gottlieb Ceases to Hold 5% Equity Stake ---------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Jacob Gottlieb and his affiliates disclosed that, as of Dec. 31, 2011, they do not beneficially own shares of common stock of K-V Pharmaceutical Company. As previously reported by the TCR on March 16, 2011, Mr. Gottlieb disclosed beneficial ownership of 4,124,566 shares. A full-text copy of the amended filing is available at http://is.gd/ZhVlel About KV Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. KV Pharmaceutical has not timely filed its Form 10-K for the year ended March 31, 2010 and its Form 10-Qs for the subsequent quarterly periods. The Company's independent accounting firm, KPMG, resigned on June 25, 2010, and the Company has tapped BDO USA, LLP, to audit the fiscal 2010 financial statements. The Form 10-Q for the quarter ended June 30, 2010, was only filed March 10, 2011. The Company was not able to complete its Form 10-Q for the three- and six-month periods ended Sept. 30, 2011, by the filing deadline of Nov. 9, 2011, without unreasonable effort and expense. The Company expects to file this Form 10-Q with the SEC as soon as practicable after filing the amended filings, and, in any case, within five days of those filings. KPMG LLP, in St. Louis, Missouri, expressed substantial doubt about K-V Pharmaceutical's ability to continue as a going concern. The independent auditors noted that the Company has suspended the shipment of all products manufactured by it and must comply with a consent decree with the FDA before approved products can be reintroduced to the market. Significant negative impacts on operating results and cash flows from these actions including the potential inability of the Company to raise capital; suspension of manufacturing; significant uncertainties related to litigation and governmental inquiries; and debt covenant violations. The Company's balance sheet at of March 31, 2011, showed $564.70 million in total assets, $942.50 million in total liabilities and a $377.80 million total shareholders' deficit. The Company reported a net loss of $271.70 million on $27.30 million of net revenues for the year ended March 31, 2011, compared with a net loss of $283.60 million on $9.10 million of net revenues during the prior year. LEAR CORP: Judge Allows Antitrust Class Action to Proceed --------------------------------------------------------- U.S. Bankruptcy Judge Allan L. Gropper on Friday agreed to allow potential antitrust class actions against Lear Corp. to proceed, but only allowed the plaintiffs to file claims based on alleged conduct that occurred after Lear exited bankruptcy. However, Judge Gropper ruled that the claims must be brought before the court overseeing the antitrust multidistrict litigation that incorporates the automotive electronic systems maker's alleged price-fixing conduct, Bankruptcy Law360 says. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Lear Corp. largely failed in its effort to use the company's 2009 bankruptcy to stop antitrust lawsuits alleging a price-fixing conspiracy among manufacturers of wire harnesses. U.S. Bankruptcy Judge Allan L. Gropper ruled on Feb. 10 that Lear can be sued for actions taken after emerging from Chapter 11 on Nov. 9, 2009, and might be liable for conduct before its emergence from bankruptcy. The Bloomberg report relates that 44 antitrust suits were filed and have been consolidated into the U.S. District Court in the Eastern District of Michigan. The first suit was filed against Lear in October alleging an antitrust conspiracy going back to 2000. Lear argues that the alleged actions occurred before the exit from bankruptcy, thus the suits were barred by the discharge afforded by the Chapter 11 plan. The plaintiffs argue that their suits weren't barred because Lear's violation of antitrust laws continued after it emerged from bankruptcy. Judge Gropper ruled in his Feb. 10 opinion available at http://is.gd/6pdmgefrom Leagle.com, that the plaintiffs may continue suing Lear based on allegations of misconduct after leaving Chapter 11. "[T]he Antitrust Plaintiffs are entitled to seek recovery from Lear on their alleged post-Effective Date claims, and the question of Lear's liability under antitrust law for post-Effective Date conduct should be determined in the antitrust litigation, not in [the Bankruptcy] Court. Moreover, the Antitrust Plaintiffs are not precluded from moving for permission to file late proofs of claim herein and to have those claims accorded class status, but the Court expresses no opinion on the disposition of any such motions," Judge Gropper said. Andrew S. Marovitz, Esq. -- amarovitz@mayerbrown.com -- at MAYER BROWN LLP, in Chicago, Illinois, serves as Special Antitrust Counsel to Reorganized Lear. Eugene A. Spector, Esq., Jeffrey J. Corrigan, Esq., and Jeffrey L. Spector, Esq. -- espector@srkw-law.com and jcorrigan@srkw-law.com -- at SPECTOR, ROSEMAN, KODROFF & WILLIS, P.C., Philadelphia, Pennsylvania, represent Technical Aids to Independence, Inc. and the Proposed Direct Purchaser Class. Gregory P. Hansel, Esq. -- ghansel@preti.com -- at PRETI FLAHERTY BELIVEAU & PACHIOS LLP, in Portland, Maine, serves as counsel to Direct Purchasers Martinez Manufacturing, Inc. and ACAP LLC. Bernard Persky, Esq., Hollis L. Salzman, Esq., Kellie Lerner, Esq., Seth Gassman, Esq., and Amy Garzon, Esq. -- bpersky@labaton.com and hsalzman@labaton.com -- at LABATON SUCHAROW LLP, in New York, represent Susan LaCava and the Proposed Indirect Purchaser Class. About Lear Corp. Headquarters in Southfield, Michigan, Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems and electrical distribution and power management systems. The Company's world-class products are designed, engineered and manufactured by a diverse team of approximately 75,000 employees at 205 facilities in 36 countries. Lear's common shares are traded on the New York Stock Exchange under the symbol [LEA]. Lear Corp. and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Attorneys at Kirkland & Ellis LLP, served as the Debtors' bankruptcy counsel. In November 2009, Lear emerged from bankruptcy protection. LIBBEY INC: R. Rowe Price Holds 5.4% Equity Stake ------------------------------------------------- T. Rowe Price Associates, Inc., disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 1,073,300 shares of common stock of Libbey Inc. representing 5.4% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/5F6GTx About Libbey Inc. Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass tableware manufacturing plants in the United States in Louisiana and Ohio, as well as in Mexico, China, Portugal and the Netherlands. Libbey supplies tabletop products to foodservice, retail, industrial and business-to-business customers in over 100 countries. The Company's balance sheet at Sept. 30, 2011, showed $788.32 million in total assets, $733.68 million in total liabilities and $54.64 million in total shareholders' equity. * * * On Oct. 28, 2009, Libbey restructured a portion of its debt by exchanging the old 16% Senior Subordinated Secured Payment-in- Kind Notes due December 2011 of subsidiary Libbey Glass Inc., having an outstanding principal amount as of October 28, 2009, of $160.9 million for (i) $80.4 million principal amount of new Senior Subordinated Secured Payment-in-Kind Notes due 2021 of Libbey Glass, and (ii) 933,145 shares of common stock and warrants exercisable for 3,466,856 shares of common stock of Libbey Inc. On Feb. 8, 2010, Libbey used the proceeds of a $400.0 million debt offering of 10.0% Senior Secured Notes due 2015 of Libbey Glass Inc., as well as cash on hand, to (i) repurchase the $306.0 million then outstanding Floating Rate Senior Secured Notes due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK Notes and (iii) pay related fees and expenses. Concurrent with the closing of the offering of the Senior Secured Notes, Libbey entered into an amended and restated $110 million Asset Based Loan facility which, among other terms, extended the maturity date to 2014. As reported by the TCR on Aug. 9, 2011, Standard & Poor's Ratings Services raised its corporate and senior secured debt ratings on Toledo, Ohio-based Libbey Inc. to 'B+' from 'B'. The rating outlook is stable. "The upgrade and stable outlook reflect our belief that Libbey will sustain its improved profitability and credit measures and maintain its adequate liquidity position," said Standard & Poor's credit analyst Rick Joy. LIBERATOR INC: Retires Roughly 25 Million Common Shares ------------------------------------------------------- Liberator, Inc., has retired approximately 25 million shares of common stock, equating to a 27% reduction in the number of shares outstanding. The retirement of these shares occurred in connection with the Company's November 2011 sale of its former subsidiary, Web Merchants Inc. The company shares, which were owned by the former president and majority shareholder of WMI, Fred Petrenko, were released from escrow and retired following satisfaction of certain conditions described in the agreements for the sale of WMI. Immediately following retirement of the 25,394,400 shares, there were 67,002,647 shares of common stock issued and outstanding. Management believes the retirement of these shares demonstrates a commitment to common shareholders as the company strives to enhance shareholder value. "We view this as a very positive step forward in improving the overall capital structure of our company," said Louis Friedman, President and CEO of Liberator, Inc. "By reducing our issued and outstanding common shares, we will add value to both our new and existing shareholders, while Liberator continues to improve revenues and implement our strategic growth initiatives in 2012 and beyond." About Liberator Inc. Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider of goods and information to consumers who believe that sensual pleasure and fulfillment are essential to a well-lived and healthy life. The information that the Company provides consists primarily of product demonstration videos that the Company shows on its websites and instructional DVD's that the Company sells. The Company reported a net loss of $801,252 on $17.32 million of net sales for the year ended June 30, 2011, compared with a net loss of $1.03 million on $11.07 million of net sales during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $6.64 million in total assets, $5.44 million in total liabilities, and $1.19 million in total stockholders' equity. Gruber & Company, LLC, in Lake Saint Louis, Missouri, noted that conditions exist which raise substantial doubt about the Company's ability to continue as a going concern unless it is able to generate sufficient cash flows to meet its financing requirements and attain profitable operations. LOCATEPLUS HOLDINGS: Completes Sale of Assets to LPHC ----------------------------------------------------- As reported in the TCR on Nov. 8, 2011, LocatePLUS Holdings Corporation and certain of its subsidiaries conducted an 11 U.S.C. Section 363 auction for the sale of certain of the Debtors' assets on Sept. 21, 2011, and continued on Sept. 22, 2011. As a result of the Auction, the Company entered into the LPHC Acquisition Asset Purchase Agreement, dated as of Sept. 30, 2011, by and between the Company, Employment Screening Profiles, Inc., and Worldwide Information, Inc., and LPHC Acquisition Partners LLC. Pursuant to the LPHC Asset Purchase Agreement, the Company and LPHC agreed to consummate the transactions contemplated therein if the Company did not enter into a proposed Plan of Reorganization to be co-sponsored by LPHC and the Debtors by Jan. 31, 2012. On Jan. 31, 2012, the Company completed the disposition of certain of its assets pursuant to the LPHC Asset Purchase Agreement. LPHC purchased the assets for a purchase price comprised of cash in the approximate amount of $400,000, the assumption of certain liabilities and the satisfaction of certain claims in connection with the Chapter 11 Case. About LocatePLUS Holdings Beverly, Mass.-based LocatePLUS Holdings Corporation, through itself and its wholly-owned subsidiaries LocatePLUS Corporation, Worldwide Information, Inc., Entersect Corporation, Dataphant, Inc., and Employment Screening Profiles, Inc. are business-to- business, business-to-government and business-to-consumer providers of public information via its proprietary data integration solutions. On June 16, 2011, LocatePLUS Holdings Corporation and its subsidiaries filed petitions under the Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 11-15791). Harold B. Murphy, Esq., at Murphy & King, P.C., in Boston, represents the Debtor as counsel. LocatePLUS Holdings estimated assets of $0 to $50,000 and debts of $1,000,001 to $10 million. The Company's balance sheet at March 31, 2011, showed $2.08 million in total assets, $12.25 million in total liabilities and a $10.17 million total stockholders' deficit. LOCATEPLUS HOLDINGS: Receives "Wells Notice" from Staff of SEC -------------------------------------------------------------- On Jan. 6, 2012, the Company received a "Wells Notice" from the Staff of the U.S. Securities and Exchange Commission stating that the Staff intends to recommend that the Commission institute public administrative proceedings against the Company, alleging that it violated Section 13(a) of the Exchange Act and Rules 13a- 1, 13a-11 and 13a-13 thereunder. In connection with the contemplated action the Staff may seek the suspension or revocation of the registration of each class of the Company securities that are registered pursuant to Section 12 of the Exchange Act. A Wells Notice by the Staff is neither a formal allegation of wrongdoing nor a determination of wrongdoing. A Wells Notice provides the recipient with an opportunity to address the Staff's concerns prior to commencement of an enforcement proceeding by the Commission. The Company has been in discussions with the Commission in this matter and intends to continue to seek a resolution to the Wells Notice and any administrative proceedings that may be instituted. About LocatePLUS Holdings Beverly, Mass.-based LocatePLUS Holdings Corporation, through itself and its wholly-owned subsidiaries LocatePLUS Corporation, Worldwide Information, Inc., Entersect Corporation, Dataphant, Inc., and Employment Screening Profiles, Inc. are business-to- business, business-to-government and business-to-consumer providers of public information via its proprietary data integration solutions. On June 16, 2011, LocatePLUS Holdings Corporation and its subsidiaries filed petitions under the Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 11-15791). Harold B. Murphy, Esq., at Murphy & King, P.C., in Boston, represents the Debtor as counsel. LocatePLUS Holdings estimated assets of $0 to $50,000 and debts of $1,000,001 to $10 million. The Company's balance sheet at March 31, 2011, showed $2.08 million in total assets, $12.25 million in total liabilities and a $10.17 million total stockholders' deficit. LPATH INC: Amends 12.5 Million Units Offering Prospectus -------------------------------------------------------- Lpath, Inc., filed with the U.S. Securities and Exchange Commission Amendment No. 2 to the Form S-1 relating to the offering offering up to 12,500,000 Units, with each Unit consisting of one share of the Company's common stock and 0.5 of a warrant to purchase one share of the Company's Class A common stock. The shares of Class A common stock and the warrants are immediately separable and will be issued separately, but will be purchased together in this offering. The Company is also registering the shares of Class A common stock issuable upon exercise of the warrants. The Company's Class A common stock is traded on the OTC Bulletin Board under the symbol "LPTN." On Feb. 8, 2012, the closing sale price of the Company's Class A common stock on the OTC Bulletin Board was $1.01 per share. The Company does not intend to list the warrants on any exchange or other trading system. A full-text copy of the prospectus is available at: http://is.gd/0MBynN About Lpath, Inc. San Diego, Calif.-based Lpath, Inc. is a biotechnology company focused on the discovery and development of lipidomic-based therapeutics, an emerging field of medical science whereby bioactive lipids are targeted to treat human diseases. The Company reported a net loss of $4.60 million on $7.83 million of total revenues for the year ended Dec. 31, 2010, compared with net income of $3.98 million on $11.91 million of total revenues during the prior year. As reported by the TCR on March 28, 2011, Moss Adams LLP, in San Diego, Calif., expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements at the end of 2009. The independent auditors noted that the Company had incurred significant cash losses from operations since inception and expects to continue to incur cash losses from operations in 2010 and beyond. In its audit report for 2010, the auditor did not issue a going concern qualification. The Company's balance sheet at Sept. 30, 2011, showed $20.04 million in total assets, $15.61 million in total liabilities, and $4.42 million in total stockholders' equity. MADERAS LAND: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Maderas Land Development, Inc. aka BBW Enterprises-Arizona, LLC 3774 S. Danyell Dr. Chandler, AZ 85249 Bankruptcy Case No.: 12-02373 Chapter 11 Petition Date: February 9, 2012 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Eileen W. Hollowell Debtor's Counsel: Don C. Fletcher, Esq. LAKE AND COBB PLC 1095 West Rio Salado Parkway #206 Tempe, AZ 85281 Tel: (602) 523-3000 Fax: (602) 523-3001 E-mail: dfletcher@lakeandcobb.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Douglas Brundage, officer. MADISON 92ND: Hearing on Plan Disclosures Today ----------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York has adjourned until Feb. 15, 2012, at 10:00 a.m., the hearing to consider the adequacy of the Disclosure Statement explaining Madison 92nd Street Associates, LLC's Chapter 11 Plan. As reported in the Troubled Company Reporter on Dec. 28, 2011, according to the Disclosure Statement, the cornerstone of the Plan is the sale of the hotel and pursuit of causes of action. It is expected, but not guaranteed, that the net sale proceeds will be sufficient to pay all creditors in full. However, Courtyard Marriott Corporation, the manager of the hotel, may attempt to assert a large rejection claim. While the Proponent believes that no such claim would be allowed, it believes that any such claim will be below $500,000, and possibly zero. Moreover, the Proponent believes that Courtyard Marriott and affiliates will owe the Debtor for damages resulting from its malfeasance in the Courtyard Action, and in the Rejection Motion. However, in the event that the Court approves a larger rejection claim than the Debtor expects, the Plan will not be held up and can still confirm, as the Plan essentially represents a "pot plan", whereby the net proceeds of the sale of the hotel will be distributed to creditors in order of priority in accordance with the terms of the Plan. The Plan is intended to enable the Debtor to conduct the sale without the likelihood of a subsequent liquidation or the need for further financial reorganization. The Proponent believes that the Debtor will be able to perform its obligations under the Plan and meet its expenses after the Effective Date without further financial reorganization. Also, the Proponent believes that the Plan permits fair and equitable recoveries, while expediting the closing of the Chapter 11 Case. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/MADISON_92ND_ds.pdf At the Feb. 15 hearing, the Court will also consider the motion to approve sale procedures. The TCR reported Jan. 13, 2012, the Debtor asked the Court to approve sale procedures, break-up fee and notice requirements and authority to sell of substantially all of estate's real estate assets free and clear of liens, claims and interests and assumption and assignment of executory contracts and payment of senior secured claims. About Madison 92nd Madison 92nd Street Associates, LLC, owns real property improved by a hotel located at 410 East 92nd Street, New York, known as the Upper East Side Courtyard by Marriott. It filed for Chapter 11 bankruptcy protection as lender General Electric Capital Corp., owed $74 million, has scheduled a foreclosure sale for Aug. 24, 2011. The petition (Bankr. S.D.N.Y. Case No. 11-13917) was filed Aug. 16, 2011, before Judge Stuart M. Bernstein. J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, serves as the Debtor's counsel. It scheduled $84,471,069 in assets and $75,398,580 in debts. The petition was signed by Louis Taic, managing member of 92nd Hotel Associates, LLC and Jeffrey Kosow, managing member of JKNY, LLC, members of the Debtor. Courtyard Management Corporation, which manages and operates the hotel pursuant to a management agreement, is represented by Thomas R. Califano, Esq., and William M. Goldman, Esq., at DLA Piper LLP (US). The Bankruptcy Judge appointed an examiner to explore the best route to reorganization for the Debtor amid a rift between two investor groups. Thomas R. Slome, the examiner, tapped his firm, Meyer, Suozzi, English & Klein, P.C., as his counsel. MADISON 92ND: Creditors Have Until March 5 to File Proofs of Claim ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York has established March 5, 2012, as the deadline for any individual or entity to file proofs of claim against Madison 92nd Street Associates, LLC. About Madison 92nd Madison 92nd Street Associates, LLC, owns real property improved by a hotel located at 410 East 92nd Street, New York, known as the Upper East Side Courtyard by Marriott. It filed for Chapter 11 bankruptcy protection as lender General Electric Capital Corp., owed $74 million, has scheduled a foreclosure sale for Aug. 24, 2011. The petition (Bankr. S.D.N.Y. Case No. 11-13917) was filed Aug. 16, 2011, before Judge Stuart M. Bernstein. J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, serves as the Debtor's counsel. It scheduled $84,471,069 in assets and $75,398,580 in debts. The petition was signed by Louis Taic, managing member of 92nd Hotel Associates, LLC and Jeffrey Kosow, managing member of JKNY, LLC, members of the Debtor. Courtyard Management Corporation, which manages and operates the hotel pursuant to a management agreement, is represented by Thomas R. Califano, Esq., and William M. Goldman, Esq., at DLA Piper LLP (US). The Bankruptcy Judge appointed an examiner to explore the best route to reorganization for the Debtor amid a rift between two investor groups. Thomas R. Slome, the examiner, tapped his firm, Meyer, Suozzi, English & Klein, P.C., as his counsel. MEADWESTVACO CORP: Moody's Issues Summary Credit Opinion -------------------------------------------------------- This release represents Moody's Investors Service's summary credit opinion on MeadWestvaco Corporation (MWV) and includes certain regulatory disclosures regarding its ratings. This release does not constitute any change in Moody's ratings or rating rationale for MWV. Moody's current ratings on MeadWestavco and affiliates are: MeadWestavco Corporation LT Corporate Family Ratings (domestic currency) Rating of Ba1 Probability of Default Rating of Ba1 Speculative Grade Liquidity Rating of SGL-1 Senior Unsecured (domestic currency) Rating of Ba1 LGD Senior Unsecured (domestic currency) Assessment of 58 - LGD4 Senior Unsec. Shelf (domestic currency) Rating of (P)Ba1 LGD Senior Unsec. Shelf (domestic currency) Assessment of 58 - LGD4 BACKED LT IRB/PC (domestic currency) Rating of A3/Ba1 Mead Corporation (The) Senior Unsecured (domestic currency) Rating of Ba1 LGD Senior Unsecured (domestic currency) Assessment of 58 - LGD4 Senior Unsecured MTN (domestic currency) Rating of (P)Ba1 LGD Senior Unsecured MTN (domestic currency) Assessment of 58 - LGD4 BACKED Senior Unsecured (domestic currency) Rating of Ba1 BACKED LT IRB/PC (domestic currency) Rating of Ba1 LGD BACKED Senior Unsecured (domestic currency) Assessment of 58 - LGD4 Westvaco Corporation BACKED Senior Unsecured (domestic currency) Rating of Ba1 BACKED LT IRB/PC (domestic currency) Rating of Ba1 LGD BACKED Senior Unsecured (domestic currency) Assessment of 58 - LGD4 RATINGS RATIONALE MWV's Ba1 corporate family rating reflects the company's significant position in the consumer packaging markets and the company's improving operating margins. The rating derives support from the company's product line and geographic diversification. The rating also considers the company's strong committed liquidity arrangements and the company's timberland position which provides some backward integration to fiber while also providing an additional source of liquidity should the need arise. Offsetting these strengths is the impact of a highly competitive market which makes market share and margin expansion challenging. In addition, free cash flow generation over the rating horizon is expected to be negative given the company's significant capital expenditure plans and large ongoing dividend. MWV's positive outlook primarily recognizes the company's improved credit protection metrics and reflects expectations of continuing strong operating performance. A rating upgrade would depend on strong execution on the company's two major capital projects, coupled with sustained operating performance at recent levels, while maintaining good liquidity. Quantitatively, this could result if normalized EBITDA margins, RCF/TD and (RCF-Capex)/TD measures approximate 16%, 20% and 12%, respectively, on a sustainable basis. In addition, Moody's would need to believe the company will generate positive free cash flow in 2013, after the major capital projects are completed, as is currently Moody's expectation. A negative rating action is unlikely in 2012. Longer term, negative pressure may result if demand or prices fall materially causing Moody's expectations of EBITDA margin to approach 10% and (RCF-CapEx)/TD to drop below 5% for an extended period of time. The principal methodology used in rating MWV was the Global Paper and Forest Products Industry Methodology, published September 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. MEDIA GENERAL: Inks Short-Term Amendments to Credit Agreement ------------------------------------------------------------- Media General, Inc., has completed the first step in the refinancing process with its lender group, reaching agreement for a short-term bridge amendment to its existing credit agreement. The amendment provides Media General with near-term flexibility as it pursues discussions with the lender group concerning covenant amendments and an extension of the maturity of $363 million of bank debt due next year, March 29, 2013. The bridge amendment resets the leverage ratio during the first quarter of 2012 and waives a Feb. 9, 2012, deadline to demonstrate covenant compliance on a prospective basis. "We're pleased that our lender group waived the technical issues under our existing credit agreement. Their doing so provides the time and flexibility needed to continue our constructive dialogue on an amend-and-extend proposal," said James F. Woodward, vice president-finance and chief financial officer of Media General. "We are seeking covenant amendments that would provide more flexibility to operate in a continued uncertain advertising environment, particularly in our print business, and an extension that would provide Media General with time and flexibility to reduce total debt and to refinance," said Mr. Woodward. "We are pleased that 2012 has started strongly in our Broadcast business, where we have generated significant Political and Super Bowl revenues," he said. A full-text copy of the Amendment is available for free at: http://is.gd/zGAlSB About Media General Richmond, Virginia-based Media General Inc. (NYSE: MEG) -- http://www.mediageneral.com/-- is an independent communications company with interests in newspapers, television stations and interactive media in the United States. The Company operates in three business segments: Publishing, Broadcast and Interactive Media. The Company owns 25 daily newspapers and more than 150 other publications, as well as 23 television stations. The Company also operates more than 75 online enterprises. In March 2008, the Company completed the purchase of DealTaker.com, an online social shopping portal. The Company reported a net loss of $71.01 million on $448.47 million of total revenues for the nine months ended Sept. 25, 2011, compared with a net loss of $31.68 million on $488.23 million of total revenues for the nine months ended Sept. 26, 2010. The Company reported a net loss of $74.32 million on $616.20 million of total revenues for the 52 weeks ending Dec. 25, 2011, compared with a net loss of $22.63 million on $678.11 million of total revenues for the 52 weeks ended Dec. 26, 2010. The Company's balance sheet at Dec. 25, 2011, showed $1.08 billion in total assets, $1.05 billion in total liabilities and $33.95 million in stockholders' equity. * * * As reported by the Troubled Company Reporter on October 5, 2011, Moody's Investors Service downgraded Media General, Inc.'s (Media General) Corporate Family Rating (CFR) and senior secured bond rating to B3 from B2, and lowered the company's speculative-grade liquidity rating to SGL-4 from SGL-3. The rating actions reflect the liquidity pressure from the approaching March 2013 credit facility maturity and heightened risk of a covenant violation, as well as the operating pressure from a weaker advertising market. The rating outlook is negative. The TCR also reported on Oct. 28, 2011, that Standard & Poor's Ratings Services lowered its corporate credit on Richmond, Va.- headquartered Media General Inc. to 'CCC+' from 'B-'. "The downgrade reflects our expectation that Media General could face difficulties in maintaining covenant compliance in 2012," S&P said. MERIDIEN HOME: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Meridien Home, LLC. 540 74th Street Miami Beach, FL 33141 Bankruptcy Case No.: 12-13175 Chapter 11 Petition Date: February 9, 2012 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Laurel M. Isicoff Debtor's Counsel: Nicholas B. Bangos, Esq. NICHOLAS B. BANGOS, P.A. 100 SE 2 St #2600 Miami, FL 33131 Tel: (305) 375-9220 Fax: (305) 375-8050 E-mail: nbangos@diazreus.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Line Martin, manager. MOMENTIVE PERFORMANCE: To Report $600 Million Sales in Q4 --------------------------------------------------------- Momentive Performance Materials Inc. announced preliminary results for the fourth quarter and fiscal year ended Dec. 31, 2011. Momentive Performance expects to record sales of approximately $600 million, an operating loss of $(32) million to $(22) million and Combined Adjusted EBITDA, excluding the impact of pro forma cost savings, of $32 million to $42 million in the fourth quarter of 2011. The Company recorded sales of $670 million, operating income of $59 million and Combined Adjusted EBITDA, excluding the impact of pro forma cost savings, of $110 million in the fourth quarter of 2010. The Company expects to record sales of approximately $2.6 billion, operating income of $138 million to $148 million and Combined Adjusted EBITDA, excluding the impact of pro forma cost savings, of $373 million to $383 million in fiscal year 2011. The Company recorded sales of $2.6 billion, operating income of $262 million and Combined Adjusted EBITDA, excluding the impact of pro forma cost savings, of $493 million in fiscal year 2010. Momentive Performance estimates that its total debt was approximately $2.9 billion at Dec. 31, 2011, down slightly from $3.0 billion at Dec. 31, 2010, and that it had approximately $200 million of cash and cash equivalents at year-end 2011 compared to $254 million of cash and cash equivalents at the end of 2010. The Company also estimates that it had liquidity of approximately $460 million as of Dec. 31, 2011, which is comprised of cash plus available borrowings under its revolving credit facility. Momentive Performance expects to be in compliance with all of the terms of its outstanding indebtedness, including financial covenants, at Dec. 31, 2011. "Our fourth quarter 2011 results reflected economic weakness in Europe and China, pricing pressures in certain end use markets, and inventory destocking as customers remained cautious in their order patterns considering the macro-economic volatility," said Craig O. Morrison, Chairman, President and CEO. "We also experienced slower demand for our quartz products in the fourth quarter of 2011 due primarily to softer semiconductor markets." "Due to the ongoing economic volatility and our softer results, we are working to aggressively manage costs and capture synergy savings from the shared services agreement with Momentive Specialty Chemicals Inc. We continue to benefit from our long- dated capital structure with no near-term maturities and a strong liquidity position. We have experienced some improvement in our average daily order rate for our silicone products in January 2012 compared to trends in the fourth quarter of 2011, although our visibility is limited regarding our first quarter 2012 results given the continued macro uncertainties. We believe the combination of our proprietary technologies, innovation capabilities, strategic investment in key assets, and our presence in high-growth end markets position us for long-term success." A full-text copy of the press release is available for free at: http://is.gd/UVFeyA About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. The Company reported a net loss of $62.96 million on $2.58 billion of net sales for the year ended Dec. 31, 2010, compared with a net loss of $41.67 million on $2.08 billion of net sales during the prior year. The Company also reported a net loss of $45 million on $2.04 billion of net sales for the fiscal nine-months period ended Sept. 30, 2011, compared with net income of $26 million on $1.91 billion of net sales for the fiscal nine-month ended Sept. 26, 2010. The Company's balance sheet at Sept. 30, 2011, showed $3.37 billion in total assets, $3.99 billion in total liabilities and a $625 million total deficit. * * * Momentive carries a 'B3' corporate family and probability of default ratings from Moody's Investors Service. It has 'B-' issuer credit ratings from Standard & Poor's Ratings Services. As reported by the Troubled Company Reporter on Oct. 27, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Momentive Performance Materials Inc. to 'B-' from 'CCC+'. In addition, S&P raised its second lien, senior unsecured, and subordinated debt ratings by one notch to 'CCC' (two notches below the corporate credit rating) from 'CCC-'. The recovery ratings on these classes of debt remain unchanged at '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. At the same time, based on the corporate credit rating upgrade and its updated recovery analysis, S&P raised its senior secured debt rating by two notches to 'B' (one notch above the corporate credit rating) from 'CCC+' and revised the recovery rating to '2' from '3'. These ratings indicate S&P's expectation for substantial (70%-90%) recovery in the event of a payment default. MOMENTIVE SPECIALTY: Expects to Report $1.2 Billion Sales in Q4 --------------------------------------------------------------- Momentive Specialty Chemicals Inc. announced preliminary results for the fourth quarter and fiscal year ended Dec. 31, 2011. The Company expects to record sales of approximately $1.2 billion, operating income of $14 million to $24 million and Segment EBITDA of $101 million to $111 million in the fourth quarter of 2011. The Company recorded revenues of $1.2 billion, operating income of $161 million and Segment EBITDA of $143 million in the fourth quarter of 2010. For fiscal year 2011, the Company expects to record sales of approximately $5.2 billion, operating income of $363 million to $373 million and Segment EBITDA of $630 million to $640 million as compared to revenues of $4.6 billion, operating income of $546 million and Segment EBITDA of $607 million in fiscal year 2010. Momentive Specialty Chemicals estimates that its total non- affiliated debt was approximately $3.5 billion at the end of 2011, down from $3.6 billion at Dec. 31, 2010, and that it had approximately $430 million of cash and cash equivalents at year- end 2011. Momentive Specialty Chemicals also estimates that it had liquidity of approximately $710 million as of Dec. 31, 2011, which is comprised primarily of cash plus available borrowings under its credit facilities. The Company expects to be in compliance with all of the terms of its outstanding indebtedness, including the financial covenants, at the end of fiscal year 2011. "Global macroeconomic volatility and inventory destocking negatively impacted our fourth quarter 2011 results," said Craig O. Morrison, Chairman, President and CEO. "While we posted strong results in our phenolic specialty resins, North American forest products, formaldehyde and oilfield proppants businesses, weaker demand in Europe and Asia drove softer results across the balance of our portfolio." "Going forward, we continue to focus on the growth of our portfolio while managing costs and cash optimization. Despite a challenging second half 2011, segment EBITDA for the year is expected to be between $630 million and $640 million, exceeding our previous high of $607 million in 2010. We continue to benefit from our long-dated capital structure with no near-term maturities and a strong liquidity position resulting from our focus on cost controls and working capital management. We have experienced sequential sales and volume increases in January 2012 compared to trends in the fourth quarter of 2011, although our visibility is limited regarding our first quarter 2012 results given the continued macro uncertainties. We believe our business is well- positioned over the long-term and will benefit from our leading technologies and innovation capabilities, strong positions in high-growth end markets and regions and partnerships with a growth-oriented, blue-chip customer base." A full-text copy of the press release is available at: http://is.gd/OXC75X About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. The Company also reported net income of $165 million on $4.05 billion of net sales for the nine months ended Sept. 30, 2011, compared with net income of $161 million on $3.42 billion of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $3.12 billion in total assets, $5 billion in total liabilities and a $1.87 billion total deficit. * * * Momentive Specialty carries a 'B-' issuer credit rating from Standard & Poor's Ratings Services. It has 'B3' corporate family and probability of default ratings from Moody's Investors Service. corporate credit rating from Standard & Poor's. As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors Service assigned a 'Caa1' rating to the guaranteed senior secured second lien notes due 2020 of Momentive Specialty (formerly known as Hexion Specialty Chemicals Inc.). Proceeds from the notes were allocated for the repayment of $533 million of guaranteed senior secured second lien notes due 2014. "With this refinancing Hexion will have refinanced or extended the maturities on the vast majority of the debt that was originally slated to mature prior to 2015. There is less than $600 million of this debt remaining, which should be much easier to for the company to refinance as its credit metrics improve further," stated John Rogers, Senior Vice President at Moody's. NASSAU BROADCASTING: Seeks Court Approval to Auction Assets ----------------------------------------------------------- Dow Jones' DBR Small Cap reports that bowing to pressure from its lenders, radio station owner Nassau Broadcasting Corp. is seeking to auction off its assets in May without designating a lead bidder to set a floor price for its assets. About Nassau Broadcasting Nassau Broadcasting Partners LP is a radio-station owner and operator. Three secured lenders -- affiliates of Goldman Sachs Group Inc., Fortress Investment Group LLC and P.E. Capital LLC -- filed involuntary Chapter 7 bankruptcy petitions (Bankr. D. Del. Case No. 11-12934) on Sept. 15, 2011, against Nassau Broadcasting Partners LP, the owner of 45 radio stations in the northeastern U.S. The lender group said in court papers that they are owed $83.8 million secured by all of Nassau's property. Involuntary petitions were also filed against three affiliates of Nassau, which is based in Princeton, New Jersey. The lenders said the stations aren't worth enough to pay them in full. Nassau Broadcasting in October won a Delaware bankruptcy court's blessing to convert its involuntary Chapter 7 bankruptcy -- pressed by creditors including Goldman Sachs Lending Partners LLC -- to a proceeding on its own terms in Chapter 11. NEOMEDIA TECHNOLOGIES: Issues $450,000 Debenture to YA Global ------------------------------------------------------------- NeoMedia Technologies, Inc., on Feb. 6, 2012, entered into an Agreement to issue and sell a secured convertible debenture to YA Global Investments, L.P., in the principal amount of $450,000. The closing of the transaction was held on Feb. 6, 2012. In addition to the Debenture, the Company also issued a warrant to the Buyer to purchase 1,000,000 shares of the Company's common stock, par value $0.001 per share, for an exercise price of $0.15 per share. The Debenture will mature on July 29, 2012, and will accrue interest at a rate equal to 14% per annum and that interest will be paid on the Maturity Date in cash or, provided that certain Equity Conditions are satisfied, in shares of Common Stock at the applicable Conversion Price. At any time, the Buyer will be entitled to convert any portion of the outstanding and unpaid principal and accrued interest thereon into fully paid and non- assessable shares of Common Stock at a price equal to the lesser of $0.10 and 95% of the lowest volume weighted average price of the Common Stock during the 60 trading days immediately preceding each conversion date. The Debenture is secured by certain pledges made with respect to the assets of the Company and its subsidiaries as set forth in the Sixteenth Ratification Agreement dated Feb. 9, 2012, and that certain Security Agreement and Patent Security Agreement both dated July 29, 2008, by and among the Company, each of the Company's subsidiaries made a party thereto, and the Buyer. In connection with the Agreement, the Company also entered into those certain Irrevocable Transfer Agent Instructions with the Buyer, an escrow agent and WorldWide Stock Transfer, LLC, the Company's transfer agent. The Company will not affect any conversion, and the Buyer will not have the right to convert any portion of the Debenture to the extent that after giving effect to such conversion, the Buyer would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to such conversion, except for not less than 65 days prior written notice from the Buyer. The Company will have the right to redeem a portion or all amounts outstanding in the Debenture via Optional Redemption by paying the amount equal to the principal amount being redeemed plus a redemption premium equal to 10% of the principal amount being redeemed, and accrued interest. About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. The Company has historically incurred net losses from operations and expects it will continue to have negative cash flows as it implements its business plan. The Company said there can be no assurance that its continuing efforts to execute its business plan will be successful and that it will be able to continue as a going concern. The Company's balance sheet at Sept. 30, 2011, showed $8.02 million in total assets, $65.98 million in total liabilities, all current, $5.43 million in Series C convertible preferred stock, $2.36 million in Series D convertible preferred stock, and a $65.75 million total shareholders' deficit. Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. NEONODE INC: Magnuz Goertz Discloses 6% Equity Stake ---------------------------------------------------- Magnus Goertz and Athemis, Ltd., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 1,957,536 shares of common stock of Neonode, Inc., representing 6% of the shares outstanding. As previously reported by the TCR on Dec. 6, 2011, Magnus Goertz disclosed beneficial ownership of 2,830,161 shares. A full-text copy of the amended filing is available for free at: http://is.gd/7QkDdi About Neonode Inc. Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON) -- http://www.neonode.com/-- provides optical touch screen solutions for hand-held and small to midsize devices. The Company's balance sheet at Sept. 30, 2011, showed $5.0 million in total assets, $10.9 million in total liabilities, and a stockholders' deficit of $5.9 million. KMJ Corbin & Company, LLP, in Costa Mesa, Calif., expressed substantial doubt about Neonode's ability to continue as a going concern, following the Company results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has incurred significant operating losses and has used substantial amounts of working capital in its operations since inception, and at Dec. 31, 2010, has a working capital deficit of $9.9 million and an accumulated deficit of $112.2 million. NEVADA CANCER: Wants to Hire HelixIP LLP as Special Patent Counsel ------------------------------------------------------------------ Nevada Cancer Institute Holdings Co., asks the U.S. Bankruptcy Court for the District of Nevada for permission to employ HelixIP LLP as special patent counsel. HelixIP will assist in the preservation and potential disposition of the Debtor's patent applications; and counsel the Debtor regarding compliance with National Institute of Health reporting and transfer procedures under the Bayh-Dole Act, which governs ownership and assignment of inventions developed with government support. Anthony J. Patek, and Andrew Kumamoto, are partners who are expected to render services in connection with the case. HelixIP has agreed to provide the Debtor with a 20% discount off of its hourly rates and will bill the Debtor for attorney time at a rate of $360 per hour and for non-attorney professionals at rate of $80 - $200 per hour. HelixIP assures the Court that it does not have any interest materially adverse to the interests of the estate or of any class of creditors or equity security holders, either by reason of any direct or indirect relationship to, connection with, or interest in the Debtor or for any other reason. About Nevada Cancer Founded in 2002, Nevada Cancer Institute Holdings Co. is a nonprofit cancer institute committed to advancing the frontiers of knowledge of cancer through research, enabling affiliated physicians to provide world-class, research-linked clinical cancer services to patients, facilitating outreach and education programs aimed at raising cancer awareness, and reducing the burden of cancer on the people of Nevada. The Debtor has been designated by the State of Nevada as the State's official cancer institute, and is qualified as a nonprofit organization under section 501(c)(3) of the Internal Revenue Code. Nevada Cancer Institute filed for bankruptcy (Bankr. D. Nev. Case No. 11-28676) on Dec. 2, 2011, blaming mounting financial pressures arising from the protracted decline in the economy, decreases in medical reimbursement rates from managed care payor entities, increases in operational costs, decreases in the amount and availability of charitable donations, a reduction in research funding opportunities and increased competition. Lisa Madar signed the petition as secretary. Chief Bankruptcy Judge Mike K. Nakagawa oversees the case. The Debtor is represented by Thomas E. Patterson, Esq., Michael L. Tuchin, Esq., and Courtney E. Pozmantier, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Robert M. Charles, Jr., Esq., and Dawn M. Cica, Esq., at Lewis and Roca LLP, as bankruptcy counsel. The law firm of Lewis and Roca LLP, a limited liability partnership, serves as its Nevada counsel. Hooper, Lundy and Bookman, P.C., serves as its special healthcare and regulatory counsel. Kurtzman Carson Consultants LLC serves as the Debtor's claims and noticing agent. Alvarez & Marsal Healthcare Industry Group LLC serves as the Debtor's restructuring advisors. Lawyers at Pachulski Stang Ziehl & Jones LLP is representing the Official Committee of Unsecured Creditors appointed in the case. Schwartzer & McPherson Law Firm serves as its local bankruptcy counsel. Counsel for Bank of America, N.A., as agent for the prepetition lenders, are Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The buyer, The Regents of the University of California on behalf of its UC San Diego Health System, is represented by James W. Kapp, III, Esq., and Gary B. Gertler, Esq., at McDermott Will & Emery. NEVADA CANCER: Committee Can Retain Pachulski Stang as Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada has granted the Official Committee of Unsecured Creditors of Nevada Cancer Institute to retain Pachulski Stang Ziehl & Jones LLP as counsel for the Committee, nunc pro tunc to Dec. 19, 2011. As reported in the TCR on Jan. 24, 2012, the attorneys currently expected to be principally responsible for the Case, and their respective hourly rates effective as of Jan. 1, 2011, are: Robert J. Feinstein $895 per hour Samuel R. Maizel $725 per hour Shirley S. Cho $650 per hour Jason H. Rosell $395 per hour The hourly rate for the paralegals assigned to the Case, Patricia Jefferies and Felice Harris, is $255. The firm will seek reimbursement of expenses. To the best of the Committee's knowledge, Pachulski Stang is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. About Nevada Cancer Founded in 2002, Nevada Cancer Institute is a nonprofit cancer institute committed to advancing the frontiers of knowledge of cancer and reducing the burden of cancer on the people of Nevada. The Debtor previously operated and maintained a state-of-the-art outpatient cancer treatment and research facility in the Summerlin community of Las Vegas (the "Flagship Building") and provided comprehensive management services to physicians employed by the oncology medical group, Ruckdeschel Manno, Ltd. dba Nevada Cancer Institute Medical Group (the "Medical Group," and together with the Debtor, "NVCI"). This cancer treatment facility was designated by the State of Nevada as the State's official cancer institute. Nevada Cancer Institute filed for bankruptcy (Bankr. D. Nev. Case No. 11-28676) on Dec. 2, 2011, blaming mounting financial pressures arising from the protracted decline in the economy, decreases in medical reimbursement rates from managed care payor entities, increases in operational costs, decreases in the amount and availability of charitable donations, a reduction in research funding opportunities and increased competition. Lisa Madar signed the petition as secretary. Chief Bankruptcy Judge Mike K. Nakagawa oversees the case. Michael L. Tuchin, Esq., Martin R. Basrash, Esq., and Courtney E. Pozmantier, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Robert M. Charles, Jr., Esq., and Dawn M. Cica, Esq., at Lewis and Roca LLP, represent the Debtors as bankruptcy counsel. Kurtzman Carson Consultants LLC serves as the Debtor's claims and noticing agent. Alvarez & Marsal Healthcare Industry Group LLC serves as the Debtor's restructuring advisors. Robert J. Feinstein, Esq., Samuel R. Maizel, Esq., and Shirley s. Cho., at Pachulski Stang Ziehl & Jones LLP, represents the Official Committee of Unsecured Creditors as counsel. Lenard E. Schwartzer, Esq., and Jeanette e. McPherson, Esq., at Schwartzer & McPherson Law Firm, represents the Committee as local counsel. The Debtor underwent a significant prepetition operational restructuring, and, after commencing this case, sold the Flagship Building to the Regents of the University of California on behalf of its UC San Diego Health System in a Court-approved sale pursuant to Bankruptcy Code section 363 that closed on Jan. 31, 2012. Counsel for Bank of America, N.A., as agent for the prepetition lenders, are Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The Regents of the University of California on behalf of its UC San Diego Health System, is represented by James W. Kapp, III, Esq., and Gary B. Gertler, Esq., at McDermott Will & Emery. NEVADA CANCER: Panel Can Retain Schwartzer as Local Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada has granted the Official Committee of Unsecured Creditors of Nevada Cancer Institute authorization to retain Schwartzer & McPherson Law Firm as local counsel for the Committee, nunc pro tunc to Dec. 21, 2011. As reported in the TCR on Jan. 24, 2012, the Committee is informed that the professionals employed in the Debtor's case have voluntarily agreed to a reduction of their fees which have been incurred thus far in connection with the bankruptcy case. Thus, Schwartzer & McPherson has also agreed to voluntarily reduce its fees by 20%. The attorneys currently expected to be principally responsible for the case, and their respective hourly rates effective Jan. 1, 2012 (without taking into account the 20% discount) are: Leonard E. Schwartzer $500 Jeanette E. McPherson $450 Jason A. Imes $350 Emilia L. Allen $225 Angela Hosey $125 Sheena Clow $125 The firm will seek reimbursement for its customary expenses. To the best of the Committee's knowledge, Schwartzer & McPherson is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Nevada Cancer Founded in 2002, Nevada Cancer Institute is a nonprofit cancer institute committed to advancing the frontiers of knowledge of cancer and reducing the burden of cancer on the people of Nevada. The Debtor previously operated and maintained a state-of-the-art outpatient cancer treatment and research facility in the Summerlin community of Las Vegas (the "Flagship Building") and provided comprehensive management services to physicians employed by the oncology medical group, Ruckdeschel Manno, Ltd. dba Nevada Cancer Institute Medical Group (the "Medical Group," and together with the Debtor, "NVCI"). This cancer treatment facility was designated by the State of Nevada as the State's official cancer institute. Nevada Cancer Institute filed for bankruptcy (Bankr. D. Nev. Case No. 11-28676) on Dec. 2, 2011, blaming mounting financial pressures arising from the protracted decline in the economy, decreases in medical reimbursement rates from managed care payor entities, increases in operational costs, decreases in the amount and availability of charitable donations, a reduction in research funding opportunities and increased competition. Lisa Madar signed the petition as secretary. Chief Bankruptcy Judge Mike K. Nakagawa oversees the case. Michael L. Tuchin, Esq., Martin R. Basrash, Esq., and Courtney E. Pozmantier, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Robert M. Charles, Jr., Esq., and Dawn M. Cica, Esq., at Lewis and Roca LLP, represent the Debtors as bankruptcy counsel. Kurtzman Carson Consultants LLC serves as the Debtor's claims and noticing agent. Alvarez & Marsal Healthcare Industry Group LLC serves as the Debtor's restructuring advisors. Robert J. Feinstein, Esq., Samuel R. Maizel, Esq., and Shirley s. Cho., at Pachulski Stang Ziehl & Jones LLP, represents the Official Committee of Unsecured Creditors as counsel. Lenard E. Schwartzer, Esq., and Jeanette e. McPherson, Esq., at Schwartzer & McPherson Law Firm, represents the Committee as local counsel. The Debtor underwent a significant prepetition operational restructuring, and, after commencing this case, sold the Flagship Building to the Regents of the University of California on behalf of its UC San Diego Health System in a Court-approved sale pursuant to Bankruptcy Code section 363 that closed on Jan. 31, 2012. Counsel for Bank of America, N.A., as agent for the prepetition lenders, are Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The Regents of the University of California on behalf of its UC San Diego Health System, is represented by James W. Kapp, III, Esq., and Gary B. Gertler, Esq., at McDermott Will & Emery. NEW ENGLAND: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: New England All Star Consulting, LLC 253 Main Street Nashua, NH 03060 Bankruptcy Case No.: 12-10394 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court District of New Hampshire Live Database (Manchester) Debtor's Counsel: Robert L. O'Brien, Esq. O'BRIEN LAW P.O. Box 357 New Boston, NH 03070-0357 Tel: (603) 459-9965 Fax: (603) 250-0822 E-mail: robjd@mail2firm.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $100,001 to $500,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nhb12-10394.pdf The petition was signed by Vatche Manoukian, managing member. NEW STREAM: Wants Until March 7 to Propose Restructuring Plan ------------------------------------------------------------- New Stream Secured Capital Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file and solicit acceptances for the proposed Chapter 11 Plan until March 7, 2012, and May 7, respectively. The Debtors set a Feb. 23, hearing at 11:30 a.m., on their requested exclusivity extensions. Objections, if any, are due Feb. 16, at 10:00 a.m. The Debtors say they need time to finalize the restructuring plan. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire Kurtzman Carson Consultants LLC as its communications agent; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. New Stream completed a sale of its assets on June 3. New Stream sold the portfolio of life-insurance policies to an affiliate of McKinsey & Co. for $127.5 million. There were no competing bids at auction. NORTEL NETWORKS: Patent Papers Spark Battle in Bankruptcy Court --------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that U.K. pension authorities that could get stuck with more than $3 billion worth of pension liabilities due to the collapse of Nortel Networks Corp. are demanding a look at documents showing what Nortel thought the patents it sold for $4.5 billion were worth, but a U.S. judge has issued a ban against handing the material over. About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was once North America's largest communications equipment provider. It has sold most of the businesses while in bankruptcy. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009. Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. On May 28, 2009, at the request of the Administrators, the Commercial Court of Versailles, France ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in this Court for recognition of the English Proceedings as foreign main proceedings under chapter 15 of the Bankruptcy Code. Nortel Networks divested off key assets while in Chapter 11. Nortel has raised $3.2 billion by selling its operations as it prepares to wind up a two-year liquidation due to insolvency. In June 2011, Nortel added US$4.5 billion to its cash pile after agreeing to sell its remaining patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel Networks has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The Office of the United States Trustee for the District of Delaware has appointed an Official Committee of Unsecured Creditors in respect of the Debtors, and an ad hoc group of bondholders has been organized. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. The Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. NPS PHARMACEUTICALS: Columbia Wanger Holds 13.6% Equity Stake ------------------------------------------------------------- Columbia Wanger Asset Management, L.P., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 11,788,000 shares of common stock of NPS Pharmaceuticals, Inc., representing 13.6% of the shares outstanding. As previously reported by the TCR on June 7, 2010, Columbia Wanger disclosed beneficial ownership of 5,508,009 shares. A full-text copy of the amended filing is available for free at http://is.gd/aZ9gMG About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it has not been profitable since its inception in 1986. As of Dec. 31, 2009, it had an accumulated deficit of $922.7 million. "Currently, we are not a self-sustaining business and certain economic, operational and strategic factors may require us to secure additional funds." The Company though believes its existing capital resources at Dec. 31, 2009, along with the receipt of $38.4 million from the sale of its REGPARA royalty stream, should be sufficient to fund its current and planned operations through at least Jan. 1, 2011. The Company reported a net loss of $27.63 million on $75.38 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $25.04 million on $65.37 million of total revenues for the same period a year ago. The Company reported a consolidated net loss of $31.44 million on $89.41 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.86 million on $84.15 million of total revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $237.44 million in total assets, $276 million in total liabilities and a $38.56 million total stockholders' deficit. NPS PHARMACEUTICALS: J. Gottlieb Ceases to Hold 5% Equity Stake --------------------------------------------------------------- Jacob Gottlieb and his affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 350,800 shares of common stock of NPS Pharmaceuticals representing .41% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/LpuJWD About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it has not been profitable since its inception in 1986. As of Dec. 31, 2009, it had an accumulated deficit of $922.7 million. "Currently, we are not a self-sustaining business and certain economic, operational and strategic factors may require us to secure additional funds." The Company though believes its existing capital resources at Dec. 31, 2009, along with the receipt of $38.4 million from the sale of its REGPARA royalty stream, should be sufficient to fund its current and planned operations through at least Jan. 1, 2011. The Company reported a net loss of $27.63 million on $75.38 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $25.04 million on $65.37 million of total revenues for the same period a year ago. The Company reported a consolidated net loss of $31.44 million on $89.41 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.86 million on $84.15 million of total revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $237.44 million in total assets, $276 million in total liabilities and a $38.56 million total stockholders' deficit. OSSIAN SMOKED: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ossian Smoked Meats Corp. dba Ossian Packing Co. 3044 E. 900 N. Ossian, IN 46777 Bankruptcy Case No.: 12-10275 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Northern District of Indiana (Fort Wayne Division) Judge: Robert E. Grant Debtor's Counsel: Daniel J. Skekloff, Esq. Sarah Mustard Heil, Esq. Scot T. Skekloff, Esq. SKEKLOFF, ADELSPERGER & KLEVEN, LLP 927 South Harrison Street Fort Wayne, IN 46802 Tel: (260) 407-7000 Fax: (260) 407-7137 E-mail: djs@sak-law.com sheil@sak-law.com sts@sak-law.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/innb12-10275.pdf The petition was signed by Peter C. Sorg, president. OVERLAND STORAGE: Expects $18MM-$20MM Revenue in Q2 Fiscal 2013 --------------------------------------------------------------- Overland Storage, Inc., on Feb. 9, 2012, announced its financial results for its second fiscal quarter ended Dec. 31, 2011. As part of the Company's earnings release call on the same day, the Company provided forward looking guidance for the calendar year, which includes the third and fourth quarter of its fiscal 2012 and the first and second quarter of its fiscal 2013. * Revenue is expected to be in the range of $18 million to $20 million for the second quarter of fiscal 2013 (fourth calendar quarter of 2012) and expected to be a total of $66 million to $70 million for the 2012 calendar year. * Gross margins are expected to be 37% to 40% for the second quarter of fiscal 2013 (fourth calendar quarter of 2012). * Total operating expenses are expected to be approximately $8.3 to $8.8 million quarterly for each of the next four quarters. Stock-based compensation is expected to be in the range of $1.2 million to $1.4 million and depreciation and amortization is expected to be approximately $0.4 million for each of these quarters. * Operating expenses are expected to decline by 5% to 10% in the third quarter of fiscal 2012 (first calendar quarter of fiscal 2012). * Excluding non-cash items such as stock-based compensation and amortization, the Company expects to achieve profitability in the fourth quarter of calendar 2012. About Overland Storage San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. The Company reported a net loss of $14.50 million on $70.19 million of net revenue for the fiscal year ended June 30, 2011, compared with a net loss of $12.96 million on $77.66 million of net revenue during the prior fiscal year. Moss Adams LLP, in San Diego, California, noted that the Company's recurring losses and negative operating cash flows raise substantial doubt about the Company's ability to continue as a going concern. PACIFIC ENERGY: Court Sends Valdez Suit to State Court ------------------------------------------------------ In the lawsuit, MARCO VALDEZ, derivatively on behalf of MILLER ENERGY RESOURCES, INC., Plaintiff, v. DELOY MILLER, et al., Defendants, Case No. 3:11-cv-00462 (E.D. Tenn.), Magistrate Judge C. Clifford Shirley, Jr., granted the plaintiff's request to remand the case to the Chancery Court for Knox County, Tennessee, but denied its request for attorneys' fees and costs. The other defendants are Miller Energy Resources, Scott M. Boruff, Jonathan S. Gross, Herman Gettelfinger, David Hall, Merrill A. McPeak, Charles M. Stivers, Don A. Turkleson, and David Voyticky. In his Complaint, the Plaintiff alleges that on Dec. 16, 2009, Miller Energy Resources, Inc., announced that it had acquired Alaskan assets formerly owned by Pacific Energy Resources. Miller Energy allegedly represented the value of these reserves as exceeding $300 million. Miller Energy announced that the assets had been purchased for $2.25 million, through Chapter 11 bankruptcy proceedings. On July 28, 2011, a report published on the Internet called Miller Energy's valuation of these assets into question. The report cited an executive from a company that had decided not to buy the same assets. The executive opined that the assets likely had a value between $25 million and $30 million, which was offset by $40 million worth of liabilities that came with the acquisition of the assets. This article alleged, inter alia, that: the corporate plane recently purchased had been used for numerous personal trips; Defendant Boruff had recently purchased an extremely lavish home in Knoxville, Tennessee; and the company had awarded substantial salaries, including a salary, with a bonus structure, to Defendant Voyticky that could exceed more than half of the total cash listed on Miller Energy's most recent balance sheet. The Plaintiff alleges that, following this report, the value of a share of Miller Energy declined substantially. The Plaintiff further alleges that on July 29, 2011, after the close of the market, Miller Energy filed its Annual Report on Form 10-K with the United States Securities and Exchange Commission. The Plaintiff alleges that on Aug. 1, 2011, Miller Energy announced that certain portions of their filing with the SEC should not be relied upon, explaining "[t]he 2011 10-K was filed with the SEC on July 29, 2011 prior to KPMG LLP completing its review of the annual report and issuing their independent accountants' report on the financial statements. . . ." The Plaintiff maintains that, on this news, the value of a share of Miller Energy again declined. The Plaintiff maintains that, between March 15, 2010 and August 1, 2011, the Defendants made false and/or misleading statements and failed to disclose material adverse facts about the Company's business, operations, and prospects. The Plaintiff contends that the financial statements prepared by Miller Energy during this time did not comply with the generally accepted accounting principles. The Plaintiff argues that the Defendants' conduct was extremely reckless, and the conduct has resulted in massive damages for Miller Energy and its stockholders. The Plaintiff filed the Complaint in the Chancery Court for Knox County, Tennessee, on Aug. 30, 2011. The Complaint presents claims for breach of fiduciary duty for disseminating false and misleading information pursuant to Tennessee Code Annotated Sec. 48-18-301, breach of fiduciary duties for failing to maintain internal controls pursuant to Tennessee Code Annotated Sec. 48-18- 301, breach of fiduciary duties for failing to properly oversee and manage Miller Energy Resources, Inc., unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets. The Defendants filed a Notice of Removal, with the District Court on Sept. 23, 2011. The Defendants cited 28 U.S.C. Sec. 1332 as the basis of their removal, stating that the Plaintiff was a citizen of Colorado and none of the Defendants are residents of the state of Colorado. A copy of the District Court's Jan. 20 Report and Recommendation is available at http://is.gd/DdG1Bpfrom Leagle.com. About Pacific Energy Headquartered in Long Beach, California, Pacific Energy Resources Ltd. -- http://www.pacenergy.com/-- engaged in the acquisition and development of oil and gas properties, primarily in the United States. The Company and seven of its affiliates filed for Chapter 11 protection on March 8, 2009 (Bankr. D. Del. Lead Case No. 09-10785). The Debtor estimated between $100 million and $500 million in assets and debts in its Chapter 11 petition. Attorneys at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtors. The Debtors also tapped Rutan & Tucker LLP as special corporation and litigation counsel; Schully, Roberts, Slattery & Marino, PLC, as special oil and gas and transactional counsel; Devlin Jensen as special Canadian counsel; Scott W. Winn, at Zolfo Cooper Management, LLC, as chief restructuring officer; Lazard Freres & Co. LLC as investment banker; and Albrecht & Associates, Inc., as agent for the Debtors in the sale of their oil and gas properties. Omni Management Group, LLC, is the claims, balloting, notice and administrative agent for the Debtors. PATRIOT COAL: S&P Lowers Corporate Credit Rating to 'B' ------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on St. Louis, Mo.-based Patriot Coal Corp. (Patriot) to 'B' from 'B+'. "At the same time, we lowered our issue-level rating on the company's senior unsecured debt to 'B' (the same as the corporate credit rating) from 'B+'. The recovery rating remains '3'," S&P said. The ratings remain on CreditWatch with negative implications. "The CreditWatch listing reflects our expectation that Patriot's 2012 operating performance will likely be lower than we previously expected given lower demand for thermal coal," said Standard & Poor's credit analyst Maurice Austin. "We believe that natural gas substitution and a warmer-than-normal winter season is negatively affecting demand for thermal coal and, as a result, on Patriot's thermal coal production. Consequently, we expect Patriot, which recently announced that it was cutting its higher-cost metallurgical coal production, will also curtail its production of thermal coal. We recently announced our expectations of the company's 2012 adjusted EBITDA -- likely in the $365 million area. However, we now believe Patriot will have difficulty achieving this target. Given these assumptions, we expect total adjusted debt to EBITDA to remain above 5x and funds from operations to total debt to remain below 10% over the next several quarters, more in line with a lower rating." "The rating on Patriot reflects our continuing assessment of the company's business risk profile as 'weak'. We may, however, given our assumptions, revise our assessment of Patriot's financial risk profile to 'highly leveraged' following the completion of our analysis. The company has significant exposure to the high-cost Central Appalachia (CAPP) region and faces challenges posed by the inherent risks of coal mining, including operating problems, price volatility, and increasing costs and regulatory scrutiny. Patriot has large legacy liabilities but possesses adequate liquidity, in our view, to meet its near-term obligations," S&P said. "In resolving the CreditWatch listing," Mr. Austin continued, "we will review our performance expectations, Patriot's liquidity position and assess its operating prospects to determine whether a lower rating is warranted. This will include meeting with management to discuss its near-term operating and financial prospects, including end-market demand trends." "We believe potential rating downside is likely limited to one notch and expect to resolve the CreditWatch listing within the next several weeks," S&P said. PHOENIX SERVICES: S&P Assigns 'B+' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' corporate credit rating to Kennett Square, Pa.-based Phoenix Services International LLC (Phoenix). The outlook is stable. "At the same time, we assigned our 'BB-' (one notch higher than the corporate credit rating) issue-level rating and '2' recovery rating to the company's $245 million senior secured credit facilities. The '2' recovery rating reflects our expectation for substantial (70% to 90%) recovery in the event of a payment default," S&P said. "The ratings on Phoenix reflect what we consider to be the company's 'vulnerable' business risk profile and 'significant' financial risk profile -- as our criteria define the terms," said Standard & Poor's credit analyst Maurice Austin. "Our financial risk assessment anticipates that leverage will improve meaningfully in 2012 when the steel company service provider realizes increased revenues from three large new service contracts. We expect that year-end adjusted leverage will be at the lower end of the 3x to 4x EBITDA range. While its acquisition of Gagneraud Industries SAS, a French steel mill services company, enhances Phoenix's position in the slag handling and processing niche, the company still maintains limited customer diversity, since Luxembourg-registered steel group ArcelorMittal will account for a significant proportion of revenues. Our vulnerable business risk assessment reflects Phoenix's high customer concentration, as well as our view that the outsourced steel services industry is very competitive and that the variable component of Phoenix's service contracts could expose its cash flow to cyclical swings." "Phoenix is privately owned and does not file public financial statements. The company was founded in 2006, and its revenues have grown quickly in recent years though its revenue base remains smaller than that of its largest competitor, Tube City IMS Corp., although we expect the two companies to have similar financial profiles after Phoenix completes its debt recapitalization. Phoenix has obtained a $245 million senior secured credit facility and used the proceeds to fund the acquisition of Gagneraud Industries, repay all existing senior indebtedness, and for general corporate purposes," S&P said. "Our stable rating outlook reflects our view that steady same-site operations plus incremental revenues from three new contracts and the newly acquired French properties will offset higher debt related to the acquisition of a French competitor. In this case, we expect adjusted leverage will be at or below the lower end of the 3x to 4x EBITDA range that we typically associate with a significant financial risk profile," S&P said. "We would lower our rating if EBITDA margins receded sharply to levels reported in 2008 when U.S. steel industry capacity utilization dropped to 40%. In this scenario, we would expect Phoenix's customers to temporarily idle plants and for its larger customers to attempt to extract concessions from it. Our downside stress scenario indicates leverage could rise to the 4x to 5x range if EBITDA margins fell to the mid-teen percentage range, which we view to be more consistent with an aggressive financial profile," S&P said. "An upgrade is unlikely in the coming months due to by the company's heavy customer concentration and, to a lesser extent, the less-transparent operating strategy and financial policy inherent with private equity-owned firms," S&P said. PHYSIO-CONTROL INT'L: S&P Assigns 'B+' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' corporate credit rating to Physio-Control, and its 'B+' debt rating and '4' recovery rating to the $330 million senior secured notes. "The stable rating outlook reflects our expectations that financial parameters will modestly improve over the next year on sales and EBITDA growth in the mid-single digits," S&P said. "The ratings on Redmond, Wash.-based defibrillator manufacturer Physio-Control International Inc. reflect our expectations that the company will have at least mid-single-digit growth over the next few years, and may deleverage as a result of EBITDA growth, debt paydown, or both," said Standard & Poor's credit analyst Cheryl Richer. "Per our base case, we expect an EBITDA operating margin in the mid teens to be relatively stable in the near term. We believe adjusted debt leverage will range between 4.0x and 4.5x for fiscal 2012, ending April 30, 2012. However, we expect funds from operations to debt will initially be at the low end of our 'aggressive' financial risk profile metric (12%-20%), a decline over prior years, because as an independent entity, the company will now pay interest expense." "Despite its leading market share in external defibrillators, the necessity of this life saving product with no substitutes, and elements of sticky and recurring revenue, Physio-Control's 'weak' business risk profile largely reflects a concentration in one product category and significant competition. Manual defibrillators, used primarily in hospital and pre-hospital settings (e.g., ambulances) account for about slightly less than half% of revenues, and automatic units (AEDs, about 10%) are more typically used by lay-users. The company has a large installed base, and customer stickiness is a positive rating factor. Geographic diversity is evidenced by a roughly 40%/60% split of non-U.S. to U.S sales to total revenues. Equipment is typically replaced on a six-to-eight year cycle, and can be upgraded on a more frequent basis to comply with best practices indicated by the American Heart Association and European Resuscitation Council (ERC). Roughly 40% of revenue are from consumables and services, which provide a relatively stable revenue stream," S&P said. "While the market for external defibrillators is mature, worldwide industry sales should benefit from international sales growth, and in particular, expansion into emerging markets. Barriers to entry are high, but Physio-Control has two meaningful competitors, Zoll Medical Corp. and Royal Philips Electronics (Philips)," S&P said. PITNEW NEWS: Fitch Lowers Preferred Stock Rating to 'BB+' --------------------------------------------------------- Fitch Ratings has downgraded the following ratings of Pitney Bowes Inc. (Pitney Bowes) and its subsidiary, Pitney Bowes International Holdings, Inc. (PBIH): Pitney Bowes -- Long-term Issuer Default Rating (IDR) to 'BBB' from 'BBB+'; -- Senior unsecured revolving credit facility (RCF) to 'BBB' from 'BBB+'; -- Senior unsecured term loan to 'BBB' from 'BBB+'; -- Senior unsecured notes to 'BBB' from 'BBB+'. PBIH -- Long-term IDR to 'BBB' from 'BBB+' -- Preferred stock to 'BB+' from 'BBB-'. Fitch has affirmed the following ratings of Pitney Bowes: -- Short-term IDR at 'F2'; -- Commercial paper (CP) at 'F2'. The Outlook on all ratings is Negative. The downgrade is based on Fitch's view that the secular challenges faced by Pitney Bowes, combined with the cyclicality inherent in the business, and the current credit protection metrics and free cash flow profile, are more commensurate with a 'BBB' rating. Fitch's primary concern is the downward trajectory of the top line. Operating results--particularly in the second half of 2011-- remain weaker than Fitch's expectations, and have not recovered in the expected timeframe. Revenue declines continue to accelerate, driven by escalating weakness in the small and medium business (SMB) space, and compounded by recent declines in the enterprise space. This is concerning as Fitch looks to enterprise as one of the areas to at least partially offset the declines in SMB. Further, the decline in equipment sales (which drives future financing, rental, and supplies revenue) remains elevated. Fitch acknowledges that some of the production mail declines could be temporary due to macroeconomic-driven customer deferrals, and lower new small business starts are pressuring SMB. That said, Fitch believes this points to the heightened level of cyclicality and volatility in the business. Importantly, Fitch believes cyclical pressures accelerate the well-documented secular challenges, as Fitch believes customers will look to digital mailing as a cost reduction mechanism, and choose to keep existing equipment. The acceleration of digital substitution for physical transaction mail results in reduced need for the company's mailing equipment. Although the majority of Pitney Bowes' revenue is not directly tied to mail volume, Fitch believes continued mail volume declines could drive reduced equipment needs, whether in size, number or functionality. The ratings consider Fitch's expectations that the rate of decline in equipment sales will moderate in 2012, as digital equipment drives more new equipment sales rather than lease extensions. However, Fitch expects this improvement will be limited to a deceleration in the rate of decline, rather than growth, given the secular headwinds. The ratings incorporate Fitch's expectations that the company's new digital products and services will gain traction with customers over the next several years. Increased deployment of these products could cannibalize existing physical business but Fitch believes such a strategy is unavoidable given ongoing digital substitution. That said, Fitch is unconvinced that digital initiatives (e.g. Volly, pbSmart products) and the enterprise services businesses will generate EBITDA enough to offset the declines in the high- margin North American Mailing space. It remains to be seen what their adoption rate, revenues, margin profile, and free cash flow- generating capabilities will be. Digital margins could be material if there is enough scale; however, Fitch believes such an event is at least 24 months away, if it occurs at all. While Pitney Bowes' existing relationships with large corporate mailers is a competitive advantage, Fitch believes the competitive landscape, absence of financing revenue, and digital industry dynamics will result in lower EBITDA margins than in the company's core North American Mailing business. Fitch estimates that total leverage at Dec. 31, 2011 was 4.2 times (x); leverage has remained at or above 4.0x for the last several quarters. In addition, given the ongoing decline of finance receivables, more debt is attributed to the core, rather than the financing operations, resulting in an outsized increase in core leverage. Pitney Bowes' market share and entrenched position, and the contractual finance receivable base, have allowed the company to carry higher than average leverage for the rating category. Ongoing declines in the overall top line could encourage Fitch to further tighten its leverage parameters in a given ratings category. The ratings reflect the company's stable annual free cash flow generation, which Fitch estimates will approximate $350 million- $450 million for the next few years, before pension funding obligations or any future cash restructuring payments. The ratings incorporate moderate acquisition and share buyback activity that is limited to free cash flow. Debt-funded acquisitions would likely result in negative ratings actions. Pitney Bowes faces material annual maturities over the next several years, and the ratings incorporate Fitch's expectations that a portion of the company's free cash flow will be used for debt reduction. In the event that finance receivables continue to decline, the ratings incorporate a material amount of the cash to be used for debt reduction. At the same time, the ratings also consider the risk, which is faced by bondholders of all companies faced with secular challenges and underperforming equity, of a potentially more aggressive financial policy and capital structure. Any such debt- funded activity would be outside of current ratings. Negative ratings actions could result should the following occur: -- Lack of traction in the company's digital initiatives and other growth businesses amid ongoing declines in the traditional physical business; -- A sustained increase in total leverage, whether the result of incremental debt or lower EBITDA; -- Indications of a more aggressive financial policy. The ratings could be stabilized if over the next one to two years Fitch has higher conviction that a successful roll-out of the digital and customer communications initiatives, in combination with growth in its enterprise services businesses, will offset declines in its physical business. Pitney Bowes' ratings are supported by: -- The significant and entrenched market position in the core U.S. Mailing business, characterized by approximately 80% share of the postage meter market and limited competitive pressures; -- The necessity of mail equipment and services to conduct business across all industries; -- The diversity of the company's customer base, from both an industry and size perspective; -- The company's strong credit risk management policies regarding its financial services business. Pitney Bowes' liquidity position at Dec. 31, 2011 was solid, consisting of: i) $869 million of cash, including $74 million of deposits at Pitney Bowes Bank (at Sept. 30, the last reported date), that is unavailable for corporate use; ii) an undrawn $1.25 billion revolving credit facility (RCF) maturing in May 2013, which backstops the company's $1.25 billion commercial paper (CP) program. Liquidity is further supported by the company's stable annual free cash flow generation. As of Dec. 31, 2011, Pitney Bowes' total debt was $4.5 billion, consisting of i) $400 million senior unsecured notes maturing October 2012; ii) $150 million unsecured term loan maturing December 2012; iii) $3.6 billion of senior unsecured debt, consisting of eight notes maturing between 2013-2019 and one maturing in 2037; and iv) $300 million of variable-term voting preferred stock in the company's subsidiary, PBIH. Under Fitch's hybrid security criteria, Fitch assigns 0% equity credit given the less than five-year maturity (based on the October 2016 call date). PREMONT INDEPENDENT: Moody's Affirms 'Ba1'Rating on Tax Bonds ------------------------------------------------------------- Moody's Investors Service has affirmed the Ba1 rating on Premont Independent School District's (TX) general obligation bonds, which affects approximately $2.3 million in rated debt outstanding. The district has an additional $440 thousand of outstanding general obligation limited tax debt not rated by Moody's. SUMMARY RATINGS RATIONALE While the rating is below investment grade, Moody's expects that the district will maintain full and timely payment of their debt service obligation based upon the unlimited general obligation pledge of the bonds outstanding. Annual principal and interest requirements are secured by and payable from ad valorem taxes levied by the district on all taxable property, without legal limit as to rate of amount. The rating affirmation reflects the district's financial improvement, which is likely to remain narrow in the near term, modest and concentrated tax base, moderate debt burden that will remain manageable, and a weak socio-economic profile. STRENGTHS *Improved financial operations CHALLENGES *Narrow financial liquidity *Trend of declining Average Daily Attendance (ADA) *Volatile concentrated tax base due to reliance on oil and gas mineral valuations WHAT COULD MAKE THE RATING GO UP *Significant tax base expansion and diversification *Multi-year trend of material improvement in financial position *Improved accreditation status with TEA, demonstrating compliance with record review WHAT COULD MAKE THE RATING GO DOWN *Deterioration of the district's financial position *Continued contraction of the district's tax base The principal methodology used in this rating was General Obligation Bonds Issued by U.S. Local Governments published in October 2009. PRIME TIME: Case Summary & 11 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Prime Time Sports LLC 2819 W. Kirchoff Road Rolling Meadows, IL 60008 Bankruptcy Case No.: 12-04838 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Susan Pierson Sonderby Debtor's Counsel: Lester A Ottenheimer, III, Esq. OTTENHEIMER ROSENBLOOM, LLC 750 Lake Cook Rd - Ste 140 Buffalo Grove, IL 60090 Tel: (847) 520-9400 Fax: (847) 520-9411 E-mail: lottenheimer@otrlaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb12-04838.pdf The petition was signed by Mark Giannecchini. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Mark Giannecchini 12 B04834 02/10/12 PROTEONOMIX INC: Directors Limit Conversion of Preferred Shares --------------------------------------------------------------- The directors of the Proteonomix, Inc., agreed to limit their conversions of their preferred stock into common to not more than 1% of the outstanding common stock per calendar quarter. At the present moment, the number of outstanding common shares is less than 8,000,000. This would thereby limit any officer or director to the conversion of less than 80,000 common shares in any three month period. There are presently four directors holding convertible preferred shares. About Proteonomix Proteonomix, Inc. (OTC BB: PROT) -- http://www.proteonomix.com/-- is a biotechnology company focused on developing therapeutics based upon the use of human cells and their derivatives. The Company reported a net loss applicable to common shares of $973,532 on $18,994 of sales for the nine months ended Sept. 30, 2011, compared with a net loss applicable to common shares of $2.32 million on $68,972 of sales for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $3.37 million in total assets, $6.93 million in total liabilities, and a $3.55 million total stockholders' deficit. As reported in the TCR on April 1, 2011, KBL, LLP, in New York, expressed substantial doubt about Proteonomix, Inc.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditor noted that the Company has sustained significant operating losses and is currently in default of its debt instrument and needs to obtain additional financing or restructure its current obligations. PSS WORLD: Moody's Assigns 'Ba3' Corporate Family Rating -------------------------------------------------------- Moody's Investors Service assigned Ba3 corporate family and probability of default ratings to PSS World Medical, Inc. ("PSS World"). In addition, Moody's assigned a Ba3 rating to the proposed $250 million notes, due 2022 and a SGL-2 speculative grade liquidity rating. PSS World is expected to use the proceeds from the proposed notes issuance to repay borrowings under its credit facility and partially pre-fund the repayment of 2008 convertible notes. The outlook is stable. These ratings were assigned: Corporate family rating, assigned Ba3; Probability of default rating, assigned Ba3; $250 million senior unsecured notes, assigned Ba3 (LGD4, 51%); Speculative grade liquidity rating, assigned SGL-2. Rating rationale The Ba3 corporate family rating considers PSS World's high EBITDA margin relative to the overall distribution industry, reasonable credit metrics, and good liquidity profile. Lending further support to the rating are the company's diversified customer and supplier base, tailored customer service model, and various value- added services that help counteract competitive pricing pressures. At the same time, the Ba3 rating is constrained by the small size of the company's revenue base when compared to its more highly rated peers, and by the negative headwinds in the company's end markets and changing nature of the delivery of care in the healthcare industry, trends that could ultimately lead to margin pressure. Helping to mitigate the impact of potential customer losses as a result of end market consolidation in the physician business, which accounts for approximately 70% of its revenues, is the company's highly diversified customer base with no buyer representing more than 2% of total revenues, as well as its recurring revenue stream with a buyer retention rate of around 90%. The rating also takes into consideration volatility in working capital and the historical trend of declining inventory turnover. However, inventory turnover is expected to improve from the increased efficiency achieved via providing an increasing number of value-added services. The Ba3 rating assumes that proceeds from the proposed $250 million notes offering will be used for debt repayment. However, recently the company has adopted a more aggressive financial policy as evidenced by accelerating acquisition activity and significant share repurchases relative to retained cash flow generation. Accordingly, the rating also considers that the company will likely incur additional debt to finance acquisitions and/or repurchase shares. Moody's projects fiscal 2012 debt-to- EBITDA at or below 3.5 times, (EBITDA-CAPEX)/Interest expense above 4.5 times, and retained cash flow-to-debt in the low-to-mid 20% range. The negative reimbursement environment in the company's end markets -- physician offices and extended-care facilities - is pressuring customers' profitability and therefore limiting funds to be spent on supplies. Furthermore, the consolidation trend in the healthcare industry, because of the increasing cost of providing healthcare, could have a negative impact on the company's performance as larger hospitals increasingly employ physicians and utilize a central purchasing strategy instead of facility-level purchasing. This is resulting in a reduction of independent physician offices -- a market segment that the company primarily caters to. At the same time, PSS has been able to win some larger integrated delivery networks (IDN) contracts. Moody's expects the trend in the direction of larger, more efficient healthcare providers will continue and therefore limit company's pricing power and reduce margins as the larger networks usually utilize GPO services which have greater purchasing power relative to physician offices. The SGL-2 rating reflects the company's good expected liquidity profile over the next twelve months as we project the company to cover all working capital and CAPEX needs from internal cash flow generation. Moody's anticipates the company to use the ABL facility for intra-quarter borrowings. The stable outlook reflects the expectation that the company maintains a good liquidity profile and conservative financial policies including prudent balance sheet management and acquisition strategies. The ratings could be upgraded if PSS World lowered its debt-to- EBITDA to below 2 times on a sustained basis and increased retained cash flow-to-debt generation to the mid-30% range. In addition, a ratings upgrade would require increased size and scale. The ratings could be downgraded if the company's liquidity profile weakens, if its revenues and margins were to show signs of deterioration, or if debt leverage were to rise above 3.5 times. Furthermore, structural changes to PSS end-markets that impact the company's competitive position could cause rating pressure. PSS World Medical, Inc.'s ratings were assigned by evaluating factors that Moody's considers relevant to the credit profile of the issuer, such as the company's (i) business risk and competitive position compared with others within the industry; (ii) capital structure and financial risk; (iii) projected performance over the near to intermediate term; and (iv) management's track record and tolerance for risk. Moody's compared these attributes against other issuers both within and outside PSS World Medical, Inc.'s core industry and believes PSS World Medical, Inc.'s ratings are comparable to those of other issuers with similar credit risk. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. PSS World Medical, Inc. is a national distributor of medical products and supplies, healthcare information technology, and pharmaceutical products and provider of professional and consulting services to the physician, long-term care, assisted living, home health care and hospice markets. The company's revenues for the last twelve months ended December 30, 2011 were $2.1 billion. PSS WORLD: S&P Assigns 'BB-' Senior Unsecured Debt Rating --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' senior unsecured debt rating and '6' recovery rating, indicating its expectation for negligible (0% to 10%) recovery in the event of default, to on Jacksonville, Fla.-based health care distributor PSS World Medical Inc.'s (PSS) proposed $250 million notes maturing in 2022. The new notes will be senior to the company's existing $230 million senior unsecured convertible notes as the convertible notes are not guaranteed by PSS World's subsidiaries. The proposed $250 million notes will be guaranteed by substantially all of the company's subsidiaries. "We also lowered our senior unsecured issue-level and recovery ratings on the $230 million of convertible notes to 'BB-' from 'BB' and revised the recovery ratings on them to'6' from '5'. This reflects the junior status of the convertible notes to the new proposed notes, as well as the company's $300 million revolving credit facility, which was upsized in November 2011 from $200 million," S&P said. "The company intends to use the proceeds from the notes for general corporate purposes, which will include the use of approximately $116 million to repay revolver borrowings and the pre-funding of the company's convertible notes maturity in 2014," S&P said. "We also affirmed our existing 'BB+' corporate credit rating on the company. The proposed debt issuance will increase outstanding debt by about $134 million (net of the assumed revolver repayment), increasing pro forma adjusted debt to EBITDA to about 3x. This remains within our 2x to 3x debt to EBITDA guideline for an 'intermediate' financial risk profile (as defined in our criteria), albeit at the upper end. The ratings outlook is stable," S&P said. "The rating on PSS is based on the company's intermediate financial risk profile and 'fair' business risk profile (as defined in our criteria)," said Standard & Poor's credit analyst Michael Kaplan, "which reflect its niche position in the relatively stable medical products distribution industry." "Despite the still-weak economy and a comparably weak flu season, PSS' sales declined only 1% in fiscal 2011 and EBITDA margins (including our usual adjustments) increased to 8.9% in fiscal 2011 from 8.2% in fiscal 2010. Our projections for fiscal 2012 include sales growth of approximately 5% because of acquisitions, the improved performance of the company's physicians business, and the annualized impact of elder care customers that were lost at the end of calendar 2010." "We believe adjusted EBITDA margins will remain relatively flat in fiscal 2012, as improvements from the increased penetration of higher-profit private-label goods will largely be offset by an increase in salesforce," added Mr. Kaplan. "Newly hired sales people generally reduce company margins in the near term until they are able to build their book of business. PSS intends to increase its salesforce 20% by the end of fiscal 2014, and we believe the majority of these new hires will be in fiscal 2012 and 2013. We project fiscal 2013 sales to increase by approximately 7% in part because of these investments. We have not projected significant margin increases in fiscal 2013 as we believe additional salesforce increases and pricing pressure from customers could create headwinds." "The rating outlook on PSS is stable. We believe PSS will continue operating with an intermediate financial risk profile to mitigate pressures from the still-weak economy," S&P said. "We could lower the rating if we believe total adjusted debt to EBITDA will exceed 3x and FFO to total adjusted debt will fall below 30% for an extended period. We believe that management is committed to improving its credit metrics, predominantly through EBITDA growth, and we believe that debt-financed share repurchases or acquisition are unlikely in the near term. Therefore, we believe the most likely cause of a downgrade would be a prolonged reduction in physician office visits because of increased unemployment and the loss of employer-based health insurance. We would likely lower our ratings on PSS if we believed revenues would decline by mid-single digits, even if margins remained stable," S&P said. "We believe an upgrade is unlikely in the near term, given the company's stretched credit metrics for its intermediate financial risk profile and its fair business risk profile. We believe our assessment of the PSS' business risk is unlikely to change, given the company's niche focus and small scale relative to distribution companies with stronger business risk profiles. Therefore, we believe an upgrade in the medium to long term would more likely be caused by an improvement in its financial risk profile. We could raise the rating if the company operates for an extended period under a 'modest' financial risk profile (roughly defined as adjusted debt to EBITDA of 1.5x-2.0x and FFO to adjusted debt of 45%-60%). However, we do not expect this improvement within the 12-month horizon of our outlook," S&P said. QUALITY DISTRIBUTION: Expects $178-Mil. Revenue in Fourth Quarter ----------------------------------------------------------------- Quality Distribution, Inc., announced estimated preliminary fourth quarter 2011 results: -- For the three-month period ended Dec. 31, 2011, Quality expects its total revenue to be approximately $178.0 million, operating income to be within the range of $13.0 million to $13.3 million, net income to be within the range of $5.5 million to $5.8 million and consolidated adjusted EBITDA to be within the range of $17.6 million to $17.9 million. Consolidated adjusted EBITDA excludes approximately $0.7 million of employee non-cash compensation expense; -- For the three-month period ended Dec. 31, 2011, Quality expects revenue from its energy logistics business to be approximately $9.8 million; -- Expected operating income for the three-month period ended Dec. 31, 2011, includes an insurance premium refund of approximately $1.1 million and increased environmental expense of approximately $0.7 million; -- For the three-month period ended Dec. 31, 2011, Quality expects net income to be within the range of $0.22 and $0.23 per diluted share. After applying a normalized tax rate of 39%, Quality expects adjusted net income to be within the range of $0.14 to $0.15 per diluted share; -- Cash and total debt at Dec. 31, 2011, were approximately $4.0 million and $307.1 million, respectively; -- Availability under Quality's asset-based revolving credit facility was $82.3 million at Dec. 31, 2011, and the outstanding borrowings under this facility were $65.5 million; and -- For the three-month period ended Dec. 31, 2011, capital expenditures were approximately $17.6 million, of which approximately $8.3 million were for purchases of energy equipment, and net proceeds from sales of property and equipment were approximately $9.2 million, of which approximately $7.5 million were primarily for sales of energy equipment to affiliates. "Our anticipated fourth quarter results were in line with our expectations, reflecting the typical seasonal slowdown versus the third quarter, and showed significant improvement in year-over- year earnings," stated Gary Enzor, Chief Executive Officer. "We are optimistic about our growth prospects for 2012, especially as we expand our entry into the shale energy markets." A full-text copy of the press release is available for free at: http://is.gd/6WEOL5 About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30% of the common stock of Quality Distribution, Inc. The Company's balance sheet at Sept. 30, 2011, showed $304.31 million in total assets, $410.18 million in total liabilities and a $105.87 million total shareholders' deficit. * * * As reported by the Troubled Company Reporter on Feb. 18, 2011, Moody's Investors Service said the $38 million public offering of 4 million shares of Quality Distribution's common stock on Feb. 9, 2011, does not affect Quality's 'Caa1' corporate family and probability of default ratings with a positive outlook. However, Moody's notes that the intended debt reduction at par from $17.5 million of the proceeds would be viewed favorably. In the Nov. 8, 2010 edition of the TCR, Standard & Poor's Ratings Services said that it has raised its corporate credit ratings on U.S.-based Quality Distribution Inc. to 'B' from 'B-'. S&P also removed the ratings from CreditWatch, where S&P had placed them with positive implications on Oct. 28, 2010, following the launch of the bond offering. The outlook is stable. "The rating action reflects the improvement in Quality Distribution's financial profile after completing its refinancing," said Standard & Poor's credit analyst Anita Ogbara. "Following the transaction, S&P expects Quality Distribution to benefit from lower interest expense, improved cash flow adequacy, and a substantial reduction in debt maturities over the next few years." QUINCY MEDICAL: Jilted Senior Execs May Pursue Buyer ---------------------------------------------------- Bankruptcy Judge Melvin S. Hoffman denied the requests of Apurv Gupta and Victor Munger, senior executives of Quincy Medical Center, Inc., for allowance of administrative expense claims under 11 U.S.C. Sec. 503(b)(1) on account of severance pay due them under QMC's Executive Severance Policy dated Jan. 1, 2011. QMC opposes both motions. Judge Hoffman held that the severance pay claims of Dr. Gupta and Mr. Munger are unrelated to their salaries and length of service, and the claims are not entitled to treatment as expenses of administration under Sec. 503(b)(1). By letters dated Oct. 7, 2011, QMC terminated Dr. Gupta's and Mr. Munger's employment without cause effective Oct. 1, 2011 which was the date when substantially all the assets of QMC and its affiliates were acquired by a third party purchaser known as Quincy Medical Center a Steward Family Hospital, Inc. Since that time Steward has been operating Quincy Hospital and its ancillary facilities. Mr. Munger asserts a $135,000 claim for administrative expenses against QMC, consisting of a severance pay claim of $90,000, representing six months' salary, and a claim of $45,000, representing the minimum three months' salary he would have received had Steward hired him. Dr. Gupta asserts a $468,000 administrative expense claim against QMC, consisting of a severance claim of $312,000, equal to 12 months' salary, and a claim of $156,000, representing 180 days' salary, because QMC failed to give Dr. Gupta the requisite 180 days' prior notice of termination pursuant to his employment agreement. QMC is unwilling to concede that any component of either claim is entitled to administrative priority treatment. While QMC agrees with the amount of Mr. Munger's claim it suggests the claim is properly a claim against Steward. QMC submits that had Steward employed Mr. Munger as it was obligated to under the asset purchase agreement, Steward would have been obliged to retain and pay him for three months and then upon termination pay him six additional months' salary under QMC's severance policy. As for Dr. Gupta's claim, without accepting any of Dr. Gupta's alternative claim amounts, QMC invites him as well to pursue Steward for recovery. Judge Hoffman noted that by virtue of the sale order, Dr. Gupta and Mr. Munger may seek to recover from Steward. Judge Hoffman will hold a separate hearing on the matter. A copy of Judge Hoffman's Feb. 13 Memorandum of Decision is available at http://is.gd/tgXJ9afrom Leagle.com. About Quincy Medical Center Quincy Medical Center is a 196-bed, nonprofit hospital in Quincy, Massachusetts. Quincy Medical Center, Inc. together with two affiliates, sought Chapter 11 protection (Bankr. D. Mass. Lead Case No. 11-16394) on July 1, 2011. John T. Morrier, Esq., at Casner & Edwards, LLP, in Boston, serves as counsel to the Debtors. Navigant Capital Advisor LLC and Navigant Consulting Inc. serve as financial advisors. Epiq Bankruptcy Solutions LLC is the claims, noticing, and balloting agent. Quincy disclosed assets of $73 million and liabilities of $79.4 million. Debt includes $56.4 million owing on secured bonds issued through a state health-care finance agency. There is another $2.5 million secured obligation owing to Boston Medical Center Corp. Accrued liabilities are $18.2 million. On July 12, 2011, the U.S. Trustee for the District of Massachusetts appointed the Official Committee of Unsecured Creditors. Counsel to the Creditors' Committee is Jeffrey D. Sternklar, Esq., at Duane Morris LLP, in Boston, Massachusetts. Deloitte Financial Advisory Services LLC is the financial advisor to the Creditors' Committee. Quincy sold its hospital facility to Steward Health Care System LLC, in October 2011 for $52.4 million, not enough for full payment to secured bondholders owed $56.5 million. The bonds were issued through a state health-care finance agency. Nonetheless, $562,500 -- not subject to bondholders' deficiency claims -- was set aside for unsecured creditors with claims estimated to total between $6 million and $7 million. The disclosure statement estimated unsecured creditors would recover about 8.4%. In November 2011, the Court approved the Chapter 11 liquidation plan. The Plan was later declared effective on Dec. 7, 2011. REAL MEX: Court Approves Asset Sale to Noteholders for $126MM ------------------------------------------------------------- Real Mex Restaurants Inc. won a Delaware bankruptcy court's approval to sell its 178-restaurant chain and other assets to noteholders including private equity investors for $126 million in cash and credit, despite objections from unsecured creditors. Lance Duroni at Bankruptcy Law360 reports that U.S. Bankruptcy Judge Brendan L. Shannon said he would sign off on the deal after a court hearing in which the official committee of unsecured creditors protested the sale. Dow Jones' DBR Small Cap notes that bondholders won the right to take over Real Mex in a deal that will leave an estimated $1 million or more worth of bills run up in bankruptcy unpaid. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. It has 178 restaurants, with 149 in California. There are also 30 franchised locations. It acquired Chevys Inc. for $90 million through confirmation of Chevy's Chapter 11 plan in 2004. Real Mex Restaurants and 16 of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11- 13138) on Oct. 4, 2011. Judge Brendan Linehan Shannon oversees the case. Judge Peter Walsh was initially assigned to the case. The Debtors are represented by Mark Shinderman, Esq., Fred Neufeld, Esq., and Haig M. Maghakian, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A. Helm, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel. The Debtors' financial advisors are Imperial Capital, LLC. The Debtors' claims, noticing, soliciting and balloting agent is Epiq Bankruptcy Solutions, LLC. Assets are $272.2 million while debt totals $250 million, according to the Chapter 11 petition. The petitions were signed by Richard P. Dutkiewiez, chief financial officer and executive vice president. Counsel to GE Capital Corp., the DIP Agent and the Prepetition First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P. Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq., at Reed Smith LLP as counsel. Counsel to the Prepetition Secured Second Lien Trustee are Mark F. Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP. Counsel to the Majority Prepetition Second Lien Secured Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at Richards Layton & Finger. Z Capital Management LLC, which holds nearly 70% of the Opco term loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights, Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff, Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern LLP. RESIDENTIAL CAPITAL: S&P Lowers Corporate Credit Rating to 'CC' --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term issuer credit rating on Residential Capital LLC (ResCap) to 'CC' from 'CCC' and its issue-level ratings on ResCap's junior subordinated and senior unsecured debt to 'C' from 'CC'. "We kept the issuer credit rating and issue-level ratings on CreditWatch with negative implications. The 'C' short-term issuer credit rating is also on CreditWatch negative," S&P said. "The downgrade reflects our view that ResCap may not have sufficient liquidity to meet the April 13 maturities on two senior credit facilities that its parent, Ally Financial Inc., provides," said Standard & Poor's credit analyst Brendan Browne. "Ally has not said whether it will extend the maturities on those facilities or provide any additional support, meaning ResCap could be forced into bankruptcy at that time. Under our criteria, a company rated 'CC' is highly vulnerable." "In November, we lowered our issuer credit rating on ResCap to 'CCC' and placed the ratings on CreditWatch with negative implications after we lost substantial confidence that Ally would continue to support the entity," S&P said. "In recent years, Ally has provided ResCap with billions of dollars of equity and debt support, enabling ResCap to absorb huge losses tied to its mortgage activity. Ally recently forgave almost $200 million of ResCap's debt after the subsidiary reported a large loss in fourth-quarter 2011 and violated a debt covenant. The debt forgiveness effectively provided ResCap with additional equity, bringing it into covenant compliance," S&P said. "Notwithstanding that support, Ally's management has repeatedly said that ResCap does not have a 'blank check' from the parent company and that it intends to protect Ally investors above all else. On its most recent investor conference call, it would not say whether it would extend the maturities on ResCap's credit facilities," S&P said. "ResCap was a large originator and seller of mortgages during the housing bubble and has remained one of the top originators and servicers in the country. It has faced enormous scrutiny and legal risk over its servicing practices and past originations, and the company has made some progress over many months to ameliorate these legacy issues. For instance, on Feb. 9, 2012, it announced a settlement with the federal government and state attorneys general to resolve allegations of poor servicing and foreclosure practices. This was part of a $25 billion settlement with the five largest servicers in the U.S. ResCap had largely reserved for the costs associated with settlement as of the end of 2011," S&P said. "Still, we believe that substantial risk remains regarding ResCap's legacy mortgage business. The settlement with the federal government and state attorneys did not prevent the government from investigating ResCap or other mortgage originators for their prior sale and packaging of mortgages. In fact, President Obama has formed a mortgage task force to do that. In addition, several monoline insurance companies and investors -- including the Federal Housing Finance Agency -- are trying to force ResCap to repurchase a portion of the troubled mortgages that it originated and sold mainly from 2004-2007," S&P said. "They have alleged ResCap misrepresented the underwriting on some of the mortgages it originated and sold," S&P said. RUDY PIPELINE: Moody's Says Structural Changes Modestly Positive ---------------------------------------------------------------- Moody's Investors Service has published an Issuer Comment on Ruby Pipeline, LLC (Ruby) describing certain developments that have taken place since the senior unsecured notes were initially rated Baa3 in October 2011. RATINGS RATIONALE Since the date of our initial rating, Ruby has executed a new service contract and added certain structural enhancements to its bond indenture including new covenants and a mandatory redemption requirement. While these changes are credit positive, they are not material enough to consider a change in the assigned Baa3 rating. Ruby's underlying rating is supported by the strength of its firm transportation contracts that generate a stable source of earnings regardless of the volume that is actually transported through the pipeline. Contract volumes total 72% of Ruby's capacity and have a weighted average maturity of 11.5 years. Of the contracted quantity, 65% is with investment grade shippers. Ruby Pipeline, L.L.C. is owned by equally by El Paso Corporation and Global Infrastructure Partners, a private infrastructure fund. A subsidiary of El Paso Corporation operates Ruby's sole asset, a 1.5 MMDth per day natural gas pipeline that entered service in July 2011 and runs 680 miles from Opal, Wyoming to Malin, Oregon. Moody's current ratings for El Paso Corporation and its affiliates are: El Paso Corporation: LT Corporate Family Ratings (domestic currency) Rating of Ba3 Senior Secured Bank Credit Facility (domestic currency) Rating of Ba2 Senior Unsecured (domestic currency) Rating of Ba3 Senior Unsecured MTN (domestic currency) Rating of (P)Ba3 Subordinate (domestic currency) Rating of B2 Speculative Grade Liquidity Rating of SGL-3 LGD Senior Secured Bank Credit Facility (domestic currency) Assessment of 28 - LGD2 LGD Senior Unsecured (domestic currency) Assessment of 55 - LGD4 LGD Senior Unsecured MTN (domestic currency) Assessment of 57 - LGD4 LGD Subordinate (domestic currency) Assessment of 97 - LGD6 Probability of Default Rating of Ba3 BACKED Senior Unsecured (domestic currency) Rating of Ba3 BACKED Subordinate (domestic currency) Rating of B2 El Paso CGP Company: Senior Unsecured (domestic currency) Rating of Ba3 BACKED Senior Unsecured (domestic currency) Rating of Ba3 BACKED Subordinate (domestic currency) Rating of B2 Colorado Interstate Gas Company: Senior Unsecured (domestic currency) Rating of Baa3 El Paso Natural Gas Company: Senior Unsecured (domestic currency) Rating of Baa3 Sonat Inc.: BACKED Senior Unsecured (domestic currency) Rating of Ba3 Southern Natual Gas Company: Senior Unsecured (domestic currency) Rating of Baa3 El Paso Tennesse Pipeline Co.: Senior Unsecured (domestic currency) Rating of Ba3 LGD Senior Unsecured (domestic currency) Assessment of 57 - LGD4 Tennessee Gas Pipeline Company: Senior Unsecured (domestic currency) Rating of Baa3 El Paso Energy Capital Trust I: BACKED Pref. Stock (domestic currency) Rating of B2 LGD BACKED Pref. Stock (domestic currency) Assessment of 97 - LGD6 El Paso Pipeline Partners Operating Company: LT Corporate Family Rating of Ba1 Speculative Grade Liquidity Rating of SGL-3 Probability of Default Rating of Ba1 BACKED Senior Unsecured (domestic currency) Rating of Ba1 BACKED Senior Unsec. Shelf (domestic currency) Rating of (P)Ba1 LGD BACKED Senior Unsecured (domestic currency) Assessment of 50 - LGD4 Ruby Pipeline, LLC: Senior Unsecured (domestic currency) Rating of Baa3 The principal methodology used in rating Ruby Pipeline, LLC was the Natural Gas Pipeline Methodology published in December 2009. RYLAND GROUP: Vanguard Group Holds 5.1% Equity Stake ---------------------------------------------------- The Vanguard Group, Inc., disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 2,276,341 shares of common stock of Ryland Group Inc. representing 5.12% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/XvP92I About Ryland Group Headquartered in Calabasas, California, The Ryland Group, Inc. (NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's largest homebuilders and a leading mortgage-finance company. Since its founding in 1967, Ryland has built more than 285,000 homes and financed more than 240,000 mortgages. The Company currently operates in 15 states and 19 homebuilding divisions across the country and is listed on the New York Stock Exchange under the symbol "RYL." The Company reported a net loss of $51.56 million on $628.98 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $66 million on $786.88 million of total revenues for the same period during the prior year. The Company reported a net loss of $50.75 million on $890.73 million of total revenues for the 12 months ended Dec. 31, 2011, compared with a net loss of $85.14 million on $1 billion of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $1.57 billion in total assets, $1.09 billion in total liabilities and $483.91 million in total equity. * * * As reported by the Troubled Company Reporter on June 21, 2010, Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer Default Rating at 'BB'; and Senior unsecured debt at 'BB'. The Rating Outlook has been revised to Stable from Negative. Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3" probability of default rating, "Ba3" senior unsecured notes rating, and "SGL-2" speculative grade liquidity rating. Ryland Group carries Standard & Poor's Ratings Services' 'BB-' corporate credit and senior unsecured note ratings. In the Sept. 14, 2011, edition of the TCR, Fitch Ratings has downgraded its ratings for Ryland Group, Inc., including the company's Issuer Default Rating (IDR) to 'BB-' from 'BB'. The Rating Outlook has been revised to Negative from Stable. The downgrade in RYL's IDR and senior unsecured ratings reflects the still very challenging U.S. housing market which is likely bouncing on the bottom, following a massive cyclical correction. With the recent softening in the economy and lowered economic growth expectations for 2011 and 2012, the environment may at best only support a relatively modest recovery in housing metrics over the next year and a half. Moreover, RYL's underperformance relative to its peers in certain operational and financial categories during recent quarters, and its slimming cash position penalizes the ratings and influences the Outlook. SANTANDER BANCORP: Fitch Retains 'bb+' Viability Rating ------------------------------------------------------- Fitch Ratings has downgraded the Long-term Issuer Default Rating (IDR) of Santander Bancorp to 'A-' from 'A+'. This action was taken as a result of the downgrade of the Long-term IDR of the parent company, Banco Santander. The Short-term IDR of Santander Bancorp was affirmed at 'F1', a level in line with the parent's rating. Since the IDRs of Santander Bancorp are correlated to those of Banco Santander, changes in Banco Santander's IDRs result in changes to Santander Bancorp's IDRs. The Rating Outlook for Santander Bancorp is Negative in line with the outlook for Banco Santander. The multiple-notch downgrade of hybrid instruments reflects of Fitch's new bank regulatory capital securities rating criteria entitled 'Rating Bank Regulatory Capital and Similar Securities' dated December 15, 2011. A complete list of ratings for Santander Bancorp and its subsidiaries follows. Fitch has taken the following rating actions: Santander Bancorp -- Long-term IDR: downgraded to 'A-' from 'A+'; removed from Rating Watch Negative; Outlook Negative; -- Short-term IDR: affirmed at 'F1'; removed from Rating Watch Negative; -- Viability Rating: 'bb+' unaffected; -- Support Rating: affirmed at '1'; -- Subordinated debt: downgraded to 'BBB+' from 'A'; removed from Rating Watch Negative. Banco Santander Puerto Rico -- Long-term IDR: downgraded to 'A-' from 'A+'; removed from Rating Watch Negative; Outlook Negative; -- Short-term IDR: affirmed at 'F1'; removed from Rating Watch Negative; -- Viability Rating: 'bb+' unaffected; -- Support Rating: affirmed at '1'; -- Long-term deposit rating: downgraded to 'A' from 'AA-'; removed from Rating Watch Negative; -- Short-term deposit rating: downgraded to 'F1' from 'F1+'; removed from Rating Watch Negative. Santander PR Capital Trust I -- Preferred stock: downgraded to 'BB+' from 'A-'; removed from Rating Watch Negative. SEARCHMEDIA HOLDINGS: Partners with Win Media for Tourism Drive --------------------------------------------------------------- SearchMedia Holdings Limited partnered with multiple local firms including Win Media and Asia Outdoor to win the tender for the Hangzhou Tourism Commission's 2012 Overseas Outdoor Campaign. SearchMedia and its partners will launch a one year, multi- platform campaign across the United States, the United Kingdom, Spain, Germany, the Netherlands, Japan and Korea to promote Hangzhou's tourist attractions. The Hangzhou Campaign is expected to bring in approximately $2 million of revenue in total. Johnny Lo, Chief Operating Officer of SearchMedia, commented, "We are excited for this achievement on two fronts. First, winning the Hangzhou Campaign demonstrates the effectiveness of partnering with local firms, a new initiative we launched to better target local commercial and public sector contracts. Moving forward, we believe this initiative will continue to help us better target similar contracts. Furthermore, this project will be an opportunity for SearchMedia to showcase our capabilities. China is recognized as a compelling market for international advertisers. This campaign also highlights the growing trend of domestic Chinese companies advertising internationally. We believe this project will bolster our credentials to lead such future international campaigns." 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. SEARCHMEDIA HOLDINGS: Heartland Advisors Holds 5.8% Equity Stake ---------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Heartland Advisors, Inc., and William J. Nasgovitz disclosed that, as of Dec. 31, 2011, they beneficially own 1,200,000 shares of common stock of Searchmedia Holdings Limited representing 5.8% of the shares outstanding. A full-text copy of the amended filing is available at http://is.gd/Id2jZR 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: Visium Balanced Ceases to Hold 5% Equity Stake ------------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Visium Balanced Master Fund, Ltd, and its affiliates disclosed that, as of Dec. 31, 2011, they do not beneficially own any shares of common stock of Sequenom, Inc. As previously reported by the TCR on June 4, 2010, Visium Balanced disclosed beneficial ownership of 6,610,626 shares. A full-text copy of the amended filing is available at http://is.gd/Ws2WcO 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." SIX FLAGS: Moody's Says 'B1' CFR Unaffected by Dividend Increase ---------------------------------------------------------------- Moody's Investors Service said Six Flags Theme Parks Inc.'s (Six Flags) B1 Corporate Family Rating (CFR) and positive rating outlook are not affected by Six Flags Entertainment Corporation's (SFEC; Six Flags' parent) increase in its quarterly dividend to $0.60 from $0.06, but it is an aggressive credit negative move that dramatically increases the cash dividend for a company that is dependent on cyclical discretionary consumer spending and has sizable potential liquidity needs. Six Flags' ratings were assigned by evaluating factors that Moody's considers relevant to the credit profile of the issuer, such as the company's (i) business risk and competitive position compared with others within the industry; (ii) capital structure and financial risk; (iii) projected performance over the near to intermediate term; and (iv) management's track record and tolerance for risk. Moody's compared these attributes against other issuers both within and outside Six Flags' core industry and believes Six Flags' ratings are comparable to those of other issuers with similar credit risk. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SFEC, headquartered in Dallas, TX, is a regional theme park company that operates 19 North American parks. The park portfolio includes 15 wholly-owned facilities (including parks near New York City, Chicago and Los Angeles) and three consolidated partnership parks - Six Flags over Texas (SFOT), Six Flags over Georgia (SFOG), and White Water Atlanta - as well as Six Flags Great Escape Lodge, which is a consolidated joint venture. Six Flags currently owns 53.0% of SFOT and approximately 29.7% of SFOG/White Water Atlanta. Revenue including full consolidation of the partnership parks and joint venture was approximately $997 million for the LTM period ended 9/30/11. SOLYNDRA LLC: GOP Threatens White House With Contempt ----------------------------------------------------- Max Stendahl at Bankruptcy Law360 reports that more than two dozen Republican lawmakers threatened Thursday to hold the White House in contempt unless it turns over a raft of documents related to its support for bankrupt solar panel manufacturer Solyndra LLC. In a letter to White House counsel, the 14 GOP members of the House Energy and Commerce Committee said they would "pursue all options available" unless the Obama administration complied with a Feb. 21 deadline to turn over hundreds of pages of documents, Law360 relates. About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. The Committee has tapped Blank Rome LLP as counsel. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. Solyndra did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. SPANISH BROADCASTING: Regains Compliance with NASDAQ Requirement ---------------------------------------------------------------- Spanish Broadcasting System, Inc., received notification from the NASDAQ Stock Market that the Company had regained compliance with the minimum market value of publicly held shares requirement of $15,000,000 for a minimum of 10 consecutive business days as set forth in NASDAQ Listing Rule 5450(b)(2)(C). Accordingly, the Company has regained compliance with the Rule and will continue to be listed on the NASDAQ Global Market. Previously on Sept. 15, 2011, the Company received a written deficiency notice from NASDAQ, advising the Company that the market value of the Company's Class A common stock for the previous 30 consecutive business days had been below the required Market Value of Publicly Held Shares Requirement for continued listing on the NASDAQ Global Market pursuant to the Rule. Pursuant to NASDAQ Listing Rule 5810(c)(3)(D), the Company was provided an initial grace period of 180 calendar days, or until March 13, 2012, to regain compliance with the Rule. About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. The Company's balance sheet at Sept. 30, 2011, showed $495.67 million in total assets, $441.65 million in total liabilities, $92.34 million in cumulative exchangeable redeemable preferred stock, and a $38.33 million total stockholders' deficit. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. STANFORD INT'L: Judge to Rule on Using SIPC Fund for Victims ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a U.S. district judge in Washington ruled that whether investors R. Allen Stanford's alleged Ponzi scheme are entitled to have some of their claims paid by the Securities Investor Protection Corp. is a decision to be made by a federal judge, not unilaterally by the Securities and Exchange Commission. The report recounts that the SEC filed papers with the Washington district court on Dec. 12 seeking to force SIPC to take over the liquidation of Stanford's brokerage firm, Stanford Group Co. The SEC took the position that its decision was final and not reviewable by any court. SIPC argued that the decision required a full-blown lawsuit. According to the report, U.S. District Judge Robert L. Wilkins in Washington wrote a 13-page opinion on Feb. 9 concluding that whether the SIPC fund must be used to pay victims in Stanford's alleged $7 billion fraud is a decision that "must be made by the court, not unilaterally by the SEC." Judge Wilkins said it was "untenable" for the SEC to argue that its decision isn't reviewable by any court. About Stanford International Bank Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management serves more than 70,000 clients in 140 countries. On Feb. 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money-laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. The criminal case is U.S. v. Stanford, H-09-342, U.S. District Court, Southern District of Texas (Houston). The civil case is SEC v. Stanford International Bank, 3:09-cv-00298-N, U.S. District Court, Northern District of Texas (Dallas). STRATUS MEDIA: Amends 41.6 Million Common Shares Offering --------------------------------------------------------- Stratus Media Group, Inc., filed with the U.S. Securities and Exchange Commission Amendment No.2 to Form S-1 registration statement relating to the resale of 3,500,000 shares of the Company's common stock and up to 10,945,000 issuable upon the conversion of shares of the Company's Series E Preferred Stock, 5,437,500 shares of the Company's common stock that may be issuable in the future if the Company elects to pay all mandatory dividends due in shares of common stock and 21,767,500 shares of the Company's common stock issuable upon the exercise of warrants held by some of the Company's securityholders. The shares of common stock were issued to the selling security holders in connection with a series of private placements completed in 2010 and between Feb. 19, 2011, and Jan. 31, 2012. These shares of preferred stock and warrants were issued to the selling securityholders in connection with a private placement that we completed in May 24, 2011. In the private placement, the Company sold to eight accredited investors an aggregate of 8,700 Series E Preferred shares, A Warrants to purchase an aggregate of 21,750,000 shares of the Company's Common Stock and B Warrants to purchase an aggregate of 10,875,000 shares of the Company's Common Stock. The Company received gross proceeds of $8,700,000. The Company paid $800,000 in commissions and agreed to issue warrants to placement agents to purchase an aggregate of 3,600,000 shares of the Company's Common Stock with respect to the private placement. The Company also paid a broker-dealer a commission in connection with the private placement of $100,000 in cash and agreed to issue such broker-dealer five year warrants to purchase 1,000,000 shares of the Company's Common Stock, at an exercise price of $ 0.65 per share and warrants to purchase 750,000 shares issued to a financial advisor, at an exercise price of $0.65 per share. The Company agreed to provide "piggyback" registration rights with respect to shares of the Company's Common Stock acquired by such broker-dealer upon exercise of the warrants. The Company is not selling any shares of common stock in this offering and therefore will not receive any proceeds from this offering. The Company will, however, receive the exercise price of the warrants if and when these warrants are exercised by the selling securityholders. The Company will pay the expenses of registering these shares. The Company's common stock is traded in the over-the-counter market and is quoted on the OTC Bulletin Board under the symbol SMDI. On Feb. 3, 2012, the last reported price of the Company's common stock was $ 0.52 per share. A full-text copy of the amended prospectus is available at: http://is.gd/l5mbI4 About Stratus Media Santa Barbara, Calif.-based Stratus Media Group, Inc., is an owner, operator and marketer of live sports and entertainment events. Subject to the availability of capital, the Company intends to aggregate a large number of complementary live sports and entertainment events across North America and internationally. The Company ended 2010 with a net loss of $8.41 million on $40,189 of revenues and 2009 with a net loss of $3.40 million on $0 revenues. The Company also reported a net loss of $8.19 million on $250,201 of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $5.40 million on $0 of net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $9.08 million in total assets, $3.96 million in total liabilities, and $5.11 million in total equity. As reported by the TCR on April 29, 2011, Goldman Kurland Mohidin, LLP, in Encino, California, expressed substantial doubt about Stratus Media Group's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and has negative cash flow from operations. SWISS CHALET: Court Confirms Joint Amended Plan of Reorganization ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico confirmed the Joint Amended Plan of Reorganization of Swiss Chalet, Inc., and G.P. West, Inc., as supplemented or modified, on Feb. 3, 2012. The disclosure statement was approved by the Bankruptcy Court on Dec. 20, 2011. A copy of the Order confirming the Joint Plan of Reorganization is available for free at: http://bankrupt.com/misc/swisschalet.doc226.pdf As previously reported in the TCR, the shares of the equity interest holders in GPW and SCI will remain unaltered. The Class 2(a) Claim of CPG/GS PR NPL, LLC, or "CPG", secured by substantially all assets of Debtor GPW's assets, will be paid on the Effective Date by vesting in CPG Island Properties II LLC, free and clear of all interests, liens (except for any liens for amounts due to Centro de Recaudaciones de Ingresos Municipales, or "CRIM"), leases, and encumbrances, unless otherwise requested by CPG, all of Debtor GPW's realty and all other property of GPW's securing CPG/GS' claims. The Class 2(b) Claim of CPG, secured by substantially all assets of Debtor SCI's assets, will be treated as follows: A) With respect to the DoubleTree Hotel and Related Assets, CPG/GS will restructure the debt secured by the DoubleTree Hotel, Gallery Plaza 5th Floor Commercial, Gallery Plaza Ground Floor Retail, and Gallery Plaza Parking not part of the residential units (collectively, the "Hotel Assets"). The restructured loan secured by the Hotel Assets will be paid at the end of 42 months. B) With respect to the Atlantis and Gallery Plaza Condominiums, SCI will transfer or cause to be transferred to CPG Island Properties II LLC, by writ on the Effective Date, all of the residential units owned by SCI that serve as collateral for the Atlantis Condominium Loan and Gallery Plaza Loans, together with all benefits of contractors' warranties and performance bonds that may apply, without waiver of construction contractors' liabilities for warranties, free and clear of all liens, claims, interests, liabilities, and encumbrances (other than any senior liens by CRIM); and all the deposits received for the sale of such units, but subject to all of seller's obligations in respect of such deposits. Holders of Class 4(a) Allowed General Unsecured Claims, including those arising from rejected executory contracts or unexpired leases, but excluding CPG/GS' Deficiency Claim and Claims from Insiders and Affiliate, SCI, in full satisfaction of such claims will be paid on the Effective Date pro-rata from the remaining balance of the $85,000 GPW Carve-Out after payment of Administrative Expense Claims and Priority claims in the GPW Case, estimated at $6,500. Holders of Allowed General Unsecured Claims considered Insiders, basically consisting of GPW's Shareholders and Affiliate, SCI, will condone their claims as of the Effective Date of the Plan, but only if the Plan is confirmed. These claimants will not receive payments under the Plan but are entitled to vote. These claims amount to $4,932,967.65. The deficiency claim of CPG's against GPW totaling $2,653,000, will be dealt with under this Class, will not receive any dividends as part of this Class, but is entitled to vote to accept or reject the Plan. Holders of Class 4(b) Allowed General Unsecured Claims, including those arising from rejected executory contracts, but excluding CPG/GS' deficiency claim, those arising from deposits in escrow by individuals for the purchase of units at Atlantis Condominium, and those related to Insiders and Affiliates, if any, will be paid in full satisfaction of such Claims on the Effective Date pro-rata from the remaining balance of the SCI Carve-Out, after the payment therefrom of the above listed Administrative Expense Claims, including allowed professional fees and expenses, Allowed Priority Tax Claims, and Priority Claims (Class 3 Claims allowed in the Bankruptcy Case (SCI)). A copy of the Joint Disclosure Statement is available for free at: http://bankrupt.com/misc/swisschalet.doc135.pdf About The Swiss Chalet Inc. The Swiss Chalet Inc., developed the Gallery Plaza Condominium and Atlantis Condominium in San Juan, Puerto Rico. SCI also owns the DoubleTree Hotel in Condado, San Juan, Puerto Rico, adjacent to the Gallery Plaza. SCI filed a Chapter 11 petition (Bankr. D. P.R. Case No. 11-04414) on May 27, 2011. Charles A. Cuprill, P.S.C. Law Offices, in San Juan, P.R., serves as its bankruptcy counsel. CPA Luis R. Carrasquillo & Co., P.S.C., serves as its financial consultants. In its schedules, the Debtor disclosed total assets of $115,580,977 and total debts of $138,603,384. The petition was signed by Arnold Benus, director. About GP West GP West, Inc., based in San Juan, Puerto Rico, is engaged in the rental of residential and non-residential real properties under the name of GP West, Inc.. GPW owns a non-residential parcel of land located at the southwest corner of De Diego Avenue and Wilson Street, San Juan, P.R., which is currently leased to Supermercados Maximo, Inc. GPW also owns 8 residential apartments at Gallery Plaza Condominium, acquired in March 2011 for its affiliate SCI, 6 of which are currently leased to BPP Retail Management, LLC. GPW filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 11- 04954) on June 9, 2011. Eduardo J. Corretjer Reyes, Esq., at Bufete Roberto Corretjer Piquer, in San Juan, P.R., represents the Debtor in its restructuring effort. CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial consultant. In its schedules, the Debtor disclosed $13,384,251 in assets and $132,825,590 in debts. The petition was signed by Jose Teixidor Mendez, president. No trustee or examiner has been appointed in this Chapter 11 case, and no official committee of creditors or otherwise has been appointed or designated. TBS INTERNATIONAL: Wins Interim Approval to Use AIG Collateral -------------------------------------------------------------- BankruptcyData.com reports that the U.S. Bankruptcy Court granted interim approval to TBS International's motion for the continued use of the AIG collateral, pursuant to Section 363 of the Bankruptcy Code to provide the Debtors with working capital to support general vessel maintenance and capital expenditures required to support operation of the AIG vessels and providing adequate protection to AIG pursuant to Sections 361, 362, and 363 of the Bankruptcy Code solely to the extent of any diminution in value of the AIG collateral resulting from the use of such collateral during the Chapter 11 cases. The Court scheduled a Feb. 27, 2012 hearing to consider final approval. About TBS International TBS International plc, TBS Shipping Services Inc. and its various subsidiaries and affiliates -- http://www.tbsship.com/-- filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12- 22224) on Feb. 6, 2012. TBS provides ocean transportation services that offer worldwide shipping solutions to a diverse client base of industrial shippers in more than 20 countries to over 300 customers. Through a 41-vessel fleet of multipurpose tweendeckers and handysize and handymax dry bulk carriers, TBS, in conjunction with a network of affiliated service companies, offers (a) liner, parcel and bulk transportation services and (b) time charter services. TBS's global headquarters, located in Yonkers, New York, oversees all major corporate and operational decision-making, including in connection with drydocking of vessels and other capital expenditures, fleet positioning, and cargo arrangements with third parties, including major vendors and customers. As of the Petition Date, TBS has roughly 140 employees worldwide, the vast majority of whom work in the corporate headquarters. For the year ended Dec. 31, 2011, TBS's consolidated net revenue was roughly $369.7 million. Its consolidated debt is roughly $220 million. TBS filed together with the petition its Joint Prepackaged Plan of Reorganization dated Jan. 31, 2012. As of the Petition Date, the Debtors have received overwhelming acceptance of the Plan from all voting classes. If confirmed, the Plan will implement an agreed restructuring of the Debtors' obligations to their prepetition secured lenders, provide for the payment of all general unsecured claims in full, and effect the cancellation of existing equity interests at the parent holding company levels and the issuance of new equity interests to certain of the Debtors' lenders and key management. To implement this restructuring, the Debtors have obtained commitments to provide $42.8 million in debtor-in-possession financing and an equivalent amount of exit financing. The Debtors are requesting a hearing to confirm the Plan within 35 days of the Petition Date. Judge Robert D. Drain presides over the case. Michael A. Rosenthal, Esq., and Matthew K. Kelsey, Esq., at Gibson, Dunn & Crutcher LLP, serve as the Debtors' counsel. The Debtors' investment banker is Lazard Freres & Co. LLC, the financial advisor is AlixPartners LLP. The petition was signed by Ferdinand V. Lepere, executive vice president and chief financial officer. TBS disclosed US$143 million in assets and US$220 million in debt. TBS INTERNATIONAL: Wins Approval to Tap $42.8M Bankruptcy Loan -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that TBS International PLC got court permission to start spending a $42.8 million bankruptcy loan that will keep its 41-ship fleet sailing and refresh the company's finances, which have been worn down by weak overseas trade and growing fuel costs. About TBS International TBS International plc, TBS Shipping Services Inc. and its various subsidiaries and affiliates -- http://www.tbsship.com/-- filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-22224) on Feb. 6, 2012. TBS provides ocean transportation services that offer worldwide shipping solutions to a diverse client base of industrial shippers in more than 20 countries to over 300 customers. Through a 41-vessel fleet of multipurpose tweendeckers and handysize and handymax dry bulk carriers, TBS, in conjunction with a network of affiliated service companies, offers (a) liner, parcel and bulk transportation services and (b) time charter services. TBS's global headquarters, located in Yonkers, New York, oversees all major corporate and operational decision-making, including in connection with drydocking of vessels and other capital expenditures, fleet positioning, and cargo arrangements with third parties, including major vendors and customers. As of the Petition Date, TBS has roughly 140 employees worldwide, the vast majority of whom work in the corporate headquarters. For the year ended Dec. 31, 2011, TBS's consolidated net revenue was roughly $369.7 million. Its consolidated debt is roughly $220 million. TBS filed together with the petition its Joint Prepackaged Plan of Reorganization dated Jan. 31, 2012. As of the Petition Date, the Debtors have received overwhelming acceptance of the Plan from all voting classes. If confirmed, the Plan will implement an agreed restructuring of the Debtors' obligations to their prepetition secured lenders, provide for the payment of all general unsecured claims in full, and effect the cancellation of existing equity interests at the parent holding company levels and the issuance of new equity interests to certain of the Debtors' lenders and key management. To implement this restructuring, the Debtors have obtained commitments to provide $42.8 million in debtor-in- possession financing and an equivalent amount of exit financing. The Debtors are requesting a hearing to confirm the Plan within 35 days of the Petition Date. Judge Robert D. Drain presides over the case. Michael A. Rosenthal, Esq., and Matthew K. Kelsey, Esq., at Gibson, Dunn & Crutcher LLP, serve as the Debtors' counsel. The Debtors' investment banker is Lazard Freres & Co. LLC, the financial advisor is AlixPartners LLP. The petition was signed by Ferdinand V. Lepere, executive vice president and chief financial officer. TBS disclosed US$143 million in assets and US$220 million in debt. TEXASBANC CAPITAL: Fitch Cuts Rating on Preferred Stock to 'BB+' ---------------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Ratings (IDRs) of Compass Bancshares to 'A-' from 'A'. The action is taken as a result of the downgrade of the parent company, Banco Bilbao Vizcaya Argentaria SA's (BBVA) ratings. Compass Bancshares, Inc.'s (CBSS) ratings were downgraded reflecting the actions taken on BBVA. Since CBSS's ratings and Outlook are correlated with those of BBVA, changes in BBVA's ratings result in changes to CBSS's IDRs and Outlook. BBVA's long-term IDR was downgraded earlier today to 'A' from 'A+' and the Rating Outlook revised to Negative from Stable. CBSSs' IDRs are currently notched one level below those of its parent, and move in conjunction with BBVA. Compass' Viability Ratings (VRs) of 'bbb+', which reflects the company's standalone strength absent any extraordinary support, are affirmed. The affirmation reflects the company's moderating trends in asset quality, sound capital base, offset by its modest earnings profile. While problem asset levels remain elevated, the bank's level of non-accrual assets has fallen over 40% since the March 31, 2010 peak level. CBSS has also been able to reduce its concentration in construction and land development loans (C&LD), a portfolio which has exhibited considerable stress over the past several years. C&LD loans as a percentage of capital have fallen to 64% of total risk-based capital at September 30, 2011, down from 144% at year end (YE) 2009. The company's capital base remains sound with a Tier 1 common equity ratio of 11.28% at Dec. 31, 2011. Capital levels have benefited through external capital support from BBVA, most notably in 2009 and 2010. CBSS's performance over the past several years has been pressured by large goodwill impairment charges and high credit costs. Excluding the goodwill charges, reported return metrics are somewhat below similarly-rated peers. CBSS, as are others in the industry, is faced with a difficult operating environment, including increased regulatory costs, low interest rates, and weak loan demand. CBSS has a good funding profile that does not rely excessively on wholesale funds. Funding is aided by a large non-interest-bearing deposit base that consistently represents approximately 28% of total deposits. Fitch does not see near-term upward momentum in the company's VR given the relatively modest earnings profile. If operating metrics were to continue to underperform peer averages, CBSS' VR could be pressured by a downgrade. Conversely, over the intermediate-to-long term, the VR could be upgraded if CBSS achieves improved profitability metrics more in line with peer averages in the 'a-'rating category. Upward momentum in ratings would also occur in conjunction with a continued decline in non-performing assets (NPAs) and the maintenance of a sound capital profile, though Fitch sees this scenario as unlikely. CBSS's long-term and short-term IDR both reflect the institutional support derived by its ownership by BBVA. If BBVA's ratings were downgraded again, CBSS' short-term IDR would be downgraded from 'F1' to 'F2'. The multiple-notch downgrade of TexasBanc Capital Trust I reflects application of Fitch's new bank regulatory capital securities rating criteria entitled 'Rating Bank Regulatory Capital and Similar Securities' dated Dec. 15, 2011. The following ratings are downgraded, and removed from Rating Watch Negative: Compass Bancshares, Inc. -- Long-term IDR to 'A-' from 'A'; Outlook Negative. Compass Bank -- Long-term IDR to 'A-' from 'A'; Outlook Negative; -- Long-term deposits to 'A' from 'A+'; -- Senior unsecured to 'A-' from 'A'; -- Subordinated debt to 'BBB+' from 'A-'. TexasBanc Capital Trust I -- Preferred stock to 'BB+' from 'BBB+'. The following ratings affirmed: Compass Bancshares, Inc. -- Short-term IDR at 'F1'; -- Viability at 'bbb+'; -- Support at '1'. Compass Bank -- Short-term IDR at 'F1'; -- Viability at 'bbb+'; -- Short-term deposits at 'F1'; -- Support at '1'. THERMODYNETICS INC: Incurs $173,000 Net Loss in Dec. 31 Quarter --------------------------------------------------------------- Thermodynetics, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $173,000 on $66,000 of rental income for the three months ended Dec. 31, 2011, compared with net income of $138,000 on $134,000 of rental income for the same period a year ago. The Company reported a net loss of $614,000 on $203,000 of rental income for the nine months ended Dec. 31, 2011, compared with net income of $1.11 million on $442,000 of rental income for the same period during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $3.91 million in total assets, $3.48 million in total liabilities and $431,000 stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/OFvtjg About Thermodynetics Thermodynetics, Inc., is engaged in managing its real estate and business holdings, and investing in other companies. In June 2011 the Company acquired the rights to a software program that is to be marketed in the wagering industry. The software is designed to assist individuals in selecting winning wagers in horse racing events. The Company is currently in default on their line of credit and its long-term mortgages. During June, 2010, the Company's bank commenced two legal proceedings. Certain of the Company's assets are being offered for sale which, upon consummation of a successful sale, would be expected to cure the defaults. TRANS-LUX CORP: Gabelli Funds Discloses 75.2% Equity Stake ---------------------------------------------------------- Gabelli Equity Series Funds, Inc. - The Gabelli Small Cap Growth Fund disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 14,055,000 shares of common stock of Trans-Lux Corporation representing 75.2% of the 18,686,923 shares outstanding as reported in the Company's most recent Form 10-Q for the quarterly period ended Sept. 30, 2011, assuming the Fund exchanges its 200,000 Series A Convertible Preferred Stock into 10,000,000 Common shares and its 2,000,000 A Warrants into 4,000,000 Common shares. A full-text copy of the filing is available for free at: http://is.gd/jixzPo About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. Trans-Lux reported a net loss of $7.03 million on $24.30 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $8.79 million on $28.54 million of total revenues during the prior year. The Company also reported a net loss of $5.45 million on $17.12 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $5.25 million on $18.73 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $29.73 million in total assets, $35.31 million in total liabilities, and a $5.58 million total stockholders' deficit. As reported by the TCR on April 8, 2011, UHY LLP, in Hartford, Connecticut, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant recurring losses from continuing operations and has a significant working capital deficiency. In 2009, the Company had a loss from continuing operations of $8.8 million and has a working capital deficiency of $16.0 million as of Dec. 31, 2009. Furthermore, the Company is in default of the indenture agreements governing its outstanding 9 1/2% Subordinated debentures and its 8 1/4% Limited convertible senior subordinated notes so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. TRIDENT MICROSYSTEMS: Taps Epping Hermann as Foreign IP Counsel --------------------------------------------------------------- Trident Microsystems, Inc., et al., seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ Epping Hermann Fischer Patentanwaltsgesellschaft mbH as special counsel for foreign IP matters, nunc pro tunc to Jan. 4, 2012. The firm will provide legal professional intellectual property services to the Debtors, including, but not limited to: * trademark prosecution work, * patent prosecution work, * representing the Debtors in cases before the German Patent and Trademark Office, the Federal German Patent Court (Bundespatentgericht), the European Patent Office, the World Organization of Intellectual Property, and the Office of Harmonization for the Internal Market; and * as coordinating foreign patent prosecution work through foreign counsel. EHF intends to: (a) charge for its legal services on an hourly basis and for certain enumerated services on a flat fee basis; (b) seek reimbursement of actual and necessary out-of-pocket expenses; (c) seek reimbursement of actual Official fees paid to Patent, Trademark and Court Authorities; and (d) seek reimbursement of official and professional fees invoiced to EHF from foreign IP agents. The firm's customary hourly rates are: German Patent Attorney (including partners) EUR 275 European Patent Attorney (including partner) EUR 275 Paralegal EUR 140 EHF holds a EUR10,000 retainer from the Debtors, which was paid before the bankruptcy filing. Volker Fischer, Esq., founder and partner of EHF, assures the Court his firm does not hold or represent an interest adverse to the Debtors. About Trident Microsystems Sunnyvale, California-based Trident Microsystems, Inc., currently designs, develops, and markets integrated circuits and related software for processing, displaying, and transmitting high quality audio, graphics, and images in home consumer electronics applications such as digital TVs, PC-TV, and analog TVs, and set- top boxes. The Company has research and development facilities in Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and Hyderabad, India; Austin, Texas; and Sunnyvale, California. The Company has sales offices in Seoul, South Korea; Tokyo, Japan; Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego, California; Mumbai, India; and Suresnes, France. The Company also has operations facilities in Taipei and Kaoshiung, Taiwan; and Hong Kong, China. Trident Microsystems and its Cayman subsidiary, Trident Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4, 2011. Trident said it expects to shortly file for protection in the Cayman Islands. Judge Christopher S. Sontchi presides over the case. Lawyers at DLA Piper LLP (US) serve as the Debtors' counsel. FTI Consulting, Inc., is the financial advisor. Union Square Advisors LLC serves as the Debtors' investment banker. PricewaterhouseCoopers LLP serves as the Debtors' tax advisor and independent auditor. Kurtzman Carson Consultants is the claims and notice agent. Trident had $309,992,980 in assets and $39,607,591 in liabilities as of Oct. 31, 2011. The petition was signed by David L. Teichmann, executive VP, general counsel & corporate secretary. TRIUS THERAPEUTICS: Brian Atwood Discloses 11.4% Equity Stake ------------------------------------------------------------- Brian G. Atwood and his affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 3,257,141 shares of common stock of Trius Therapeutics, Inc., representing 11.41% of the shares outstanding. As previously reported by the TCR on June 9, 2011, Mr. Atwood disclosed beneficial ownership of 3,257,141 shares. A full-text copy of the amended filing is available for free at http://is.gd/fpJmhL About Trius Therapeutics San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) -- http://www.triusrx.com/-- is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibiotics for serious, life-threatening infections. The Company's first product candidate, torezolid phosphate, is an IV and orally administered second generation oxazolidinone being developed for the treatment of serious gram-positive infections, including those caused by MRSA. In addition to the company's torezolid phosphate clinical program, it is currently conducting two preclinical programs using its proprietary discovery platform to develop antibiotics to treat infections caused by gram-negative bacteria. The Company has incurred losses since its inception and it anticipates that it will continue to incur losses for at least the next several years. The Company does not anticipate that its existing working capital, including the funds received on Aug. 6, 2010, from its IPO, alone will be sufficient to fund its operations through the successful development and commercialization of torezolid phosphate or any other products it develops. As a result, the Company says it will need to raise additional capital to fund its operations and continue to conduct clinical trials to support potential regulatory approval of torezolid phosphate and any other product candidates. The Company reported a net loss of $23.86 million on $8.03 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $22.68 million on $5.01 million of total revenues during the prior year. The Company also reported a net loss of $5.73 million on $36 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $15.11 million on $5.51 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $77.02 million in total assets, $15.64 million in total liabilities and $61.38 million in total stockholders' equity. "We are pleased to report our consistent achievement of objectives since our IPO in August 2010," said Jeffrey Stein, Ph.D., president and chief executive officer of Trius. "We look forward to continuing our track record of solid execution in our clinical trials and company development." TRIUS THERAPEUTICS: Wellington Discloses 11.6% Equity Stake ----------------------------------------------------------- Wellington Management Company, LLP, disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Jan. 31, 2012, it beneficially owns 4,477,216 shares of common stock of Trius Therapeutics, Inc., representing 11.65% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/RHe6Ma About Trius Therapeutics San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) -- http://www.triusrx.com/-- is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibiotics for serious, life-threatening infections. The Company's first product candidate, torezolid phosphate, is an IV and orally administered second generation oxazolidinone being developed for the treatment of serious gram-positive infections, including those caused by MRSA. In addition to the company's torezolid phosphate clinical program, it is currently conducting two preclinical programs using its proprietary discovery platform to develop antibiotics to treat infections caused by gram-negative bacteria. The Company has incurred losses since its inception and it anticipates that it will continue to incur losses for at least the next several years. The Company does not anticipate that its existing working capital, including the funds received on Aug. 6, 2010, from its IPO, alone will be sufficient to fund its operations through the successful development and commercialization of torezolid phosphate or any other products it develops. As a result, the Company says it will need to raise additional capital to fund its operations and continue to conduct clinical trials to support potential regulatory approval of torezolid phosphate and any other product candidates. The Company reported a net loss of $23.86 million on $8.03 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $22.68 million on $5.01 million of total revenues during the prior year. The Company also reported a net loss of $5.73 million on $36 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $15.11 million on $5.51 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $77.02 million in total assets, $15.64 million in total liabilities and $61.38 million in total stockholders' equity. "We are pleased to report our consistent achievement of objectives since our IPO in August 2010," said Jeffrey Stein, Ph.D., president and chief executive officer of Trius. "We look forward to continuing our track record of solid execution in our clinical trials and company development." TROPICANA ENTERTAINMENT: Moody's Assigns B2 CFR; Outlook Stable --------------------------------------------------------------- Moody's Investors Service assigned first time rating of a B2 Corporate Family Rating to Tropicana Entertainment Inc. (Tropicana), and a B2 rating to the company's $175 million senior secured term loan due 2018. Tropicana intends to use the proceeds of the new term loan to repay approximately $105 million of existing debt (unrated) that was put in place at the time the company emerged from bankruptcy, pay fees and expenses and increase cash balances by about $60 million. The term loan includes a $75 million accordion feature and will be secured by substantially all of the company's assets. The term loan will be guaranteed by Tropicana's wholly owned domestic subsidiaries. The outlook is stable. Ratings assigned: Corporate Family Rating at B2 Probability of Default Rating at B3 $175 million senior secured term loan due 2018 at B2 (LGD 3, 31% RATINGS RATIONALE Tropicana's B2 Corporate Family Rating reflects the company's small scale, in terms of revenue and its thin operating margins, and the need for Tropicana to absorb new supply entering two of its top three markets in 2012 -- Atlantic City, NJ and Baton Rouge, LA. Atlantic City and Baton Rouge accounted for about 40% of total property EBITDA during the last twelve months ended September 30, 2011. The ratings reflect ongoing regional macroeconomic pressures in some of its key markets, especially Atlantic City, NJ, and its limited operating history under the current management team. Additionally, the ratings take into consideration the need for extensive capital improvements at the company's Atlantic City property in order to meet management's goal of increasing the property's market share after years of poor management by the previous owner and given the length of time the company was in bankruptcy. Positive rating considerations include the company's moderate pro- forma leverage and good interest coverage and some geographic diversification as four of its nine properties make up more than 90% of Tropicana's property level EBITDA, including the relatively stable market position of Casino Aztar in southern Indiana. Moody's estimates Tropicana's pro forma debt/EBITDA is approximately 3.0 times and EBIT/interest is about 3.7 times (including Moody's standard adjustments). The company's good liquidity position, (pro forma cash balances around $210 million), moderate leverage and good interest coverage, provides the company with needed cushion to absorb the anticipated negative impact on earnings caused by the increase in supply in key markets. The stable rating outlook reflects Moody's view that Tropicana can absorb potential pressure on earnings and credit metrics caused by supply increases in Atlantic City and Baton Rouge and maintain debt/EBITDA below 3.5 times and EBIT/interest around 3.0 times. Ratings could rise if Tropicana is able to grow EBITDA and margins despite new supply pressure while maintaining good liquidity. Ratings could be lowered if the competitive environment impacts earnings more than currently anticipated causing Tropicana's already thin operating margins to decline. The principal methodology used in rating Tropicana Entertainment, Inc. was the Global Gaming Industry Methodology published in December 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Tropicana Entertainment Inc. is an owner and operator of regional casino and entertainment properties including three casinos in Nevada, two casinos in Mississippi, and one casino in each of Indiana, Louisiana and New Jersey. The company also owns one casino resort development located on the island of Aruba. Tropicana Entertainment Inc. is majority owned by Icahn Enterprises LP. The company generates approximately $620 million in net revenues annually. TROPICANA ENTERTAINMENT: S&P Assigns 'BB-' Corp. Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' corporate credit rating to Las Vegas-based Tropicana Entertainment Inc. The rating outlook is stable. "At the same time, we assigned Tropicana's proposed $175 million senior secured term loan due 2018 our 'BB+' issue-level rating (two notches higher than our 'BB-' corporate credit rating on the company). We assigned this debt a recovery rating of '1', indicating our expectation of very high (90% to 100%) recovery for lenders in the event of payment default," S&P said. "Tropicana will use the proceeds from the proposed new term loan to repay its existing $150 million credit facilities (under which there was $105 million of debt outstanding as of Sep. 30, 2011), and add cash to the balance sheet. The company emerged from bankruptcy in March 2010 and the existing debt was put into place during the bankruptcy process," S&P said. "Our 'BB-' corporate credit rating on Tropicana reflects our assessment of the company's financial risk profile as 'aggressive,' and our assessment of the company's business risk profile as 'weak,' according to our criteria," S&P said. "Our assessment of Tropicana's financial risk profile as aggressive reflects adjusted leverage that we expect to track in the low-3x area, because we believe competition in two of the company's key markets will pressure performance over the course of 2012 and 2013 and drive leverage up moderately from levels anticipated pro forma for the proposed transaction," said Standard & Poor's credit analyst Carissa Schreck. In addition, upon close of the transaction, Tropicana will have over $200 million of cash on its balance sheet. We expect the company to actively seek investment opportunities with these funds, as well as potentially incur incremental debt, over the intermediate term," S&P said. "Our assessment of Tropicana's business risk profile as weak reflects its geographically diverse portfolio, but also considers significant competitive pressures the company faces at some of its key properties. Tropicana owns and operates eight gaming facilities in the U.S. and one in Aruba. Over the next two years, competition will intensify as new properties open in Atlantic City, N.J., and Baton Rouge, La. We estimate Tropicana's Atlantic City and Baton Rouge properties currently are over 50% of the company's net revenue," S&P said. ULURU INC: Gets Notice From NYSE on Continued Listing Standards --------------------------------------------------------------- ULURU Inc. disclosed that the Company has received notice from the NYSE Amex, dated Feb. 3, 2012, indicating that the Exchange has accepted the Company's plans of compliance and granted the Company an extension until April 2, 2012 to regain compliance with the continued listing standards of Section 1003(a)(iv) of the Exchange's Company Guide and an extension until March 21, 2013 to regain compliance with the continued listing standards of Section 1003(a)(iii) of the Exchange's Company Guide. Previously, the Company had received notice from the Exchange, dated Dec. 5, 2011, that the Company did not meet the provisions of Section 1003(a)(iv) since the Company has sustained losses which are so substantial in relation to its overall operations or its existing financial resources, or its financial condition has become so impaired that it appears questionable, in the opinion of the Exchange, as to whether the Company will be able to continue operations and/or meet its obligations as they mature. The Company had also received a previous notice from the Exchange, dated Sept. 21, 2011, that the Company was below the Exchange's stockholders' equity continued listing standards and did not meet the provisions of Section 1003(a)(iii) since the Company reported stockholders' equity of less than $6,000,000 at June 30, 2011 and has incurred losses from continuing operations and/or net losses in its five most recent fiscal years ended Dec. 31, 2010. The Company will be subject to periodic review by Exchange Staff during the extension period. Failure to make progress consistent with the plans or to regain compliance with the continued listing standards by the end of each applicable extension period could result in the Company being delisted from the Exchange. About ULURU Inc. ULURU Inc. is a specialty pharmaceutical company focused on the development of a portfolio of wound management and oral care products to provide patients and consumers improved clinical outcomes through controlled delivery utilizing its innovative Nanoflex(TM) Aggregate technology and OraDisc(TM) transmucosal delivery system. U.S. 19: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------- Debtor: U.S. 19 Land Trust No. 99 10619 US Highway 19 Port Richey, FL 34668 Bankruptcy Case No.: 12-01855 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Caryl E. Delano Debtor's Counsel: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com Scheduled Assets: $2,213,851 Scheduled Liabilities: $6,319,965 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb12-01855.pdf The petition was signed by Nagender Reddy (Hanar, LLC) & Kotamreddy Reddy (VLG Hosp), trustee and beneficiary. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- VLG Hospitality, LLC 12-01689 02/07/12 VITESSE SEMICONDUCTOR: Linden Ceases to Hold 5% Equity Stake ------------------------------------------------------------ Linden Capital LP and its affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 588,888 shares of common stock of Vitesse Semiconductor Corporation representing 2.35% of the shares outstanding. As previously reported by the TCR on Feb. 2, 2011, Linden Capital disclosed beneficial ownership of 1,425,918 shares. A full-text copy of the amended filing is available for free at: http://is.gd/nTkogI About Vitesse Based in Camarillo, California, Vitesse Semiconductor Corporation (Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs, develops and markets a diverse portfolio of semiconductor solutions for Carrier and Enterprise networks worldwide. In October 2009, Vitesse completed a debt restructuring transaction that resulted in the conversion of 96.7% of the Company's 2024 Debentures into a combination of cash, common stock, Series B Preferred Stock and 2014 Debentures. With respect to the remaining 3.3% of the 2024 Debentures, Vitesse settled its obligations in cash. Additionally, Vitesse repaid $5.0 million of its $30.0 million Senior Term Loan, the terms of which were amended as part of the debt restructuring transactions. Vitesse Semiconductor Corporation filed with the U.S. Securities and Exchange Commission, its Annual Report on Form 10-K reporting a net loss of $14.81 million on $140.96 million of net revenues for the year ended Sept. 30, 2011, compared with a net loss of $20.05 million on $165.99 million of net revenues during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $58.84 million in total assets, $87.25 million in total liabilities and a $28.41 million total stockholders' deficit. WASHINGTON MUTUAL: Files Emergency Motion to Move Hearing --------------------------------------------------------- BankruptcyData.com reports that Washington Mutual filed with the U.S. Bankruptcy Court an emergency motion to adjourn the hearing on the motion of the Policemen's Annuity and benefit Fund of the City of Chicago, Boilermakers National Annuity Trust and Doral Bank of Puerto Rico and together with Chicago PABF and Boilermakers (the MBS Plaintiffs) for an order certifying class for the purposes of the class claim, pursuant to Federal Rule of Civil Procedure 23 and Bankruptcy Rule 7023. The objection explains, "If the past is an indicator of the future, the. . . confirmation hearing will be lengthy, will involve multiple witnesses, and will include arguments and objections from numerous parties and individuals. . . kll\There is no need to further burden the Debtors, other parties in interest, or the Court with a hearing on the MBS Plaintiffs' Motion in the midst of what will undoubtedly be a complex and contested confirmation hearing for the Seventh Amended Plan. Instead, the Court should focus only on the items directly related to confirmation, or required for confirmation." 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. WILCOX EMBARCADERO: Status Conference Set for Feb. 28 ----------------------------------------------------- The Bankruptcy Court scheduled a Status Conference in the Chapter 11 case of Wilcox Embarcadero Associates, LLC, for Feb. 28, 2012, at 1:30 p.m. at Oakland Room 201-Efremsky. The Debtor is required to file a Status Conference Statement today, Feb. 14. Wilcox Embarcadero Associates, LLC, filed a Chapter 11 petition in Oakland (Bankr. N.D. Calif. Case No. 12-40758) on Jan. 26, 2012. Wilcox operates a commercial building, leasing warehouse, wholesale, retail and office space. Wilcox operates in the Bay Area and has been in business for 10 years. The Debtor says it is a single asset real estate case. The Debtor disclosed $10.2 million in assets and under $8.6 million in liabilities in its schedules. The Debtor's property secures an $8.55 million debt to Wells Fargo and Owens Mortgage Investment Fund, LP. The Debtor said it incurred financial difficulty when its primary lender, the holder of the First Deed of Trust, refused to extend, modify or refinance the loan. The Debtor is in negotiations with a new lender to take out the lender, but needs more time to accomplish this task. Judge Roger L. Efremsky presides over the case. Steele, George, Schofield & Ramos LLP serves as the Debtor's reorganization counsel. WILCOX EMBARCADERO: Sec. 341 Creditors' Meeting Set for March 14 ---------------------------------------------------------------- The United States Trustee in Oakland, California, will convene a Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the bankruptcy case of Wilcox Embarcadero Associates, LLC, on Feb. 27, 2012, at 2:00 p.m. at Oakland U.S. Trustee Office. This is the first Sec. 341 meeting of creditors. The Debtors' representative must be present at the meeting to be questioned under oath by the United States Trustee and by creditors. Creditors are welcome to attend, but are not required to do so. The meeting may be continued and concluded at a later date without further notice. Proofs of claim are due in the case by May 29, 2012. About Wilcox Embarcadero Associates Wilcox Embarcadero Associates, LLC, filed a Chapter 11 petition in Oakland (Bankr. N.D. Calif. Case No. 12-40758) on Jan. 26, 2012. Wilcox operates a commercial building, leasing warehouse, wholesale, retail and office space. Wilcox operates in the Bay Area and has been in business for 10 years. The Debtor says it is a single asset real estate case. The Debtor disclosed $10.2 million in assets and under $8.6 million in liabilities in its schedules. The Debtor's property secures an $8.55 million debt to Wells Fargo and Owens Mortgage Investment Fund, LP. The Debtor said it incurred financial difficulty when its primary lender, the holder of the First Deed of Trust, refused to extend, modify or refinance the loan. The Debtor is in negotiations with a new lender to take out the lender, but needs more time to accomplish this task. Judge Roger L. Efremsky presides over the case. Steele, George, Schofield & Ramos LLP serves as the Debtor's reorganization counsel. WILCOX EMBARCADERO: Taps Steele George as Bankruptcy Counsel ------------------------------------------------------------ Wilcox Embarcadero Associates, LLC, seeks Bankruptcy Court permission to employ Steele, George, Schofield & Ramos LLP as its reorganization counsel. According to papers filed by the Debtor in court, Steele George has extensive experience in the bankruptcy courts in the Northern District of California. Its lead attorney, Alan E. Ramos, Esq., has represented debtors and creditors as counsel and has been appointed as reorganization consultant for debtors and creditors and assisted trustees in several bankruptcy cases. Mr. Ramos has been a member of the State Bar of California since 2001 and admitted to practice in the United States District Court for the Northern District of California since 2003. The Debtor believes that Steele George does not hold or represent an interest adverse to the Debtor or the Debtor's bankruptcy estate and is a "disinterested person" as that term is defined in Bankruptcy Code Sec. 101(14). The Debtor has agreed to pay Steele George its standard hourly rate. The principal attorney designated to represent the Debtor in the case is Alan E. Ramos; his standard hourly rate is: $400. Other attorneys and paralegals may from time to time perform services for the Debtor. The hourly rates charged by those individuals will not exceed $400 per hour for attorneys or $150 per hour for paralegals. In a separate filing, the Debtor asks the Court to designate Jeffrey A. Wilcox, the Debtor's managing member, as responsible individual for the Debtor, pursuant to B.L.R. 4002-1. About Wilcox Embarcadero Associates Wilcox Embarcadero Associates, LLC, filed a Chapter 11 petition in Oakland (Bankr. N.D. Calif. Case No. 12-40758) on Jan. 26, 2012. Wilcox operates a commercial building, leasing warehouse, wholesale, retail and office space. Wilcox operates in the Bay Area and has been in business for 10 years. The Debtor says it is a single asset real estate case. The Debtor disclosed $10.2 million in assets and under $8.6 million in liabilities in its schedules. The Debtor's property secures an $8.55 million debt to Wells Fargo and Owens Mortgage Investment Fund, LP. The Debtor said it incurred financial difficulty when its primary lender, the holder of the First Deed of Trust, refused to extend, modify or refinance the loan. The Debtor is in negotiations with a new lender to take out the lender, but needs more time to accomplish this task. Judge Roger L. Efremsky presides over the case. WILLIAM LYONS: Wins Court Nod for Plan to Cut Debt by 36% --------------------------------------------------------- William Lyon Homes won court approval Friday to proceed with a reorganization plan that will slash the homebuilder's debt load by 36% and infuse the company with $85 million in new equity capital. U.S. Bankruptcy Judge Christopher S. Sontchi signed off on the prepackaged plan after a court hearing where the proposal went unopposed, according to Law360. Judge Sontchi previously entered an order authorizing the Debtors' employment of Alvarez & Marsal North America, LLC, as their financial advisors. William Lyon has filed a request for permission to employ Jackson Demarco Tidus Peckenpaugh as special counsel. JDTP will, among other things: -- provide non-bankruptcy advise to the Company and assist the bankruptcy counsel with respect to legal issues arising in or relating to the Company's ordinary course of business; and -- perform the range of services historically provided to the Debtors by JDTP and normally associated with matters handled by the Company's special corporate litigation. About William Lyon Homes Based in Newport Beach, California, William Lyon Homes and its subsidiaries -- http://www.lyonhomes.com/-- are primarily engaged in designing, constructing and selling single family detached and attached homes in California, Arizona and Nevada. William Lyon Homes and its affiliates commenced a prepackaged Chapter 11 reorganization (Bankr. D. Del. Lead Case No. 11-14019) on Dec. 19, 2011. William Lyon had been pursuing an out-of-court restructuring since January. The reorganization plan, announced in November, will reduce debt on borrowed money from $510 million to $328 million. The Debtors intend to obtain approval of the bankruptcy plan at a hearing beginning Feb. 10, 2012. The Chapter 11 plan already has been accepted by 97% in amount and 93% in number of senior unsecured notes. The Plan exchanges the notes for equity and generates $85 million in new cash. Holders owed $300 million on senior unsecured notes are to exchange the debt for $75 million in new secured notes plus 28.5% of the common equity. The Lyon family will invest $25 million in return for 20% of the common stock and warrants for another 9.1%. Senior secured lenders led by ColFin WLH Funding LLC, an affiliate of real-estate finance and investment company Colony Financial Inc., would receive a new $235 million 10.25% three-year secured note for existing secured claim of at least $206 million in principal. There will be a rights offering to buy $10 million in common stock and $50 million in convertible preferred stock, representing 51.5% of the new equity. A noteholder has agreed to buy any of the offering that isn't purchased. The company didn't make a $7.5 million interest payment payable Oct. 1, 2011, on $138.8 million in 10.75% senior notes due 2013. William Lyon expects to pay its remaining creditors in full, including vendors and other general unsecured creditors. Judge Christopher S. Sontchi presides over the case. Lawyers at Pachulski Stang Ziehl & Jones LLP serve as the Debtors' counsel. Lawyers at Irell & Manella LLP serve as their special counsel. Alvarez & Marsal North America LLC serves as the Debtors' financial advisors. Kurtzman Carson Consultants, LLC, serves as the Debtors' claims and notice agent. The petition says assets are $593.5 million with debt totaling $606.6 million as of Sept. 30, 2011. Counsel to the Backstop Investors are Matthew K. Kelsey, Esq., and J. Eric Wise, Esq., at Gibson, Dunn & Crutcher LLP. Counsel to the Ad Hoc Noteholders Group are Mark Shinderman, Esq., and Neil Wertlieb, Esq., at Milbank, Tweed, Hadley & McCloy LLP. Delaware Counsel to the Ad Hoc Noteholders Group is Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP. The Prepetition Agent and the Prepetition Secured Lenders are represented by David P. Simonds, Esq., at Akin Gump Strauss Hauer & Feld LLP and David Stratton, Esq., at Pepper Hamilton LLP. The Prepetition Lenders also have hired FTI Consulting Inc. as advisors. No creditors committee has yet been appointed by the Office of the U.S. Trustee. WINDSTREAM CORP: S&P Assigns 'BB+' Senior Secured Term Loan A-3 --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' issue-level rating on Little Rock-based incumbent local exchange carrier (ILEC) Windstream Corp.'s amended and restated $2.8 billion senior secured credit facility and assigned its 'BB+' issue-level rating to the company's proposed $280 million senior secured term loan A- 3. The recovery rating is '1', which indicates expectations for very high (90%-100%) recovery in the event of payment default. This credit facility amends and restates the term loans in the credit agreement by extending the maturity and resetting the amortization of the existing A-2 tranche while creating a new A-3 tranche. The amended facility will consist of a $1.25 billion revolver, a $172 million term loan A-2 due 2013 -- a portion of which will be extended to 2016, a $284 million term loan B-1 due 2013, a $1.05 billion term loan B-2 due 2015, and the new $280 million term loan A-3. "Our 'BB-' corporate credit rating and stable outlook on Windstream are not affected by the new debt since we expect the company to use the proceeds to repay $280 million outstanding under the revolver; we therefore believe that pro forma leverage of about 3.9x should remain unchanged," S&P said. "The ratings on Windstream reflect an aggressive shareholder- oriented financial policy with a commitment to a substantial common dividend, which limits potential debt reduction; an aggressive acquisition strategy; and a 'weak' business risk profile characterized by competitive pressures from wireless substitution and cable telephony, with resultant ongoing access- line losses. Through a series of acquisitions, the company has also increased its exposure to business segments with even greater competition, including competitive local exchange carriers, which have weak margins and depend on the incumbent local telephone company to provide services," S&P said. Tempering factors include the company's solid market position as the leading provider of local and long-distance telecommunications services in somewhat less competitive and geographically diverse secondary and tertiary markets, growth from digital subscriber- line (DSL) services, still-healthy EBITDA margins, and solid free operating cash flow. Ratings List Windstream Corp. Corporate Credit Rating BB-/Stable/-- New Ratings Windstream Corp. $280 mil senior secured term loan A-3 BB+ Recovery Rating 1 Ratings Affirmed Windstream Corp. Senior Secured Amended & extended cred fac BB+ Recovery Rating 1 WOOD COTTON: Case Summary & 11 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Wood Cotton Management, Inc. 14 Chardonnay Road Commack, NY 11725 Bankruptcy Case No.: 12-10402 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court Northern District of Georgia (Newnan) Debtor's Counsel: J. Nevin Smith, Esq. SMITH CONERLY LLP 402 Newnan Street Carrollton, GA 30117 Tel: (770) 834-1160 Fax: (770) 834-1190 E-mail: cstembridge@smithconerly.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 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ganb12-10402.pdf The petition was signed by Peter Tu, president. YRC WORLDWIDE: Deutsche Bank Ceases to Hold 5% Equity Stake ----------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Deutsche Bank AG disclosed that, as of Jan. 31, 2012, it beneficially owns 208,678 shares of common stock of YRC Worldwide Inc. representing 3.05% of the shares outstanding. As of Dec. 30, 2011, Deutsche Bank beneficially owns 379,083 shares or 5.54% equity stake. A full-text copy of the amended filing is available for free at http://is.gd/Sm7nBh 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. ZALE CORP: Bank of New York Ceases to Hold 5% Equity Stake ---------------------------------------------------------- The Bank of New York Mellon Corporation disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Jan. 31, 2012, it beneficially owns 460,857 shares of common stock of Zale Corporation representing 1.43% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/0G02wT About Zale Corporation Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) -- http://www.zalecorp.com/-- is a specialty retailer of diamonds and other jewelry products in North America, operating approximately 1,900 retail locations throughout the United States, Canada and Puerto Rico, as well as online. Zale Corporation's brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples Jewellers, Mappins Jewellers and Piercing Pagoda. Zale also operates online at http://www.zales.com/, http://www.zalesoutlet.com/, http://www.gordonsjewelers.com/and http://www.pagoda.com/ As reported by the Troubled Company Reporter on February 10, 2010, The Deal.com's Sara Behunek reported that analysts said bankruptcy looms for Zale if it fails to restructure its debt and put in place a solid merchandising strategy. The Company reported a net loss of $112.30 million on $1.74 billion of revenue for the year ended July 31, 2011, compared with a net loss of $93.67 million on $1.61 billion of revenue during the prior year. The Company's balance sheet at Oct. 31, 2011, showed $1.31 billion in total assets, $1.14 billion in total liabilities and $173.51 million total stockholders' investment. ZIP SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Zip Systems, Inc. 38 Old Complain Road Hillsborough, NJ 08844 Bankruptcy Case No.: 12-13276 Chapter 11 Petition Date: February 10, 2012 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Kathryn C. Ferguson Debtor's Counsel: Anthony J. Pasquariello, Esq. 305 E. Main Street Rockaway, NJ 07866 Tel: (201) 410-8253 Fax: (973) 784-4515 E-mail: tonyplaw@optonline.net Scheduled Assets: $1,124,563 Scheduled Liabilities: $1,918,788 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/njb12-13276.pdf The petition was signed by John W. Weigele, president. ZOGENIX INC: Chicago Growth Discloses 4.2% Equity Stake ------------------------------------------------------- Chicago Growth Partners II, LP, and its affiliates disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 2,962,327 shares of common stock of Zogenix, Inc., representing 4.2% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/lyzoSm About Zogenix Inc. Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. As reported in the TCR on March 8, 2011, Ernst & Young LLP, in San Diego, Calif., expressed substantial doubt about Zogenix'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 lack of sufficient working capital. The Company also reported a net loss of $60.19 million on $29.67 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $71.42 million on $14.63 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $116.88 million in total assets, $86.71 million in total liabilities and $30.16 million in total stockholders' equity. ZOO ENTERTAINMENT: Michael Self Discloses 3.9% Equity Stake ----------------------------------------------------------- Michael Self and his affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 313,996 shares of common stock of Zoo Entertainment, Inc., representing 3.92% of the shares outstanding. A full-text copy of the amended filing is available for free at http://is.gd/Dvx7DE About Zoo Entertainment Cincinnati, Ohio-based Zoo Entertainment, Inc. (NASDAQ CM: ZOOG) is a developer, publisher and distributor of interactive entertainment for Internet-connected consoles, handheld gaming devices, PCs, and mobile devices. The Company reported a net loss of $19.74 million on $8.59 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $837,000 on $43.71 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $6.19 million in total assets, $13.03 million in total liabilities and a $6.84 million total stockholders' deficit. As reported in the TCR on Apr 26, 2011, EisnerAmper LLP, in Edison, N.J., expressed substantial doubt about Zoo Entertainment's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has both incurred losses and experienced net cash outflows from operations since inception. * Straddling Taxes May Be Stretched Out Under Plan -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that individuals in Chapter 13 have the right to pay "straddling income tax claims" over the life of the plan, U.S. District Judge David M. Lawson in Detroit ruled on Feb. 10. The case is, State of Michigan v. Wilson (In re Wilson), 10-12886, U.S. District Court, Eastern District Michigan (Detroit). * Restaurants Adapt to Prolonged U.S. Economic Recovery ------------------------------------------------------- The prolonged recovery of the U.S. economy has forced restaurateurs to adapt to a "new normal," one in which they are now more efficient and innovative as they have learned to deal with a difficult sales and profit environment. This is one of many topics discussed in CIT's "2012 U.S. Restaurant Industry Outlook," featuring Bob Bielinski, Managing Director and head of the Restaurant Industry practice for CIT Group Inc. According to Mr. Bielinski, as restaurant companies competed for market share during the prolonged recovery of the U.S. economy, they were forced to get more efficient and innovative as they dealt with the difficult sales and profit environment. "As a result, consumers saw improved quality on food, new product offerings, and value pricing," says Mr. Bielinski. "In turn, customers are going to keep that better restaurant experience, and the company's profit margins should be increased when business improves." "M&A activity was good in 2010 and accelerated in 2011, making it an extremely strong year," says Mr. Bielinski. "For 2012 I think you are going to see a slower pace than you have over the past two years. There will be fewer headline transactions because of the dramatic turnover that's already taken place in private equity portfolios." The outlook for 2012 is that funding will be readily available for restaurant companies and franchisees. "I think debt for large- and middle-market restaurant companies will be readily available in 2012, just like it was in 2011," says Mr. Bielinski. "After a volatile fall and winter, the debt markets closed 2011 in very strong fashion. So long as there isn't an economic downturn in 2012, lenders will continue to fund restaurant companies." Social media has had a huge impact on the restaurant industry, allowing restaurant companies to communicate with their customers, and for their customers to communicate with each other. However, some question the long-term benefits of the daily deal sites. Mr. Bielinski comments, "There is a debate among restaurateurs as to whether the Groupon user will become a long-term customer. If the Groupon user is just a coupon chaser and moves from your restaurant to the next restaurant offering a deal, there is not much benefit for the restaurateur." According to the National Restaurant Association, close to 10 percent of the United States' workforce is employed by the restaurant industry, which makes it one of the nation's largest private sector employers. In addition, the restaurant industry gained back all of the jobs lost in the recession as of November 2011, with the industry currently providing 105,000 more jobs than it did at the pre-recession peak. * Florida Lawyer Barred From Court for Bad Language --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Florida lawyer Kevin C. Gleason had his 60-day suspension from practice in bankruptcy court upheld by a district judge in West Palm Beach. The report relates that all seven bankruptcy judges in the Southern District of Florida held a hearing together, after which they wrote an opinion in September suspending Gleason for 60 days on account of making "disrespectful and impertinent" attacks on U.S. Bankruptcy Judge John K. Olson in Fort Lauderdale. U.S. District Judge Kenneth A. Marra upheld the sanction. He said that Gleason's accusations about Olson were "unprofessional, rude, insulting and disrespectful." According to the report, Judge Marra said Mr. Gleason couldn't use the First Amendment "to shield himself from the imposition of sanctions for his deplorable and unprofessional conduct." The report recounts that among other things, Mr. Gleason had said in a filing in bankruptcy court, when referring to Judge Olson, "It is sad when a man of your intellectual ability cannot get it right when your own record does not support your half-baked findings." In addition to precluding Gleason from practicing in bankruptcy courts in southern Florida for two months, the bankruptcy judges referred the matter the Florida Bar Association for disciplinary proceedings. The case is In re Gleason, 11-62406, U.S. Bankruptcy Court, Southern District of Florida (West Palm Beach). * Linklaters Grabs Spot as Law360's Largest Bankruptcy Group ------------------------------------------------------------ Lisa Uhlman at Bankruptcy Law360 reports that with nearly twice as many dedicated bankruptcy attorneys as the next-largest group, Linklaters LLP's restructuring and insolvency practice has lawyers stationed throughout the world, prepared to handle the most complex and challenging domestic and cross-border cases. Linklaters' restructuring team, with 316 dedicated bankruptcy attorneys, is followed by Latham & Watkins LLP and its 185 attorneys and Baker & McKenzie LLP, which boasts 159, according to the Law360 Bankruptcy 100 list. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- April 3-5, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Grand Hyatt Atlanta, Atlanta, Ga. Contact: http://www.turnaround.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ November 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ April 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ October 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2012. 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 ***