/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/120924.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, September 24, 2012, Vol. 16, No. 266 Headlines 1946 PROPERTY: 341 Meeting Continues Today A&S HOLDING: Case Summary & 12 Unsecured Creditors ACTIVECARE INC: Intends to Purchase Rapid Medical and Green Wire ALLIED SYSTEMS: Wants Plan Filing Period Extended through Jan. 7 ALLIANCE 2009: Asks Court to Approve Hiring of H3GM as Counsel ALLIANCE 2009: Initial Case Conference Set for Oct. 3 ALLIANCE 2009: Sec. 341 Creditors' Meeting Set for Oct. 25 AMERICAN AIRLINES: Appaloosa Said to Benefit in USAir Merger AMERICAN AIRLINES: Lenders Want Cash for Declining Aircraft Value ARCAPITA BANK: Committee Can Retain Houlihan as Fin'l Advisor ARCAPITA BANK: Reaches Settlement With 6 Senior Managers ARCAPITA BANK: Obtains Court's Nod to Implement EuroLog IPO ART HORIZONS: Shuts Down Business Operation in Late August ARTHUR NONNEMAN: Court Rules on Loan Contract Dispute ATP OIL: IMOS Wants Liquidator for Israel Unit ATWATER, CA: Mulls Fiscal Emergency, Bankruptcy BAKER & TAYLOR: S&P Cuts CCR to 'B-' on Weak 4th Qtr. Results BERNARD L. MADOFF: Trustee Mails 1,230 Checks for $2.48 Billion BERRY PLASTICS: Amends 29.4 Million Common Shares Prospectus BERRY PLASTICS: S&P Puts 'B-' Corp. Credit Rating on Watch Pos BFSH LLC: Voluntary Chapter 11 Case Summary BROADVIEW NETWORKS: Secures $25MM Bankruptcy-Exit Loan BROADWAY FINANCIAL: Amends Q1 Form 10-Q, Posts $154,000 Earnings CANADIAN NORTHERN: A.M. Best Lifts Fin. Strength Rating From 'B' CATALYST PAPER: Begins Sales Process for Snowflake Mill & Assets CELL THERAPEUTICS: To Issue 3MM Shares Under 2007 Incentive Plan CHARLES STREET: Church Purges Bank's Default Interest CHINA TEL GROUP: To Issue 12.2-Mil. Common Shares to Contractors CHINA TEL GROUP: Issues 6.29MM Shares to James Shaw, et al. CIP INVESTMENT: Can Employ Bryan Cave as Bankruptcy Counsel CIP INVESTMENT: Taps Foulston Siefkin as Special Counsel CIP INVESTMENT: Files Schedules of Assets and Liabilities CIRCLE STAR: Incurs $1.9 Million Net Loss in July 31 Quarter CIRCUS AND ELDORADO: Investigation Period Extended Until Oct. 31 CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market COLLINS AND WALTON: Case Summary & 20 Largest Unsecured Creditors COMPUCOM SYSTEMS: S&P Affirms 'B+' CCR on Refinancing COOL FROOTZ: Voluntary Chapter 11 Case Summary DELUXE ENTERTAINMENT: S&P Affirms 'B-' CCR; Outlook Negative DEWEY & LEBOEUF: Answers Objections to $71MM Clawback Deal DEX MEDIA EAST: Bank Debt Trades at 38% Off in Secondary Market DEX MEDIA WEST: Bank Debt Trades at 35% Off in Secondary Market DIGITAL DOMAIN: Proposes $350,000 Bonus Program DIGITAL DOMAIN: Expects Robust Bidding at Auction DOLE FOOD: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive DOLPHIN DIGITAL: Inks 3-Year Contract With CEO William O'Dowd DYNEGY HOLDINGS: Settles Cherokee Contract Fight For $3MM EAGLE POINT: Taps Brown Chudleigh to Appraise Real Estate Assets EASTMAN KODAK: Authorized to Sign New Movie Film Contracts EMERGENCY MEDICAL: S&P Affirms 'B+' Corporate Credit Rating FIRST AMERICAN: S&P Lowers CCR to 'B' After Dividend Recap FLETCHER INTERNATIONAL: Section 341 Meeting Continued to Sept. 27 FLETCHER INT'L: Taps Appleby as Bermuda Counsel FLETCHER INT'L: Wants Access to Cash Collateral of Credit Suisse FLETCHER INTERNATIONAL: Hiring Donald MacKenzie as CRO FLETCHER INTERNATIONAL: Has Until Today to File Schedules and SOFA FRIGORIFICO MARIN: To Sell Commercial Property; Case Is 'SARE' GATEHOUSE MEDIA: Bank Debt Trades at 69% Off in Secondary Market GRAYMARK HEALTHCARE: Releases Financial Info on Pro Forma Basis GREAT BASIN: Wins Approval of $35-Mil. Working Capital Loan GUIDED THERAPEUTICS: Gets $2.9-Mil. from Warrant Exchange Offer HARDAGE HOTEL: Taps HREC, 2 Others as Brokers for Hotels HARDAGE HOTEL: Taps Solomon Ward to Negotiate with OneWest Bank HAWKER BEECHCRAFT: Bank Debt Trades at 27% Off in Secondary Market HOSTESS BRANDS: Asks Court to Impose Concessions on Union HOVNANIAN ENTERPRISES: Unit Plans to Issue $797-Mil. Sr. Notes HOVNANIAN ENTERPRISES: Has Tender Offer for 10-5/8% Senior Notes HUMAN BEAN: Emerges From Bankruptcy With New Owners HUSSEY COPPER: Employees May Not Be Entitled to Bonuses INDIANAPOLIS DOWNS: Accepts Centaur's $500-Mil. Purchase Bid INTELSAT SA: Subsidiary to Offer $640 Million of Senior Notes JACK WORKS: Case Summary & 2 Unsecured Creditors JOHN SMITH: Creditors' Meeting Set for Oct. 12 JONES GROUP: S&P Keeps 'B+' Rating on $400MM Notes Due March 2019 KINDRED HEALTHCARE: S&P Keeps 'B+' Rating on Secured Term Loan LEHMAN BROTHERS: Ross Allowed to Purchase Navigator Stock LOUISIANA RIVERBOAT: U.S. Trustee Balks at Proposed Break-Up Fee LSP ENERGY: Judge Clears South Mississippi Electric to Buy Assets MALLEY HEIGHTS: Case Summary & 9 Largest Unsecured Creditors MAUNA LOA: Voluntary Chapter 11 Case Summary MARK VERNON: Bankruptcy Halts Gryzwa Lawsuit MDU COMMUNICATIONS: Ronald Ordway Discloses 22.4% Equity Stake MEDICURE INC: Reports $23.3 Million Net Income in Fiscal 2012 MGM RESORTS: Completes Sale of $1 Billion in Senior Notes MICHAELS STORES: S&P Affirms 'B' Corporate Credit Rating MITEL NETWORKS: S&P Affirms 'B' CCR; Revises Outlook to Negative MOUNT OLIVE: Case Summary & 20 Largest Unsecured Creditors MOUNTAIN NATIONAL: CEO Friddell Resigns, President Remains NET ELEMENT: OOO TOT Money Signs Contract with MegaFon NORTEL NETWORKS: US LTD Employees Files Objection NORTHCORE TECHNOLOGIES: Launches New Customer Web Platform NUVILEX INC: Incurs $510,500 Net Loss in July 31 Quarter ONCURE MEDICAL: S&P Withdraws 'B-' Corp. Credit Rating on Request PACIFIC GOLD: Investor Converts Debt to 45.2-Mil. Common Shares PATRIOT COAL: Blackstone Advisory Approved as Investment Banker PATRIOT COAL: Bowles Rice OK'd to Handle Property Acquisitions PATRIOT COAL: Can Hire Thompson Coburn to Handle Customer Disputes PATRIOT COAL: Committee Hires Cole Schotz as Conflicts Counsel PATRIOT COAL: Creditors Committee Hires Kramer Levin as Counsel PATRIOT COAL: Files Schedules of Assets and Liabilities PATRIOT COAL: Jackson Kelly to Assist in Environmental Matters PATRIOT COAL: Meeting of Creditors Adjourned to Oct. 18 PATRIOT COAL: Steptoe & Johnson Approved as Special Counsel POSITIVEID CORP: Issues 100 Series F Pref. Shares to Ironridge PRESTIGE INVESTMENTS: Voluntary Chapter 11 Case Summary PROTEONOMIX INC: Inks Pact to Conduct UMK-121 Phase 1 Trial RANCHER ENERGY: Court Confirms Plan of Reorganization RG STEEL: Sale of Sparrows Point Plant Approved RITE AID: Incurs $38.7 Million Net Loss in Sept. 1 Quarter ROCKWOOD SPECIALTIES: S&P Retains 'BB+' Corporate Credit Rating RYAN INTERNATIONAL: Boyd Group OK'd to Assist in Restructuring SABRE INC: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive SAN BERNARDINO, CA: Files List of 20 Largest Unsecured Creditors SANTEON GROUP: Incurred $94,500 Net Loss in Q3 2011 SBA COMMUNICATIONS: S&P Rates $300MM Unsecured Notes 'B-' SHERITT INT'L: DBRS Finalizes 'BB' Rating for $500MM New Debt SHERMACK PROPERTIES: Case Summary & 4 Unsecured Creditors SHOPPES AT THE FOREST: Case Summary & 8 Unsecured Creditors STEEL WORKS: Voluntary Chapter 11 Case Summary STRATEGIC AMERICAN: Jeremy Driver Discloses 41.6% Equity Stake STRATEGIC AMERICAN: Christopher Watts Holds 41.2% Equity Stake STOCKTON, CA: Hockey Club Revamps "Our City Isn't Bankrupt" Promo SUPERMEDIA INC: Meets with Dex One on Credit Pact Amendments TRIBUNE CO: Bank Debt Trades at 23% Off in Secondary Market TXU CORP: Bank Debt Trades at 32% Off in Secondary Market TXU CORP: Bank Debt Trades at 25% Off in Secondary Market UNITED AUTOMOBILE: A.M. Best Lowers Fin. Strength Rating to 'C' US FIDELIS: Founder Given 40-Month Prison Sentence USA SPRINGS: Case Trustee Gets $7.5MM Offer, May Skip Auction VANN'S INC: Appliance Retailer Heading Toward Liquidation VOLKSWAGEN-SPRINGFIELD: Todd Ruback Named as Privacy Ombudsman VYSTAR CORP: Acquires Sleep Diagnostic Company SleepHealth WWDT ENTERPRISES: Case Summary & 4 Unsecured Creditors ZOO ENTERTAINMENT: David Smith Discloses 78.9% Equity Stake * Moodys's Says Long-Term Care Insurers Face Uncertain Future * Lehman, MF Global, AMR Lead August Claim Trading * FDIC Likely to Pounce on GOP Insurer Insolvency Bill * Caplin & Drysdale Bolsters New York Tax Practice * Sands & Associates Joins Personal Bankruptcy Canada Network * Goldman Sachs' Tarver Moves to Renovo Capital * BOND PRICING -- For Week From Sept. 17 to 21, 2012 ********* 1946 PROPERTY: 341 Meeting Continues Today ------------------------------------------ The U.S. Trustee in San Antonio, Texas, will continue a Meeting of Creditors under 11 U.S.C. Sec. 341(angel) in the Chapter 11 case of 1946 Property LLC today, Sept. 24, 2012, at 11:00 a.m. at San Antonio Room 333. The Creditors' Meeting was first held Sept. 10. 1946 Property, LLC, filed a bare-bones Chapter 11 petition (Bankr. W.D. Tex. Case No. 12-52489) in San Antonio on Aug. 7, 2012. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), owns property in 1946 Northeast Loop 410, in San Antonio. Bankruptcy Judge Leif M. Clark presides over the case. Vickie L. Driver, Esq., at Coffin & Driver, PLLC. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Edward Reese, manager. A&S HOLDING: Case Summary & 12 Unsecured Creditors -------------------------------------------------- Debtor: A&S Holding, Inc. 420 N. Nellis, A3-146 Las Vegas, NV 89110 Bankruptcy Case No.: 12-20617 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Bruce A. Markell Debtor's Counsel: Seth D. Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM 9480 S. Eastern Avenue, Suite 213 Las Vegas, NV 89123 Tel: (702) 715-0000 Fax: (702) 666-8215 E-mail: seth@ballstaedtlaw.com sethballs@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $50,001 to $100,000 A copy of the Company's list of its 12 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nvb12-20617.pdf The petition was signed by Salim Rana, president. ACTIVECARE INC: Intends to Purchase Rapid Medical and Green Wire ---------------------------------------------------------------- ActiveCare, Inc., has entered into a letter of intent for the purchase of all of the assets and the assumption of certain liabilities of Rapid Medical Response, LLC, a Utah limited liability company, and Green Wire, LLC, a Utah limited liability company. The transaction is subject to completion of due diligence and execution of a definitive agreement on or before Sept. 30, 2012. About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., is organized into three business segments based primarily on the nature of the Company's products. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. The Company's business plan is to develop and market products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill, including those who may require a personal assistant to check on them during the day to ensure their safety and well being. As reported in the TCR on Dec. 30, 2011, Hansen, Barnett & Maxwell, P.C., expressed substantial doubt about ActiveCare's ability to continue as a going concern, following the Company's results for the year ended Sept. 30, 2011. The independent auditors noted that the Company has incurred recurring operating losses and has an accumulated deficit. The Company's balance sheet at June 30, 2012, showed $2.08 million in total assets, $5.34 million in total liabilities, and a stockholders' deficit of $3.26 million. ALLIED SYSTEMS: Wants Plan Filing Period Extended through Jan. 7 ---------------------------------------------------------------- Allied Systems Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to end the Debtors' exclusive period to file a plan through and including Jan. 7, 2013, and their exclusive period to solicit acceptances of a filed plan through and including March 7, 2013, citing, among others, that the Debtors' cases are sufficiently large and complex to support an extension of the exclusive periods. Further, Debtors say their cases have been pending for approximately three (3) months. The Debtors' initial exclusive filing period extends through Oct. 8, 2012, while the initial exclusive solicitation period extends through Dec. 7, 2012. About Allied Systems BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary petitions for Allied Systems Holdings Inc. and Allied Systems Ltd. (Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012. The signatories of the involuntary petitions assert claims of at least $52.8 million for loan defaults by the two companies. Allied Systems, through its subsidiaries, provides logistics, distribution, and transportation services for the automotive industry in North America. Allied Holdings Inc. previously filed for chapter 11 protection (Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005. Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the Debtors in the 2005 case. Allied won confirmation of a reorganization plan and emerged from bankruptcy in May 2007 with $265 million in first-lien debt and $50 million in second- lien debt. The petitioning creditors said Allied has defaulted on payments of $57.4 million on the first lien debt and $9.6 million on the second. They hold $47.9 million, or about 20% of the first-lien debt, and about $5 million, or 17%, of the second-lien obligation. They are represented by Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris, Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP. Allied Systems Holdings Inc. formally put itself and 18 subsidiaries into bankruptcy reorganization June 10, 2012, following the filing of the involuntary Chapter 11 petition. The Company is being advised by the law firms of Troutman Sanders, Gowling Lafleur Henderson, and Richards Layton & Finger. The bankruptcy court process does not include captive insurance company Haul Insurance Limited or any of the Company's Mexican or Bermudan subsidiaries. The Company also announced that it intends to seek foreign recognition of its Chapter 11 cases in Canada. An official committee of unsecured creditors has been appointed in the case. The Committee consists of Pension Benefit Guaranty Corporation, Central States Pension Fund, Teamsters National Automobile Transporters Industry Negotiating Committee, and General Motors LLC. The Committee is represented by Sidley Austin LLP. ALLIANCE 2009: Asks Court to Approve Hiring of H3GM as Counsel -------------------------------------------------------------- Alliance 2009 LLC seeks Bankruptcy Court authority to employ Harwell Howard Hyne Gabbert & Manner, P.C., as its Chapter 11 counsel at these hourly rates: Partners/Shareholders $300 - $550 per hour Associates $190 - $285 per hour Law Clerks $150 - $190 per hour Paralegals $140 - $185 per hour Craig Vernon Gabbert, Jr., at Harwell Howard Hyne Gabbert & Manner PC, leads the engagement. In the year preceding the petition date, the Debtro has paid the firm, also called H3GM in court papers, a total of $31,023 for services provided and expenses incurred in connection with or in contemplation of the Chapter 11 case. The firm holds a $150,000 retainer from the Debtor. According to the Debtor's court filing, the money paid to H3GM and the money held on retainer was funded in part, $11,715, by the Debtor's operating funds, and the balance by a prepetition loan or advance from the Debtor's managing member and payment direct to the law firm of the last prepetition bill. H3GM attests it does not represent any interest adverse to the Debtor or its estate in the matters upon which it is to be engaged. About Alliance 2009 Alliance 2009, LLC, filed a bare-bones Chapter 11 petition (Bankr. M.D. Tenn. Case No. 12-08515) on Sept. 17, 2012. Bankruptcy Judge Marian F. Harrison presides over the case. Harwell Howard Hyne Gabbert & Manner PC, serves as the Debtor's counsel. The Debtor estimated assets of $10 million to $50 million and up to debts of up to $10 million as of the Chapter 11 filing. In May, Regions Bank filed a lawsuit against Alliance 2009 and Milton A. Turner (N.D. Ala. 2:2012cv01789) for breach of contract. According to the Birmingham Business Journal, the lawsuit was on account of the Debtor's failure to pay a $7.5 million loan. The lawsuit claims the borrower failed to make payments due Oct. 15, 2011, on the $7.5 million loan made in December 2010. Mr. Turner guaranteed the debt. ALLIANCE 2009: Initial Case Conference Set for Oct. 3 ----------------------------------------------------- The Bankruptcy Court will hold an Initial Conference in the Chapter 11 case of Alliance 2009 LLC on Oct. 3, 2012, at 9:00 a.m. Alliance 2009, LLC, filed a bare-bones Chapter 11 petition (Bankr. M.D. Tenn. Case No. 12-08515) on Sept. 17, 2012. Bankruptcy Judge Marian F. Harrison presides over the case. Harwell Howard Hyne Gabbert & Manner PC, serves as the Debtor's counsel. The Debtor estimated assets of $10 million to $50 million and up to debts of up to $10 million as of the Chapter 11 filing. In May, Regions Bank filed a lawsuit against Alliance 2009 and Milton A. Turner (N.D. Ala. 2:2012cv01789) for breach of contract. According to the Birmingham Business Journal, the lawsuit was on account of the Debtor's failure to pay a $7.5 million loan. The lawsuit claims the borrower failed to make payments due Oct. 15, 2011, on the $7.5 million loan made in December 2010. Mr. Turner guaranteed the debt. ALLIANCE 2009: Sec. 341 Creditors' Meeting Set for Oct. 25 ---------------------------------------------------------- The U.S. Trustee in Nashville, Tenn., will convene a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Alliance 2009 LLC on Oct. 25, 2012, at 10:00 a.m. at Customs House, 701 Broadway, Room 100, in Nashville. The last day to file a complaint to determine dischargeability of certain debts is Dec. 24. About Alliance 2009 Alliance 2009, LLC, filed a bare-bones Chapter 11 petition (Bankr. M.D. Tenn. Case No. 12-08515) on Sept. 17, 2012. Bankruptcy Judge Marian F. Harrison presides over the case. Harwell Howard Hyne Gabbert & Manner PC, serves as the Debtor's counsel. The Debtor estimated assets of $10 million to $50 million and up to debts of up to $10 million as of the Chapter 11 filing. In May, Regions Bank filed a lawsuit against Alliance 2009 and Milton A. Turner (N.D. Ala. 2:2012cv01789) for breach of contract. According to the Birmingham Business Journal, the lawsuit was on account of the Debtor's failure to pay a $7.5 million loan. The lawsuit claims the borrower failed to make payments due Oct. 15, 2011, on the $7.5 million loan made in December 2010. Mr. Turner guaranteed the debt. AMERICAN AIRLINES: Appaloosa Said to Benefit in USAir Merger ------------------------------------------------------------ Bloomberg News' Beth Jinks, Mary Schlangenstein and David McLaughlin report that three people familiar with the matter said Appaloosa Management LP has positioned itself to benefit from a possible merger between bankrupt AMR Corp. and US Airways Group Inc. after taking stakes in both airlines. According to Bloomberg, one of the sources, who asked not to be identified because the matter is private, said that while the hedge fund run by David Tepper isn?t lobbying for a tie-up, it favors consolidation and may opt later to push for a deal. With a strategy like Appaloosa's "you either insure you win or that you don't lose by being on both sides of a deal," Fred Lowrance, an Avondale Partners LLC analyst in Nashville, Tennessee, said in an interview Saturday, according to Bloomberg. "No matter the outcome it?s going to be positive for one of them." The Bloomberg report notes Appaloosa is US Airways? top shareholder and has amassed AMR debt that could be converted to equity in a Chapter 11 restructuring. Bloomberg relates: -- regulatory filings show Appaloosa added 2.27 million US Airways shares as of June 30, raising its ownership to 12.9 million shares, or about 8%. -- bankruptcy documents show Appaloosa also bought claims at AMR from Citigroup Inc. tied to aircraft leases. It also holds additional AMR debt the firm isn?t required to disclose and is one of the larger debt holders, the people familiar with the matter said. Bloomberg also notes that, besides AMR and US Airways, Appaloosa also owned at least 2.9% of United, 1.1% of Delta and 0.3% of JetBlue Airways Corp., according to regulatory filings as of June 30. One of the sources told Bloomberg that Appaloosa is betting on the airline industry's rebound as consumer spending recovers and fuel costs drop. Bloomberg, citing court papers, reports that other US Airways shareholders also have bought AMR (AAMRQ) debt: -- Marathon Asset Management LP, US Airways? fifth-largest equity investor, owns special facilities revenue bonds issued to finance AMR?s acquisition, construction and improvement of airport facilities, court papers show; -- Cyrus Capital Partners LP, another US Airways shareholder, owns AMR debt as well. Cyrus is among a group of 12 creditors that is negotiating with AMR about potential financing for its bankruptcy restructuring. Cyrus?s holdings include $37.9 million of the 6.25% notes and $71.6 million of 7.5% notes due in March 2016, court papers show. AMERICAN AIRLINES: Lenders Want Cash for Declining Aircraft Value ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that AMR Corp. was back in court Sept. 20 fending off another attempt by aircraft lenders to extract more cash from the parent of American Airlines Inc. According to the report, the lenders want additional cash to cover $450 million in 10.5% notes due 2012 that already have $41.5 million in cash and 143 aircraft as collateral, according to AMR. In March AMR beat off an attempt by U.S. Bank NA, the noteholders' indenture trustee, to require cash payments making up for the allegedly declining value of the aircraft. AMR responded by saying that the aircraft together with the cash on deposit would cover the debt more than twice over. U.S. Bank returned to bankruptcy court with a new set of papers in late August, contending that circumstances changed since March. The bank argues that the value of the later-model aircraft has fallen because they now only have value for their parts. According to AMR, the collateral still is worth more than the debt, even given the bank's new estimate of the aircraft's value. The Bloomberg report discloses that AMR said in a court filing that the bank's new submission "borders on -- if not crosses the line of -- being frivolous." The company says the bank's appraiser changed his valuation method to contend that the aircraft fell more than 30% in value in seven months. More American Airlines flights are being canceled on the heels of imposition of labor contracts containing concession of 20% from the pilots and 17% from everyone else. About American Airlines AMR Corp. and its subsidiaries including American Airlines, the third largest airline in the United States, filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so-called U.S. legacy airlines to seek court protection from creditors. American Airlines, American Eagle and the AmericanConnection carrier serve 260 airports in more than 50 countries and territories with, on average, more than 3,300 daily flights. The combined network fleet numbers more than 900 aircraft. The Company reported a net loss of $884 million on $18.02 billion of total operating revenues for the nine months ended Sept. 30, 2011. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion in total assets, $29.55 billion in total liabilities, and a $4.83 billion stockholders' deficit. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by AMR Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ARCAPITA BANK: Committee Can Retain Houlihan as Fin'l Advisor ------------------------------------------------------------- On Sept. 17, 2012, the U.S. Bankruptcy Court for the Southern District of New York authorized, on a final basis, the official committee of unsecured creditors of Arcapita Bank B.S.C.(c), et al., to retain Houlihan Lokey Capital, Inc., as the Committee's financial advisor and investment banker, nunc pro tunc to April 12, 2012. All requests of Houlihan for payment of indemnity, reimbursement, or contribution will be made by application and will be subject to review by the Court. As the Committee has also retained FTI Consulting, Inc., as financial advisor, FTI and Houlihan will coordinate on the services they are providing to the committee to ensure that there is no unnecessary duplication of services by either firm. FTI will be principally responsible for providing to the Committee financial analyses of the Debtors' liquidity, cash activities, cash control, intercompany activities, as well as tax-related advice, claims analysis and a review of potential avoidance actions, all subject to the Committee's specific authorization and direction. Houlihan will be primarily responsible for advising the Committee on the financial and strategic elements of the Debtors' business plan (including an assessment of all investments, proposed deal funding, relevant valuations and the viability of a stand-alone plan of reorganization), potential merger and acquisition transactions, and financing alternatives for the Debtors, including exit financing. A copy of the Engagement Letter, as amended, is available at: http://bankrupt.com/misc/arcapita.doc482.exhibitA.pdf About Arcapita Bank Arcapita Bank B.S.C., also known as First Islamic Investment Bank B.S.C., along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19, 2012. The Debtors said they do not have the liquidity necessary to repay a US$1.1 billion syndicated unsecured facility when it comes due on March 28, 2012. Falcon Gas Storage Company, Inc., later filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012. Falcon Gas is an indirect wholly owned subsidiary of Arcapita that previously owned the natural gas storage business NorTex Gas Storage Company LLC. In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of NorTex from Falcon Gas for $515 million. Arcapita guaranteed certain of Falcon Gas' obligations under the NorTex Purchase Agreement. The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP as international counsel on Bahrain matters, Hatim S Zu'bi & Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild Inc. and financial advisor, and GCG Inc. as notice and claims agent. Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Founded in 1996, Arcapita is a global manager of Shari'ah- compliant alternative investments and operates as an investment bank. Arcapita is not a domestic bank licensed in the United States. Arcapita is headquartered in Bahrain and is regulated under an Islamic wholesale banking license issued by the Central Bank of Bahrain. The Arcapita Group employs 268 people and has offices in Atlanta, London, Hong Kong and Singapore in addition to its Bahrain headquarters. The Arcapita Group's principal activities include investing on its own account and providing investment opportunities to third-party investors in conformity with Islamic Shari'ah rules and principles. The Arcapita Group has roughly US$7 billion in assets under management. On a consolidated basis, the Arcapita Group owns assets valued at roughly US$3.06 billion and has liabilities of roughly US$2.55 billion. The Debtors owe US$96.7 million under two secured facilities made available by Standard Chartered Bank. Arcapita explored out-of-court restructuring scenarios but was unable to achieve 100% lender consent required to effectuate the terms of an out-of-court restructuring. Subsequent to the Chapter 11 filing, Arcapita Investment Holdings Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman Islands, issued a summons seeking ancillary relief from the Grand Court of the Cayman Islands with a view to facilitating the Chapter 11 cases. AIHL sought the appointment of Zolfo Cooper as provisional liquidator. ARCAPITA BANK: Reaches Settlement With 6 Senior Managers -------------------------------------------------------- Arcapita Bank B.S.C.(c), et al., ask the U.S. Bankruptcy Court for the Southern District of New York for authorization to implement the Senior Management Global Settlement of claims between Arcapita Group and six members of senior management. On July 9, 2012, the Court approved a settlement of certain outstanding employee obligations relating to the Investment Participation Program ("IPP") and the Investment Incentive Program ("IIP") equity incentive programs in exchange for, among other things, unpaid IPP or IIP equity shares in portfolio companies, capped notice and severance benefits and a commitment to continue to work for the Arcapita Group until Nov. 6, 2012. In addition, the Court approved a key employee incentive program for certain key members of the Debtors' management (the "KEIP"), a key employee retention program for certain critical staff of the Debtors (the "KERP") and a significant reduction in force of the Arcapita Group's employees (the "RIF"). The Senior Managers agreed not to participate in either the Global Settlement or the KEIP. They did so to avoid potentially protracted litigation with the Committee that could have delayed the implementation of the RIF, the KEIP and the KERP, all of which were necessary, in the Debtors' and management's opinion, to stabilize the Debtors in the wake of the abrupt commencement of the Chapter 11 cases. Arcapita believes the implementation of the Senior Management Global Settlement satisfies the Bankruptcy Code and the Bankruptcy Rules, incentivizes Senior Management to satisfy a challenging goal that, if accomplished, will enhance the value of the Debtors' estates for all stakeholders, and reflects a sound exercise of the Debtors' business judgment. The Senior Management Global Settlement To participate in the Senior Management Global Settlement, a participating Senior Manager must agree to forgo his statutory and contractual notice and severance pay in return for a combined capped four-month notice and severance payment and release the Arcapita Group from any additional claims and causes of action. In addition, in an effort to further align management's incentives with those of other stakeholders, the Debtors propose to further condition Senior Management's participation on the Senior Management Global Settlement on a key, definitive milestone: the filing of an Eligible Plan by the Debtors by Dec. 15, 2012. Finally, in exchange for achieving the Milestone and being granted the Senior Management Global Settlement, in the event of ultimate confirmation of a New Money Plan, either through the filing of a Toggle Plan or a separate New Money Plan, all participating Senior Managers have agreed to waive their prepetition unsecured claims against all of the Debtors relating to unpaid 2011 incentive payments. In two specific scenarios where the ability of Senior Management to achieve the Milestone is removed, due to no action or fault of its own, Senior Management will be able to participate fully in the Senior Management Global Settlement. This will occur if either (a) the Chapter 11 Cases are converted into Chapter 7 proceedings on or before Dec. 15, 2012, which conversion is not initiated by the Debtors, or (b) the winding up petition in FSD Cause No. 45 of 2012 ? AJ in the Grand Court of the Cayman Islands is converted from a joint provisional liquidation to a full liquidation and winding up, which conversion is not initiated by the Debtors. A hearing on the motion will be held Oct. 9, 2012, at 2:00 p.m. About Arcapita Bank Arcapita Bank B.S.C., also known as First Islamic Investment Bank B.S.C., along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19, 2012. The Debtors said they do not have the liquidity necessary to repay a US$1.1 billion syndicated unsecured facility when it comes due on March 28, 2012. Falcon Gas Storage Company, Inc., later filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012. Falcon Gas is an indirect wholly owned subsidiary of Arcapita that previously owned the natural gas storage business NorTex Gas Storage Company LLC. In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of NorTex from Falcon Gas for $515 million. Arcapita guaranteed certain of Falcon Gas' obligations under the NorTex Purchase Agreement. The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP as international counsel on Bahrain matters, Hatim S Zu'bi & Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild Inc. and financial advisor, and GCG Inc. as notice and claims agent. Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Founded in 1996, Arcapita is a global manager of Shari'ah- compliant alternative investments and operates as an investment bank. Arcapita is not a domestic bank licensed in the United States. Arcapita is headquartered in Bahrain and is regulated under an Islamic wholesale banking license issued by the Central Bank of Bahrain. The Arcapita Group employs 268 people and has offices in Atlanta, London, Hong Kong and Singapore in addition to its Bahrain headquarters. The Arcapita Group's principal activities include investing on its own account and providing investment opportunities to third-party investors in conformity with Islamic Shari'ah rules and principles. The Arcapita Group has roughly US$7 billion in assets under management. On a consolidated basis, the Arcapita Group owns assets valued at roughly US$3.06 billion and has liabilities of roughly US$2.55 billion. The Debtors owe US$96.7 million under two secured facilities made available by Standard Chartered Bank. Arcapita explored out-of-court restructuring scenarios but was unable to achieve 100% lender consent required to effectuate the terms of an out-of-court restructuring. Subsequent to the Chapter 11 filing, Arcapita Investment Holdings Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman Islands, issued a summons seeking ancillary relief from the Grand Court of the Cayman Islands with a view to facilitating the Chapter 11 cases. AIHL sought the appointment of Zolfo Cooper as provisional liquidator. ARCAPITA BANK: Obtains Court's Nod to Implement EuroLog IPO ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York has granted Arcapita Bank, B.S.C.(c), et al., authorization to launch and carry out the EuroLog IPO. The EuroLog IPO documentation will be either (i) in form and substance acceptable to Standard Chartered Bank, to the Official Committee of Unsecured Creditors, and to the Joint Provisional Liquidators of AIHL; or (ii) will be approved by the Court after a further hearing on the motion upon at least 7 business days' notice and an opportunity to be heard by the Interested Parties. About Arcapita Bank Arcapita Bank B.S.C., also known as First Islamic Investment Bank B.S.C., along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19, 2012. The Debtors said they do not have the liquidity necessary to repay a US$1.1 billion syndicated unsecured facility when it comes due on March 28, 2012. Falcon Gas Storage Company, Inc., later filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012. Falcon Gas is an indirect wholly owned subsidiary of Arcapita that previously owned the natural gas storage business NorTex Gas Storage Company LLC. In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of NorTex from Falcon Gas for $515 million. Arcapita guaranteed certain of Falcon Gas' obligations under the NorTex Purchase Agreement. The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP as international counsel on Bahrain matters, Hatim S Zu'bi & Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild Inc. and financial advisor, and GCG Inc. as notice and claims agent. Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Founded in 1996, Arcapita is a global manager of Shari'ah- compliant alternative investments and operates as an investment bank. Arcapita is not a domestic bank licensed in the United States. Arcapita is headquartered in Bahrain and is regulated under an Islamic wholesale banking license issued by the Central Bank of Bahrain. The Arcapita Group employs 268 people and has offices in Atlanta, London, Hong Kong and Singapore in addition to its Bahrain headquarters. The Arcapita Group's principal activities include investing on its own account and providing investment opportunities to third-party investors in conformity with Islamic Shari'ah rules and principles. The Arcapita Group has roughly US$7 billion in assets under management. On a consolidated basis, the Arcapita Group owns assets valued at roughly US$3.06 billion and has liabilities of roughly US$2.55 billion. The Debtors owe US$96.7 million under two secured facilities made available by Standard Chartered Bank. Arcapita explored out-of-court restructuring scenarios but was unable to achieve 100% lender consent required to effectuate the terms of an out-of-court restructuring. Subsequent to the Chapter 11 filing, Arcapita Investment Holdings Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman Islands, issued a summons seeking ancillary relief from the Grand Court of the Cayman Islands with a view to facilitating the Chapter 11 cases. AIHL sought the appointment of Zolfo Cooper as provisional liquidator. ART HORIZONS: Shuts Down Business Operation in Late August ---------------------------------------------------------- The Associated Press reports that James Curcio, executive director of the North Delta Planning and Development District, said Art Horizons Inc. closed in late August 2012 as government entities and a bank fight over the firm's assets. According to AP, the city of Batesville and district had loaned Art Horizons money to aid economic development in recent years. The company said in papers filed in U.S. Bankruptcy Court in Memphis that it owes $346,000 to Batesville and $73,000 to the planning district. The $312,000 it owes to Panola County appears to be related to unpaid property taxes. However, Louisiana-based Iberia Bank is challenging the city and district's claims to the company's equipment. AP relates Iberia Bank said in court papers that neither Batesville nor the planning district correctly filed their liens and that the bank, which is owed as much as $7 million, should get first claim on the equipment. That's important because most creditors are unlikely to get paid, AP says. Art Horizons said in court papers earlier this summer that it has $10.7 million in debts compared to only $2.4 million in assets. The report says Batesville has a separate lawsuit pending in state court saying that the Brucker family, which owns Art Horizons, should have to repay what the company owes the city because they personally guaranteed the loans. AP adds the company said in court papers filed in May that it would like to sell its assets to UMA Enterprises, which imports and wholesales decorative items, for a projected purchase price of $750,000. Based in Batesville, Mississippi, Art Horizons Inc. filed for Chapter 11 bankruptcy protection on May 8, 2012 (Bankr. W.D. Tenn. Case No. 12-24834). Judge George W. Emerson Jr. presides over the case. Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, represents the Debtor. The Debtor estimated assets of between $500,000 and $1 million, and debts of between $1 million and $10 million. ARTHUR NONNEMAN: Court Rules on Loan Contract Dispute ----------------------------------------------------- Bankruptcy Judge Tracey N. Wise ruled that Arthur J. Nonneman and Kathleen Anne Nonneman, on the one hand, and Dallas and Cheryl Murphy and Kent and Cheryl Mays, on the other, entered into an enforceable promissory note whereby the Murphys promised to pay $2,500,000 to the Nonnemans in consideration for the Nonnemans' aid in obtaining a business loan to inure to the benefit of Mr. Murphy's business and the Mays guaranteed the Murphys' obligation to the Nonnemans. The Court also held that the obligations under the Nonneman Note were not extinguished by a subsequent novation and the Murphys and Mayses failed to pay the Nonneman Note in full when the Note matured. Dallas Murphy is the 100% owner of a development business, MSC Management, LLC. As part of an effort by Mr. Murphy and MSC Management to purchase, develop and improve 47.5 acres of real property in Nicholasville, Jessamine County, Kentucky, Mr. Murphy, and his wife, Cheryl Murphy, approached Mrs. Murphy's parents, the Nonnemans, for help in securing financing. Neither Mr. Murphy nor MSC Management had sufficient credit to obtain the necessary financing, thus Mr. Murphy asked the Nonnemans to seek a $2,500,000 loan from Town Square Bank on Mr. Murphy and MSC Management's behalf. The Nonnemans agreed and on Nov. 25, 2005, they executed and delivered a promissory note to TSB for a $2,500,000 business loan. The TSB Note had an interest rate of 7.75% and required the Plaintiffs to make quarterly interest-only payments until maturity, Nov. 28, 2007, when a balloon payment of all outstanding principal and accrued unpaid interest was due. Neither MSC Management nor Mr. Murphy signed as guarantors on the TSB Note, but MSC Management granted a mortgage to TSB on the Real Property to secure the TSB Note. The loan proceeds were then delivered to MSC Management. Also on Nov. 25, 2005, to provide the Nonnemans some protection for their personal liability on the TSB Loan, the Murphys executed and delivered a "Promissory Note" to the Nonnemans. After execution of the TSB Note, Mr. Murphy made interest payments due on the TSB Note directly to TSB, the total amount of which is not in the record. He made no payments directly to the Nonnemans. The Nonnemans made no payments on the TSB Note prior to its maturity on Nov. 28, 2007. It is unclear whether the Mays have made any payments. On the date that the TSB Note matured, it was renewed for the first time with the Nonnemans in the amount of $2,500,000 at a rate of 8.25%. Neither the Murphys nor the Mays participated in this renewal. On Oct. 31, 2008, TSB entered into a Loan Participation Agreement with American Founders Bank. Per the terms of the Agreement, TSB agreed to transfer all its rights in the TSB Note to AFB and AFB allowed TSB to service the TSB Note on AFB's behalf. On Nov. 28, 2009, the Nonnemans renewed the TSB Note for a second time with a balance of $2,497,368. Once again, neither the Murphys nor the Mays participated in the renewal process. That same day, TSB entered into another Loan Participation Agreement with AFB that allowed TSB to service the TSB Note and act as a collection agent for AFB. AFB ultimately became frustrated with TSB's collection efforts. Thus, on Sept. 9, 2010, AFB served a written notice on TSB and the Nonnemans that AFB would proceed to collect directly on the TSB Note. AFB then took action to make MSC Management, who received the proceeds of the TSB Loan, a co-maker and "re-document the [TSB] loan." On Sept. 27, 2010, AFB drafted a new note in favor of AFB to include MSC Management as a co-maker. The First AFB Note named the Nonnemans as the borrowers of $2,497,368, but was signed by both the Nonnemans and Dallas Murphy on behalf of MSC Management as borrowers. The First AFB Note further required $57,000 to be paid to bring the account current. Unlike the prior renewals of the TSB Note, the First AFB Note was not stamped or titled as a "renewal." At the time that AFB, the Nonnemans, and MSC Management via Mr. Murphy executed the First AFB Note, AFB was apparently unaware that that MSC Management had previously given a mortgage to secure the TSB Note. Thus, in addition to asking the Nonnemans and MSC Management to sign the First AFB Note, AFB also required MSC Management to grant a mortgage on the Real Property to AFB. AFB also required the loan to be "re-documented," including a resolution by MSC Management to borrow funds, a Disbursement Request and Authorization, an Agreement to Provide Insurance, W-9 Taxpayer Requests, and a Notice of Final Agreement. Before the AFB Mortgage was recorded, AFB received an updated title opinion dated Sept. 29, 2010 (two days following execution of the AFB loan documents) revealing the prior TSB Mortgage, as well as several subsequent liens recorded on the Real Property. Fearing that recording the AFB Mortgage would cause AFB to lose its priority position based on the TSB Mortgage, AFB drafted a new note (the "Second AFB Note") and asked the Nonnemans and Mr. Murphy on behalf of MSC Management to sign it. Unlike the prior AFB Note, the Second AFB Note is entitled "Renewal Promissory Note." In November 2010, the Nonnemans and MSC Management defaulted on the Second AFB Note. On Nov. 12, 2010, AFB filed a complaint against the Nonnemans and MSC Management in Fayette Circuit Court. On April 13, 2011, the Fayette Circuit Court entered an Agreed Judgment in favor of AFB in the amount of $2,497,368.00 plus the interest rate of 7.75% from September 27, 2010 until January 5, 2011, and interest at the rate of 9.75% thereafter until paid in full. On June 22, 2011, the Nonnemans filed for Chapter 11 bankruptcy. On Nov. 14, 2011, AFB filed a Proof of Claim (POC #3-1) for $2,497,368. A Chapter 11 Plan was confirmed on Feb. 23, 2012. The Real Property was sold at auction for $490,000 and on March 12, 2012, AFB reduced its Proof of Claim to $2,007,368. On Dec. 1, 2011, the Nonnemans filed an adversary proceeding against the Murphys as borrowers and the Mays as guarantors pursuant to the Nonneman Note. The Nonnemans seek to recover based on two separate counts: (1) breach of contract; and (2) turnover of the money due based on the breach (alleged to be $2,944,074.13 through Nov. 15, 2011, plus interest accruing thereon at a rate of 9.75%, as well as attorneys' fees and costs) as property of the estate. The Mays answered generally denying the allegations and cross-claimed against the Murphys as the primary obligors. The Murphys, proceeding pro se, also filed an answer to the Nonnemans' Complaint but did not reply to the Mays' cross-claim. The parties are embroiled in a lawsuit entitled, ARTHUR J. NONNEMAN KATHLEEN ANNE NONNEMAN, Plaintiffs, v. Dallas L. Murphy, Jr., et al., Defendants, Adv. Proc. Case No. 11-5073 (Bankr. E.D. Ky.). A copy of the Court's Sept. 13, 2012 Memorandum Opinion is available at http://is.gd/eNibsafrom Leagle.com. ATP OIL: IMOS Wants Liquidator for Israel Unit ---------------------------------------------- Globes.co.il reports that International Mediterranean Oilfield Services Ltd. filed with the Tel Aviv District Court in Israel on Sept. 9, 2012, a motion to appoint Adv. Dror Vigdor, a partner at the Yigal Arnon & Co. law firm, as temporary liquidator for ATP Oil & Gas Corporation subsidiary ATP East Med Number BV. Earlier this month, the Tel Aviv District Court seized ATP East Med's rights to the licenses, after the U.S. parent filed for Chapter 11 bankruptcy protection. ATP's creditors discovered that the company's offshore exploration licenses in Israel were held by a subsidiary, ATP East Med, which was not protected from seizure under US bankruptcy laws. According to documents obtained by "Globes", the trustee wants to keep some of the company's exploration rights in Israel and sell the rest. About ATP Oil Houston, Tex.-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. The company disclosed US$3,638,399,000 in assets and US$3,485,838,000 in liabilities as of March 31, 2012. Debt includes US$365 million on a first-lien loan, US$1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent, US$35 million on convertible notes and US$23.4 million owing to third parties for their shares of production revenue. ATP reported a net loss of US$145.1 million in the first quarter on revenue of US$146.6 million. Income from operations in the quarter was US$11.8 million. For 2011, the net loss was US$210.5 million on revenue of US$687.2 million. An official committee of unsecured creditors has been appointed in the case. ATWATER, CA: Mulls Fiscal Emergency, Bankruptcy ----------------------------------------------- American Bankruptcy Institute reports that officials in Atwater, Calif., met to discuss whether to declare a fiscal emergency, which would allow them to move forward with a chapter 9 bankruptcy filing for the city. Atwater is a city on State Route 99 in Merced County, California. Atwater is 8 miles west-northwest of Merced, at an elevation of 151 feet. The population as of the 2010 census was 28,168. BAKER & TAYLOR: S&P Cuts CCR to 'B-' on Weak 4th Qtr. Results ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Charlotte, N.C.-based Baker & Taylor Acquisitions Corp. to 'B-' from 'B'. The outlook is stable. "At the same time, we assigned our 'B+' senior secured debt rating to Baker & Taylor's proposed $245 million revolving credit facility due 2016 and $45 million FILO tranche due in 2016. We also assigned this debt a recovery rating of '1', indicating our expectation of very high (90% to 100%) recovery for lenders in the event of a payment default," S&P said. "Concurrently, we assigned our 'CCC' issue-level rating to the company's proposed $150 million senior secured second-lien notes due 2017. We also assigned this debt a recovery rating of '6', indicating our expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default," S&P said. "Furthermore, we lowered our senior secured debt rating on the company's $165 million senior secured second-lien notes due 2013 to 'CCC' from 'CCC+'. The recovery rating remains '6', indicating our expectations for negligible (0% to 10%) recovery in the event of a payment default," S&P said. "According to the company, it intends to use the proceeds from these new issues to pay in full all amounts outstanding under its existing revolving credit facility and existing notes. Upon completion of the refinancing, we will withdraw our ratings on the $165 million second-lien notes," S&P said. "The ratings on privately held, Charlotte, N.C.-based Baker & Taylor reflect our assessment that the financial risk profile is 'highly leveraged' and its business risk profile is 'vulnerable,'" S&P said. "The company's financial risk profile reflects its highly leveraged capital structure following the refinancing, thin credit protection measures, and modest free operating cash flow generation," said Standard & Poor's credit analyst Jayne Ross. "Our outlook on Baker & Taylor is stable. We expect the company to maintain current levels of margins and profitability measures, despite our expectations for negative sales growth in the retail segment in fiscal 2013 and 2014," S&P said. "We could downgrade the company if Baker & Taylor's liquidity position deteriorates or it loses a major customer, resulting in much lower EBITDA and, consequently, thinner cash flow protection measures. In addition, if revenues decline in the mid- to high- single digit range and gross margin contracts by 50 basis points (bps) or more, or some combination of the two, we estimate that EBITDA to interest coverage will be less than 1x. We would then consider lowering the rating," S&P said. "Although unlikely in the near term, we could raise the rating if we see meaningful new customer additions resulting in improved operating performance and credit protection measures, including debt leverage in the 5.5x area or less. We estimate that this could occur if we see a combination of positive sales growth, gross margin improvement (150 bps or more), or debt reduction," S&P said. BERNARD L. MADOFF: Trustee Mails 1,230 Checks for $2.48 Billion --------------------------------------------------------------- Irving H. Picard, SIPA Trustee for the liquidation of Bernard L. Madoff Investment Securities LLC said Sept. 20 that checks for the second pro rata interim distribution of recovered monies from the BLMIS Customer Fund to eligible BLMIS customers were mailed Sept. 19. The second interim distribution, when combined with the funds already returned to BLMIS customers, fully satisfies more than 50 percent of the total current accounts with allowed claims. Through the second interim distribution, $2.479 billion will be distributed on a pro rata basis to BLMIS accounts with allowed claims (as of record date Sept. 12, 2012). 1,230 BLMIS accounts will receive approximately 33.556 percent of the allowed claim amount of each individual account, unless the claim is fully satisfied. The average payment will be slightly more than $2 million, the smallest check being $1,784.00 and the largest $526,865,667.11. Of these 1,230 BLMIS accounts with allowed claims, 182 will now be fully satisfied during the second pro rata interim distribution. A total of 892 accounts have already been fully satisfied with the SIPC advance and the first interim distribution, bringing the total number of fully satisfied accounts to 1,074. After the second interim distribution, 1,048 accounts will be partially satisfied and entitled to participate in future interim distributions. "The second pro rata interim distribution, combined with the $1.146 billion already advanced or distributed to BLMIS customers with allowed claims, results in a total of approximately $3.625 billion returned to date to these victims of Bernard Madoff," said Mr. Picard. "While this progress is extremely gratifying, we will not cease our work to continue recovering assets for the Customer Fund, and we will make additional distributions as soon as practicable." "In addition to recovering as much stolen money as possible for Madoff's victims, we are also moving forward aggressively to resolve litigation and appeals which are delaying further distributions to BLMIS customers," said David J. Sheehan, Chief Counsel to the SIPA Trustee. "We are confident in our positions and we look forward to putting more recovered funds back in the hands of their rightful owners in the near future." The first pro rata interim distribution of more than $342.5 million commenced on Oct. 5, 2011. Eligible accounts in the first distribution received approximately 4.602 percent of the allowed claim amount of each individual account, unless the claim was fully satisfied. Combined, the two interim distributions total approximately 38.158 percent of the allowed claim amount of each individual account, unless the claim was fully satisfied. In addition, the SIPA Trustee has paid approximately $803.7 million in advances committed by SIPC to BLMIS customers with allowed claims. To date, the SIPA Trustee has recovered or reached agreements to recover more than $9.147 billion, representing nearly 53 percent of the approximately $17.3 billion in principal estimated to have been lost in the Ponzi scheme by direct BLMIS customers who filed claims. The amounts recovered have been made possible through advances provided by the Securities Investor Protection Corporation from a fund supported by securities industry assessments. To date, SIPC has advanced approximately $621 million for administrative expenses in the BLMIS liquidation proceeding. Every dollar recovered by the SIPA Trustee will go to the Madoff customers. Not one penny of the funds recovered by the SIPA Trustee has been used to pay any administrative expenses in the proceeding. The amount of the second distribution was dependent on several issues, including whether BLMIS claimants are entitled to "time- based damages" - payments based on the time elapsed while customer monies were deposited with BLMIS - and the appropriate amount for a reserve based on this issue until it is resolved. In its Aug. 22, 2012 order, the Bankruptcy Court instructed the SIPA Trustee to set aside a reserve based on a 3 percent interest rate for the time-based damages issue. The Honorable Burton R. Lifland's order was not appealed, thus enabling the SIPA Trustee to move ahead with the allocation of approximately $5.5 billion to the Customer Fund and a second pro rata interim distribution of approximately $2.5 billion from the Customer Fund. Mr. Sheehan notes that there remain 229 claims that have been deemed determined by the SIPA Trustee pending the outcome of ongoing litigation. Once the related litigation is finally resolved - via settlement or a final, unappealable decision - these claims may become allowed and, if allowed, would become eligible for all pro rata distributions to date. For this potential scenario, the SIPA Trustee must set aside a reserve for the two interim distributions of 38.158 percent of potential payments, and has therefore reserved approximately $3.46 billion. 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.) The SIPA Trustee has said that as of March 31, 2012, through prepetition litigation and other settlements, he has successfully recovered, or reached agreements to recover, more than $9 billion -- over 50% of the principal lost in the Ponzi scheme by those who filed claims -- for the benefit of all customers of BLMIS. The liquidation has so far has cost the Securities Investor Protection Corp. $1.3 billion, including $791 million to pay a portion of customers' claims. Mr. Picard has so far made only one distribution in October of $325 million for 1,232 customer accounts. Uncertainty created by the appeals has limited Mr. Picard's ability to distribute recovered funds. Outstanding appeals include the $5 billion Picower settlement and the $1.025 billion settlement. BERRY PLASTICS: Amends 29.4 Million Common Shares Prospectus ------------------------------------------------------------ Berry Plastics Group, Inc., filed with the U.S. Securities and Exchange Commission amendment no. 5 to the Form S-1 registration statement relating to the Company's initial public offering of 29,411,764 shares of its common stock. After the completion of this offering, funds affiliated with Apollo Global Management, LLC, will continue to own a majority of the voting power of the Company's outstanding common stock. As a result, the Company expects to be a "controlled company" within the meaning of the corporate governance standards of the New York Stock Exchange. The Company expects the public offering price to be between $16.00 and $18.00 per share. Currently, no public market exists for the shares. The Company has applied to list its shares of common stock on the NYSE under the symbol "BERY." A copy of the amended prospectus is available for free at: http://is.gd/uUYMBQ About Berry Plastics Berry Plastics Corporation manufactures and markets plastic packaging products, plastic film products, specialty adhesives and coated products. At January 2, 2010, the Company had more than 80 production and manufacturing facilities, primarily located in the United States. Berry is a wholly-owned subsidiary of Berry Plastics Group, Inc. Berry Group is primarily owned by affiliates of Apollo Management, L.P. and Graham Partners. Berry, through its wholly owned subsidiaries operates five reporting segments: Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings and Specialty Films. The Company's customers are located principally throughout the United States, without significant concentration in any one region or with any one customer. On Dec. 3, 2009, Berry Plastics obtained control of 100% of the capital stock of Pliant upon Pliant's emergence from reorganization pursuant to a proceeding under Chapter 11 for a purchase price of $602.7 million. Pliant is a leading manufacturer of value-added films and flexible packaging for food, personal care, medical, agricultural and industrial applications. The acquired business is primarily operated in Berry's Specialty Films reporting segment. The Company's balance sheet at April 2, 2011, showed $5.54 billion in total assets, $5.34 billion in total liabilities, and $202 million in total stockholders' equity. * * * Berry Plastics has a 'B3' corporate family rating, with stable outlook, from Moody's Investors Service. Moody's said in April 2010 that Berry's B3 CFR reflects weakness in certain credit metrics, financial aggressiveness and acquisitiveness and a continued difficult operating and competitive environment especially in the flexible plastics and tapes segments. The rating also reflects the Company's exposure to more cyclical end markets, relatively weak contracts with customers and a high percentage of commodity products. In November 2011, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on Berry and its holding company parent, Berry Plastics Group Inc. "The ratings on Berry reflect the risks associated with the company's highly leveraged financial profile and acquisition- driven growth strategy as well as its fair business risk profile," said Standard & Poor's credit analyst Cynthia Werneth. BERRY PLASTICS: S&P Puts 'B-' Corp. Credit Rating on Watch Pos -------------------------------------------------------------- Standard & Poor's Ratings Services placed all of its ratings on Berry Plastics Corp., including the 'B-' corporate credit rating, on CreditWatch with positive implications. "The CreditWatch placement follows the announcement that the company could issue up to $538 million in common stock," said credit analyst Henry Fukuchi. "The stated use of proceeds is to repay $455 million of senior subordinated notes due September 2016, with the remaining amounts for working capital and general corporate purposes. If the transaction successfully closes, we expect leverage to improve to about 6.3x pro forma for June 30, 2012." "We will monitor the transaction and resolve the CreditWatch listing upon review of the transaction and its implications for credit quality," S&P said. BFSH LLC: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: BFSH LLC c/o Franklin D. Dodge, Esq. RYAN RAPP & UNDERWOOD, PLC 3200 N. Central Avenue, Suite 1600 PHOENIX, AZ 85012 Tel: (602) 280-1000 Bankruptcy Case No.: 12-20592 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Eileen W. Hollowell Debtor's Counsel: Franklin D. Dodge, Esq. RYAN RAPP & UNDERWOOD, P.L.C. 3200 N. Central Avenue, #1600 Phoenix, AZ 85012 Tel: (602) 280-1000 Fax: (602) 385-6706 E-mail: tdodge@rrulaw.com Scheduled Assets: $3,577,006 Scheduled Liabilities: $5,495,293 The Company did not file a list of creditors together with its petition. The petition was signed by Paul Cantarella, managing member. BROADVIEW NETWORKS: Secures $25MM Bankruptcy-Exit Loan ------------------------------------------------------ Broadview Networks Holdings Inc. is asking the bankruptcy court to approve a new $25 million loan that would fund its plan of reorganization and provide capital to the restructured company. BankruptcyData.com reports that Broadview Networks is seeking approval to enter into an exit financing commitment letter with CIT Finance for a new $25 million revolving credit facility, which may be increased by an additional $10 million under an incremental facility, including a sub-limit equal to 10% of the maximum credit amount for swing line loans and a $10,000,000 sub-limit for the issuance of letters of credit. The loan will bear interest at Base Rate plus 1.75% annually or LIBOR plus 2.75% annually. The Court scheduled an Oct. 3, 2012 hearing to consider the funding. About Broadview Networks Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a communications and IT solutions provider to small and medium sized business ("SMB") and large business, or enterprise, customers nationwide, with a historical focus on markets across 10 states throughout the Northeast and Mid-Atlantic United States, including the major metropolitan markets of New York, Boston, Philadelphia, Baltimore and Washington, D.C. Broadview Networks and 27 affiliates on Aug. 22, 2012, sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-13579) with a plan that will eliminate half of the debt under the Company's existing senior secured notes and lower interest expense by roughly $17 million annually. The Company's restructuring counsel is Willkie Farr & Gallagher LLP and its financial advisor is Evercore Group, L.L.C. Bingham McCutchen LLP is the special regulatory counsel. Kurtzman Carson Consultants is the claims and notice agent. The restructuring counsel for the ad hoc group of noteholders is Dechert LLP and their financial advisor is FTI Consulting. BROADWAY FINANCIAL: Amends Q1 Form 10-Q, Posts $154,000 Earnings ---------------------------------------------------------------- Broadway Financial Corporation announced its revised results for the quarter ended March 31, 2012. The Company's previously reported results for the quarter have been revised because some of the provisions that the Company had included in the results for the first quarter of 2012 are now reflected in its restated results for 2011. In addition, the revision to the results for the first quarter of 2012 reflect conclusions regarding the Company's valuation allowances reached by the Office of the Controller of Currency during its recently completed supervisory examination of the Bank. Based on these changes, the Company is reporting net earnings of $154,000 for the first quarter of 2012, whereas previously the Company had reported a loss of $60,000. In contrast, the Company reported a net loss of $129,000 for the first quarter of 2011. After deducting preferred dividends and related discount accretion on the Series D and E Perpetual Cumulative Preferred Stock held by the U.S. Department of the Treasury, the Company is now reporting a loss to common stockholders of $132,000, as compared to a previously announced loss of $346,000 for the first quarter of 2012 and a loss of $412,000 for the first quarter of 2011. The revised balance sheet as of March 31, 2012, showed $408.86 million in total assets, $390.59 million in total liabilities and $18.26 million in total stockholders' equity. The Company previously disclosed $413.38 million in total assets, $390.59 million in total liabilities and $22.79 million in total stockholders' equity. A copy of the press release is available for free at: http://is.gd/vBLzj0 About Broadway Financial Los Angeles, Calif.-based Broadway Financial Corporation was incorporated under Delaware law in 1995 for the purpose of acquiring and holding all of the outstanding capital stock of Broadway Federal Savings and Loan Association as part of the Bank's conversion from a federally chartered mutual savings association to a federally chartered stock savings bank. In connection with the conversion, the Bank's name was changed to Broadway Federal Bank, f.s.b. The conversion was completed, and the Bank became a wholly owned subsidiary of the Company, in January 1996. The Company is currently regulated by the Board of Governors of the Federal Reserve System ("FRB"). The Bank is currently regulated by the Office of the Comptroller of the Currency ("OCC") and the Federal Deposit Insurance Corporation ("FDIC"). The Company reported a net loss of $14.25 million on $25.11 million of total interest income for the year ended Dec. 31, 2011. In the auditors' report on the consolidated financial statements for the year ended Dec. 31, 2011, Crowe Horwath LLP, in Costa Mesa, California, raised substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a tax sharing liability to its consolidated subsidiary that exceeds its available cash. The liability will be settled pursuant to the tax sharing agreement on or before April 2, 2012, at which point the Company will run out of operating cash. "In addition, the Company is in default under the terms of a $5 million line of credit with another financial institution lender. Finally, the Company has sustained recurring operating losses mainly caused by elevated levels of loan losses, and the Company and its Bank subsidiary, Broadway Federal Bank are both under formal regulatory agreements." CANADIAN NORTHERN: A.M. Best Lifts Fin. Strength Rating From 'B' ---------------------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating (FSR) to B+ (Good) from B (Fair) and the issuer credit ratings (ICR) to "bbb-" from "bb+" of Canadian Northern Shield Insurance Company (CNS) (Vancouver, Canada), as well as the FSR to B++ (Good) from B (Fair) and the ICR to "bbb" from "bb+" of Unifund Assurance Company (Unifund) (St. John's, Canada). In addition, A.M. Best has affirmed the FSR of A (Excellent) and ICRs of "a" of Royal & Sun Alliance Insurance Company of Canada (RSA Canada), Western Assurance Company (Western Assurance) (both domiciled in Toronto, Canada) and Quebec Assurance Company (Quebec Assurance) (Montreal, Canada). These companies are together known as RSA Canadian Property/Casualty Pool (RSA Canadian Pool). Concurrently, A.M. Best has affirmed the FSR of B+ (Good) and ICR of "bbb-" of Ascentus Insurance Ltd. (Ascentus) (Toronto, Canada). Collectively, all of the insurance entities in Canada are referred to as the RSA Group of Canada. All companies are subsidiaries of Roins Financial Services Limited (RFSL) (Ontario, Canada), the Canadian immediate holding company for its ultimate parent, RSA Insurance Group plc (RSA plc) (United Kingdom) [LSE: RSA]. The outlook for all ratings is stable. At the same time, A.M. Best has withdrawn the ratings as the parent has requested to no longer participate in A.M. Best's interactive rating process. The upgrading of the ratings of CNS acknowledges the improved geographic diversity it affords the RSA Group of Canada, as well as increased distribution and growth opportunities within British Columbia, where a majority of its premiums are written. CNS is fully integrated into RSA Group of Canada's operations and continues to benefit from the implicit and explicit support it receives as a member of that group. Conversely, the negative impact of CNS' elevated underwriting leverage, high underwriting expenses and fluctuating operating performance will continue to challenge the company going forward. The upgrading of the ratings of Unifund recognizes its continued improved risk-adjusted capitalization, consistent operating performance and favorable reserve development. The rating actions also reflect Unifund's strong integration with RSA plc through its systems and procedures as well as its significant contribution to RSA plc's overall profitability. Historically, Unifund has been a growth vehicle for the overall Canadian organization. In prior years, rapid premium expansion outpaced equity growth, which resulted in elevated underwriting leverage measures and a sharp decline in overall risk-adjusted capitalization. More recently, premium levels have risen gradually, equity has paced this growth and overall risk-adjusted capitalization has plateaued. However, Unifund remains highly leveraged as net and gross underwriting leverage ratios exceed the industry composite. The company primarily is a writer of personal lines insurance for associations and affinity groups throughout Ontario, Alberta, Newfoundland and Labrador and Nova Scotia. The rating actions on the RSA Canadian Pool reflect A.M. Best's view that the pool maintains strong risk-adjusted capitalization, solid investment income and sound reserve development. The pool has produced solid underwriting results, which have consistently increased equity over the last five years, prior to stockholder dividends. Collectively, the pool provides commercial property/casualty coverage as well as personal and specialty coverages throughout Canada. The pool maintains a presence in all of the Canadian provinces and distributes its products through multiple distribution channels, including a large independent broker network. The ratings also reflect RSA Canadian Pool's strong integration with RSA plc through its systems and procedures as well as its significant contribution to RSA plc's overall profitability. The ratings of Ascentus are based on its solid level of risk- adjusted capitalization, which supports its underwriting and investment risk. The company's level of premium volume has sharply declined in recent years, since all private passenger auto and personal property business was renewed into RSA Canada. The company now writes some marine business throughout Canada. CATALYST PAPER: Begins Sales Process for Snowflake Mill & Assets ---------------------------------------------------------------- Catalyst Paper has begun a sale process for its Snowflake mill and associated assets in accordance with the U.S. Court-approved sale and investor solicitation procedures. The Snowflake facility is located in the foothills of the White Mountains in northeastern Arizona. The assets for sale under the sale process include the equipment and other assets associated with the paper mill, approximately 19,000 acres of land and The Apache Railway Company. The steps and timeline for soliciting bids to purchase the Snowflake mill and associated assets will be implemented as follows: (a) an initial offering summary and confidentiality agreement will be distributed to known potential bidders on Sept. 17, 2012; (b) potential bidders are to submit certain information and an executed confidentiality agreement not later than 5:00 p.m. (Vancouver time) on Oct. 1, 2012; (c) qualified bidders will be determined within three business days after those potential bidders have delivered their materials; (d) qualified bidders are to submit a non-binding indication of interest not later than 5:00 p.m. (Vancouver time) on Nov. 1, 2012 (the Phase 1 Bid Deadline); (e) the non-binding indication of interest will be assessed within three business days after the Phase 1 Bid Deadline; (f) once the non-binding indication of interest has been determined to likely be consummated, the bidder will submit a purchase bid or investment bid not later than 5:00 p.m. (Vancouver time) 30 calendar days from being advised by Catalyst to do so (the Phase 2 Bid Deadline); (g) the purchase bid or investment bid will be assessed within the three business days following the Phase 2 Bid Deadline; and (h) in the event that Catalyst determines there is more than one qualified purchase bid or investment bid, an auction will be conducted on a date and at a time and location to be advised by Catalyst to such qualified bidders. Potential bidders who have questions about the recapitalization may contact Nancy Turner of Perella Weinberg Partners, the financial advisor for Catalyst Paper, at 415-671-4550. About Catalyst Paper Catalyst Paper Corp. -- http://www.catalystpaper.com/-- manufactures diverse specialty mechanical printing papers, newsprint and pulp. Its customers include retailers, publishers and commercial printers in North America, Latin America, the Pacific Rim and Europe. With four mills, located in British Columbia and Arizona, Catalyst has a combined annual production capacity of 1.9 million tons. The Company is headquartered in Richmond, British Columbia, Canada and its common shares trade on the Toronto Stock Exchange under the symbol CTL. Catalyst on Dec. 15, 2011, deferred a US$21 million interest payment on its outstanding 11.00% Senior Secured Notes due 2016 and Class B 11.00% Senior Secured Notes due 2016 due on Dec. 15, 2011. Catalyst said it was reviewing alternatives to address its capital structures and it is currently in discussions with noteholders. Perella Weinberg Partners served as the financial advisor. In early January 2012, Catalyst entered into a restructuring agreement, which will see its bondholders taking control of the company and includes an exchange of debt for equity. The agreement said it would slash the company's debt by C$315.4 million ($311 million) and reduce its cash interest expenses. Catalyst also said it will continue to "operate and satisfy" its obligations to customers, trade creditors, employees and retirees in the ordinary course of business during the restructuring process. On Jan. 17, 2012, Catalyst applied for and received an initial court order under the Canada Business Corporations Act (CBCA) to commence a consensual restructuring process with its noteholders. Affiliate Catalyst Paper Holdings Inc., filed for creditor protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 12-10219) on the same day and sought recognition of the Canadian proceedings. Catalyst joins a line of paper producers that have succumbed to higher costs, increased competition from Asia and Europe, and falling demand as more advertisers and readers move online. In 2011, Cerberus Capital-backed NewPage Corp. filed for bankruptcy protection, followed by SP Newsprint Co., owned by newsprint magnate and fine art collector Peter Brant. In December, Wausau Paper said it will close its Brokaw mill in Wisconsin, cut 450 jobs and exit its print and color business. The Supreme Court of British Columbia granted Catalyst creditor protection under the CCAA until April 30, 2012. As of Dec. 31, 2011, the Company had C$737.6 million in total assets and C$1.35 million in total liabilities. As reported by the TCR on July 2, 2012, Catalyst received approval for its reorganization plan from the Supreme Court of British Columbia. The Company's second amended plan under the Companies' Creditors Arrangement Act received 99% support from creditors. As reported by the TCR on Sept. 17, 2012, Catalyst Paper has successfully completed its previously announced reorganization pursuant to its Second Amended and Restated Plan of Compromise and Arrangement under the Companies' Creditors Arrangement Act. CELL THERAPEUTICS: To Issue 3MM Shares Under 2007 Incentive Plan ---------------------------------------------------------------- Cell Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement registering 3 million shares of common stock issuable under the 2007 Equity Incentive Plan. The proposed maximum aggregate offering price is $8.7 million. A copy of the Form S-8 is available at: http://is.gd/j3Zlti About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. Cell Therapeutics reported a net loss attributable to CTI of US$62.36 million in 2011, compared with a net loss attributable to CTI of US$82.64 million in 2010. The Company's balance sheet at June 30, 2012, showed $38.34 million in total assets, $39.83 million in total liabilities, $13.46 million in common stock purchase warrants, and a $14.95 million total shareholders' deficit. Going Concern Doubt Raised The report of Marcum LLP, in San Francisco, Calif., dated March 8, 2012, expressed an unqualified opinion, with an explanatory paragraph as to the uncertainty regarding the Company's ability to continue as a going concern. The Company's available cash and cash equivalents are US$47.1 million as of Dec. 31, 2011. The Company's total current liabilities were US$17.8 million as of Dec. 31, 2011. The Company does not expect that it will have sufficient cash to fund its planned operations beyond the second quarter of 2012, which raises substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning The Form 10-K for the year ended Dec. 31, 2011, noted that if the Company receives approval of Pixuvri by the EMA or the FDA, it would anticipate significant additional commercial expenses associated with Pixuvri operations. Accordingly, the Company will need to raise additional funds and are currently exploring alternative sources of equity or debt financing. The Company may seek to raise that capital through public or private equity financings, partnerships, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. However, the Company has a limited number of authorized shares of common stock available for issuance and additional funding may not be available on favorable terms or at all. If additional funds are raised by issuing equity securities, substantial dilution to existing shareholders may result. If the Company fails to obtain additional capital when needed, it may be required to delay, scale back, or eliminate some or all of its research and development programs and may be forced to cease operations, liquidate its assets and possibly seek bankruptcy protection. CHARLES STREET: Church Purges Bank's Default Interest ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Charles Street African Methodist Episcopal Church of Boston won a skirmish when the bankruptcy judge decided that secured lender OneUnited Bank isn't entitled to interest at the default rate on $5 million in loans. According to the report, U.S. Bankruptcy Judge Frank J. Bailey heard testimony from witnesses and wrote a 20-page opinion deciding that the bank isn't entitled to so-called default interest under governing Massachusetts law. State law allows a higher default rate only in compensation for a reasonable forecast of damages, he said. The report relates that Judge Bailey said the evidence told him that a 5% increment after default would be sufficient to cover increased costs of monitoring a defaulted loan. The 18% default rate called for in the contract meant that the interest provision amounted to a penalty not permissible under Massachusetts law, he said. Mr. Rochelle notes that the decision may mean that about $850,000 in default interest will be trimmed from the debt. The main battle in the case is set for Sept. 28 when the church will attempt to use the so-called cramdown procedure to impose a Chapter 11 reorganization plan on the bank. About Charles Street Charles Street African Methodist Episcopal Church -- http://www.csrrc.org/-- is located in Roxbury, Massachusetts. The Church is to advocate for the needs of community residents and to strengthen individuals, families, and the community by providing social, educational, economic, and cultural services. The Church filed for Chapter 11 protection (Bankr. D. Mass. Case No. 12-12292) on March 20, 2012, to prevent its lenders, OneUnited Bank, from foreclosing on a $1.1 million loan and auctioning off the church. The Debtor estimated both assets and debts of between $1 million and $10 million. The church is being represented by the Boston firm Ropes & Gray LLP, which is also working for free. CHINA TEL GROUP: To Issue 12.2-Mil. Common Shares to Contractors ---------------------------------------------------------------- VelaTel Global Communications, Inc., formerly known as China Tel Group Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 relating to the registration of 12,233,719 shares of common stock issuable to independent contractors. The proposed maximum aggregate offering price is $486,901. A copy of the Form S-8 is available at http://is.gd/e5G8lY 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. After auditing the 2011 results, Kabani & Company, Inc., in Los Angeles, California, expressed substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss for the year ended Dec. 31, 2011, cumulative losses of $254 million since inception, a negative working capital of $16.4 million and a stockholders' deficiency of $9.93 million. The Company reported a net loss of $21.79 million in 2011, compared with a net loss of $66.62 million in 2010. The Company's balance sheet at June 30, 2012, showed $15.91 million in total assets, $20.01 million in total liabilities and a $4.09 million total stockholders' deficiency. CHINA TEL GROUP: Issues 6.29MM Shares to James Shaw, et al. ----------------------------------------------------------- Since its most recent report filed on any of Forms 8-K, 10-K or 10-Q, VelaTel Global Communications, Inc., formerly known as China Tel Group Inc., has made sales of unregistered securities, namely shares of the Company's Series A common stock and shares of the Company's Series B common stock. The aggregate number of Series A Shares and Series B Shares sold exceeds 5% of the total number of Series A Shares and Series B Shares issued and outstanding as of the Company's latest filed Report, on Form 8-K filed on Sept. 14, 2012. On Sept. 20, 2012, the Company issued 2,097,848 Series A Shares and 2,097,848 warrants to each of James Shaw, Steven O. Smith and Ann Stowell, for a total of 6,293,544 Shares and 6,293,544 warrants in partial payment of a line of credit promissory note of up to $1,052,631 in favor of Weal Group, Inc., and partially assigned to James Shaw, Steven O. Smith and Ann Stowell. Each warrant gives the holder the right to purchase one Series A Shares at an exercise price of $0.0251 and with an exercise term of three years. This sale of Series A Shares resulted in a principal reduction of $144,731 in notes payable of the Company, and payment of accrued interest of $13,236. On Sept. 20, 2012, the Company issued 8,000,000 Series B Shares to Colin Tay, the Company's President. Each Series B Share has the right to cast ten votes for each action on which the Company's shareholders have a right to vote, whereas each Series A Share has the right to cast one vote. The Company believes it is in its best interests to maintain management voting control of the Company, including avoidance of the expense of soliciting proxies for corporate actions requiring shareholder approval. Prior to this issuance, there were 2,000,000 Series B Shares issued and outstanding, all of which are beneficially owned or their voting rights controlled via proxies held by various members of the Company's management team. The Company issued 8,000,000 additional Series B Shares to Colin Tay in order to maintain such management voting control, taking into account the number of Series A Shares currently issued and outstanding, as well as additional Series A Shares the Company may issue in the future. There was no financial consideration for the issuances of Series B Shares to Colin Tay. The Series B Shares do not participate in any declared dividends. The Series B Shares are redeemable on May 23, 2023 at par value of $0.001 per share. The consent of 80% of the holders of issued and outstanding Series B Shares is required in order to sell, assign or transfer any of the Series B Shares. In addition to the aforementioned sales of unregistered Shares, the Company issued 12,233,719 registered Shares pursuant to a Form S-8 Registration Statement filed on Sept. 19, 2012. As of Sept. 20, 2012, and immediately following the issuances, the Company has 43,481,826 shares of its Series A common stock outstanding, with a par value of $0.001, and 6,000,000 shares of its Series B common stock outstanding, with a par value of $0.001. 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. After auditing the 2011 results, Kabani & Company, Inc., in Los Angeles, California, expressed substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss for the year ended Dec. 31, 2011, cumulative losses of $254 million since inception, a negative working capital of $16.4 million and a stockholders' deficiency of $9.93 million. The Company reported a net loss of $21.79 million in 2011, compared with a net loss of $66.62 million in 2010. The Company's balance sheet at June 30, 2012, showed $15.91 million in total assets, $20.01 million in total liabilities and a $4.09 million total stockholders' deficiency. CIP INVESTMENT: Can Employ Bryan Cave as Bankruptcy Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas authorized CIP Investment Properties, LLC, to employ Bryan Cave LLP as attorneys for the Debtor, nunc pro tunc to July 17, 2012. Bryan Cave will perform these legal services: a) Advising the Debtor with respect to its rights, powers and duties in the bankruptcy case; b) Assisting and advising the Debtor in its consultation with any appointed creditors committee relative to the administration of its case; c) Assisting the Debtor with investigation of assets, liabilities and financial condition of the Debtor and the operation of the Debtor's business in order to maximize the value of the Debtor's assets for the benefit of the Debtor's estate; d) Advising the Debtor in connection with negotiating, drafting, filing and prosecuting a plan of reorganization for the Debtor's estate; e) Assisting and advising the Debtor in connection with communications and negotiations with creditors; f) Commencing and prosecuting all necessary and appropriate actions and/or proceedings on behalf of the Debtor; g) Reviewing, analyzing and/or preparing on behalf of the Debtor all necessary applications, motions, answers, orders, reports, schedules, pleadings and other documents; h) Representing the Debtor at all hearings and other proceedings; i) Assisting the Debtor in complying with the requirements of the Office of the United States Trustee; and j) Performing all other necessary legal services in the Debtor?s case as may be requested by the Debtor. The hourly rates charged by the attorneys and paralegals anticipated to work on this case range from $100 per hour for paralegals to $700 per hour for partners. To the best of Debtor's knowledge, Bryan Cave does not hold or represent any interest adverse to the Debtor's estate and is disinterested within the meaning of Sections 101(14) and 327 of the Bankruptcy Code. About CIP Investment Based in Wichita, Kansas, CIP Investment Properties, LLC, filed a Chapter 11 petition (Bankr. D. Kan. Case No. 12-21952) in Kansas City on July 17, 2012. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), was formed in 1998 to acquire an ownership interest in the Thorn Building, located at 8200 E. Thorn Road, in Wichita, Kansas, which the Debtor operates as an office building. The Debtor estimated assets and debts of $10 million to $50 million. Mark G. Stingley, Esq., and Keith M. Aurzada, Esq., at Bryan Cave LLP, serves as the Debtor's counsel. The petition was signed by David F. Hoff, president. CIP INVESTMENT: Taps Foulston Siefkin as Special Counsel -------------------------------------------------------- CIP Investment Properties, LLC, asks the U.S. Bankruptcy Court for the District of Kansas for permission to employ Foulston Siefkin LLP as special counsel for the Debtor, nunc pro tunc to July 17, 2012. The Debtor is obligated to Sedgwick County for ad valorem real property taxes. Prior to the Petition Date, the Taxing Authority has asserted a claim for $3,027,955. The Debtor engaged Foulston Siefkin prepetition to negotiate the proper amount with the Taxing Authority. Additionally, prior to the Petition Date, Foulston Siefkin was representing the Debtor in a certain mechanic's lien foreclosure case regarding the Property filed in the Eighteenth Judicial District, District Court, Sedgwick County, captioned Total, Inc. Kansas, plaintiff v. CIP Investment Properties, LLC, defendant Case No. 11-cv-4300. Upon the Debtor's bankruptcy filing, Foulston Siefkin filed notices of the bankruptcy in the Mechanic's Lien Foreclosure. Finally, prior to the Petition Date, Foulston Siefkin represented the Debtor as to issues involving the Debtor's leasing of office space within the Property. Foulston Siefkin, however, does not represent the Debtor as to any issues involving the August 6, 2009 lease of a portion of the Property the Debtor entered into with Via Christi Health System, Inc. Foulston Siefkin will represent the Debtor with respect to the matters involving the Taxing Authority, the Mechanic's Lien Foreclosure and the leasing of the office space in the Property, in an efficient and effective manner. To the best of the Debtor's knowledge, information and belief, as required by Section 327(e) of the Bankruptcy Code, Foulston Siefkin does not represent or hold any interest adverse to the Debtor or its estate with respect to the Matters for which Foulston Siefkin is proposed to be retained. Accordingly, the Debtor believes that Foulston Siefkin satisfies the requirements for employment as special counsel pursuant to Section 327(e) of the Bankruptcy Code. Subject to the Court's approval, Foulston Siefkin intends to (a) charge for its legal services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date services are rendered and (b) seek reimbursement of actual and necessary out-of-pocket expenses according to its customary reimbursement policies. About CIP Investment Based in Wichita, Kansas, CIP Investment Properties, LLC, filed a Chapter 11 petition (Bankr. D. Kan. Case No. 12-21952) in Kansas City on July 17, 2012. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), was formed in 1998 to acquire an ownership interest in the Thorn Building, located at 8200 E. Thorn Road, in Wichita, Kansas, which the Debtor operates as an office building. The Debtor estimated assets and debts of $10 million to $50 million. Mark G. Stingley, Esq., and Keith M. Aurzada, Esq., at Bryan Cave LLP, serves as the Debtor's counsel. The petition was signed by David F. Hoff, president. CIP INVESTMENT: Files Schedules of Assets and Liabilities --------------------------------------------------------- CIP Investment Properties, LLC, filed with the U.S. Bankruptcy Court for the District of Kansas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $1,807,269 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $22,052,145 E. Creditors Holding Unsecured Priority Claims $3,027,955 F. Creditors Holding Unsecured Non-priority Claims $116,902 ----------- ----------- TOTAL $1,807,269 $25,197,002 A copy of the schedules is available at: http://bankrupt.com/misc/cip.sal.doc37.pdf About CIP Investment Based in Wichita, Kansas, CIP Investment Properties, LLC, filed a Chapter 11 petition (Bankr. D. Kan. Case No. 12-21952) in Kansas City on July 17, 2012. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), was formed in 1998 to acquire an ownership interest in the Thorn Building, located at 8200 E. Thorn Road, in Wichita, Kansas, which the Debtor operates as an office building. The Debtor estimated assets and debts of $10 million to $50 million. Mark G. Stingley, Esq., and Keith M. Aurzada, Esq., at Bryan Cave LLP, serves as the Debtor's counsel. The petition was signed by David F. Hoff, president. CIRCLE STAR: Incurs $1.9 Million Net Loss in July 31 Quarter ------------------------------------------------------------ Circle Star Energy Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.93 million on $150,604 of total revenues for the three months ended July 31, 2012, compared with a net loss of $5.09 million on $216,293 of total revenues for the same period during the prior year. The Company's balance sheet at July 31, 2012, showed $8.36 million in total assets, $4.46 million in total liabilities, and $3.89 million in total stockholders' equity. At July 31, 2012, the Company had cash and cash equivalents of $36,217 and a working capital deficit of $2,690,150. For the quarter ended July 31, 2012, the Company had net loss attributable to common shareholders of $1,930,704 and an operating loss of $1,409,264. "Given that we have not achieved profitable operations to date, our cash requirements are subject to numerous contingencies and risks beyond our control, including operational and development risks, competition from well-funded competitors, and our ability to manage growth," the Company said in its quarterly report for the period ended July 31, 2012. "We can offer no assurance that the Company will generate cash flow sufficient to achieve profitable operations or that our expenses will not exceed our projections. Accordingly, there is substantial doubt as to our ability to continue as a going concern for a reasonable period of time." A copy of the Form 10-Q is available for free at: http://is.gd/JMCWml 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 reported a net loss of $11.07 million on $942,150 of total revenues for the year ended April 30, 2012, compared with a net loss of $31,718 on $0 of total revenues during the prior fiscal year. Hein & Associates LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2012. The independent auditors noted that the Company has suffered recurring losses from operations and has a working capital deficit which raise substantial doubt about the Company's ability to continue as a going concern. CIRCUS AND ELDORADO: Investigation Period Extended Until Oct. 31 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada approved a stipulation extending until Oct. 31, 2012, the investigation period of the Official Committee of Unsecured Creditors in the Chapter 11 cases of Circus and Eldorado Joint Venture, et al., under the cash collateral agreement. Pursuant to the stipulation entered among the Debtors, among the Debtors and The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee with respect to that certain Indenture, dated March 5, 2002 (as amended, modified from time to time), for the Debtors' 10-1/8% Mortgage Notes due 2012, and on behalf of the holders of the Mortgage Notes, and the Committee, also provides that the investigation period may be further extended by agreement by the parties. All other terms of the cash collateral stipulation will remain the same. The cash collateral stipulation required the Committee to commence any adversary proceeding (x) to challenge the validity, enforceability, priority, perfection, characterization and amount of the Prepetition Obligations and Prepetition Liens or (y) assert any claims or causes of action against any of the Prepetition Indenture Trustee or Prepetition Secured Parties within 90 days after the date of the Committee's appointment, which was defined as the "Investigation Period" under the Cash Collateral Stipulation. In this relation, the Debtors said that they would avoid further cost and expense if the investigation period is extended. The Debtor noted that they are still awaiting confirmation of their First Amended Chapter 11 Plan of Reorganization which Disclosure Statement was approved on June 27, 2012. According to the Debtors, the Plan provides that all general unsecured creditors will be paid in full over time from the Debtors' operations. If the Plan were to be confirmed, the Committee's constituency would not receive any further economic benefit by challenging the prepetition obligations or prepetition liens. About Circus and Eldorado Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case Nos. 12-51156 and 12-51157) on May 17, 2012. Circus and Eldorado Joint Venture owns and operates the Silver Legacy Resort Casino, a 19th century silver mining themed hotel, casino and entertainment complex located in downtown Reno, Nevada. The casino and entertainment areas at Silver Legacy are connected by skyway corridors to the neighboring Eldorado Hotel & Casino and the Circus Circus Hotel and Casino, each of which are owned by affiliates of the Debtors. Together, the three properties comprise the heart of the Reno market's prime gaming area and room base. Silver Legacy Capital is a wholly owned subsidiary of the Joint Venture and was created and exists for the sole purpose of serving as a co-issuer of the mortgage notes due 2012. SLCC has no operations, assets or revenues. Eldorado Hotel & Casino and Circus Circus Hotel and Casino are not debtors in the Chapter 11 cases. The Company did not make the required principal payment of its 10.125% mortgage notes on the maturity date of March 1, 2012. The company also elected not to make the scheduled interest payment. As a result, an aggregate of $142.8 million principal amount of Notes were outstanding and accrued interest of $7.23 million on the Notes, as of March 1, 2012, is due and payable. The Debtors have entered into a Restructuring Support Agreement with Capital Research and Management Company, a holder of a substantial portion of the mortgage notes. A copy of the RSA dated March 15, 2012, is available for free at http://is.gd/diDPh3 The RSA contemplates a proposed plan will be filed no later than June 1, 2012. The plan will contain creditor treatments that have already been negotiated with and agreed to by creditor constituents. The Debtors will seek approval of the explanatory disclosure statement within 45 days after the Petition Date and obtain confirmation of the Plan 60 days later. Judge Bruce T. Beesley presides over the case. Paul S. Aronzon, Esq., and Thomas P. Kreller, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and Sallie B. Armstrong, Esq., at Downey Brand LLP, serve as the Debtors' counsel. The Debtors' financial advisor is FTI Consulting Inc. The claims agent is Kurtzman Carson Consultants LLC. The Bank of New York Mellon Trust Company, N.A., the trustee for the Debtors' 10-1/8% Mortgage Notes due 2012, is represented by Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. Circus and Eldorado Joint Venture disclosed $264,649,800 in assets and $158,753,490 in liabilities as of the Chapter 11 filing. The petitions were signed by Stephanie D. Lepori, chief financial officer. The Plan dated June 1, 2012, pays much of its debt in cash and the balance with new secured liens. August B. Landis, Acting U.S. Trustee for Region 17, appointed three creditors to serve in the Official Committee of Unsecured Creditors in the Debtors' Chapter 11 cases. Stutman, Treister & Glatt Professional Corporation represents the Committee. CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications, Inc., is a borrower traded in the secondary market at 83.56 cents-on-the-dollar during the week ended Sept. 21, 2012, an increase of 3.17 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 30, 2016, and carries Moody's 'Caa1' rating and Standard & Poor's 'CCC+' rating. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Clear Channel San Antonio, Texas-based CC Media Holdings, Inc. (OTC BB: CCMO) -- http://www.ccmediaholdings.com/-- is the parent company of Clear Channel Communications, Inc. CC Media Holdings is a global media and entertainment company specializing in mobile and on-demand entertainment and information services for local communities and premier opportunities for advertisers. The Company's businesses include radio and outdoor displays. For the six months ended June 30, 2012, the Company reported a net loss attributable to the Company of $182.65 million on $2.96 billion of revenue. Clear Channel reported a net loss of $302.09 million on $6.16 billion of revenue in 2011, compared with a net loss of $479.08 million on $5.86 billion of revenue in 2010. The Company had a net loss of $4.03 billion on $5.55 billion of revenue in 2009. The Company's balance sheet at June 30, 2012, showed $16.45 billion in total assets, $24.31 billion in total liabilities, and a $7.86 billion total shareholders deficit. Bankruptcy Warning At March 31, 2012, the Company had $20.7 billion of total indebtedness outstanding. The Company said in its quarterly report for the period ended March 31, 2012, that its ability to restructure or refinance the debt will depend on the condition of the capital markets and the Company's financial condition at that time. Any refinancing of the Company's debt could be at higher interest rates and increase debt service obligations and may require the Company and its subsidiaries to comply with more onerous covenants, which could further restrict the Company's business operations. The terms of existing or future debt instruments may restrict the Company from adopting some of these alternatives. These alternative measures may not be successful and may not permit the Company or its subsidiaries to meet scheduled debt service obligations. If the Company and its subsidiaries cannot make scheduled payments on indebtedness, the Company or its subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result the Company could be forced into bankruptcy or liquidation. * * * The Troubled Company Reporter said on Feb. 10, 2012, Fitch Ratings has affirmed the 'CCC' Issuer Default Rating of Clear Channel Communications, Inc., and the 'B' IDR of Clear Channel Worldwide Holdings, Inc., an indirect wholly owned subsidiary of Clear Channel Outdoor Holdings, Inc., Clear Channel's 89% owned outdoor advertising subsidiary. The Rating Outlook is Stable. Fitch's ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable and growing interest burden that pressures free cash flow; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. COLLINS AND WALTON: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Collins and Walton Plumbing and Heating Contractors, Inc. 1525 Lake Street Elmira, NY 14901 Bankruptcy Case No.: 12-21501 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Western District of New York (Rochester) Judge: Paul R. Warren Debtor's Counsel: C. Bruce Lawrence, Esq. BOYLAN, CODE LLP Culver Road Armory 145 Culver Road, Suite 100 Rochester, NY 14620 Tel: (585) 232-5300 Fax: (585)238-9056 E-mail: cblawrence@boylancode.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nywb12-21501.pdf The petition was signed by Jason C. Crane, president. COMPUCOM SYSTEMS: S&P Affirms 'B+' CCR on Refinancing ----------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Dallas-based CompuCom Systems Inc. The outlook is stable. "At the same time, we assigned our 'B+' issue-level rating and '3' recovery rating to the company's proposed $470 million first-lien term loan maturing in 2018. The '3' recovery rating indicates our expectations for meaningful (50% to 70%) recovery for lenders in the event of a payment default. "We also assigned our 'B-' issue- level rating and '6' recovery rating to the company's proposed $165 million second-lien term loan maturing in 2019. The '6' recovery rating indicates our expectations for negligible (0% to 10%) recovery for lenders in the event of a payment default. The company intends to use the new debt proceeds to refinance its existing debt and to pay up to an approximate $211 million dividend to its shareholders. We will withdraw the ratings on the existing debt once the proposed transaction funds and closes," S&P said. "The ratings on Dallas-based CompuCom Systems Inc. reflect Standard & Poor's Ratings Services' expectation that the current rating will be supported by an improving business mix of higher- margin services revenues, despite highly competitive markets and the company's 'aggressive' financial profile," said Standard & Poor's credit analyst Molly Toll-Reed. "The outlook is stable, reflecting our expectation that growth in service revenues will support consistent profitability and modest leverage reduction in the next year. Our view that the company's current ownership structure is likely to preclude sustained leverage reduction limits a possible upgrade. Competitive pressure on operating margins or more aggressive financial policies leading to sustained leverage in excess of the mid-5x level could lead to lower ratings," S&P said. COOL FROOTZ: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Cool Frootz, LLC 160 W. Camino Real #311 Boca Raton, FL 33432 Bankruptcy Case No.: 12-32169 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: Charles W. Throckmorton, Esq. KOZYAK TROPIN & THROCKMORTON, PA 2525 Ponce De Leon Boulevard, #9th Floor Miami, FL 33134 Tel: (305) 377-0655 Fax: (305) 372-1800 E-mail: cwt@kttlaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Arnold P. Zweben, president. DELUXE ENTERTAINMENT: S&P Affirms 'B-' CCR; Outlook Negative ------------------------------------------------------------ Standard & Poor's Ratings Services revised its rating outlook on Deluxe Entertainment Services Group Inc. to negative from stable. Existing ratings on the company, including the 'B-' corporate credit rating, were affirmed. "Our rating outlook revision to negative from stable reflects our expectation that the company's operating performance could remain weaker than we had previously expected, pressuring covenant compliances and causing discretionary cash flow to continue to fall," said Standard & Poor's credit analyst Daniel Haines. "Our 'B-' corporate credit rating on Deluxe Entertainment reflects our financial risk profile assessment of 'highly leveraged' (based on our criteria) on the company, given its high debt service requirements, including its sizable mandatory amortization payments and its high leverage. We view Deluxe Entertainment's business profile as 'vulnerable' because of its exposure to the widespread adoption of digital projection technology by motion picture exhibitors, particularly in North America. We expect the company's film processing and distribution business to continue to decline over the next few years. We expect the company's creative service business will grow at a moderate pace, but not sufficiently to prevent lower 2012 total revenue," S&P said. "We regard Deluxe Entertainment's business profile as 'vulnerable' because of unfavorable structural trends affecting its film processing and distribution business, which prints and distributes 35-millimeter films exhibited at movie theaters. Theaters have been replacing film projectors with digital projectors, reducing the number of film prints they need. This business is also vulnerable to fluctuations in the number of films slated for release by the studios it services. Separate from film processing, the company provides various creative services, which now account for over two-thirds of revenue. These services have healthier long-term fundamentals than film-release print manufacturing. This division distributes digital movie content to theaters by shipping hard drives, which should benefit from the rollout of digital projectors in movie theaters. This business also stores and distributes digital motion picture content to various devices or content providers and should be bolstered by the proliferation of new content distribution channels. It stands to gain from increasing demand for 2D-to-3D conversion of content because of the increase in 3D theatrical releases and the availability of 3D TVs," S&P said. DEWEY & LEBOEUF: Answers Objections to $71MM Clawback Deal ---------------------------------------------------------- Dewey & LeBoeuf LLP responded to a number of objections to its proposed $71 million clawback deal with former partners, saying only two of them are bona fide objections and that they don't stand up under scrutiny. Dewey & Leboeuf filed with the U.S. Bankruptcy Court for the Southern District of New York an omnibus reply in support of its Aug. 29 motion for the approval of Partner Contribution Settlement Agreements with former attorneys of the firm and to address statements and objections to the motion by: (i) the Official Committee of Former Partners; (ii) the Ad Hoc Committee of Retired Partners of LeBoeuf, Lamb, Leiby & MacRae; (iii) Kenneth A. Freeling; (iv) the Official Creditors; (v) Steven H. Davis; (vi) Stephen DiCarmine; (vii) Joel Sanders; (viii) UniCredit Bank AG; and (ix) 1301 Properties Owner LP. Dewey argues that the PCPs are in the best interests of the estate and that there is wide-spread support for the PCPs. A copy of the omnibus reply, approximately 24 pages, is available at http://bankrupt.com/misc/dewey.doc482.pdf A copy of the revised form of the proposed order (blacklined to reflect changes) is available at: http://bankrupt.com/misc/dewey.doc482-1.pdf About Dewey & LeBoeuf New York-based law firm Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine LLP and LeBoeuf, Lamb, Greene & MacRae LLP. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. DEX MEDIA EAST: Bank Debt Trades at 38% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media East LLC is a borrower traded in the secondary market at 62.34 cents-on- the-dollar during the week ended Friday, Sept. 21, 2012, an increase of 0.33 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 24, 2014. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About R.H. Donnelley & Dex Media East Dex One, headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11 protection (Bank. D. Del. Case No. 09-11833 through 09-11852) on May 28, 2009. They emerged from bankruptcy on Jan. 29, 2010. On the Effective Date and in connection with its emergence from Chapter 11, RHD was renamed Dex One Corporation. Dex One reported a net loss of $518.96 million in 2011 compared with a net loss of $923.59 million for the eleven months ended Dec. 31, 2010. * * * As reported in the April 2, 2012 edition of the TCR, Moody's Investors Service has downgraded the corporate family rating (CFR) for Dex One Corporation's to Caa3 from B3 based on Moody's view that a debt restructuring is inevitable. Moody's has also changed Dex's Probability of Default Rating (PDR) to Ca/LD from B3 following the company's purchase of about $142 million of par value bank debt for about $70 million in cash. The Caa3 rating also reflects Moody's view that additional exchanges at a discount are likely in the future since the company amended its bank covenants to make it possible to repurchase additional bank debt on the open market through the end of 2013. As reported by the TCR on April 4, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Cary, N.C.-based Dex One Corp. and related entities to 'CCC' from 'SD' (selective default). "The upgrade reflects our assessment of the company's credit profile after the completion of the subpar repurchase transaction in light of upcoming maturities, future subpar repurchases, and our expectation of a continued week operating outlook," explained Standard & Poor's credit analyst Chris Valentine. DEX MEDIA WEST: Bank Debt Trades at 35% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West LLC is a borrower traded in the secondary market at 64.93 cents-on- the-dollar during the week ended Friday, Sept. 21, 2012, an increase of 0.64 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 24, 2014, and carries Moody's 'Caa3' rating and Standard & Poor's 'D' rating. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About R.H. Donnelley & Dex Media Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun & Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/-- publishes and distributes print and online directories in the U.S. It offers print directory advertising products, such as yellow pages and white pages directories. R.H. Donnelley Inc., Dex Media, Inc., and Local Launch, Inc., are the company's only direct wholly owned subsidiaries. Dex Media East LLC is a publisher of the official yellow pages and white pages directories for Qwest Communications International Inc. in the states, where Qwest is the primary incumbent local exchange carrier, such as Colorado, Iowa, Minnesota, Nebraska, New Mexico, North Dakota and South Dakota. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection (Bank. D. Del. Case No. 09-11833 through 09- 11852) on May 28, 2009, after missing a $55 million interest payment on its senior unsecured notes. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, represented the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, served as the Debtors' local counsel. The Debtors' financial advisor was Deloitte Financial Advisory Services LLP while its investment banker was Lazard Freres & Co. LLC. The Garden City Group, Inc., served as claims and noticing agent. The Official Committee of Unsecured Creditors tapped Ropes & Gray LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-counsel, J.H. Cohn LLP as its financial advisor and forensic accountant, and The Blackstone Group, LP, as its financial and restructuring advisor. The Debtors emerged from Chapter 11 bankruptcy proceedings at the end of January 2010. * * * In early April 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Cary, N.C.-based Dex One Corp. and related entities to 'CCC' from 'SD' (selective default). The rating outlook is negative. "At the same time, we affirmed our issue-level rating on Dex Media East Inc.'s $672 million outstanding term loan, Dex Media West Inc.'s $594 million outstanding term loan, and R.H. Donnelley Inc.'s $866 million outstanding term loan due 2014 at 'D'. The recovery rating on these loans remains at '5', indicating our expectation of modest (10% to 30%) recovery for lenders in the event of a payment default," S&P said. "The company's March 9, 2012 amendment allows for ongoing subpar repurchases of its term debt until 2013, as long as certain conditions are met. Additionally, on March 22, 2012, the company announced the commencement of a cash tender offer to purchase a portion of its senior subordinated notes due in 2017 below par. The term loan and subordinated notes are trading at a significant discount to their par values, providing the company an economic incentive to pursue a subpar buyback. We believe that these circumstances suggest a high probability of future subpar buybacks, which are tantamount to default under our criteria," S&P said. "The 'CCC' corporate credit rating reflects our view that Dex One's business will remain under pressure given the unfavorable outlook for print directory advertising. We view the company's rising debt leverage, low debt trading levels, weak operating outlook, and steadily declining discretionary cash flow as indications of financial distress. As such, we continue to assess the company's financial risk profile as 'highly leveraged,' based on our criteria. We regard the company's business risk profile as 'vulnerable,' based on significant risks of continued structural and cyclical decline in the print directory sector. Structural risks include increased competition from online and other distribution channels as small business advertising expands across a greater number of marketing channels," S&P said. DIGITAL DOMAIN: Proposes $350,000 Bonus Program ----------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that although Digital Domain Media Group Inc. intends for the bankruptcy judge to approve the sale of most of the business at a Sept. 24 hearing, the provider of visual effects asked the judge to approve a bonus program that may pay senior executives and others as much as $350,000 in total. According to the report, the senior executives would receive bonuses if the primary assets are sold for more than $15 million, the price being offered by Searchlight Capital Partners LP, Digital Domain said in court papers. The senior managers would earn a separate bonus if the remaining assets sell for more than $13 million. A hearing to consider approval of the bonus program is set for Oct. 10 in Wilmington, Delaware. One day after the Chapter 11 filing on Sept. 11, the bankruptcy judge gave Digital Domain permission to hold an auction on Sept. 21. The judge said he might delay the auction if creditors object to the speed of the sale. About Digital Domain Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/ -- engages in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11 to sell its business for $15 million to Searchlight Capital Partners LP. The Debtors have also sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Port St. Lucie, Florida-based Digital Domain disclosed assets of $205 million and liabilities totaling $214 million. DDMG also announced that it has entered into a purchase agreement with Searchlight Capital Partners L.P. to acquire Digital Domain Productions Inc. and its operating subsidiaries in the United States and Canada, including Mothership Media, subject to the receipt of higher and better offers and Court approval. DDPI and Mothership, with studios in California and Vancouver, are focused on creating digital visual effects, CG animation and digital production for the entertainment and advertising industries and are led by recently promoted Chief Executive Officer Ed Ulbrich. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. DIGITAL DOMAIN: Expects Robust Bidding at Auction ------------------------------------------------- Peg Brickley at Dow Jones' DBR Small Cap reports that Digital Domain Media Group Inc. is expecting a half-dozen bidders Friday when it sprints to the bankruptcy auction block in a bid to find a buyer before its special effects business falls apart. Meanwhile, BankruptcyData.com reports that PBC Digital Holdings filed with the U.S. Bankruptcy Court a motion for reconsideration of the order approving bid procedures related to the sale of substantially all of the Debtors' assets. PBC asserts, "Should the Court not amend of otherwise reconsider the Proposed Bid Procedures to preclude the initial senior noteholders' credit bid of the Make-Whole Penalty, bidding will be chilled, which will result in the failure to maximum value for the Debtors' estates -- very likely to the unfair advantage of the initial senior noteholders." About Digital Domain Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/ -- engages in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11 to sell its business for $15 million to Searchlight Capital Partners LP. The Debtors have also sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Port St. Lucie, Florida-based Digital Domain disclosed assets of $205 million and liabilities totaling $214 million. DDMG also announced that it has entered into a purchase agreement with Searchlight Capital Partners L.P. to acquire Digital Domain Productions Inc. and its operating subsidiaries in the United States and Canada, including Mothership Media, subject to the receipt of higher and better offers and Court approval. DDPI and Mothership, with studios in California and Vancouver, are focused on creating digital visual effects, CG animation and digital production for the entertainment and advertising industries and are led by recently promoted Chief Executive Officer Ed Ulbrich. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. DOLE FOOD: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its corporate credit rating on Dole Food Co. Inc. at 'B', and revised its rating outlook to positive from developing. "The outlook change follows Dole's recent announcement that it has signed a definitive agreement with ITOCHU Corp. (A-/Stable/A-2) for the sale of its worldwide packaged foods and Asia fresh produce businesses for $1.685 billion in cash. This proposed transaction is subject to Dole stockholder approval and customary regulatory approvals in multiple countries. Dole has indicated it will apply cash proceeds from the transaction to debt reduction, to pay deal-related expenses, and for restructuring and other corporate purposes," S&P said. "We believe a divestiture of these businesses will result in a weaker business risk profile, given our opinion that this would reduce Dole's product diversity and profitability," said Standard & Poor's credit analyst Jeffrey Burian. "However, we believe the company's planned debt reduction will result in a stronger financial risk profile." "The ratings on Dole reflect Standard & Poor's view that Dole's financial risk profile is 'highly leveraged' and business risk profile is 'weak.' Key credit factors in our assessment of Dole's business risk profile include the company's participation in the competitive, commodity-oriented, seasonal, and volatile fresh produce industry, which is subject to political and economic risks. We also consider the benefits of Dole's strong market positions, good geographical, product and customer diversification (which we believe will diminish if the anticipated divestiture is completed), and its well-recognized brand name. It is our opinion that Dole's planned divestiture of its worldwide packaged food and Asia fresh produce businesses would likely weaken our assessment of the company's business risk profile to 'vulnerable,'" S&P said. "The ratings outlook is positive. We could raise the ratings over the outlook period if the company uses sale proceeds to reduce debt to an extent that would materially improve the company's financial risk profile, despite our opinion that Dole's business risk profile would weaken following a divestiture of the worldwide packaged food and Asia fresh produce businesses," S&P said. "Alternatively, we would consider an outlook revision back to stable if Dole does not reduce debt levels as planned and/or operating performance weakens," S&P said. DOLPHIN DIGITAL: Inks 3-Year Contract With CEO William O'Dowd ------------------------------------------------------------- Dolphin Digital Media, Inc., entered into a three-year employment agreement with Mr. William O'Dowd IV, the Company's President and Chief Executive Officer effective Jan. 1, 2012. The Agreement provides that the initial term will be extended for an additional two year term at the option of Mr. O'Dowd. The Agreement provides for an initial base salary of $250,000. In addition, Mr. O'Dowd will be able to receive an annual bonus in an amount to be determined by the Company's Board of Directors. In consideration of Mr. O'Dowd's entry into the Agreement, the waiver by Mr. O'Dowd of any right to compensation for services rendered to the Company prior to the date of the Agreement, and the waiver by Mr. O'Dowd of any subsequent anti-dilution or similar rights Mr. O'Dowd has or had with respect to his equity ownership of the Company, the Company agreed to pay Mr. O'Dowd a bonus in the amount of $1,000,000 effective as of Jan. 1, 2012. The Company has been accruing annual bonus compensation based upon such terms. On Sept. 13, 2012, the Company issued to Mr. O'Dowd 17,701,365 shares of common stock in consideration for his exercise of all anti-dilution rights he has or had with respect to his equity ownership of the issuer granted to Mr. O'Dowd in connection with the acquisition of Dolphin Digital Media in June 2008. On Sept. 13, 2012, the Company and T Squared Investments, LLC, agreed to amend T Squared's warrant "E" for 7,000,000 shares by extending the expiration date to Sept. 13, 2015, and among other things, giving the Company a right of first refusal prior to any sale, assignment, transfer, pledge, encumbrance, or other disposition of the common shares issuable upon exercise of the "E" Warrant. The right of first refusal will only be applicable if the sale transaction represents greater than 20,000 shares in any given 24-hour period. T Squared has also granted to Mr. O'Dowd and any individual designated by him its proxy to vote any common shares underlying the Warrant upon issuance at any meeting of the shareholder's of the Company or otherwise. On Sept. 13, 2012, the Company and T Squared also amended their Preferred Stock Purchase Agreement dated Oct. 4, 2007, and subsequently amended, to provide that the Company no longer will require the consent of T Squared to issue any common stock or securities with a conversion price below the existing conversion price of T Squared's Convertible Preferred Stock. In consideration for that amendment the Company executed the Warrant E extension and granted T Squared a three year Warrant "F" to purchase 7,000,000 shares of the Company's Common Stock with an exercise price of $0.25 per share. The Company also issued a three year Warrant to Strocar Investments, LLC, to purchase 7,000,000 shares of the Company's common stock with an exercise price of $0.25 per share. Strocar will within seven days of Sept. 13, 2012, pay the Company $35,000 in consideration for the issuance of the Warrant. A copy of the Form 8-K is available for free at: http://is.gd/CnXX9M About Dolphin Digital Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. The Company reported a net loss of $1.23 million in 2011, compared with a net loss of $5.63 million in 2010. The Company's balance sheet at June 30, 2012, showed $2.55 million in total assets, $5.92 million in total liabilities, all current, and a $3.37 million total stockholders' deficit. DYNEGY HOLDINGS: Settles Cherokee Contract Fight For $3MM --------------------------------------------------------- Maria Chutchian at Bankruptcy Law360 reports that Dynegy Holdings LLC and Chevron USA Inc. on Wednesday agreed to pay a combined $3 million to Cherokee County Cogeneration Partners LP to end a $4.7 million contract dispute, effectively releasing Chevron and the bankrupt DH?s claims against each other. DH, the holding company for Dynegy Inc., will pony up the majority of the settlement sum with $2.7 million, while Chevron will provide the remaining $300,000, Bankruptcy Law360 relates citing a motion for approval filed in New York bankruptcy court. About Dynegy Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) on Nov. 7, 2011, to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion. Dynegy Inc. on July 6, 2012, filed a voluntary petition to reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to effectuate a merger with Dynegy Holdings, pursuant to Holdings' Chapter 11 plan. A settlement, which has already been approved by the bankruptcy court, provides for Dynegy Inc. and Holdings to merge and for the administrative claim granted to Dynegy Inc. in the Holdings Chapter 11 case to be transferred out of Dynegy Inc. for the benefit of its shareholders. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. The financial advisor is FTI Consulting. The Official Committee of Unsecured Creditors in Holdings' cases has tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Dynegy Inc. is represented by White & Case LLP and advised by Lazard Freres & Co. LLC. EAGLE POINT: Taps Brown Chudleigh to Appraise Real Estate Assets ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Oregon authorized Arthur Critchell Galpin and Eagle Point Developments LLC, to employ Brown Chudleigh Schuler Meyers & Associates as appraisers. BCSM is expected assist the Debtors and U.S. Bank National Association, the secured lender in the EPD case and a claimant in the Galpin case, in determining the value of the real estate which comprises substantially all of the assets of EPD. According to the Debtors, the appraisal is necessary to facilitate a possible settlement with US Bank. Alternatively, if a settlement cannot be reached, the appraisal will facilitate confirmation of Debtors' Joint Plan of Reorganization. The total anticipated cost of the appraisal is $7,300, and will be split 50/50 by Galpin and US Bank. The engagement of BCSM by Debtors is to be effective immediately; however, the Debtors' responsibility to pay 50% of the total cost will be subject to review by the Court prior to payment thereof. To the best of the Debtors' knowledge, BCSM does not represent or hold any interest adverse to Debtors or to the estates with respect to the matter on which BCSM is to be employed. US Bank consents to the terms of employment of BCSM as set forth in the application. About Eagle Point Developments Eagle Point Developments, in Medford, Oregon, developed the Eagle Point Golf Course, which was built in 1996. Eagle Point filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 12-60353) on Feb. 1, 2012. Judge Thomas M. Renn oversees the case, taking over from Judge Frank R. Alley III. Sussman Shank LLP serves as bankruptcy attorneys. The petition was signed by Arthur Critchell Galpin, managing member. Eagle Point's case is jointly administered with Mr. Galpin's personal bankruptcy case (Bankr. D. Ore. Case No. 12-60362), which is the lead case. In schedules, Mr. Galpin disclosed total assets of $35.7 million and total liabilities of $51.7 million. EASTMAN KODAK: Authorized to Sign New Movie Film Contracts ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Eastman Kodak Co. was given permission from the bankruptcy court on Sept. 19 to sign new contracts to continue supplying film for major motion-picture studios. According to the report, Kodak said the new agreements are similar to those being replaced, except for higher pricing and termination dates extended to 2014 or 2015. The new agreements give Kodak the right to quit the movie film business by giving the studios six months' notice. The contracts are with studio affiliates of Walt Disney Co., Warner Brothers Entertainment Inc., NBC Universal International Ltd. and Paramount Pictures Corp. Kodak announced this month that it is giving up on selling the portfolio of digital-imaging technology, at least for the time being. The bond market responded negatively to announcement. The report relates that Kodak's $400 million in 7% convertible notes due in 2017 sold for 26 cents on the dollar on Aug. 2, when the technology was expected to be sold later that month. The notes traded at about 12 cents on Sept. 19, according to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. As of July 31, 2012, the Company had total assets of $3.93 billion, total liabilities of $5.32 billion and total stockholders' deficit of $1.39 billion. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. EMERGENCY MEDICAL: S&P Affirms 'B+' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services affirmed its existing ratings on Greenwood Village, Colo.-based Emergency Medical Services Corp., including the 'B+' corporate credit rating. The rating outlook is stable. "We also assigned a 'B-' issue-level rating (two notches below our 'B+' corporate credit rating on the company) and '6' recovery rating to its proposed $450 million PIK toggle notes to be issued at the holding company level. The '6' recovery rating indicates our expectations of negligible (0% to 10%) recovery for debtholders in the event of a payment default. We expect the company to use the net proceeds to fund a dividend to its financial sponsor, Clayton Dublier & Rice, and other equity holders," S&P said. "Emergency Medical completed its leveraged buyout (LBO) transaction by Clayton Dublier & Rice in the second quarter of 2011, increasing adjusted debt leverage to 7.3x at that time. Since then, Emergency Medical's debt decreased and EBITDA grew 7%, reducing debt leverage to 6.4x as of June 30, 2012 (our projection for the end of 2012 was 6.5x). Funds from operations (FFO) to adjusted debt was about 9%. The proposed $450 million divided will increase debt leverage to about the same level that it was at the time of its LBO. EMSC's $225 million of secured debt reduction over the past year was partly funded with excess cash and restricted cash released at its insurance captive subsidiary. Therefore, we believe that EMSC will not be able to reduce leverage at a similar pace going forward. We estimate that debt leverage can decline by about a half turn per year. We expect EMSC's credit metrics to remain consistent with a 'highly leveraged' financial risk profile over the next few years," S&P said. "The dividend, which highlights the aggressive financial policy of the sponsor, returns about 50% of their initial equity investment. Furthermore, the PIK toggle note will be issued at a parent holding company, and therefore, structurally subordinated to the debt at the operating company. Interest will be sourced from a cash dividend from the operating company, EMSC, within the restricted payments basket allowed in its secured credit facility. We estimate that the basket will remain sufficient to make these payments for the life of the note given that we estimate that the basket currently exceeds 2x coverage of the expected interest payment. Our forecast that dividends required from EMSC to pay the interest on the note will likely approximate the accretion (50% of net income) of the restricted payment basket. The PIK toggle feature acts as a backstop in the event the restricted payments calculation prevents a sufficient dividend to fully service the debt. EMSC generates cash in excess of its needs and has large cash reserves and revolver availability; we view liquidity as 'strong,'" S&P said. "Our 'B+' rating on Emergency Medical Services Corp. reflects the company's ongoing exposure to reimbursement risk in both its ambulance transportation (American Medical Response; AMR) and physician staffing (EmCare) businesses, and high levels of uncompensated care that contribute to relatively thin operating margins. Despite these risks, Standard & Poor's Ratings Services characterizes the business risk as 'fair,' because of its relative diversity of services and track record of growth and stable margins. We consider the financial risk profile to be 'highly leveraged' given debt leverage above 5x and FFO to debt of less than 12%, according to our criteria," S&P said. "Our base case assumes mid-single revenue growth, reflecting new contracts, and to a smaller extent, same-store growth. EBITDA margins of approximately 12% are expected improve slightly driven by operational improvements. EmCare has been exiting unprofitable contracts, usually from smaller hospitals that are unable to increase subsidies to EMSC, contributing to higher margins at EmCare. We also expect operational improvements in the ambulance business to improve margins. Year to date, EMSC's revenue increased 4.3% as a result of new contracts and same contract growth. Adjusted EBITDA margins were 12%, an improvement from 11.6% in 2011. We expect the reimbursement environment to remain stable over the next year," S&P said. FIRST AMERICAN: S&P Lowers CCR to 'B' After Dividend Recap ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Fort Worth, Texas-based First American Payment Systems L.P. (FAPS) to 'B' from 'B+'. The outlook is stable. "The downgrade reflects less favorable financial metrics, including decreased free cash flow, as a result of the company's prospective dividend recapitalization," explained Standard & Poor's credit analyst Alfred Bonfantini. "The transaction will add about $130 million of incremental debt to the company's capital structure, and pro forma leverage as of June 30, 2012 will increase to 6.25x." "At the same time, we assigned our 'B' issue-level rating and '3' recovery rating to the company's proposed $280 million first-lien credit facility, consisting of a $250 million term loan and a $30 million revolving credit facility. The '3' recovery rating indicates our expectations for meaningful (50%-70%) recovery for lenders in the event of a payment default," S&P said. "We also assigned our 'CCC+' issue-level rating and '6' recovery rating to the company's proposed $125 million second-lien term loan. The '6' recovery rating indicates our expectations for negligible (0%-10%) recovery for lenders in the event of a payment default. The company intends to use the new debt proceeds to refinance its existing debt and to pay a $115 million dividend to its shareholders. We will withdraw the ratings on the existing debt once the proposed transaction funds and closes," S&P said. "The ratings on FAPS reflect the company's 'weak' business risk profile, characterized by its modest scale and market share in the highly competitive global payment processing industry, and its 'highly leveraged' financial profile, which incorporates its leveraged balance sheet and modest free cash flow generation. Standard & Poor's expectation that significant recurring revenues and diverse sales channels will enable the company to maintain revenue growth and operating performance in the near term partially mitigates these factors," S&P said. "Our near-term ratings assumptions include mid-single-digit net revenue growth, mainly from favorable secular trends," said Mr. Bonfantini, "along with sustained improvement in EBITDA margins from higher processing volume and cost controls and leverage declining to about 5.9x over the next year." "FAPS' outlook is stable, reflecting our expectation that the company's diversified sales channels and largely fixed-cost structure will allow it to maintain consistent net revenue growth and profitability levels over the near term. We could raise the rating to 'B+' if, through a combination of debt repayment and EBITDA growth, the company can reduce leverage to around 5x," S&P said. "We could lower the company's rating if increased competition or economic weakness results in increased attrition and/or lower transaction volumes, causing deteriorating operating performance with leverage sustained above the low-7x area. Further debt- financed dividend payments or large debt-financed acquisitions that also increase leverage to such a level could also result in a downgrade," S&P said. FLETCHER INTERNATIONAL: Section 341 Meeting Continued to Sept. 27 ----------------------------------------------------------------- The U.S. Trustee for Region 2 has continued the Section 341 meeting of creditors of Fletcher International, Ltd., to Sept. 27, 2012, at 1:00 p.m. The meeting will be held at 80 Broad St., 4th Floor, USTM. About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. FLETCHER INT'L: Taps Appleby as Bermuda Counsel ----------------------------------------------- Fletcher International, Ltd., asks the U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the Southern District of New York to authorize the limited employment of Appleby (Bermuda) Limited as special Bermuda counsel to the Debtor, for the period from the Petition Date through and including Aug. 8, 2012. Appleby has represented the Debtor since Dec. 14, 2000, and specifically represents the Debtor in connection with the Winding Up Petition filed against the Debtor in the Supreme Court of Bermuda (the ?Bermuda Petition?). Appleby will provide advice on Bermuda law issues impacting the Debtor's Chapter 11 case. Initially, the Debtor intended to seek the retention of Appleby for the duration of the Debtor;s bankruptcy case, but the U.S. Trustee informally objected to Appleby's retention on grounds that Appleby does not satisfy the requirements for retention under Section 327(a) of the Bankruptcy Code. However, both the Debtor and Appleby want to avoid the cost, distraction and uncertainty that would be created by a vigorously-contested retention process. As such, the Debtor has agreed to seek new Bermuda counsel, while at the same time seeking to retain Appleby for the limited time and scope of services. The law firm's standard hourly rates currently range from $265 to $825 per hour for attorneys, $60 to $150 for trainee attorneys and from $150 to $275 per hour for paralegals. About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. FLETCHER INT'L: Wants Access to Cash Collateral of Credit Suisse ---------------------------------------------------------------- Fletcher International, Ltd., asks the U.S. Bankruptcy Court for the Southern District of New York to approve the stipulation authorizing the Debtor's use of cash collateral of Credit Suisse Securities (USA) LLC and Credit Suisse Securities (Europe) Limited throughout the duration of the Debtor's Chapter 11 case, to fund the Debtor's business and the conduct and administration of its Chapter 11 case. The cash collateral consists of the Debtor Funds in the amount of $1,615,987.05 and the Helix A-1 Shares, which the Debtor values at approximately $8,231,325.00 as of the date of filing of this motion. Upon approval of the Stipulation and Order, Credit Suisse will be permitted to setoff $195,673.38 against the Debtor Funds on account of the pre-petition legal fees incurred in connection with that certain Customer Agreement with Securities USA. The Customer Agreement establishes the terms and conditions upon which Securities USA would open and maintain one or more accounts for the Debtor for purposes of the Debtor transacting business with Securities USA on behalf of itself and as agent for any other Credit Suisse entity. The hearing on the motion for approval of stipulation for the use of cash collateral of the Credit Suisse entities will be held on Oct. 2, 2012, at 9:45 p.m. Objections to the motion must be flied by Sept. 25, 2012. A complete text of the Debtor's motion for approval of stipulation for the use of cash collateral of the Credit Suisse entities is available at http://bankrupt.com/misc/fletcher.doc80.pdf About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. FLETCHER INTERNATIONAL: Hiring Donald MacKenzie as CRO ------------------------------------------------------ Fletcher International, Ltd., asks the U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the Southern District of New York to authorize and approve (i) the designation of Donald S. MacKenzie as the Chief Restructuring Officer of the Debtor, (ii) the employment and retention of Conway MacKenzie Management Services, LLC (?CMS?) to provide restructuring and management services, nunc pro tunc to July 15, 2012. Reporting to and under the direct supervision of the Debtor's Board, Mr. MacKenzie will assume in all respects the management of the business and property of the Debtor, and will confer with interested parties concerning relevant bankruptcy matters, records, projections, financial information, reports and other information prepared by or in the possession of the CRO relating to the assets and liabilities, or the financial condition or operations of the businesses, of the Debtor. In addition, Mr. MacKenzie will provide oversight and support to the Debtor's other professionals in connection with execution of the Debtor's business plan, any sales process and overall administration of activities within the Chapter 11 proceeding. Further, Mr. MacKenzie and CMS will, among others, provide the following services in the Debtor's Chapter 11 case: a. Provide oversight and assistance with the preparation of financial-related disclosures required by the Bankruptcy Court, including the schedules of assets and liabilities, the statement of financial affairs and monthly operating reports, and any other necessary disclosures; b. Provide oversight and assistance with the preparation of financial information for distribution to creditors and others, and analysis of proposed transactions for which Court approval is sought; c. Participate in meetings and provide assistance to any official committee(s) appointed in the case, the U.S. Trustee, other parties in interest, including contractual counterparties, and professionals hired by the same; and d. Evaluate, make recommendations in connection with and implement strategic alternatives as needed to maximize the value of the Debtor's assets. The hourly rates of Mr. Mackenzie and the temporary staff anticipated to be assigned to the Debtor's case are: Donald S. MacKenzie $695 Kenneth T. Latz $525 Jesse L. York $425 Abhimanyu Gupta $335 The Debtor believes that Mr. MacKenzie and CMS are ?disinterested persons? as that term is defined by Section 101(14) of the Bankruptcy Code. About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. FLETCHER INTERNATIONAL: Has Until Today to File Schedules and SOFA ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York has granted the motion of Fletcher International, Ltd., further extending the time for the Debtor to file its Schedules of Assets and Liabilities, Schedule of Executory Contracts and Unexpired Leases and Statement of Financial Affairs until Sept. 24, 2012. About Fletcher International Fletcher International, Ltd., filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. The Bermuda exempted company estimated assets and debts of $10 million to $50 million. The bankruptcy documents were signed by its president and director, Floyd Saunders. David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in New York, serves as counsel. Fletcher International Ltd. is managed by the investment firm of Alphonse "Buddy" Fletcher Jr. Fletcher Asset Management was founded in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. The Debtor is a master fund in the Fletcher Fund structure. As a master fund, it engages in proprietary trading of various financial instruments, including complex, long-term, illiquid investments. The Debtor is directly owned by Fletcher Income Arbitrage Fund and Fletcher International Inc., which own roughly 83% and 17% of the Debtor's common shares, respectively. Arbitrage's direct parent entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged Fund, both of which are incorporated in the Cayman Islands and are subject to liquidation proceedings in that jurisdiction, and which own roughly 76% and 22% of Arbitrage's common stock, respectively. The Debtor currently has a single subsidiary, The Aesop Fund Ltd. FRIGORIFICO MARIN: To Sell Commercial Property; Case Is 'SARE' -------------------------------------------------------------- Frigorifico Marin Inc., filed its voluntary petition (Bankr. D.P.R. Case No. 12-01279) under the provisions of Chapter 11 of the Bankruptcy Code on Feb. 23, 2012. In a Sept. 12, 2012 Order, Bankruptcy Judge Brian K. Tester held that, as evidenced by the monthly operating reports, the Debtor had ceased operations of a cash & carry before the filing of its voluntary petition. The Debtor has generated some income from liquidating its inventory. However, the Debtor intends to sell its sole commercial real property to generate the income to pay all of its creditors. Therefore, the Court determines that the case is a Single Asset Real Estate case under 11 U.S.C Sec. 101(51B), and Sec. 362(d)(3) of the Bankruptcy Code is applicable. Frigorifico Marin, Inc., based in Bayamon, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D.P.R. Case No. 12-01279) on Feb. 23, 2012. Antonio I. Hernandez Santiago, Esq., at Hernandez Law Offices, in San Juan, serves as the Debtor's counsel. In its petition, the Debtor estimated US$1 million to US$10 million in assets and US$1 million to US$10 million in liabilities. The petition was signed by Gerardo Marin Vazquez, president. GATEHOUSE MEDIA: Bank Debt Trades at 69% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Gatehouse Media, Inc., is a borrower traded in the secondary market at 31.25 cents- on-the-dollar during the week ended Friday, Sept. 21, 2012, an increase of 0.54 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 27, 2014, and carries Moody's 'Ca' rating and Standard & Poor's 'CCC-' rating. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About GateHouse Media GateHouse Media, Inc. -- http://www.gatehousemedia.com/-- headquartered in Fairport, New York, is one of the largest publishers of locally based print and online media in the United States as measured by its 97 daily publications. GateHouse Media currently serves local audiences of more than 10 million per week across 21 states through hundreds of community publications and local Web sites. Gatehouse Media, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.86 million on $128.76 million of total revenues for the three months ended July 1, 2012, compared with a net loss of $5.06 million on $134.39 million of total revenues for the three months ended June 26, 2011. The Company reported a net loss of $16.23 million on $248.77 million of total revenues for the six months ended July 1, 2012, compared with a net loss of $23.25 million on $254.21 million of total revenues for the six months ended June 26, 2011. The Company's balance sheet at July 1, 2012, showed $487.40 million in total assets, $1.31 billion in total liabilities, and a $823.09 million total stockholders' deficit. According to the Form 10-K for the year ended Dec. 31, 2011, the Company's ability to make payments on its indebtedness as required depends on its ability to generate cash flow from operations in the future. This ability, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond the Company's control. GRAYMARK HEALTHCARE: Releases Financial Info on Pro Forma Basis --------------------------------------------------------------- On Sept. 18, 2012, Graymark Healthcare, Inc., released financial information regarding the financial condition and results of operations for Graymark Healthcare as of, and for the three months ended, March 31, 2012, and June 30, 2012, on a pro forma basis combining the stand-alone financial information of Graymark Healthcare, Foundation Surgery Affiliates, LLC, and Foundation Surgical Hospital Affiliates, LLC. The financial information does not present the financial condition on the basis of a consummated acquisition of FSA and FSHA by Graymark Healthcare. The financial information has not been audited and was prepared in good faith based on information currently available to Graymark Healthcare. The financial information is not complete and does not include all of the financial disclosures required by generally accepted accounting principles. A full text of the presentation is available for free at http://is.gd/C7TYuX About Graymark Healthcare Graymark Healthcre, Inc., headquartered in Oklahoma City, Okla., provides care management solutions to the sleep disorder market. As of June 30, 2012, the Company operated 107 sleep diagnostic and therapy centers in 10 states. The Company's balance sheet at June 30, 2012, showed $20.8 million in total assets, $23.2 million in total liabilities, and a stockholders' deficit of $2.4 million. Going Concern Doubt As of June 30, 2012, the Company had an accumulated deficit of approximately $42.3 million and reported a net loss of approximately $7.2 million for the six months then ending. In addition, the Company used approximately $2.4 million in cash from operating activities from continuing operations during the six months ending June 30, 2012. Historically, management has been able to raise the capital necessary to fund the operation and growth of the Company, but the Company can give no assurance that it will be successful in raising the necessary capital to fund the Company's operations. During the three months ended June 30, 2012, the Company did not maintain the minimum cash balance required under the Company's loan agreement with Arvest Bank. In addition, the Company did not make the required principal and interest prepayment due to Arvest Bank on June 30, 2012. Furthermore, the Company is not currently in compliance with the minimum bid price requirement for continued listing on The NASDAQ Capital Market. Under a notice received from NASDAQ, the Company had until June 18, 2012, to regain compliance. The Company received a notice of delisting on June 19, 2012. The Company filed an appeal and went before a hearing with NASDAQ on July 26, 2012. If the Company is delisted from NASDAQ, that will be an event of default under the Company's loan agreement with Arvest Bank. Historically, the Company has been successful in obtaining default waivers from Arvest Bank, but there is no assurance that Arvest Bank will waive any future defaults. Given that the Company is not in compliance with certain covenants under the loan agreement with Arvest Bank, the associated debt has been classified as current on the accompanying consolidated condensed balance sheets. "These uncertainties raise substantial doubt regarding the Company's ability to continue as a going concern," the Company said in its quarterly report for the period ended June 30, 2012. "The consolidated condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern." GREAT BASIN: Wins Approval of $35-Mil. Working Capital Loan ----------------------------------------------------------- Great Basin Gold Ltd. discloses that it has agreed to a comprehensive term sheet from its existing bank lenders for a $35 million working capital loan which was approved as a debtor- in-possession loan by order of the British Columbia Supreme Court pursuant to a Companies Creditors Arrangement Act filing made on Sept. 19, 2012 (Vancouver Registry 126583). The DIP Loan will be a post-commencement financing under the previously announced business rescue ("BR") provisions of the South African Companies Act which were commenced Sept. 14, 2012. CCAA is a Canadian insolvency statute which will allow the Company a period of time to seek buyers and partners for its two gold mining projects and/or corporate level financiers in an effort to return Great Basin Gold to solvency. The DIP Loan has a term of 6 months, extendable for up to 3 months, and is subject to certain fees, interest and costs. It contemplates that the Company will dispose or sell down its interest in its two gold projects or otherwise refinance or recapitalize over certain periods within the term of the DIP Loan. The DIP loan will be subject to a super-priority lien on the assets of Great Basin Gold, and will also have the benefit of liens and claims over the assets of its Nevada and South African subsidiaries. As part of their security package for the DIP loan, the DIP lenders will also receive from Great Basin Gold's U.S. holding company a guarantee of the obligations of its South African subsidiaries' obligations under an existing South African credit facility. The DIP Loan has received lenders' credit committee approval and it is now principally subject to negotiation and execution of definitive documentation and other customary closing conditions. The DIP Loan proceeds will be used, subject to the concurrence of a business rescue practitioner in South Africa and KPMG LLP, the CCAA-appointed monitor in Canada, to affect an orderly suspension of operations at Burnstone, ongoing care and maintenance of Burnstone assets, and for working capital at Hollister. Hollister is expected to continue profitably producing gold at the rate of 6,000-7,000 ounces per month for the foreseeable future and no insolvency filings are currently expected for the Nevada operations. Lou van Vuuren, interim CEO, commented on the recent developments, "We believe the DIP loan will be in the best interest of our workforce and other key stakeholders, as its proceeds will be use to ensure the proper treatment of our Burnstone employees and the responsible care and maintenance of this valuable project while Hollister operations will be enhanced by some additional working capital. We are confident that given the industry interest we are seeing in these two assets we will see one or more realization or recapitalization transactions complete within the term of the DIP Loan." Great Basin Gold Ltd. is incorporated under the laws of the Province of British Columbia and its registered address is 1108- 1030 West Georgia Street, Vancouver BC, Canada. Great Basin Gold Ltd., including its subsidiaries, is a mineral exploration and development company with two operating assets, both in the production build-up phase, the Hollister Project on the Carlin Trend in Nevada, USA and the Burnstone Project in the Witwatersrand Goldfields in South Africa. Over and above the exploration being conducted at the above mentioned properties, greenfields exploration is being undertaken in Tanzania and Mozambique. GUIDED THERAPEUTICS: Gets $2.9-Mil. from Warrant Exchange Offer --------------------------------------------------------------- Guided Therapeutics, Inc., has received a total of $2.9 million resulting from the exercises of new warrants issued in the Company's recent warrant exchange offer completed on July 5, 2012. In connection with the exercises of these warrants, the Company issued 7,042,682 shares of its common stock. The exercised warrants had variable exercise prices, depending on the exercise date, of $0.40, $0.45 or $0.50 per share, and had an expiration date of Sept. 15, 2012. Approximately 3% of the warrants, which were exercisable for 844,967 shares of common stock, expired unexercised on that date. The Company intends to apply the proceeds to increase inventory of the Company's LuViva Advanced Cervical Scan device to meet current demand for the product, expand its international marketing and sales efforts and continue to seek FDA approval for the LuViva device. At Sept. 17, 2012, the Company had outstanding warrants exercisable for approximately 20.5 million shares of common stock with the following expiration dates and exercise prices: * Warrants exercisable for approximately 12.3 million shares of common stock that will expire on March 1, 2013, and have an exercise price $0.65 per share. If these warrants are exercised in full, the Company would receive approximately $8 million in cash. * Warrants exercisable for approximately 472,000 shares of common stock that expire July 26, 2013, and have an exercise price of $0.65 per share. If these warrants are exercised in full, the Company would receive approximately $307,000 in cash. * Warrants exercisable for approximately 3.6 million shares of common stock that expire March 1, 2014, and have an exercise price of $0.65 per share. If these warrants are exercised in full, the Company would receive approximately $2.3 million in cash. * Warrants exercisable for approximately 472,000 shares of common stock that expire July 26, 2014, and have an exercise price of $0.80 per share. If these warrants are exercised in full, the Company would receive approximately $378,000 in cash. * Warrants exercisable for approximately 3.6 million shares of common stock that expire March 1, 2015, and have an exercise price of $0.80 per share. If these warrants are exercised in full, the Company would receive approximately $2.9 million in cash. At Sept. 15, 2012, the Company had 61,848,787 shares outstanding. About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. In its report on the Company's 2011 Form 10-K, UHY LLP, in Sterling Heights, Michigan, noted that the Company's recurring losses from operations and accumulated deficit raise substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $6.64 million in 2011, compared with a net loss of $2.84 million in 2010. The Company's balance sheet at June 30, 2012, showed $3.51 million in total assets, $3.08 million in total liabilities and $438,000 in total stockholders' equity. Bankruptcy Warning At June 30, 2012, the Company had negative working capital of approximately $1.0 million and stockholders' equity of approximately $334,000, primarily due to the recurring losses. As of June 30, 2012, the Company was past due on payments due under its notes payable in the amount of approximately $393,000. "The Company's capital-raising efforts are ongoing. If sufficient capital cannot be raised during the first quarter of 2013, the Company has plans to curtail operations by reducing discretionary spending and staffing levels, and attempting to operate by only pursuing activities for which it has external financial support, such as under its development agreement with Konica Minolta and additional NCI or other grant funding. However, there can be no assurance that such external financial support will be sufficient to maintain even limited operations or that the Company will be able to raise additional funds on acceptable terms, or at all. In such a case, the Company might be required to enter into unfavorable agreements or, if that is not possible, be unable to continue operations, and to the extent practicable, liquidate and/or file for bankruptcy protection," the Company said in its quarterly report for the period ended June 30, 2012. HARDAGE HOTEL: Taps HREC, 2 Others as Brokers for Hotels -------------------------------------------------------- Hardage Hotels I, LLC, asks the U.S. Bankruptcy Court for the Western District of Texas for permission to employ HREC Investment Advisors, Fred B. Miehe Jr. CCIM, and NAI OH Equities, LLC, as brokers in connection with the sale of the Clive, Iowa Hotel and the Dublin, Ohio Hotel. The Iowa Property serves as collateral for the loan of California First National Bank, and the Ohio Property serves as collateral for the loans of OneWest Bank, FSB. Selling the properties is a component of the Debtor's reorganization. HREC will serve as broker for the sale of the Chase Suite Hotels located at (1) 11428 Forrest Avenue, Clive, Iowa, and (2) 4130 Tuller Road, Dublin, Ohio. Miehe and NAI will serve as local correspondent brokers for the sale of the properties. Specifically, the brokers will: a. be the Debtor's exclusive agent for purposes of marketing and accomplishing the sale or other disposition of the properties beginning July 15, 2012, until Jan. 31, 2013; and b. conduct all negotiations for the sale or other disposition of the properties. Upon closing of a sale or exchange of each of the properties, the Debtor will pay the brokers the greater of (i) 3% of the gross sale price of the sold property, or (ii) a minimum fee of $100,000 for each sale or exchange. Any compensation paid to the brokers will be solely from the sale proceeds of the properties. The brokers will be responsible for all costs and expenses related to marketing the properties. To the best of the Debtor's knowledge, the brokers are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. The brokers can be reached at: HREC Investment Advisors Geoff Davis, principal 6400 S. Fiddler's Green Circle, Suite 1730 Tel: (303) 267-0057 Fax: (303) 267-0105 E-mail: gdavis@hrec.com - and - NAI OH Equities, LLC Attn: James Merkel 605 South Front Street, Suite 200 Columbus, OH 43215 Tel: (269) 357-9346 - and - Fred B. Miehe Jr. CCIM Attn: Mr. Fred B. Miehe Jr. 3510 Kimball Ave., Suite H Waterloo, IA 50702 Tel: (319) 234-5000 E-mail: fred@mattandfred.com About Hardage Hotels Hardage Hotels I, LLC, filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 12-30443) on March 6, 2012. The petition was signed by Samuel A. Hardage, president. Hardage is a hotel and real estate development company headquartered in San Diego, California. Hardage operates seven hotels in seven states under the brand of "Chase Suites". The hotels are located in El Paso, Texas; Overland Park, Kansas; Newark, California; Kansas City, Missouri; Des Moines, Iowa; Lincoln, Nebraska; and Dublin, Ohio. Hardage operates the hotels under the "Chase Suites" name pursuant to franchise agreements with Hardage Hospitality, LLC. The Debtor has no employees -- all employees at the hotels are employed by non-debtor Hardage Hospitality, which provides hotel management services. The Debtor has outstanding secured debt of $34.2 million plus interest. The lenders are OneWest Bank, FSB; California First National Bank, N.A., and Security Bank of Kansas City. OneWest is the lender under a $5.74 million Dublin loan agreement, a $5.3 million Lincoln loan agreement, and an $11.5 million El Paso loan agreement. Hardage was forced to file for bankruptcy when Hardage reached an out-of-court restructuring of its debts with OneWest and then OneWest reneged on its commitment. In September 2010, OneWest filed a collection against Hardage and sought the appointment of a receiver over the El Paso property. A receivership order was entered but was vacated, although Hardage was ordered to make payments to OneWest. The parties then entered into a series of tolling agreements, under which Hardage paid OneWest $700,000 so that OneWest would not pursue any further action. Following negotiations, the parties signed a "final term sheet" on a restructuring on Dec. 2, 2011. But, according to the Debtor, OneWest reneged on the agreement. In November, OneWest sought foreclosure of, and a receiver for, the Dublin and El Paso properties. The Debtor on March 5, 2012, initiated a lawsuit against OneWest in the Superior Court of the State of California for the County of Los Angeles, Central District. The suit alleges several causes of action, including fraud and breach of contract. Judge H. Christopher Mott presides over the Chapter 11 case. The Debtor has tapped Haynes and Boone LLP as attorneys, and Transitional Finance Partners LLC as financial advisor. In its schedules, the Debtor disclosed $39,203,540 in total assets and $31,119,611 in total liabilities. Brinkman Portillo Ronk, PC, serves as counsel to the Official Committee of Unsecured Creditors. No trustee or examiner has been requested or appointed in this Chapter 11 case. HARDAGE HOTEL: Taps Solomon Ward to Negotiate with OneWest Bank --------------------------------------------------------------- Hardage Hotels I, LLC, asks the Bankruptcy Court for the Western District of Texas for permission to employ Solomon Ward Seidenwurm & Smith, LLP, as special counsel to represent the Debtor and certain of its affiliates in negotiations with OneWest Bank FSB, relating solely to the negotiation and documentation of an amended and restated credit facility and secured loans of Debtor and its affiliates. Prior to the bankruptcy, Solomon Ward assisted the Debtor and certain of its affiliates in corporate matters including pre- bankruptcy negotiations with OneWest. The Debtor is not seeking to retain Solomon Ward for any services provided to the Debtor's affiliates. The affiliates will pay their proportionate share of any overlapping fees in connection with the restructuring. Likewise, Solomon Ward will not charge the Debtor for services not performed directly for the Debtor. The primary attorneys and their hourly rates are: Harry J. Proctor, partner $410 Michael C. Cato, of counsel $290 To the best of the Debtor's knowledge, Solomon Ward does not represent an interest adverse to the Debtor or the estate with respect to the matter on which the Debtor seeks to retain Solomon Ward. About Hardage Hotels Hardage Hotels I, LLC, filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 12-30443) on March 6, 2012. The petition was signed by Samuel A. Hardage, president. Hardage is a hotel and real estate development company headquartered in San Diego, California. Hardage operates seven hotels in seven states under the brand of "Chase Suites". The hotels are located in El Paso, Texas; Overland Park, Kansas; Newark, California; Kansas City, Missouri; Des Moines, Iowa; Lincoln, Nebraska; and Dublin, Ohio. Hardage operates the hotels under the "Chase Suites" name pursuant to franchise agreements with Hardage Hospitality, LLC. The Debtor has no employees -- all employees at the hotels are employed by non-debtor Hardage Hospitality, which provides hotel management services. The Debtor has outstanding secured debt of $34.2 million plus interest. The lenders are OneWest Bank, FSB; California First National Bank, N.A., and Security Bank of Kansas City. OneWest is the lender under a $5.74 million Dublin loan agreement, a $5.3 million Lincoln loan agreement, and an $11.5 million El Paso loan agreement. Hardage was forced to file for bankruptcy when Hardage reached an out-of-court restructuring of its debts with OneWest and then OneWest reneged on its commitment. In September 2010, OneWest filed a collection against Hardage and sought the appointment of a receiver over the El Paso property. A receivership order was entered but was vacated, although Hardage was ordered to make payments to OneWest. The parties then entered into a series of tolling agreements, under which Hardage paid OneWest $700,000 so that OneWest would not pursue any further action. Following negotiations, the parties signed a "final term sheet" on a restructuring on Dec. 2, 2011. But, according to the Debtor, OneWest reneged on the agreement. In November, OneWest sought foreclosure of, and a receiver for, the Dublin and El Paso properties. The Debtor on March 5, 2012, initiated a lawsuit against OneWest in the Superior Court of the State of California for the County of Los Angeles, Central District. The suit alleges several causes of action, including fraud and breach of contract. Judge H. Christopher Mott presides over the Chapter 11 case. The Debtor has tapped Haynes and Boone LLP as attorneys, and Transitional Finance Partners LLC as financial advisor. In its schedules, the Debtor disclosed $39,203,540 in total assets and $31,119,611 in total liabilities. Brinkman Portillo Ronk, PC, serves as counsel to the Official Committee of Unsecured Creditors. No trustee or examiner has been requested or appointed in this Chapter 11 case. HAWKER BEECHCRAFT: Bank Debt Trades at 27% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 72.56 cents-on- the-dollar during the week ended Friday, Sept. 21, 2012, a drop of 0.33 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, manufactures business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. Hawker Beechcraft reported a net loss of $631.90 million on $2.43 billion of sales in 2011, compared with a net loss of $304.30 million on $2.80 billion of sales in 2010. Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11 reorganization (Bankr. S.D.N.Y. Lead Case No. 12-11873) on May 3, 2012, having already negotiated a plan that eliminates $2.5 billion in debt and $125 million of annual cash interest expense. The plan will give 81.9% of the new stock to holders of $1.83 billion of secured debt, while 18.9% of the new shares are for unsecured creditors. The proposal has support from 68% of secured creditors and holders of 72.5% of the senior unsecured notes. Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and 49%-owned by Onex Corp. The Company's balance sheet at Dec. 31, 2011, showed $2.77 billion in total assets, $3.73 billion in total liabilities and a $956.90 million total deficit. Other claims include pensions underfunded by $493 million. Hawker's legal representative is Kirkland & Ellis LLP, its financial advisor is Perella Weinberg Partners LP and its restructuring advisor is Alvarez & Marsal. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Sidley Austin LLP serves as legal counsel and Houlihan Lokey Howard & Zukin Capital Inc. serves as financial advisor to the DIP Agent and the Prepetition Agent. Wachtell, Lipton, Rosen & Katz represents an ad hoc committee of senior secured prepetition lenders holding 70% of the loans. Milbank, Tweed, Hadley & McCloy LLP represents an ad hoc committee of holders of the 8.500% Senior Fixed Rate Notes due 2015 and 8.875%/9.625% Senior PIK Election Notes due 2015 issued by Hawker Beechcraft Acquisition Company LLC and Hawker Beechcraft Notes Company. The members of the Ad Hoc Committee -- GSO Capital Partners, L.P. and Tennenbaum Capital Partners, LLC -- hold claims or manage accounts that hold claims against the Debtors' estates arising from the purchase of the Senior Notes. Deutsche Bank National Trust Company, the indenture trustee for senior fixed rate notes and the senior PIK-election notes, is represented by Foley & Lardner LLP. An Official Committee of Unsecured Creditors appointed in the case has selected Daniel H. Golden, Esq., and the law firm of Akin Gump Strauss Hauer & Feld LLP as legal counsel. HOSTESS BRANDS: Asks Court to Impose Concessions on Union --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Hostess Brands Inc. asked a bankruptcy court to impose concessions on the bakery workers' union after 92% of its members voted against ratifying a new contract. According to the report, if the court won't impose what the union members refused to accept, "it is certain that Hostess will be forced to liquidate" with all jobs lost, the Dallas-based company said Sept. 20 in court papers. A contract with similar concessions was ratified for 7,000 members of the Teamsters union. The report relates that Hostess wants the U.S. Bankruptcy Court in White Plains, New York, to implement contract concessions at an Oct. 3 hearing. Without favorable court action by Oct. 10, Hostess said financing for the reorganization will be in default. According to The Associated Press, Hostess said in court documents that imposing the labor contact, which cuts wages by 8% and reduces benefits, is the company's last hope to avoid a going-out- of-business liquidation. AP relates Hostess Chief Executive Gregory Rayburn said in a court filing the union leadership misinformed its members and told them buyers would save the company from liquidation. He also said the union used public voting to intimidate members who supported the contract. Bloomberg notes that the bakery workers, with 6,500 members, said on the union Web site that the contract offer was an "outrageously unfair proposal." A "respected financial analyst" concluded that the "plan has little or no chance of succeeding and saving the business," the union said. Hostess "is controlled by Wall Street private equity and hedge fund firms, whose sole objective is to maximize their own returns, not rebuild a company for the long haul," the union said. Hostess said that the union "wrote several letters to its membership that mischaracterized key elements of the proposal. While the union said there would be a buyer if the contract were rejected, the company there is "no outside party willing to purchase Hostess's business." Rather than conduct a secret ballot, the company said the bakery union required "a public vote designated to intimidate members." The Bloomberg report relays that before the contracts went out for a vote, Hostess told employees that voting down the contract would result in liquidation and the loss of jobs. 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, FTI Consulting, Inc. to provide an interim treasurer and additional personnel for the Debtors, 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. The committee selected New York law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein head the legal team for the committee. HOVNANIAN ENTERPRISES: Unit Plans to Issue $797-Mil. Sr. Notes -------------------------------------------------------------- Hovnanian Enterprises, Inc.'s wholly owned subsidiary, K. Hovnanian Enterprises, Inc., plans to issue an aggregate principal amount of up to $550,000,000 of senior secured first lien notes due 2020 and $247,000,000 of senior secured second lien notes due 2020 in a private placement. Concurrently with this offering, K. Hovnanian plans to issue exchangeable note units in an underwritten public offering. The offering is anticipated to consist of the issuance of 90,000 Units, each with a stated amount of $1,000 and each comprised of a zero-coupon senior exchangeable note due Dec. 1, 2017, and a senior amortizing note due Dec. 1, 2017. K. Hovnanian intends to grant the underwriters a 13-day option to purchase up to an additional 10,000 Units sold to cover over-allotments. The Notes will be guaranteed by the Company and substantially all of its subsidiaries. J. P. Morgan Securities LLC, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are serving as the joint book- running managers for the Units Offering. K. Hovnanian intends to use the net proceeds from the Notes Offering and the Units Offering to fund a tender offer and consent solicitation for any and all of its outstanding 10 5/8% Senior Secured Notes Due 2016. About Hovnanian Enterprises Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. The Company reported a net loss of $286.08 million for the fiscal year ended Oct. 31, 2011, compared with net income of $2.58 million during the prior fiscal year. The Company's balance sheet at July 31, 2012, showed $1.62 billion in total assets, $2.02 billion in total liabilities and a $404.20 million total deficit. * * * Hovnanian carries 'Caa2' corporate family and probability of default ratings from Moody's. Moody's said in April 2012 that the Caa2 corporate family rating reflects Hovnanian's elevated debt leverage weak gross margins, continued operating losses, negative cash flow generation, and Moody's expectation that the conditions in the homebuilding industry over the next one to two yeas will provide limited opportunities for improvement in the company's operating and financial metrics. In addition, the ratings consider Hovnanian's negative net worth position, which Moody's anticipates will be further weakened by continuing operating losses and impairment charges. As a result, adjusted debt leverage, currently standing at 149%, is likely to increase further. Hovnanian carries a 'CCC-' credit rating from Standard & Poor's and a 'CCC' issuer default rating from Fitch. HOVNANIAN ENTERPRISES: Has Tender Offer for 10-5/8% Senior Notes ---------------------------------------------------------------- Hovnanian Enterprises, Inc.'s subsidiary, K. Hovnanian Enterprises, Inc., intends to commence a tender offer to purchase for cash any and all of its 10 5/8% Senior Secured Notes Due 2016 upon the terms and subject to the conditions set forth in an Offer to Purchase and Consent Solicitation Statement, dated Sept. 18, 2012, and in the related Letter of Transmittal and Consent. Concurrently with the Offer, K. Hovnanian will solicit consents of holders of the Notes that would eliminate most of the restrictive covenants and certain of the events of default contained in the indenture governing the Notes. The early tender deadline is 5:00 p.m., New York City time, on Oct. 1, 2012, and the Offer will expire at 12:00 midnight, New York City time, on Oct. 16, 2012, in each case unless earlier terminated by the K. Hovnanian. Notes tendered may be withdrawn at any time at or before 5:00 p.m., New York City time, on Oct. 1, 2012, but not thereafter. The total consideration for each $1,000 principal amount of Notes validly tendered at or before the Early Tender Deadline and purchased pursuant to the Offer will be $1,085.00. The total consideration includes a payment of $30.00 per $1,000 principal amount of Notes payable only in respect of Notes tendered with consents at or before the Early Tender Deadline. Holders validly tendering Notes after the Early Tender Deadline but at or before the Expiration Time will be eligible to receive only the tender offer consideration of $1,055.00 per $1,000 principal amount of Notes, namely an amount equal to the total consideration less the early tender payment. In addition, holders whose Notes are purchased in the Offer will receive accrued and unpaid interest in respect of their purchased Notes from the last interest payment date to, but not including, the applicable payment date for the Notes. K. Hovnanian has reserved the right, at any time following the Early Tender Deadline but prior to the Expiration Time, to accept for purchase all Notes validly tendered and not validly withdrawn at or before the Early Acceptance Date. If K. Hovnanian elects to exercise this option, K. Hovnanian will pay the total consideration or tender offer consideration, as the case may be, for the Notes accepted for purchase at the Early Acceptance Date on a date promptly following the Early Acceptance Date, which date is expected to be Oct. 2, 2012, the expected closing date for certain public underwritten and privately placed offerings referenced below. Also, on the Early Payment Date, if any, K. Hovnanian will pay accrued and unpaid interest to, but not including, the Early Payment Date, on Notes accepted for purchase at the Early Acceptance Date. The depositary and information agent for the Offer and Consent Solicitation is Global Bondholder Services Corporation. The dealer managers for the Offer and solicitation agents for the Consent Solicitation are Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC. Persons with questions regarding the Offer or Consent Solicitation should contact Citigroup Global Markets Inc. at (212) 723-6106 (collect) or (800) 558-3745 (toll- free) or Credit Suisse Securities (USA) LLC at (212) 538-2147 (collect) or (800) 820-1653 (toll-free). About Hovnanian Enterprises Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. The Company reported a net loss of $286.08 million for the fiscal year ended Oct. 31, 2011, compared with net income of $2.58 million during the prior fiscal year. The Company's balance sheet at July 31, 2012, showed $1.62 billion in total assets, $2.02 billion in total liabilities and a $404.20 million total deficit. * * * Hovnanian carries 'Caa2' corporate family and probability of default ratings from Moody's. Moody's said in April 2012 that the Caa2 corporate family rating reflects Hovnanian's elevated debt leverage weak gross margins, continued operating losses, negative cash flow generation, and Moody's expectation that the conditions in the homebuilding industry over the next one to two yeas will provide limited opportunities for improvement in the company's operating and financial metrics. In addition, the ratings consider Hovnanian's negative net worth position, which Moody's anticipates will be further weakened by continuing operating losses and impairment charges. As a result, adjusted debt leverage, currently standing at 149%, is likely to increase further. Hovnanian carries a 'CCC-' credit rating from Standard & Poor's and a 'CCC' issuer default rating from Fitch. HUMAN BEAN: Emerges From Bankruptcy With New Owners --------------------------------------------------- Pat Ferrier at Coloradoan.com reported that the Human Bean Coffee has emerged from bankruptcy and is now owned and operated by Frank Sherman and Linkletter Holdings LLC. According to the report, Human Bean officially emerged from bankruptcy in mid-August. "Our customers gave us a second chance and enabled us to serve not only them, but our entire community in significant ways for years to come," the report quotes Mr. Sherman as stating. Based in Colorado, Human Bean Coffee -- http://www.thehumanbean.com/-- operates coffee shops. It entered Chapter 11 bankruptcy in December 2008. It six locations in Northern Colorado including two in Fort Collins at 821 N. College Ave. and 1822 S. College Ave. HUSSEY COPPER: Employees May Not Be Entitled to Bonuses ------------------------------------------------------- Brian Mahoney at Bankruptcy Law360 reports that employees of Hussey Copper Ltd. may not be entitled to receive about $400,000 in incentives for their work in 2011 because they showed no proof they earned the bonuses, U.S. Bankruptcy Judge Brendan L. Shannon ruled. About Hussey Copper Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of the leading manufacturers of copper products in the United States. Hussey Copper was founded in Pittsburgh in 1848. The Company and its affiliates, which operate one manufacturing facility in Leetsdale and two facilities in Eminence, Kentucky, manufacture "a wide range of value-added copper products and copper-nickel products. The Company has more than 500 full-time employees. Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del. Case No. 11-13010) on Sept. 27, 2011, with a deal to sell substantially all assets. Five other affiliates also filed separate petitions (Case Nos. 11-13012 to 11-13016). In its amended schedules, HCL Liquidation disclosed $80,760,296 in assets and $71,453,842 in liabilities as of the Chapter 11 filing. Mark Minuti, Esq., at Saul Ewing LLP, serves as counsel to the Debtors. Donlin Recano & Company Inc. is the claims and notice agent. The Debtors tapped Winter Harbor, LLC in substitution for Huron Consulting Services LLC. An official creditors' committee has been appointed in the case. The panel selected Lowenstein Sandler PC as counsel. The panel selected FTI Consulting, Inc. as restructuring and financial advisor. Hussey filed for bankruptcy with a deal to sell the assets to stalking horse bidder, KHC Acquisitions LLC, a unit of Kataman Metals LLC. US private equity firm Patriarch Partners beat Kataman at an auction and officially acquired Hussey on Dec. 16, 2011. The buyout firm of distressed debt mogul Lynn Tilton acquired Hussey for $107.8 million after a nine-hour, 34-round auction. Kataman is represented in the case by David D. Watson, Esq., and Scott Opincar, Esq., at McDonald Hopkins LLC, in Cleveland. Counsel to PNC Bank NA, as lender, issuer and agent for the Debtors' secured lenders, are Lawrence F. Flick II, Esq., Blank Rome LLP, in New York, and, Regina Stango Kelbon, Esq., at Blank Rome LLP, in Wilmington. Following the sale, Bankruptcy Judge Brendan L. Shannon approved the name change of Hussey Copper Corp. et al., to HCL Liquidation Ltd. INDIANAPOLIS DOWNS: Accepts Centaur's $500-Mil. Purchase Bid ------------------------------------------------------------ Jamie Santo at Bankruptcy Law360 reports that Indianapolis Downs LLC accepted a $500 million purchase offer Wednesday from cross- state competitor Centaur Gaming LLC, but the bankrupt horse track and casino is still far from the finish line as the deal lacks the support of its largest noteholder Fortress Investment Group LLC. About Indianapolis Downs Indianapolis Downs LLC operates Indiana Live -- http://www.indianalivecasino.com/-- a combined race track and casino at a state-of-the-art 283 acre Shelbyville, Indiana site. It also operates two satellite wagering facilities in Evansville and Clarksville, Indiana. Total revenue for 2010 was $270 million, representing an 8.7% increase in 2009. The casino captured 53% of the Indianapolis market share. In July 2001, Indianapolis Downs was granted a permit to conduct a horse track operation in Shelvyville, Indiana, and started operating the track in 2002. It was granted permission to operate the casino at the racetrack operation in May 2007. The casino began operations in July 2010. Indianapolis Downs and subsidiary, Indianapolis Downs Capital Corp., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-11046) in Wilmington, Delaware, on April 7, 2011. Indianapolis Downs estimated $500 million to $1 billion in assets and up to $500 million in debt as of the Chapter 11 filing. According to a court filing, the Debtor owes $98,125,000 on a first lien debt. It also owes $375 million on secured notes and $72.6 million on subordinated notes. Matthew L. Hinker, Esq., Scott D. Cousins, Esq., and Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP in Wilmington, Delaware, have been tapped as counsel to the Debtors. Christopher A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware, is the conflicts counsel. Lazard Freres & Co. LLC is the investment banker. Bose Mckinney & Evans LLP and Bose Public Affairs Group LLC serve as special counsel. Kobi Partners, LLC, is the restructuring services provider. Epiq Bankruptcy Solutions is the claims and notice agent. INTELSAT SA: Subsidiary to Offer $640 Million of Senior Notes ------------------------------------------------------------- Intelsat S.A.'s subsidiary, Intelsat Jackson Holdings S.A., intends to offer $640,000,000 aggregate principal amount of the 6 5/8% senior notes due 2022 at an offering price of 100% . Intelsat Jackson's obligations under the notes will be guaranteed by certain of its parent companies. The notes offering is expected to close on Oct. 3, 2012, subject to certain conditions. The net proceeds from the sale of the notes are expected to be used by Intelsat Jackson to purchase any and all of its outstanding $603,220,000 aggregate principal amount of 11 1/4% Senior Notes due 2016, to redeem or repurchase 11 1/4% Senior Notes due 2016 not purchased in the tender offer, to pay related fees and expenses and for general corporate purposes. Intelsat Jackson is commencing a tender offer to purchase for cash any and all of its outstanding $603,220,000 Senior Notes. The Tender Offer is scheduled to expire at 12:00 midnight, New York City Time, on Wednesday, Oct. 17, 2012, unless extended or earlier terminated by Intelsat Jackson. Holders tendering their Notes after the Consent Time but before the Expiration Time will receive the tender offer consideration of $1,014.50 per $1,000 principal amount of Notes tendered. About Intelsat Intelsat S.A., formerly Intelsat, Ltd., provides fixed-satellite communications services worldwide through a global communications network of 54 satellites in orbit as of Dec. 31, 2009, and ground facilities related to the satellite operations and control, and teleport services. It had US$2.5 billion in revenue in 2009. Washington D.C.-based Intelsat Corporation, formerly known as PanAmSat Corporation, is a fully integrated subsidiary of Intelsat S.A., its indirect parent. Intelsat Corp. had US$7.70 billion in assets against US$4.86 billion in debts as of Dec. 31, 2010. The Company reported a net loss of $433.99 million in 2011, a net loss of $507.77 million in 2010, and a net loss of $782.06 million in 2009. The Company's balance sheet at June 30, 2012, showed $17.46 billion in total assets, $18.66 billion in total liabilities, $48 million in noncontrolling interest, and a $1.24 billion total Intelsat S.A. shareholders' deficit. * * * Luxembourg-based Intelsat S.A. carries 'B' issuer credit ratings from Standard & Poor's. It has 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. JACK WORKS: Case Summary & 2 Unsecured Creditors ------------------------------------------------ Debtor: Jack Works LLC 29604 West Oakland Road Bay Village, OH 44140-1844 Bankruptcy Case No.: 12-16778 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Pat E. Morgenstern-Clarren Debtor's Counsel: Stephen D. Hobt, Esq. 1370 Ontario Street, Suite 450 Cleveland, OH 44113-1744 Tel: (216) 771-4949 Fax: (216) 771-5353 E-mail: shobt@aol.com Scheduled Assets: $2,430,250 Scheduled Liabilities: $2,568,392 A copy of the Company's list of its two largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/ohnb12-16778.pdf The petition was signed by Mitchell W. Kelly, managing member. JOHN SMITH: Creditors' Meeting Set for Oct. 12 ----------------------------------------------- Chuck Bartels at The Associated Press reports that Arkansas coach John L. Smith is trying to wipe away $25.7 million in debt in bankruptcy court and hang onto $1.2 million in retirement accounts and some personal property. According to AP, Mr. Smith has a meeting with a long list of creditors at U.S. Bankruptcy court in Fayetteville on Oct. 12, 2012. AP says Mr. Smith filed for Chapter 7 bankruptcy on Sept. 6, 2012, and court papers filed Wednesday detail the depth of his financial losses. As of the filing, Smith Mr. had received $115,000 from his 10-month, $850,000 contract with Arkansas, plus $35,643 from his alma mater, Weber State, which he left before coaching a game to return to Fayetteville after Bobby Petrino's firing. He also picked up $9,810 from Nike and $1,057 from a football camp, the report says, citing court documents. The report adds Mr. Smith has two retirement accounts, each worth about $600,000, which his filing lists as exempt from liquidation, along with household furnishings. AP notes the filing lists 26 unsecured creditors, with the largest debt -- $20 million -- claimed by Terra Springs LLC of Louisville. Other debts include $2 million to Republic Bank and $902,000 to King Southern Bank, both in Louisville. He also owes about $10,000 to American Express. The report adds Mr. Smith paid $20,000 up front to his attorney, Jill Jacoway of Fayetteville. AP says Mr. Smith revealed his financial problems during the summer, saying he anticipated a bankruptcy filing and that he didn't want it to distract the team or embarrass the university. JONES GROUP: S&P Keeps 'B+' Rating on $400MM Notes Due March 2019 ----------------------------------------------------------------- Standard & Poor's Ratings Services said its 'B+' rating on Bristol, Pa.-based The Jones Group Inc.'s existing 6.875% senior notes due March 2019 is unchanged following the company's proposed $100 million add-on offering. "The recovery rating is also unchanged at '5', indicating our expectation of modest (10% to 30%) recovery for noteholders in the event of a payment default," S&P said. "The company has indicated that it plans to use proceeds from this debt issuance for general corporate purposes. Proceeds from the offering will replenish cash balances in anticipation of its pending payment to acquire the remaining 45% interest in Stuart Weitzman in December 2012 and could ultimately be used to redeem a portion of its notes due in 2014. We estimate the total debt level will rise to about $959 million following this offering. Our forecast is for the company's debt-to-EBITDA leverage to remain in the mid-4x area at year-end 2012. However, if leverage exceeds our expectations and approaches our 5x benchmark for lowering the rating, we could revise our outlook to negative," S&P said. "Our ratings reflect our view that the company's financial risk profile is 'aggressive,' based on the company's high leverage and moderate financial policies. The company's leverage has increased over the past year and is in line with indicative ratios for an 'aggressive' financial profile. In addition, we believe the company's business risk profile will continue to be 'fair,' given the very competitive nature of the apparel and footwear businesses, and the company's concentration in the department store channel. We also factor into our business risk assessment the company's scale and portfolio of well-recognized brands and its product portfolio diversity. The ratings also reflect the company's continued ability to generate positive cash flow despite still weak economic conditions," S&P said. "The 'BB-' corporate credit rating on Jones Group remains unchanged," S&P said. RATINGS LIST Jones Group Inc. Corporate credit rating BB-/Stable/-- Senior unsecured $400 mil. 6.875% notes due 2019 B+ Recovery rating 5 KINDRED HEALTHCARE: S&P Keeps 'B+' Rating on Secured Term Loan -------------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on Louisville, Ky.-based Kindred Healthcare Inc.'s senior secured term loan to '4', indicating its expectation for average (30% to 50%) recovery for lenders in the event of payment default, from '3'. "Our 'B+' issue-level rating (at the same level as our 'B+' corporate credit rating on the company) remains unchanged, as we do not notch the issue rating from the corporate credit rating for a '3' or '4' recovery rating," S&P said. "The revision of the recovery rating reflects our view of reduced recovery prospects for the term loan because of the larger size of the super priority revolving credit facility and increased amount of senior secured term loan debt," said Standard & Poor's credit analyst David Peknay. "All other existing ratings, including the term loan and 'B+' corporate credit rating are unchanged. The outlook is stable," S&P said. "The ratings on Louisville, Ky.-based Kindred Healthcare Inc. reflect Standard & Poor's Ratings Services' assessment of the company's business risk profile as 'weak' as a result of reimbursement risk despite its relatively diversified business portfolio that spans several subsectors. We view the financial risk profile as 'aggressive' because of our view that leverage in 2013 will be in the high-4x area," S&P said. LEHMAN BROTHERS: Ross Allowed to Purchase Navigator Stock --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the bankruptcy judge said at a hearing Sept. 19 that he will allow WL Ross & Co. LLC to purchase 34% of the stock of Navigator Holdings Ltd. from the trustee for the defunct brokerage Lehman Brothers Inc. for $110.2 million. According to the report, Elliott Management Corp. argued that the price was too low because it didn't include a control premium above the $25-a-share price Ross is paying. The acquisition will give Ross 61% of the Navigator stock. Ross had received a waiver from the company of a poison pill. Separately, the Lehman holding company sold its half interest in eight office buildings in Austin, Texas, as part of a $859 million transaction. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. Lehman is set to make its first payment to creditors under its $65 billion payout plan on April 17, 2012. LOUISIANA RIVERBOAT: U.S. Trustee Balks at Proposed Break-Up Fee ---------------------------------------------------------------- Henry G. Hobbs, Acting U.S. Trustee for Region 5, filed with the U.S. Bankruptcy Court for the Western District of Louisiana a limited objection to Louisiana Riverboat Gaming Partnership, et al.'s motion for approval of sale of all or substantially all assets of Worldspace, Inc., and its debtor and non-debtor affiliates. The Debtors submitted a bidding procedures motion, including a purchase agreement with Global Gaming Solutions, LLC as the stalking horse. The APA between the Debtors and Global Gaming calls for a cash purchase price of $125 million, and provides for a breakup fee of $3.75 million payable upon consummation of a sale to a purchaser not affiliated with Global Gaming. The Break-Up fee is 3% of the purchase price. The U.S. Trustee said that the break-up fee may be inappropriate. It said potential bidders must not be required to make a minimum initial overbid that includes a $3.75 million break-up fee when the insider-stalking horse's entitlement to receive that fee has not been established with an actual/necessary analysis. The U.S. Trustee asserted that requirement chills rather than encourages bidding. About Legends Gaming Legends Gaming LLC, owns gaming facilities located in Bossier City, Louisiana, and Vicksburg, Mississippi, operating under the DiamondJack's trade name. Legends Gaming LLC, and five related entities, including Louisiana Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr. W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31, 2012, to sell the business for $125 million to Global Gaming Solutions LLC, absent higher and better offers. Legends Gaming acquired the business from Isle of Capri Casinos Inc., in 2006 for $240 million. After breaching covenant with lenders, the Debtors in March 2008 sought Chapter 11 protection, jointly administered under Louisiana Gaming Partnership (Case No. 08-10824). The Debtors emerged from bankruptcy in September 2009 and retained ownership and operation of two "DiamondJacks" hotels and casinos in Bossier City and Vicksburg. The Plan restructured $162.1 million owed to the first lien lenders and $75 million owed to secured lien lenders, which would be paid in full, with interest, over time. The Debtors' properties comprise 60,000 square feet of gaming space with 1,913 slot machines, 48 table games and 693 hotel rooms. Revenues in fiscal 2011 were $99.8 million in Louisiana and $39.7 million in Mississippi. As of July 31, 2012, first lien lenders are owed $181.2 million and second lien lenders are owed $114.7 million. Louisiana Riverboat Gaming Partnership disclosed $104,846,159 in assets and $298,298,911 in liabilities as of the Chapter 11 filing. Attorneys at Heller, Draper, Hayden Patrick & Horn serve as counsel to the Debtors. Sea Port Group Securities, LLC is the financial advisor. Kurtzman Carson Consultants LLC as is the claims and notice agent. The Debtors have tapped Jenner & Block LLP as special counsel. The Court authorized the Debtors to sell their assets at an Oct. 15, auction. Qualified bids are due Sept. 24. LSP ENERGY: Judge Clears South Mississippi Electric to Buy Assets ----------------------------------------------------------------- Marie Beaudette at Dow Jones' DBR Small Cap reports that a bankruptcy judge has signed off on the $285.9 million sale of LSP Energy's gas-fired Mississippi power plant to South Mississippi Electric Power Association. About LSP Energy LSP Energy Limited Partnership, LSP Energy, Inc., LSP Batesville Holding, LLC, and LSP Batesville Funding Corporation filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 12-10460) on Feb. 10, 2012. LSP owns and operates an electric generation facility located in Batesville, Mississippi. The Facility consists of three gas-fired combined cycle electric generators with a total generating capacity of roughly 837 megawatts and is electrically interconnected into the Entergy and Tennessee Valley Authority transmission systems. LSP's principal assets are the Facility and the 58-acre parcel of real property on which it is located, as well as its rights under a tolling agreements. LSP filed bankruptcy to complete an orderly sale of its assets or the ownership interests of LSP Holding in LSP, LSP Energy and LSP Funding for the benefit of all stakeholders. The remaining three Debtors filed bankruptcy due to their relationship as affiliates of LSP and their ultimate obligations on a significant portion of LSP's secured bond debt. The Debtors also suffered losses due to a mechanical failure of a combustion turbine at their facility and resultant business interruption. LSP Energy is the general partner of LSP. LSP Holding is the limited partner of LSP and the 100% equity holder of LSP Energy and LSP Funding. LSP Funding is a co-obligor on the Debtors' bond debt, and each of LSP Energy and LSP Holding has pledged their equity interests in LSP and LSP Funding as collateral for the bond debt. No statutorily authorized creditors' committee has yet been appointed in the Debtors' cases by the United States Trustee. Judge Mary F. Walrath oversees the case. Lawyers at Whiteford Taylor & Preston LLC serve as the Debtors' counsel. MALLEY HEIGHTS: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Malley Heights, LLC 5965 Washington Boulevard Culver City, CA 90232-7324 Bankruptcy Case No.: 12-29305 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court District of Colorado (Denver) Debtor's Counsel: F. Kelly Smith, Esq. LAW OFFICES OF F. KELLY SMITH 216 16th Street, Suite 1210 Denver, CO 80202 Tel: (303) 592-1650 Fax: (303) 592-1701 E-mail: fkellysmith@tde.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its nine largest unsecured creditors is available for free at: http://bankrupt.com/misc/cob12-29305.pdf The petition was signed by Benham Rafalian, manager. MAUNA LOA: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Mauna Loa Investments LLC 10470 N.W. 131 Street Hialeah Gardens, FL 33018 Bankruptcy Case No.: 12-32189 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: Jeffrey N. Schatzman, Esq. SCHATZMAN & SCHATZMAN, P.A. 9990 SW 77 Avenue PH 2 Miami, FL 33156 Tel: (305) 670-6000 Fax: (305) 274-0220 E-mail: notices@schatzmanlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Mawanphy Gil, manager. MARK VERNON: Bankruptcy Halts Gryzwa Lawsuit -------------------------------------------- Magistrate Judge Robert J. Johnston issued a series of orders dated Sept. 12, 2012, in the lawsuit, Gary Gryzwa, Plaintiff, v. Alliance Mechanical, Inc., et al., Defendant, No. 2:11-cv-30-RCJ- RJJ (D. Nev.). Mr. Vernon and his wife, Dawn, have been named as defendants in the Gryzwa lawsuit. The Vernons filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 12-19554) on Aug. 17, 2012. Alliance Mechanical has not filed for bankruptcy. Judge Johnston denied Mr. Gryzwa's request to compel Mr. Vernon to produce documents in relation to the lawsuit. A copy of the Court order is available at http://is.gd/wYyxpNfrom Leagle.com. In a separate order available at http://is.gd/xWDHRJfrom Leagle.com, Judge Johnston denied, without prejudice, Mr. Gryzwa's Emergency Motion to Compel Appearance at Depositions; for Stay of Briefing; for Case Management Conference. The Notice of Deposition included the Vernons and Alliance Mechanical, Inc. Both individual defendants have filed bankruptcy; the corporation has not. According to the order, Mr. Gryzwa has decided not to take any further action in the case against the corporate defendant, "until such time as he can ascertain the effect of the automatic stay and the bankruptcy proceedings on that Defendant." Mr. Gryzwa's Motion to Compel Discovery Responses and For Discovery Sanctions; Including Rendering of partial Default Judgment, was also denied according to the order available at http://is.gd/yFLDFtfrom Leagle.com. MDU COMMUNICATIONS: Ronald Ordway Discloses 22.4% Equity Stake -------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Ronald D. Ordway and his affiliates disclosed that as of Sept. 11, 2012, they beneficially own 1,269,996 shares of common stock of MDU Communications International, Inc., representing 22.4% of the shares outstanding. A copy of the filing is available for free at http://is.gd/HdGCq8 About MDU Totowa, New Jersey-based MDU Communications International, Inc., is a national provider of digital satellite television, high-speed Internet, digital voice and other information and communication services to residents living in the United States multi-dwelling unit ("MDU") market - estimated to include 26 million residences. The Company's balance sheet at June 30, 2012, showed $21.2 million in total assets, $33.2 million in total liabilities, and a stockholders' deficit of $12.0 million. "Our ability to continue to operate our business is substantially dependent on our ability to raise additional capital in the near term," the Company said in its quarterly report for the period ended June 30, 2012. "We are actively pursuing a number of possible funding options, but there can be no assurance that these efforts will be successful. Our expected continued losses from operations and the uncertainty about our ability to obtain sufficient additional capital raise substantial doubt about our ability to continue as a going concern." MEDICURE INC: Reports $23.3 Million Net Income in Fiscal 2012 ------------------------------------------------------------- Medicure Inc. reported its results from operations for the fiscal year ended May 31, 2012. The Company recorded $4.8 million of revenue during the year ended May 31, 2012, compared to $3.6 million for the previous fiscal year. Net revenue from the sale of AGGRASTAT finished product decreased compared to the previous fiscal year to $2.9 million from $3.6 million. Net income for the year ended May 31, 2012, was $23.3 million, compared to a net loss of $1.6 million for the previous fiscal year. The net income in the current fiscal year primarily relates to a $23.9 million non-cash gain relating to the settlement of the Company's long-term debt. Revenues for the year ended May 31, 2012, totalled $4.8 million compared to $3.6 million for the year ended May 31, 2011. Net revenue from the sale of AGGRASTAT finished product for the three months ended May 31, 2012, was $371,000 compared to $774,000 for the same quarter last year. Net revenue from the sale of finished AGGRASTAT product for the year ended May 31, 2012, decreased by $0.7 million or 21% to $2.9 million from $3.6 million for the previous fiscal year. The decrease in revenues compared to the previous fiscal periods corresponds with an overall decline in use of injectable antiplatelet drugs. It is also attributable to increases in discounts to new customers and fluctuations in foreign exchange rates. Net loss for the quarter was $1.0 million or $0.01 per share, compared to a net loss of $1.9 million or $0.01 per share in the fourth quarter a year ago. At May 31, 2012, the Company had cash totalling $1,124,345 compared to $750,184 as of May 31, 2011. Cash flows from operating activities for the year ended May 31, 2012 were $417,289, compared to $430,270 for the year ended May 31, 2011. The Company said that its ability to continue in operation for the foreseeable future remains dependent upon the effective execution of its business development and strategic plans. A copy of the press release is available for free at: http://is.gd/RVL4hu About Medicure Inc. Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX: MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical company engaged in the research, development and commercialization of human therapeutics. The Company has rights to the commercial product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the United States and its territories (Puerto Rico, U.S. Virgin Islands, and Guam). AGGRASTAT(R), a glycoprotein GP IIb/IIIa receptor antagonist, is used for the treatment of acute coronary syndrome (ACS) including unstable angina, which is characterized by chest pain when one is at rest, and non-Q-wave myocardial infarction. For fiscal 2011, KPMG LLP, in Winnipeg, Canada, noted that Medicure has experienced operating losses since incorporation that raises significant doubt about its ability to continue as a going concern. The Company's balance sheet at Feb. 29, 2012, showed C$5.47 million in total assets, C$6.53 million in total liabilities and a C$1.05 million total shareholders' deficiency. At Feb. 29, 2012, the Company had cash totalling $1,670,151 compared to $750,184 as of May 31, 2011. Cash flows from operating activities for the nine months ended Feb. 29, 2012, were $983,766, compared to $291,699 for the nine months ended Feb. 28, 2011. The Company said in the report that its ability to continue in operation for the foreseeable future remains dependent upon the effective execution of its business development and strategic plans. MGM RESORTS: Completes Sale of $1 Billion in Senior Notes --------------------------------------------------------- MGM Resorts International issued $1.0 billion in aggregate principal amount of its 6.750% Senior Notes due 2020 under an indenture dated as of Sept. 19, 2012, among the Company, the guarantors and U.S. Bank National Association, as trustee. The Notes were sold in the United States only to accredited investors pursuant to an exemption from the Securities Act of 1933, as amended, and subsequently resold to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act. The Company intends to use the net proceeds of the offering, or approximately $985.8 million, to repay a portion of its indebtedness, which may include indebtedness under its senior credit facility or outstanding debt securities. A copy of the Indenture is available for free at http://is.gd/DOAuDU The Notes will mature on Oct. 1, 2020. The Company will pay interest on the Notes on April 1 and October 1 of each year, commencing on April 1, 2013. Interest on the Notes will accrue at a rate of 6.750% per annum and be payable in cash. The Company may redeem all or part of the Notes at a redemption price equal to 100% of the principal amount of the Notes plus an applicable make whole premium and accrued and unpaid interest. In connection with the closing, a registration rights agreement was entered into on Sept. 19, 2012, between the Company, the subsidiary guarantors, Merrill Lynch, Pierce, Fenner & Smith Incorporated and the initial purchasers. A copy of the Registration Rights Agreement is available for free at: http://is.gd/cezr9Y About MGM Resorts MGM Resorts International (NYSE: MGM) -- http://www.mgmresorts.com/-- has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50% investments in four other properties in Nevada, Illinois and Macau. The Company reported net income of $3.23 billion in 2011 and a net loss of $1.43 billion in 2010. The Company's balance sheet at June 30, 2012, showed $27.26 billion in total assets, $17.85 billion in total liabilities and $9.41 billion in total stockholders' equity. Bankruptcy Warning In the Form 10-K for the year ended Dec. 31, 2011, the Company said that any default under the senior credit facility or the indentures governing the Company's other debt could adversely affect its growth, its financial condition, its results of operations and its ability to make payments on its debt, and could force the Company to seek protection under the bankruptcy laws. * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. In March 2012, S&P revised the outlook to positive from stable. "The revision of our rating outlook to positive reflects strong performance in 2011 and our expectation that MGM will continue to benefit from the improving performance trends on the Las Vegas Strip," S&P said. In March 2012, Moody's Investors Service affirmed its B2 corporate family rating and probability of default rating. The affirmation of MGM's B2 Corporate Family Rating reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 which will help improve MGM's leverage and coverage metrics, albeit modestly. Additionally, the company's declaration of a $400 million dividend ($204 million to MGM) from its 51% owned Macau joint venture due to be paid shortly will also improve the company's liquidity profile. The ratings also consider MGM's recent bank amendment that resulted in about 50% of its $3.5 billion senior credit facility being extended one year from 2014 to 2015. MICHAELS STORES: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Irving, Texas-based arts and crafts retailer Michaels Stores Inc. "Following our review of the add-on offering, we removed the company from CreditWatch with positive implications, where it had been placed on April 12, 2012. The outlook is positive," S&P said. "We also affirmed our 'BB-' issue-level rating on the company's senior secured term loan B-1, B-2, and B-3 tranches. The recovery rating is unchanged at '1', which indicates our expectation for very high recovery (90% to 100%) in the event of a payment default. In addition, we raised our issue-level rating on the company's $800 million 7.75% senior unsecured notes due 2018, which will increase to $1 billion following the add-on offering, to 'B-' from 'CCC+'. We are revising the recovery rating to '5' from '6'. The '5' recovery rating indicates our expectation that noteholders would receive modest (10% to 30%) recovery in the event of a payment default," S&P said. "Finally, we affirmed our 'CCC+' issue-level rating on the company's $400 million 11.375% senior subordinated notes due 2016 and $250 million 13% subordinated discount notes due 2016. Both note issues have a recovery rating of '6', indicating our expectation that noteholders would receive negligible recovery (0% to 10%) in the event of a payment default," S&P said. As of July 28, 2012, the company had about $3.4 billion in reported debt outstanding. "The rating action reflects our analysis that the proposed add-on offering likely means that Michaels' anticipated IPO will not be completed within the next 90 days, but maybe within the next year," said Standard & Poor's credit analyst Brian Milligan. "Given our change in expectations regarding the timing of an IPO, coupled with the company's ongoing search for a full-time CEO, we believe a positive rating outlook is more appropriate than a CreditWatch placement." "The ratings on Michaels reflect Standard & Poor's analysis that the company's business risk profile will remain 'fair,' based on the risks associated with the competitive and highly fragmented arts and crafts industry, the risks surrounding new store growth, and the substantial seasonality in quarterly operating performance. The ratings also reflect our expectation for the company's financial risk profile to potentially improve to 'aggressive' from 'highly leveraged,' especially if an IPO is completed within the next year and proceeds are used for debt reduction," S&P said. "The positive outlook on Michaels reflects our expectation that potential debt reduction may improve the financial risk profile to aggressive from highly leveraged, especially if an IPO is completed within the next year," S&P said. "We could raise our ratings if ratios reach levels indicative of an aggressive financial risk profile, including leverage below 5x. Based on second-quarter fiscal 2012 results, debt reduction of over $800 million or EBITDA growth of over 20% is necessary for leverage to decline below 5x," S&P said. "We could revise our outlook to stable if it becomes clear further debt reduction is not likely, possibly from cancelling the anticipated IPO, or if operating performance improvement stalls or weakens, likely from a poor holiday season. These scenarios, or any other variation, would cause financial ratios to remain near current levels, including leverage of about 6x," S&P said. MITEL NETWORKS: S&P Affirms 'B' CCR; Revises Outlook to Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Ottawa- based voice and unified communications products provider Mitel Networks Corp. to negative from stable. At the same time, Standard & Poor's affirmed its ratings on Mitel, including its 'B' long- term corporate credit rating on the company. "We base the outlook revision on our expectation that Mitel's operating results will weaken in the near term, causing credit protection metrics to remain at a level more commensurate with a highly leveraged financial risk profile," said Standard & Poor's credit analyst David Fisher. "Mitel's operating results in its first quarter ended July 2012 were below our expectations, with revenue and reported EBITDA (from continuing operations) down 7% and 26%, respectively, from the previous year. Given challenging macroeconomic conditions and a rapidly evolving and increasingly competitive communications product market, we expect the company's operating performance to deteriorate in fiscal 2013 (ended April 2013), including revenue declines in the mid-to-high single digits, and EBITDA declines in the mid-to-high teens percent range," S&P said. "Our affirmation of the long-term corporate credit rating on Mitel reflects our view of the company's good history of managing to tough market conditions, as evidenced by its significant EBITDA growth since the 2008 housing downturn and gross margin expansion in the past several years," Mr. Fisher added. "We also assigned our 'B' issue rating, and '3' recovery rating to the company's proposed US$290 million term loan B due 2019 and US$40 million revolving credit facility due 2017. The '3' recovery rating reflects our expectation of meaningful (50%-70%) recovery in the event of a payment default," S&P said. "We understand that proceeds of the proposed first-lien term loan, in conjunction with US$25 million of surplus balance-sheet cash, will be used to repay the existing first- and second-lien term loans, as well as for customary transaction fees and expenses," S&P said. "We base the ratings on Mitel on our view of the company's vulnerable business risk and aggressive financial risk profiles (as our criteria define the terms), and less-than-adequate liquidity position (based on the existing credit facility)," S&P said. "We view Mitel's business risk profile as vulnerable based on the company's history of volatile operating results, small scale relative to its larger competitors, most notably Cisco Systems Inc. (A+/Stable/A-1+) and Avaya Inc. (B-/Stable/--), and the inherent riskiness of the communications products industry in which it operates. The industry is characterized by cyclicality and rapid technological change that is causing heightened competitive intensity. These risks are somewhat offset, in our opinion, by the company's still-healthy market position in the small and midsize business segments and medium enterprise internet protocol (IP) telephony market," S&P said. "Mitel is a supplier of hardware and software-based IP telephony platforms, including IP PBX systems; desktop devices (handsets and peripherals); a suite of unified communications and collaboration applications that integrate voice, video, and data communications with business applications; and hosted voice services," S&P said. "The negative outlook reflects our expectation that Mitel's operating results will weaken in the near term, causing credit protection metrics to remain at a level more commensurate with a highly leveraged financial risk profile. As such, we could lower the ratings if adjusted debt-to-EBITDA remains at or above 5x on a sustained basis. We would likely revise the outlook to stable if adjusted debt-to-EBITDA were to improve to the mid-4x level with adequate liquidity (as defined by our criteria)," S&P said. "Given our expectation of tough market conditions in the near-to- medium term, we are unlikely to consider raising the ratings unless leverage were to decline below 3.5x due to improved operating performance," S&P said. MOUNT OLIVE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Mount Olive Hospitality 341-A South Black Horse Pike Bellmawr, NJ 08031 Bankruptcy Case No.: 12-32781 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court District of New Jersey (Camden) Judge: Judith H. Wizmur Debtor's Counsel: Daniel P. Bernstein, Esq. CALZARETTO & BERNSTEIN, LLC 459 Route 38 West Maple Shade, NJ 08052 Tel: (856) 667-0400 Fax: 856-667-1477 E-mail: d.p.bernstein@verizon.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/njb12-32781.pdf The petition was signed by Anil Patel, managing member. MOUNTAIN NATIONAL: CEO Friddell Resigns, President Remains ---------------------------------------------------------- James S. Friddell resigned as chief executive officer and director of Mountain National Bancshares, Inc., and Mountain National Bank, a wholly-owned subsidiary of the Company, effective Sept. 14, 2012. Mr. Friddell did not resign as a result of any disagreement or dispute with the Company or the Bank but rather to take a position outside of Tennessee with a federal banking regulatory agency. Michael L. Brown continues to serve as President of the Company and the Bank. About Mountain National Mountain National is a bank holding company registered with the Board of Governors of the Federal Reserve System under the Bank Holding Company Act of 1956, as amended. The Company provides a full range of banking services through its banking subsidiary, Mountain National Bank. The Company conducts its banking activities from its main office located in Sevierville, Tennessee and through eight additional branch offices in Sevier County, Tennessee, as well as a regional headquarters and two branch offices in Blount County, Tennessee. The Company's balance sheet at June 30, 2011, showed $521.40 million in total assets, $509.90 million in total liabilities, and stockholders equity of $11.50 million. The Company and its principal subsidiary, Mountain National Bank, are subject to various regulatory capital requirements administered by the federal banking agencies. In February 2010, the Bank agreed to an Office of the Comptroller of the Currency ("OCC") minimum capital requirement ("IMCR") to maintain a minimum Tier 1 capital to average assets ratio of 9% and a minimum total capital to risk-weighted assets ratio of 13%. The Bank had 4.61% of Tier 1 capital to average assets and 7.69% of total risk-based capital to risk-weighted assets ratio at June 30, 2011, and was therefore not in compliance with the IMCR. As a result, the OCC may bring additional enforcement actions, including a consent order or a capital directive, against the Bank. Based upon its capital levels at June 30, 2011, the Bank's capital shortfall was approximately $23,374,000 for the Tier 1 capital to average assets requirement and approximately $20,342,000 for the total capital to risk-weighted assets requirement. As reported by the TCR on June 29, 2012, the designation of Mountain National Bank was changed to "significantly undercapitalized" effective upon the Bank's filing of an amended Dec. 31, 2011, Report of Condition and Income with its federal regulators on May 30, 2012, in which its tangible equity capital ratio was 2.10%. The Bank's tangible equity capital ratio as of March 31, 2012, as reflected in its amended Call Report filed with the federal regulators on June 14, 2012, improved further to 2.45%. As a result of no longer being designated as "critically undercapitalized", the Bank is no longer required under applicable Prompt Corrective Action regulations to be placed into conservatorship or receivership within 90 days of that designation under certain circumstances. NET ELEMENT: OOO TOT Money Signs Contract with MegaFon ------------------------------------------------------ OOO TOT Money, a subsidiary of Net Element, Inc., entered into Contract No. CPA-86, dated as of Sept. 1, 2012, with MegaFon OJSC. MegaFon is the second largest mobile operator in Russia in terms of number of subscribers and revenue. Pursuant to the Agreement, TOT Money is using its mobile commerce payment platform to facilitate payments using SMS (short message services, which is a text messaging service) and MMS (multimedia message services) for MegaFon mobile phone subscribers. The initial term of the Agreement is one year from its date of execution. Thereafter, the term of the Agreement will be automatically extended for additional one-year periods unless either TOT Money or MegaFon requires termination of the Agreement at least 30 days before the then-current expiration date. MegaFon has the right to terminate the Agreement in certain circumstances with at least seven calendar days' prior notice. TOT Money has the right to terminate the Agreement with at least 14 calendar days' prior notice. About Net Element Miami, Fla.-based Net Element, Inc. (formerly TOT Energy, Inc.) currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Following the 2011 results, Daszkal Bolton LLP, in Fort Lauderdale, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has experienced recurring losses and has an accumulated deficit and stockholders' deficiency at Dec. 31, 2011. The Company reported a net loss of $24.85 million in 2011, compared with a net loss of $3.10 million in 2010. The Company's balance sheet at June 30, 2012, showed $3.22 million in total assets, $7.69 million in total liabilities, and a $4.46 million total stockholders' deficit. NORTEL NETWORKS: US LTD Employees Files Objection ------------------------------------------------- BankruptcyData.com reports that Nortel's US LTD employees filed with the U.S. Bankruptcy Court an objection to Nortel's motion establishing discovery procedures in connection with the Debtors' motion for entry of an order authorizing the Debtors to terminate its long-term disability plans and the employment of the LTD employees. The employees state, "We request that the Debtors not be allowed to restrict individual information requests on the types of information requests that will be responded to during 'Fact Discovery' as long as out requests are keeping with Federal Rule. We request that dependent on the Debtors and their supporting third parties to our individual 'Fact Discovery' requests (or lack thereof) that Discovery be extended to accommodate follow-up requests." About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation (NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next- generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate today's barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel does business in more than 150 countries around the world. Nortel Networks Limited is the principal direct operating subsidiary of Nortel Networks Corporation. 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 has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). 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. The Chapter 15 case is 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 Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. NORTHCORE TECHNOLOGIES: Launches New Customer Web Platform ---------------------------------------------------------- Northcore Technologies Inc. has launched a new customer web destination through its portfolio company Envision Online Media Inc. Northcore earlier acquired Envision, an Ottawa based software development company. Envision has been one of the most respected boutique solutions providers in the National Capital Area for over a decade and brings a complementary product and skill set to Northcore. The customer, Brymark Promotions Inc., is one of Canada's largest and most innovative promotional products companies. In business since 1978, Brymark represents more than one million products and has amassed an enviable base of over five thousand fully satisfied customers, including household names such as IBM, Westin Hotels and Bombardier. Brymark brings a full suite of conceptual and execution capabilities to customer engagements which will now be augmented by an expanded web presence and the ability to deliver customized eStores. The Web site and more information can be found at www.Brymark.com. "Brymark is pleased to announce the launch of the Brymark Corporate web platform," said Warren Gencher, President and CEO of Brymark Promotions Inc. "This site will provide our clients with a comprehensive resource on the Brymark product set. This is just the first step, as we will continue our record of innovation by launching a compelling new set of web tools for our customers. Our partnership with the team at Envision will be long term and beneficial to both parties." "This launch is yet another example of the impressive delivery capability of our team at Envision," said Amit Monga, CEO of Northcore Technologies. "We expect this trend to continue throughout the balance of the year and beyond. Brymark is a great company and an exciting addition to our growing list of partners." Further disclosure on Envision's portfolio and capabilities can be found on their web presence located at www.Envisiononline.ca About Northcore Technologies Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC BB: NTLNF) -- http://www.northcore.com/-- provides a Working Capital Engine(TM) that helps organizations source, manage, appraise and sell their capital equipment. Northcore offers its software solutions and support services to a growing number of customers in a variety of sectors including financial services, manufacturing, oil and gas and government. Northcore owns 50% of GE Asset Manager, LLC, a joint business venture with GE. Together, the companies work with leading organizations around the world to help them liberate more capital value from their assets. The Company reported a loss and comprehensive loss of C$3.93 million in 2011, compared with a loss and comprehensive loss of C$3.03 million in 2010. The Company's balance sheet at June 30, 2012, showed C$3.49 million in total assets, C$852,000 in total liabilities, and C$2.64 million in shareholders' equity. NUVILEX INC: Incurs $510,500 Net Loss in July 31 Quarter -------------------------------------------------------- Nuvilex, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $510,517 on $6,626 of total revenue for the three months ended July 31, 2012, compared with a net loss of $686,020 on $19,762 of total revenue for the same period during the prior year. The Company's balance sheet at July 31, 2012, showed $2.23 million in total assets, $4.02 million in total liabilities, $580,000 in preferred stock, and a $2.37 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/OIGc3O About Nuvilex Inc. Silver Spring, Md.-based Nuvilex, Inc., Nuvilex, Inc. operates independently and through wholly-owned subsidiaries. The Company is dedicated to bringing to market scientifically derived products designed to improve the health and well-being of those who use them. The Company's current strategy is to focus on developing and marketing products in the biotechnology arena it believes have potential for long-term corporate growth. The Company reported a net loss of $1.89 million on $66,558 of total revenue for the year ended April 30, 2012, compared with a net loss of $1.39 million on $125,997 of total revenue during the prior year. Robison, Hill & Co., issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2012, citing recurring losses from operations which raises substantial doubt about the Company's ability to continue as a going concern. ONCURE MEDICAL: S&P Withdraws 'B-' Corp. Credit Rating on Request ----------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings on U.S. radiation therapy company OnCure Medical Corp., including the 'B-' corporate credit rating, at the company's request. The rating outlook was stable at the time of withdrawal. PACIFIC GOLD: Investor Converts Debt to 45.2-Mil. Common Shares --------------------------------------------------------------- On Sept. 14, 2012, a holder of $75,000 in principal amount of debt issued by Pacific Gold Corp. transferred the obligation to a third party. In connection with the transfer, the Company agreed to modify the rate of conversion of principal and interest into shares of common stock to a formula based on the market value of a share of common stock, from time to time. The investor has converted a portion of the debt obligation into 45,256,410 shares of common stock on a restricted issuance basis, which has been sold by the third party investor under Rule 144. The company anticipates that an additional 12,500,000 shares will be issued on conversion of the balance of the debt obligation, based on the current market prices and the conversion formula of the obligation. Additionally, the Company issued to the third party investor a new $75,000 convertible note on Sept. 14, 2012, of which the shares underlying that note will become eligible for market sales under Rule 144 on March 14, 2013. About Pacific Gold Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the identification, acquisition, and development of prospects believed to have gold mineralization. Pacific Gold through its subsidiaries currently owns claims, property and leases in Nevada and Colorado. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred losses from operations, has negative working capital and is in need of additional capital to grow its operations so that it can become profitable. The Company reported a net loss of $1.38 million in 2011, compared with a net loss of $985,278 in 2010. The Company's balance sheet at June 30, 2012, showed $1.48 million in total assets, $6.16 million in total liabilities and a $4.68 million total stockholders' deficit. PATRIOT COAL: Blackstone Advisory Approved as Investment Banker --------------------------------------------------------------- The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ Blackstone Advisory Partners L.P. as investment banker. The Debtors are working with lenders to strengthen their finances, including the replacement of their current credit facilities well before certain of its debt obligations become due in March 2013. Patriot has engaged The Blackstone Group and continues to work with Davis Polk & Wardwell LLP, its long-standing counsel, to achieve an optimal financing package. Patriot entered into a commitment letter for a new revolving credit facility and new term loan facility for a total of $625 million from Citigroup Global Markets, Inc., Barclays Bank PLC and Natixis, New York Branch. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Bowles Rice OK'd to Handle Property Acquisitions -------------------------------------------------------------- The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ Bowles Rice McDavid Graff & Love LLP as special counsel. Bowles Rice is expected to: a. provide advice, representation and preparation of necessary documentation and to make all necessary filings regarding (i) coal and other property acquisitions, financings and other transactions and (ii) regulatory requirements involving coal properties and operations; b. defend and provide advice, representation and the preparation of necessary documentation regarding various litigation matters, including Federal Black Lung, mining safety matters and bankruptcy matters where the Debtors are creditors of the bankrupt party or parties in interest in the bankruptcy case; and c. provide advice, representation and the preparation of necessary documentation regarding issues under local and state law relating to corporate and commercial matters. To the best of the Debtors' knowledge, Bowles Rice and its professionals neither hold nor represent any interest adverse to the Debtors or their estates with respect to the matter on which Bowles Rice is to be employed. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Can Hire Thompson Coburn to Handle Customer Disputes ------------------------------------------------------------------ The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ Thompson Coburn LLC as special counsel. As reported in the Troubled Company Reporter on Sept. 5, 2012, the Debtors have two lawsuits pending against customers who breached their purchase obligations to the Debtors under the applicable coal supply agreements. Thompson Coburn represents the Debtors in each of these actions. Furthermore, it is possible that other contractual disputes with customers will arise during the pendency of the Chapter 11 cases, and the Debtors may wish to retain Thompson Coburn to represent them in the disputes. Thompson Coburn will, among other things: a) advise the Debtors and represent them, as needed, in any other disputes relating to any customer's failure to meet its obligations set forth in the parties' coal supply contracts, including but not limited to representing the Debtors in negotiations, alternative dispute resolution and/or litigation against customers that are or are likely to be in breach of their contractual obligations to the Debtors; and b) review and analyze coal sale contracts to identify issues, if any, arising from the filing of these Chapter 11 cases and advise the Debtors as to the same. Roman Wuller, a partner of Thompson Coburn, tells the Court that the firm will be compensated at rates that reflect a 10% discount from the rates that Thompson Coburn customarily charges other clients. As of the Petition Date, the standard hourly rates for timekeepers are: David Warfield, partner $510 Mr. Wuller, partner $475 David Farrell, partner $465 Christopher Hobn, partner $430 Kathleen Kraft, partner $350 Mark Mattingly, partner $330 Matthew Guletz, associate $300 David Mangian, associate $240 Felicia Williams, associate $220 Debra Loveless, paralegal $170 To the best of the Debtors' knowledge, Thompson Coburn and its professionals neither represent nor hold any interest adverse to the Debtors or their estates with respect to the matter on which Thompson Coburn is to be employed except for amounts owed by the Debtors for prepetition services rendered by Thompson Coburn totaling $13,991. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Committee Hires Cole Schotz as Conflicts Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases Patriot Coal Corporation, et al., to retain Cole, Schotz, Meisel, Forman & Leonard, P.A. as its conflicts counsel. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Creditors Committee Hires Kramer Levin as Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases Patriot Coal Corporation, et al., to retain Kramer Levin Naftalis & Frankel LLP as its counsel. The hourly billing rates of Kramer Levin's personnel are: Partners $675 - $1,025 Counsel $725 - $1,065 Special Counsel $700 - $780 Associates $375 - $765 Legal Assistants $180 - $310 To the best of the Committee's knowledge, Kramer Levin is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Files Schedules of Assets and Liabilities ------------------------------------------------------- Wildcat, LLC, a debtor-affiliate of Patriot Coal Corporation, filed with the U.S. Bankruptcy Court for the Southern District Court of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $38,512,920 B. Personal Property $6,128,649 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $25,039,583 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $276,543,244 ----------- ----------- TOTAL $44,641,569 $301,582,827 Debtor-affiliates also filed their respective schedules, disclosing: Company Assets Liabilities ------- ------ ----------- Wildcat Energy LLC $11,144,307 $289,730,733 Will Scarlet Properties LLC $3,246,864 $279,170,333 Winifrede Dock LLC $14,397,253 $293,089,591 Winchester LLC $2,816,555 $279,050,045 Yankeetown Dock, LLC $466,347 $282,320,748 Copies of the schedules are available for free at: http://bankrupt.com/misc/patriotcoal_sal5.pdf http://bankrupt.com/misc/patriotcoal_sal6.pdf http://bankrupt.com/misc/PATRIOTCOAL_SAL1.pdf http://bankrupt.com/misc/PATRIOTCOAL_SAL2.pdf http://bankrupt.com/misc/PATRIOTCOAL_SAL3.pdf http://bankrupt.com/misc/PATRIOTCOAL_SAL4.pdf About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Jackson Kelly to Assist in Environmental Matters -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ Jackson Kelly PLLC as special counsel. Jackson Kelly will assist the Debtors in, among other things: a) environmental matters relating to the Debtors' many coal leases, coal property, mines and other properties and installations; b) mine safety and health matters, including alleged violations of the Mine Safety and Health Act; c) the defense of Federal Black Lung cases; and d) the defense of West Virginia deliberate intent litigation (in which West Virginia employees are permitted to bring actions against employers, under certain circumstances, regardless of workers compensation laws). The hourly rates of Jackson Kelly's personnel are: Members $175 - $395 Associates and Staff Attorneys $145 - $250 Counsel $199 - $325 Paraprofessionals and staff $64 - $150 To the best of the Debtors' knowledge, Jackson Kelly and its professionals neither represent nor hold any interest adverse to the Debtors or their estates with respect to the matters on which Jackson Kelly is to be employed. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Meeting of Creditors Adjourned to Oct. 18 ------------------------------------------------------- The U.S. Trustee for Region 2 adjourned to Oct. 18, 2012, at 2:00 p.m., the meeting of creditors in the Chapter 11 cases of Patriot Coal Corporation, et al. The meeting will be held at 80 Broad Street, 4th Floor, New York City. The meeting of creditors was first held Aug. 23, 2012. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Steptoe & Johnson Approved as Special Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ Steptoe & Johnson PLLC as special counsel. Steptoe & Johnson provides the Debtors day-to-day legal advice and training on litigation, environmental, safety, tax, contracts and labor matters. The firm also handles safety administrative litigation before the federal Mine, Safety and Health Administration. Steptoe & Johnson PLLC has represented Patriot since 1995 on well over 100 matters. Steptoe & Johnson will, among other things: a) handle administrative safety litigation before state and federal agencies that is not stayed by the filing of the Chapter 11 proceeding; and b) day-to-day advice and training on litigation, environmental, safety, tax, contracts and labor matters to assist in running Debtors' businesses. C. David Morrison, a member of Steptoe & Johnson assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. POSITIVEID CORP: Issues 100 Series F Pref. Shares to Ironridge -------------------------------------------------------------- PositiveID Corporation, on Sept. 12, 2012, entered into a Purchase Agreement with Ironridge Technology Co., a division of Ironridge Global IV, Ltd., pursuant to which the Company issued 100 shares of Series F Preferred Stock to Ironridge. The 100 shares Series F Preferred Stock were issued as a waiver to satisfy any penalties resulting from the Company's late delivery of shares under a conversion of Series F Preferred Stock by Ironridge. About PositiveID Delray Beach, Fla.-based PositiveID Corporation has historically developed, marketed and sold RFID systems used for the identification of people in the healthcare market. Beginning in early 2011, the Company has focused its strategy on the growth of its HealthID business, including the continued development of its GlucoChip, its Easy Check breath glucose detection device, its iglucose wireless communication system, and potential strategic acquisition opportunities of businesses that are complementary to its HealthID business. EisnerAmper LLP, in New York, expressed substantial doubt about PositiveID's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has a working capital deficiency and an accumulated deficit. "Additionally, the Company has incurred operating losses since its inception and expects operating losses to continue during 2012. The Company's balance sheet at June 30, 2012, showed $3.18 million in total assets, $5.58 million in total liabilities, all current, and a $2.39 million total stockholders' deficit. PRESTIGE INVESTMENTS: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Prestige Investments LLC 3725 Flintridge Court Brookeville, MD 20833 Bankruptcy Case No.: 12-27030 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Jonathan P. Morgan, Esq. MORGAN ROSE, LLC 414 Hungerford Drive, Suite 252 Rockville, MD 20850 Tel: (301) 838-2010 Fax: (301) 738-7193 E-mail: jon@morganroselaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Aniema A. Udofa, sole member. PROTEONOMIX INC: Inks Pact to Conduct UMK-121 Phase 1 Trial ----------------------------------------------------------- Proteonomix, Inc., has entered into an agreement with Piscataway, a N.J.-based University of Medicine and Dentistry of New Jersey (UMDNJ), to conduct a Phase 1 clinical trial with its proprietary, patent-pending mobilization technology UMK-121 in patients with end-stage liver disease. The Company also announced that Chief Executive Officer Michael Cohen made a presentation at the National Investment Banking Association's (NIBA) 123rd Investment Conference at the New York Marriott Downtown in New York City. The Company has paid UMDNJ $252,000 to conduct the study. The study requires Institutional Review Board approval. No IRB has yet approved the study. The single-center Phase 1 clinical trial, Mobilization of Stem Cells with UMK 121 in Patients with Cirrhosis, will enroll 15 patients with ESLD. The trial will study the safety of mobilization of stem cells in this patient population, as well as the effects of mobilization of stems cells from bone marrow to the peripheral circulation on liver function. Baburao Koneru, M.D., Professor and Chief of the Division of Transplant and Hepatobiliary Surgery at New Jersey Medical School, will serve as the trial's principal investigator. "We are extremely pleased to announce that our trial will be conducted at this highly respected institution under the direction of Dr. Koneru, who is a renowned expert in field of liver function," said Mr. Cohen. "Our presentation to the investment professionals attending the NIBA conference provided an opportunity to discuss the potential of UMK-121 in ESLD as we make preparations to commence this clinical trial, which we hope to initiate in the coming months." UMK-121 combines two existing FDA-approved drugs with the intention of mobilizing mesenchymal stem cells from bone marrow to the peripheral circulation. This proprietary drug combination is designed to reduce inflammation and increase angiogenesis to restore liver function, potentially extending the life of ESLD patients awaiting liver transplant. 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 $1.38 million in 2011, compared with a net loss applicable to common shares of $3.47 million in 2010. After auditing the financial statements for the year ended Dec. 31, 2011, KBL, LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors 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. The Company's balance sheet at June 30, 2012, showed $5.75 million in total assets, $6.33 million in total liabilities and a $584,199 total stockholders' deficit. RANCHER ENERGY: Court Confirms Plan of Reorganization ----------------------------------------------------- The Bankruptcy Court approved the Second Amended Plan of Reorganization and accompanying Disclosure Statement of Rancher Energy Corporation on Sept. 10, 2012. The Plan will be effective on Oct. 10, 2012. The Plan provides for the Company to pay the claims of its creditors as the assets of the Company allow, and permits, but does not obligate, the Company to continue in the oil and gas industry with a focus on the purchase on non-operating interests in oil and gas producing properties. The Plan provides for cash to be distributed to all creditor classes in order of priority until they are paid in full or no more cash remains above the amount need to wind up the Company's affairs. If the remaining cash and other assets, remaining after the payment to the creditor classes, exceed $2.0 million, the Board may elect to continue in the oil and gas business. The Board anticipates that after the payment of creditors, the Company will be able to continue in the oil and gas business. The Company's common stockholders would receive funds only if the cash and other assets after payment of the creditors under the Plan was less than $2.0 million. The rights of the common stockholders are otherwise unimpaired under the Plan. Further the Plan provides for convertible promissory notes totaling $140,000 held by officers and directors to be converted into shares of the Company's common stock at exercise prices of $0.02 per share. If the note holders chose not to convert, the notes will be treated as unsecured claims and paid pursuant to the terms of payment for unsecured claims. The Company does not anticipate the conversion of the convertible promissory notes. Warrant holders holding warrants exercisable for 54,632,565 shares of the Company's common stock are to be cancelled and the holders will receive 1 share of the Company's common stock for every 100 shares of common stock the warrant holder would have been entitled to if the warrants were exercised. The Company will be issuing 546,326 shares of common stock to the warrant holders. Employee Stock Options will remain unchanged, fully vested and issued and outstanding. At the time of the filing of the Plan, the Company had 119,316,723 shares of its common stock issued and outstanding, as a result of the Plan and the issuance of shares to the warrant holders, the Company will have approximately 173,949,288 shares of common stock issued and outstanding. About Rancher Energy Denver, Colorado-based Rancher Energy Corp. (OTC BB: RNCHQ) -- http://www.rancherenergy.com/-- is an independent energy company that explores for and develops produces, and markets oil and gas in North America. Through March 2011, the Company operated four oil fields in the Powder River Basin, Wyoming. Effective March 1, 2011, the Company sold all of its oil and gas properties, which has allowed it to eliminate the majority of its debt and also provide financial resources during its continuing reorganization. The Company was formerly known as Metalex Resources, Inc., and changed its name to Rancher Energy Corp. in 2006. Rancher Energy Corp. was incorporated in the State of Nevada on Feb. 4, 2004. Rancher Energy filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 09-32943) on Oct. 28, 2009. In its petition, the Company estimated assets and debts of between $10 million and $50 million each. The Debtor is represented by lawyers at Onsager, Staelin & Guyerson, LLC. The Company sold substantially all of its assets effective March 1, 2011, to Linc Energy Petroleum (Wyoming), Inc. in exchange for cash of $20 million plus other potential future consideration up to $825,000, and subject to other adjustments. The deal was approved Feb. 24, 2011. As reported in the Troubled Company Reporter on March 25, 2011, the Company delivered to the Bankruptcy Court a first amended Chapter 11 plan of reorganization, and first amended disclosure statement explaining that plan. RG STEEL: Sale of Sparrows Point Plant Approved ----------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized WP Steel Venture LLC, et al., to sell its Sparrows Point's assets pursuant to an asset purchase agreement, dated as of Aug. 7, 2012. The APA was entered between Debtors RG Steel Sparrows Point, LLC and RG Steel Railroad Holding, LLC and Environmental Liability Transfer, Inc., Commercial Development, Inc., Sparrows Point L.L.C., and HRE Sparrows Point, LLC. As reported in the Troubled Company Reporter on Sept. 5, 2012, RG Steel's Sparrows Point, Md., plant was sold at auction for $72 million to Hilco Industrial. The Court, in an order, also stated that Air Products and Chemical Inc.'s objection to the sale of the purchased assets has been resolved when the parties entered into a stipulation providing, among other things: (i) adequate protection to Air Products; and (ii) that Air Products facility is owned by Air Products and does not constitute a purchased asset. Air Products and RG Steel Sparrows Point are parties to a certain lease pursuant to which RG Sparrows leases certain real property to Air Products at the Sparrows Point facility. A copy of the order is available for free at: http://bankrupt.com/misc/RGSTEEL_sale_order.pdf About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owns Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012, to pursue a sale of the business. The bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion as of the Chapter 11 filing. The Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. RG Steel LLC disclosed $1,293,320,461 in assets and $1,050,005,993 in liabilities as of the Chapter 11 filing. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent and provides administrative services. RG Steel LLC sold the Sparrows Point steel mill to liquidator Hilco Industrial on Aug. 7 for about $72 million, Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. An official committee of unsecured creditors has been appointed in the case. Kramer Levin Naftalis & Frankel LLP represents the Committee. Saul Ewing LLP serves as co-counsel. Huron Consulting Services LLC serves as its financial advisor. RITE AID: Incurs $38.7 Million Net Loss in Sept. 1 Quarter ---------------------------------------------------------- Rite Aid Corporation reported a net loss of $38.76 million on $6.23 billion of revenue for the 13 weeks ended Sept. 1, 2012, compared with a net loss of $92.25 million on $6.27 billion of revenue for the 13 weeks ended Aug. 27, 2011. The Company reported a net loss of $66.85 million on $12.69 billion of revenue for the 26 weeks ended Sept. 1, 2012, compared with a net loss of $155.33 million on $12.66 billion of revenue for the 26 weeks ended Aug. 27, 2011. The Company's balance sheet at Sept. 1, 2012, showed $6.95 billion in total assets, $9.59 billion in total liabilities, and a $2.64 billion total stockholders' deficit. "We are pleased with our second quarter results as we continue to make significant progress in our turnaround efforts," said Rite Aid Chairman, President and CEO John Standley. "We have now increased Adjusted EBITDA and same store prescription count for seven consecutive quarters, thanks to chainwide efforts to execute key sales initiatives, operate more efficiently and provide a superior customer experience. While the wave of new generic medications is negatively impacting same store sales, it's having a positive impact on pharmacy gross margin." "We are working to continue this momentum as we focus on communicating the value of our wellness+ loyalty program, converting additional stores to our innovative new Wellness format and promoting the convenience of getting a flu shot at your neighborhood Rite Aid pharmacy," Standley added. A copy of the press release is available for free at: http://is.gd/QgpQK2 About Rite Aid Corp. Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has more than 4,700 stores in 31 states and the District of Columbia and fiscal 2010 annual revenues of $25.7 billion. Rite Aid reported a net loss of $368.57 million for the fiscal year ended March 3, 2012, a net loss of $555.42 million for the year ended Feb. 26, 2011, and a net loss of $506.67 million for the year ended Feb. 27, 2010. * * * In February 2012, S&P affirmed Rite Aid's 'B-' corporate credit rating. During that time, Moody's Investors Service also affirmed its Caa2 Corporate Family Rating, Caa2 Probability of Default Rating, and SGL-3 Speculative Grade Liquidity rating. "The ratings reflect our expectation that Camp Hill, Pa.-based retail drugstore chain Rite Aid Corp.'s financial risk profile will remain 'highly leveraged', despite improving sales trends, due to its significant debt," said Standard & Poor's credit analyst Ana Lai. Moody's said in February that Rite Aid's Caa2 Corporate Family Rating reflects its weak credit metrics and unsustainable capital structure with debt to EBITDA of 8.8 times and EBITA to interest expense of 0.8 times. Although Moody's believes that Rite Aid earnings will benefit from Walgreen's dispute with Express Scripts as well as from the strong generic pipeline, Moody's anticipates that lower reimbursement rates will offset some of this positive earnings pressure. Thus, Moody's forecasts that Rite Aid's credit metrics will remain weak. In addition, Rite Aid faces a tradeoff between the need to address its sizable 2014 and 2015 debt maturities against the likelihood that any refinancing will be at a higher interest rate. Should Rite Aid successfully refinance its 2014 and 2015 debt maturities, its borrowing costs will likely increase further weakening Rite Aid's interest coverage. Consequently, Moody's is concerned that Rite Aid may choose to voluntarily restructure its debt over the medium term. ROCKWOOD SPECIALTIES: S&P Retains 'BB+' Corporate Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services raised its issue ratings on Rockwood Specialties Group Inc.'s senior secured debt to 'BBB' from 'BBB-' and revised its recovery ratings to '1' from '2'. "These actions follow the company's indication that it would use a portion of the proceeds from its upsized senior unsecured notes offering to reduce senior secured debt by more than we previously expected. Our 'BB+' corporate credit rating, as well as our 'BB' issue rating and '5' recovery rating on the company's unsecured notes, remain unchanged. The outlook is stable," S&P said. "Rockwood plans to upsize its previously announced senior unsecured notes issue to $1,250 million from $750 million. Based on the company's revised plan, we expect the company to use proceeds from the notes for the proposed acquisition of Talison Lithium Ltd., general corporate purposes, and to pay down about $250 million in senior secured debt," S&P said. "At the current ratings our expectation for the key ratio of funds from operations-to-total debt remains in the 20% to 30% range pro forma for the transactions and debt paydown," S&P said. Ratings List Ratings Unchanged Rockwood Specialties Group Inc. Corporate credit rating BB+/Stable/-- $1,250 million senior BB unsecured notes Recovery rating 5 Ratings Raised To From Rockwood Specialties Group Inc. Senior secured BBB BBB- Recovery rating 1 2 RYAN INTERNATIONAL: Boyd Group OK'd to Assist in Restructuring -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois authorized Ryan International Airlines, Inc., et al., to (i) employ Boyd Group International as advisor/consultant to provide interim management and restructuring services; and (ii) designate Jeff S. Potter as chief restructuring officer. About Ryan International Ryan International Airlines, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 12-80802) in its hometown in Rockford, Illinois, on March 6, 2012. Ryan International, which filed for bankruptcy along with 10 affiliates, estimated assets and debts of up to $100 million. Ryan and its affiliates -- http://www.flyryan.com/-- provide commercial air charter services, to a diverse mix of customers including U.S., Canadian and British military entities, the Department of Homeland Security, the U.S. Marwill Service, leisure travelers, professional and college sports teams and an ad hoc charter services. Ryan has 460 employees, with the cockpit crew, flight attendants and dispatchers are represented by labor unions. Judge Manuel Barbosa presides over the case. Thomas J. Lester, Esq., at Hinshaw & Culbertson LLP, serves as the Debtors' counsel. Silverman Consulting serves as financial advisor. The petition was signed by Mark A. Robertson, executive vice president. INTRUST Bank, the prepetition lender owed $53.2 million, is represented by Thomas P. Sandquist, Esq., of WilliamsMcCarthy LLP; and Edward J. Nazar, Esq., at Redmond & Nazar LLP. The Bankruptcy Court later dismissed the Chapter 11 proceeding of Ryan 763K, a debtor-affiliate of Ryan International. SABRE INC: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its existing 'B' issue-level rating (the same as our corporate credit rating on the company) on Sabre Inc.'s senior secured notes due 2019 following a $250 million add-on. "The '3' recovery rating on the notes remains unchanged, indicating our expectation of meaningful (50%-70%) recovery for debtholders in the event of a payment default," S&P said. "We also affirmed our 'B' corporate credit rating on both Sabre Inc. and its parent, Sabre Holding Corp. The outlooks are positive," S&P said. "Our 'B' rating on the company incorporates our assumption of fairly stable operating performance," said Standard & Poor's credit analyst Andy Liu, "despite Sabre's ongoing dispute with two of its large airline customers and competitive pressure at Travelocity, its online travel agency (OTA). We expect that growth in the travel market will more than offset weakness that Sabre is currently experiencing at the Travelocity unit." "We assess the company's business risk profile as 'fair,' reflecting its market-leading position in travel distribution in the U.S. and growing demand for travel-related services. We view Sabre's financial risk profile as 'highly leveraged,' as debt leverage remains high, in the mid-5x area as of June 30, 2012, and the company still faces some debt maturities in 2014. The company intends to use the proceeds from the proposed notes offering to repay 2014 maturities. Sabre has been very active in refinancing and reducing the size of its 2014 maturities. At the beginning of 2012, its 2014 maturities were close to $3 billion. Pro forma for the refinancing, the company's 2014 maturities will be less than $400 million, rendering it much more manageable relative to its cash flow profile," S&P said. "The rating outlook is positive. Still, the company's contract disputes and litigation with its airline customers remain a risk factor in the rating, especially if this leads to a disruption of the GDS business model. If the airline litigation is satisfactorily resolved and we become convinced that airlines will not be successful in circumventing GDSs and that the company can sustain its EBITDA margin, we could raise the rating. On the other hand, if the airlines can disintermediate GDSs, leading to margin deterioration, we could revise the outlook to stable and would closely monitor performance in a dramatically changed business model," S&P said. SAN BERNARDINO, CA: Files List of 20 Largest Unsecured Creditors ---------------------------------------------------------------- City of San Bernardino, California, filed with the U.S. Bankruptcy Court for the Central District of California a list of its largest Unsecured Creditors, disclosing: Name of Creditor Nature of Claim Amount of Claim ---------------- --------------- --------------- California Public Employee Retirement Systems Unfunded Pension $143,334,524 CalPERS Headquarters Costs Lincoln Plaza North 400 Q Street Sacramento, CA 95811 2006 City of San Bernadino Taxable Pension Obligation Pension Obligation $46,140,860 Bonds, 2005, Series A Bonds Wells Fargo Bank, N.A. Corporate Trust Services Special Accounts Group - MAC N9311-115 625 Marquette Avenue Minneapolis, MN 55479 Kohl's Corporate Offices Revenue Sharing $29,447,685 N56 W17000 Ridgewood Drive Contract Menomonee Falls, WI 53051 US Bank, N.A., trustee 1999 Certificates of $10,400,000 633 West 5th Street, Participation 24th Floor Los Angeles, CA 90071 California Infrastructure Street Construction $9,306,005 Bank and Economic Lease Development Bank (CIEDB) 1001 "K" Street, 19th Floor Sacramento, CA 95814 US Bank N.A., trustee City Hall Lease $8,055,000 633 West 5th Street (Refunding Bonds) 24th Floor Los Angeles, CA 90071 Comerica Leasing Equipment and Vehicle $6,254,113 Corporation Lease 611 Anton Blvd Costa Mesa, CA 92626 New World Systems Enterprise Resource $5,805,000 Corporation Planning 888 W Big beaver Rd No. 600 Troy, MI 48084 Marquette Bank Equipment and Vehicle $5,579,671 10000 W 151st St. Leases Orland Park, IL 60462 Bank of America ADA Restroom Renovations $4,044,849 c/o Western Alliance Lease Equipment Finance Inc. 1400 East Washington, Suite 1400 Phoenix, AZ 85004 Public Agency Retirement Unfunded Pension Costs $3,317,502 Services P.O. Box 12919 Newposrt Beach, CA 92658-2919 US Bank, N.A., trustee Public Facilities Lease $1,755,00 633 West 5th Street, 24th Fl. Los Angeles, CA 90071 American Traffic Systems Red Light Camera System $1,671,480 Michael Bolton, COO Lease American Traffic Solutions Inc. 7681 E. Gray Rd. Scottsdale, AZ 85260 Sun Trust Equipment Finance & Equipment $1,509,516 Leasing Corporation and Vehicle Lease P.O. Box 79194 Baltimore, CA 21279-0194 San BNDO City Professional Court Judgment $1,400,000 Firefigthers Local 891 P.O. Box 2703 San Bernardino, CA 92406 Tim Burgees Fire Maintenance $1,200,000 1625 Iowa Avenue Facility Note Riverside, CA 920507 603384-AECOM USA Inc. Trade Debt $868,795 18012 Cowan 290 Irvine, CA 92614 1458 CelPlan Technologies Trade Debt $495,000 Inc. 1897 Preston White Dr. Reston, VA 20191 614238-Nikola Construction Trade Debt $426,718 Corporation 18012 Cowan 290 Irvine, CA 92614 San Bernardino County Trade Debt $422,257 Solid Waste 825 E 3rd St. No. 207 San Bernardino, CA 92415-0017 About San Bernardino San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joins two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. SANTEON GROUP: Incurred $94,500 Net Loss in Q3 2011 --------------------------------------------------- Santeon Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $94,580 on $586,762 of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $268,911 on $307,420 of revenue for the same period during the prior year. The Company reported a net loss of $457,009 on $1.52 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $355,346 on $863,666 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $834,832 in total assets, $1.05 million in total liabilities, all current, and a $221,169 total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/qOAzZ2 The Company was late in filing its annual report on Form 10-K for the period ended Dec. 31, 2011. The Company reported a net loss of $475,333 for 2011, compared with a net loss of $699,993 for 2010. The Company's balance sheet at Dec. 31, 2011, showed $1.0 million in total assets, $1.2 million in total liabilities, all current, and a stockholders' deficit of $173,180. The Company was also late in filing its Form 10-Qs for the three months ended March 31, 2011, June 30, 2011, Sept. 30, 2011, March 31, 2012, and June 30, 2012. As of Sept. 20, 2012, the Company has not yet filed its quarterly reports for the periods ended March 31, 2012, and June 30, 2012. SBA COMMUNICATIONS: S&P Rates $300MM Unsecured Notes 'B-' --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' issue-level rating and '6' recovery rating to Boca Raton, Fla.-based SBA Communications Corp.'s proposed $300 million senior unsecured notes issue. "The '6' recovery rating denotes our expectation for negligible (0%-10%) recovery prospects in the event of a payment default. The company intends to use the proceeds to partially fund the cash portion of the TowerCo acquisition, which is expected to close before the end of 2012," S&P said. "We also affirmed the existing ratings on SBA and related entities, including the 'B+' corporate credit rating, the 'BB' issue-level rating on the secured credit facilities at SBA Senior Finance II LLC, and the 'B+' issue-level rating at intermediate holding company SBA Telecommunications Inc. The '1' recovery rating on the secured credit facilities and the '4' recovery rating on the senior unsecured debt remain unchanged and reflect expectations for, respectively, very high (90%-100%) and average (30%-50%) recovery of principal in the event of default," S&P said. "The affirmation reflects the fact that we had already incorporated this new debt issuance into our assessment of the company's overall credit profile," said Standard & Poor's credit analyst Catherine Cosentino. "Leverage will rise as a result of this transaction, but we believe the combined company's solid cash flow generation will enable leverage to decline in 2013 to around the low-8x area." "The outlook is stable. An upgrade would require the company to achieve adjusted leverage of no higher than 7x on an ongoing basis, which it would achieve through a combination of EBITDA growth and debt repayment, and is not likely in the near term," S&P said. Conversely, a downgrade could occur if leverage rises to the 10x area or higher. SHERITT INT'L: DBRS Finalizes 'BB' Rating for $500MM New Debt ------------------------------------------------------------- DBRS has finalized its rating of BB (high) with a Stable trend for $500 million of 7.5% senior unsecured debentures due September 24, 2020 (the New Senior Unsecured Notes), to be issued by Sherritt International Corporation (Sherritt or the Company) following the pricing of the New Senior Unsecured Notes and the filing of a prospectus supplement dated September 19, 2012, to the Company's short-form base shelf prospectus dated August 24, 2012. The offering of the New Senior Unsecured Notes is expected to close on or about September 24, 2012, subject to customary closing conditions. Sherritt is expected to use a portion of the net proceeds from the sale of the New Senior Unsecured Notes to fund the redemption of all of the $225 million outstanding principal amount of Sherritt's 8.25% Senior Unsecured Debentures Series B due October 24, 2014, including the applicable make-whole premium. The remainder of the funds raised is expected to be used for general corporate purposes, including supplementing Sherritt's existing financial resources as it seeks to ramp up its 40%-owned Ambatovy project in Madagascar and to complete its other growth projects. SHERMACK PROPERTIES: Case Summary & 4 Unsecured Creditors --------------------------------------------------------- Debtor: Shermack Properties, LLC 1061 M32 West Alpena, MI 49707 Bankruptcy Case No.: 12-22705 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Eastern District of Michigan (Bay City) Judge: Daniel S. Opperman Debtor's Counsel: Anita Rao, Esq. REDD & RAO, PLC 24100 Southfield Road, Suite 320 Southfield, MI 48075 Tel: (248) 327-3872 Fax: (866) 253-7063 E-mail: anita@reddandrao.com Scheduled Assets: $700,042 Scheduled Liabilities: $1,457,046 A copy of the Company's list of its four unsecured creditors is available for free at http://bankrupt.com/misc/mieb12-22705.pdf The petition was signed by Mark Milstein, chief manager. SHOPPES AT THE FOREST: Case Summary & 8 Unsecured Creditors ----------------------------------------------------------- Debtor: Shoppes At The Forest LLC 500 Lake Cook Road, Suite 350 Deerfield, IL 60015 Bankruptcy Case No.: 12-36800 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Northern District of Illinois (Chicago) Judge: Jacqueline P. Cox Debtor's Counsel: Robert W. Glantz, Esq. SHAW GUSSIS FISHMAN GLANTZ ET AL 321 N. Clark Street, Suite 800 Chicago, IL 60654 Tel: (312) 541-0151 Fax: (312) 980-3888 E-mail: rglantz@shawgussis.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its eight largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/ilnb12-36800.pdf The petition was signed by Lloyd Mandel, manager. STEEL WORKS: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Steel Works Rebar Fabricators LLC 7265 NW 74th Street Medley, FL 33166 Tel: (305) 803-4891 Bankruptcy Case No.: 12-32198 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Southern District of Florida (Miami) Judge: A. Jay Cristol Debtor's Counsel: Carlos L. De Zayas, Esq. LYDECKER DIAZ 1221 Brickell Avenue, 19th Floor Miami, FL 33131 Tel: (305) 416-3180 E-mail: cdz@lydeckerlaw.com Scheduled Assets: $2,221,876 Scheduled Liabilities: $5,309,196 The Company did not file a list of creditors together with its petition. unsecured creditors is available for free at: The petition was signed by Juanita Lopez, managing member. STRATEGIC AMERICAN: Jeremy Driver Discloses 41.6% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Jeremy Driver disclosed that as of Sept. 6, 2012, he beneficially owns 5,571,832 shares of common stock of Duma Energy Corp., formerly Strategic American Oil Corporation, representing 41.6% of the shares outstanding. Mr. Driver previously reported beneficial ownership of 50,241,667 common shares or a 18.66% equity stake as of Feb. 14, 2011. On Aug. 23, 2012, Kara Driver, the wife of Jeremy Driver, acquired a 50% ownership interest in K.W. Navigation Inc., which held 1,967,666 shares of the Company's common stock as of that date. A copy of the amended filing is available for free at: http://is.gd/iV4I5h About Strategic American Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth stage oil and natural gas exploration and production company with operations in Texas, Louisiana, and Illinois. The Company's team of geologists, engineers, and executives leverage 3D seismic data and other proven exploration and production technologies to locate and produce oil and natural gas in new and underexplored areas. Strategic American a net loss of $10.28 million on $3.41 million of revenue for the year ended July 31, 2011, compared with a net loss of $3.49 million on $531,736 of revenue for the same period during the prior year. The Company reported a net loss of $4.41 million on $5.28 million of revenue for the nine months ended April 30, 2012, compared with a net loss of $9.94 million on $1.48 million of revenue for the same period a year ago. The Company's balance sheet at April 30, 2012, showed $23.93 million in total assets, $11.53 million in total liabilities and $12.39 million in total stockholders' equity. STRATEGIC AMERICAN: Christopher Watts Holds 41.2% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Christopher Watts disclosed that as of Sept. 6, 2012, he beneficially owns 5,470,832 shares of common stock of Duma Energy Corp., formerly Strategic American Oil Corporation, representing 41.2% of the shares outstanding. C.W. Navigation, Inc., beneficially owns 2,735,416 common shares as of Sept. 6, 2012. Mr. Watts holds a 50% ownership interest in K.W. Navigation. A copy of the filing is available for free at: http://is.gd/DldQRe About Strategic American Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth stage oil and natural gas exploration and production company with operations in Texas, Louisiana, and Illinois. The Company's team of geologists, engineers, and executives leverage 3D seismic data and other proven exploration and production technologies to locate and produce oil and natural gas in new and underexplored areas. Strategic American a net loss of $10.28 million on $3.41 million of revenue for the year ended July 31, 2011, compared with a net loss of $3.49 million on $531,736 of revenue for the same period during the prior year. The Company reported a net loss of $4.41 million on $5.28 million of revenue for the nine months ended April 30, 2012, compared with a net loss of $9.94 million on $1.48 million of revenue for the same period a year ago. The Company's balance sheet at April 30, 2012, showed $23.93 million in total assets, $11.53 million in total liabilities and $12.39 million in total stockholders' equity. STOCKTON, CA: Hockey Club Revamps "Our City Isn't Bankrupt" Promo ----------------------------------------------------------------- Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review, reports that the Bakersfield Condors, a minor league hockey club in California known for promotional stunts like trying to sign teen idol Justin Bieber, has revamped its "Our City Isn't Bankrupt" promotion for a Dec. 27 game against in-state rival the Stockton Thunder after some said the joke crossed the line. The promotion didn't sit well with fans of Stockton, which became the largest U.S. city to file for bankruptcy this summer, who felt Bakersfield was mocking their city's financial woes. According to DBR, Condors owner Jonathan Fleisig says the team didn't mean to insult its rival; it was just having a little fun. Thunder President Dan Chapman said he felt Bakersfield was taking an" unnecessary shot at the struggles in our community," and called the original promotion "unprofessional" and "embarrassing." "Look, this is going to help Stockton, at least the Thunder," Mr. Fleisig said, according to DBR. "Every time we play, there will be an extra 3,000 people just to heckle us. Wouldn't that be great?" About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Calif. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Calif. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. SUPERMEDIA INC: Meets with Dex One on Credit Pact Amendments ------------------------------------------------------------ Certain members of management of SuperMedia Inc. and Dex One Corporation and representatives of their respective financial advisors conducted a meeting on Sept. 18, 2012, to discuss the proposed merger transactions previously announced on Aug. 21, 2012. The parties discussed proposed amendments to existing credit facilities to, among other things, extend maturity, reset financial covenants to provide operating flexibility, and reduce mandatory amortization. The proposed amendments to the Borrowers' credit facilities are, among others, conditions to the consummation of the proposed merger transactions. A copy of the discussion materials used during that meeting is available for free at http://is.gd/R1sePy About Idearc Inc. Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as SuperMedia Inc., is the second largest U.S. yellow pages publisher. Idearc was spun off from Verizon Communications, Inc. Idearc and its affiliates filed for Chapter 11 protection on March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on the official committee of unsecured creditors. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co- counsel. Idearc completed its debt restructuring and its plan of reorganization became effective as of Dec. 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. Less than two years since leaving bankruptcy protection, SuperMedia remains in quandary. Early in October 2011, Moody's Investors Service slashed its corporate family rating for SuperMedia to Caa1 from B3 prior. The downgrade reflects Moody's belief that revenues will continue to decline at a double digit rate for the foreseeable future, leading to a steady decline in free cash flow. SuperMedia's sales were down 17% for the second quarter of 2011 in a generally improving advertising sector. Moody's ratings outlook for SuperMedia remains negative. While SuperMedia is attempting to transition the business away from its reliance on print advertising through development of online and mobile directory service applications, Moody's is increasingly concerned that the company will not be able to make this change quickly enough to stabilize the revenue base over the intermediate term. Further, the high fixed cost nature of SuperMedia's business could lead to steep margin compression, notwithstanding continued aggressive cost management. TRIBUNE CO: Bank Debt Trades at 23% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 77.18 cents-on-the- dollar during the week ended Friday, Sept. 21, 2012, an increase of 1.05 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2014. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Judge Kevin J. Carey issued an order dated July 13, 2012, overruling objections to the confirmation of Tribune Co. and its debtor affiliates' Plan of Reorganization. Before it formally emerges from bankruptcy, Tribune must still get approval from the Federal Communications Commission on new broadcast licenses and waivers for overlapping ownership of television stations and newspapers in certain markets. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TXU CORP: Bank Debt Trades at 32% Off in Secondary Market --------------------------------------------------------- Participations in a syndicated loan under which TXU Corp., now known as Energy Future Holdings Corp., is a borrower traded in the secondary market at 68.16 cents-on-the-dollar during the week ended Friday, Sept. 21, 2012, an increase of 1.10 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2017, and carries Moody's Caa1 rating and Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. The Company's balance sheet at Dec. 31, 2011, showed $44.07 billion in total assets, $51.83 billion in total liabilities, and a $7.75 billion total deficit. Energy Future had a net loss of $1.91 billion on $7.04 billion of operating revenues for the year ended Dec. 31, 2011, compared with a net loss of $2.81 billion on $8.23 billion of operating revenues during the prior year. * * * In late January 2012, Moody's Investors Service changed the rating outlook for Energy Future Holdings Corp. (EFH) and its subsidiaries to negative from stable. Moody's affirmed EFH's Caa2 Corporate Family Rating (CFR), Caa3 Probability of Default Rating (PDR), SGL-4 Speculative Grade Liquidity Rating and the Baa1 senior secured rating for Oncor. EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed company with limited flexibility. EFH's capital structure is complex and, in our opinion, untenable which calls into question the sustainability of the business model and expected duration of the liquidity reserves. TXU CORP: Bank Debt Trades at 25% Off in Secondary Market --------------------------------------------------------- Participations in a syndicated loan under which TXU Corp., now known as Energy Future Holdings Corp., is a borrower traded in the secondary market at 74.67 cents-on-the-dollar during the week ended Friday, Sept. 21, 2012, an increase of 1.80 percentage points from the previous week according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. The Company pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2014, and carries Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 174 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. The Company's balance sheet at Dec. 31, 2011, showed $44.07 billion in total assets, $51.83 billion in total liabilities, and a $7.75 billion total deficit. Energy Future had a net loss of $1.91 billion on $7.04 billion of operating revenues for the year ended Dec. 31, 2011, compared with a net loss of $2.81 billion on $8.23 billion of operating revenues during the prior year. * * * In late January 2012, Moody's Investors Service changed the rating outlook for Energy Future Holdings Corp. (EFH) and its subsidiaries to negative from stable. Moody's affirmed EFH's Caa2 Corporate Family Rating (CFR), Caa3 Probability of Default Rating (PDR), SGL-4 Speculative Grade Liquidity Rating and the Baa1 senior secured rating for Oncor. EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed company with limited flexibility. EFH's capital structure is complex and, in our opinion, untenable which calls into question the sustainability of the business model and expected duration of the liquidity reserves. UNITED AUTOMOBILE: A.M. Best Lowers Fin. Strength Rating to 'C' --------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to C (Weak) from C++ (Marginal) and the issuer credit rating to "ccc" from "b" of United Automobile Insurance Company (United Auto) (Miami Gardens, FL). The outlook for both ratings has been revised to negative from stable. The rating actions follow United Auto's adverse reserve development reported in the second quarter of 2012, resulting in a significant underwriting loss and surplus decline in excess of 35%. The ratings of United Auto reflect its weak risk-adjusted capitalization and poor operating results in recent years. United Auto has maintained elevated underwriting leverage measures in recent years, which has weakened its risk-adjusted capital position. Moreover, the company maintains a somewhat modest business profile with limited product availability and concentration in states with difficult operating environments for the non-standard automobile segment. The negative outlook reflects United Auto's reduced surplus and decline in its risk-adjusted capitalization. The outlook further considers the company's ongoing challenges to improve underwriting results over the near term and avoid additional surplus losses. However, United Auto has implemented corrective actions, tightened its policy language and increased its rates. In addition, policy fee income has somewhat offset the underwriting shortfalls in recent years, and United Auto maintains good local market knowledge. Factors that could result in future negative rating actions include a continued deterioration in United Auto's underwriting performance, adverse reserve development or erosion of its capital base. US FIDELIS: Founder Given 40-Month Prison Sentence -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Cory Atkinson, who founded US Fidelis Inc. along with brother Darain Atkinson, was given a 40-month prison sentence by a U.S. district judge in St. Louis. He pleaded guilty to mail fraud and filing a false tax return. He will have three years of supervised release after serving the prison sentence. His brother Mr. Darain will be sentenced Sept. 25. According to the report, they previously gave up most of their assets in settlement of a civil lawsuit where they and others were sued for $101 million claimed to be "wrongfully and improperly appropriated" from the company. US Fidelis purported to sell automobile repair insurance. Customers are receiving payments from a $14.1 million restitution fund created under a Chapter 11 plan that was implemented Sept. 12. Criminal case is U.S. v. Atkinson, 12-cr-00122, U.S. District Court, Eastern District of Missouri (St. Louis). About US Fidelis Wentzville, Missouri-based US Fidelis, Inc., was a marketer of vehicle service contracts developed by independent and unrelated companies. It stopped writing new business in December 2009. The Company filed for Chapter 11 bankruptcy protection (Bankr. E.D. Mo. Case No. 10-41902) on March 1, 2010. Brian T. Fenimore, Esq., Crystanna V. Cox, Esq., James Moloney, Esq, at Lathrop & Gage L.C., in Kansas City, Mo.; and Laura Toledo, Esq., at Lathrop & Gage, in Clayton, Mo., advise the Debtor. GCG, Inc., is the consumer claims and noticing agent. Allison E. Graves, Esq., Brian Wade Hockett, Esq., and David A. Warfield, Esq., at Thompson Coburn LLP, in St. Louis, Mo., represent the Official Unsecured Creditors Committee. The Company scheduled assets of $74.4 million and liabilities of $25.8 million as of the petition date. USA SPRINGS: Case Trustee Gets $7.5MM Offer, May Skip Auction ------------------------------------------------------------- Bob Sanders at New Hampshire Business Review reports that Thomas J. Raftery, attorney for the bankruptcy trustee of USA Springs, told the federal bankruptcy court in Manchester, New Hampshire, the trustee received a "very good" bid that's "in the neighborhood" of $7.5 million for the would-be water bottling company's assets -- a bid good enough to skip a planned auction and negotiate a deal by the end of October. According to the report, if a deal is reached, the undisclosed bidder would be designated a stalking horse and, it's hoped, attract higher bids. If not, the price would not pay off the mortgage, much less unsecured creditors. Already there was some jockeying over how limited funds would be distributed. The report notes Mr. Raftery said the bid was the highest of three. Of the other bids, he said, one was "good" and the other "not good at all." The report relates the top bidder's attorney, Joe Foster, declined to give any information about his client, aside from saying that the bidder appeared to be out of state and not involved in the water industry, but it's unclear whether he or she is interested in the land on which the proposed plant would sit or whether there is any interest in renewing the bankrupt USA Springs' hard-won permit to withdraw 300,000 gallons of groundwater a day from the site that sits near the border of Barrington and Nottingham. The report notes, after a $60 million deal with a Swiss lender fell through -- and resulted in the withdrawal of USA Springs' attorneys -- the case was converted to Chapter 7 liquidation, and the court-appointed trustee, Timothy P. Smith, sought to sell off the assets. The report adds Roswell Commercial Mortgage lent USA Springs $8.4 million, but claimed -- with interest and penalties -- to be owed $13.5 million. At a selling price of $7.5 million, the mortgage company would get $6.15 million, the two towns would receive $557,000 in property taxes, and the trustee would get $806,000. According to the report, any remaining money would most likely be claimed attorneys and professionals who were not paid during years of the Chapter 11 bankruptcy. One of those professionals -- USA Springs former attorney Alan Braunstein -- objected to the deal. Mr. Braunstein -- would only be guaranteed a carve-out of $35,000 after nearly four years of work on the case while it was in reorganization. He argued that the trustee could negotiate a better deal if it threatened to renew the litigation of fraudulent transfers begun by the Official Committee of Unsecured Creditors. One of the targets of that litigation would be Roswell, the report says. The report relates Mr. Raftery said that he did not have a "warm and fuzzy" feeling that such a case would result in much recovery, a contention seconded by Judge J. Michael Deasy, particularly when it came to Roswell, which put down more than $8 million in "real money" into the plant. The report notes Judge Deasy didn't rule on the other major objection, by Aho Construction of New Ipswich, that its $206,000 lien on the property trumped the Roswell claim, suggesting that the amount was small enough that it would probably be worked out before any October sale. But Judge Deasy would not bless the deal until more parties were given notice. About USA Springs Based in Nottingham, New Hampshire, USA Springs Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. N.H. Case No. 08-11816) on June 27, 2008. Armand M. Hyatt, Esq., at Hyatt & Flynn, PLLC, and Earl D. Munroe, Esq., at Muroe & Chew, represent the Debtor in its restructuring efforts. The Official Committee of Unsecured Creditors retained Terrie Harman, Esq., at Harman Law Offices, as counsel. In its schedules, the Debtor disclosed $127.0 million in assets and $13.9 million in liabilities. VANN'S INC: Appliance Retailer Heading Toward Liquidation --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Vann's Inc. may be tossed out of Chapter 11 reorganization at a hearing on Sept. 26. GE Commercial Distribution Finance Corp., owed $4.8 million on an inventory loan, filed papers asking the bankruptcy judge to convert the case to liquidation in Chapter 7. The report relates that the lender pointed to Vann's own projections showing negative cash flow beginning in September and continuing through Dec. 31. According to GE, Vann's projections show a $6.1 million negative cash flow through the end of the year. To stanch the losses, GE advocates converting to liquidation. The Bloomberg report discloses that First Interstate, owed $4 million on a secured loan, agreed to provide a $2 million revolving credit loan to finance the Chapter 11 effort. GE said it doubts the lender will allow any draws on the loan. About Vann's Inc. Vann's Inc. -- http://www.vanns.com/-- a retailer of appliances and consumer electronics with five stores in Montana, filed for Chapter 11 protection (Bankr. D. Mont. Case No. 12-61281) in Butte, Montana, on Aug. 5, 2012. The Debtor also owns outdoor clothing and sports products at http://www.bigskycountry.com/ Vann's is owned by an employee stock ownership plan trust. Vann's Inc. disclosed assets of $17.6 million and liabilities of $14.4 million. Assets include $12.2 million cost-value of inventory plus $1 million in current accounts receivable. The Company owes $4 million to First Interstate Bank. It also owes $4.8 million on an inventory loan from GE Commercial Distribution Finance Corp. Bankruptcy Judge John L. Peterson presides over the case. Vann's hired Perkins Coie LLP's Alan D. Smith, Esq., and Brian A. Jennings, Esq., as counsel; and Hamstreet & Associates, LLC, as turnaround and restructuring advisors. GE Commercial Distribution Finance Corporation is represented by Gary Vincent, Esq., at Husch Blackwell LLP, and the Law Offices of John P. Paul, PLLC. First Interstate Bank, the DIP Lender, is represented by Benjamin P. Hursh, Esq., at Crowley Fleck PLLP. The U.S. Trustee has formed a seven-member creditors committee. The Committee is represented by Halperin Battagia Raicht, LLP, and Ross Richardson. VOLKSWAGEN-SPRINGFIELD: Todd Ruback Named as Privacy Ombudsman -------------------------------------------------------------- W. Clarkson McDow, Jr., the U.S. Trustee for Region 4 appointed Todd Ruback as consumer privacy ombudsman for Volkswagen- Springfield, Inc. As reported in the Troubled Company Reporter on July 31, 2012, the Hon. Robert G. Mayer directed the U.S. Trustee to appoint a consumer privacy ombudsman in the Chapter 11 case of Volkswagen- Springfield, Inc. The Debtor related that from time-to-time, it collected information regarding its customers including names, addresses, email addresses, telephone numbers and other similar data. The data is included among the assets under the purchase agreement. About Volkswagen-Springfield Springfield, Virginia-based Volkswagen-Springfield, Inc., filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 12-12905) in Alexandria on May 7, 2012. The Debtor operates one of the largest Volkswagen franchised dealerships in the Mid-Atlantic region. The Debtor estimated assets and debts of $10 million to $50 million as of the Chapter 11 filing. Judge Robert G. Mayer oversees the case. The Debtor is represented by Dylan G. Trache, Esq., and John T. Farnum, Esq., at Wiley Rein LLP, in McLean, Virginia. Pursuant to recent default notices, Branch Banking and Trust Company has asserted that it is owed $19.6 million. Jonathan L. Hauser, Esq., at Troutman Sanders LLP, represents BB&T. No creditors' committee has been appointed in the case. VYSTAR CORP: Acquires Sleep Diagnostic Company SleepHealth ---------------------------------------------------------- Vystar Corporation announced the strategic acquisition of SleepHealth, LLC, a privately held sleep diagnostic company headquartered in Monroe, GA. SleepHealth provides sleep lab management services to hospitals and physicians' offices in the southeastern U.S. The acquisition is mutually beneficial for both companies as it will provide each with additional avenues for expansion. SleepHealth presents a strong vertical integration opportunity for Vystar by providing a direct channel for its recently announced Vytex NRL foam bedding products such as pillows, mattresses, and mattress toppers currently being produced by Islatex. SleepHealth also provides Vystar with more direct access into the healthcare market for future products made with Vytex NRL, such as gloves, cohesive bandages, etc. For SleepHealth, Vystar Corporation and its executive team will bring added expertise and resources needed for business expansion and revenue growth. SleepHealth has been in the sleep diagnostic business since 2004. The company's founder and President Ailene Miller has over 25 years of sleep diagnosis experience and manages a knowledgeable team of more than 20 full-time and part-time employees. Her team brings both a solid history of sleep clinic management experience and a strong reputation in the industry to Vystar. SleepHealth currently has 27 existing facilities across North Carolina, South Carolina and Georgia with immediate expansion plans. Ailene Miller commented, "SleepHealth is pleased to be joining Vystar Corporation as a wholly owned subsidiary. We believe that the outstanding synergies and crossover marketing opportunities can enhance our ability to achieve much success going forward both in expansion and significant future offerings." "SleepHealth is a solidly run company with national potential in a growing industry. With this acquisition, we can both help SleepHealth expand geographically, and also help build direct demand for our own revolutionary Vytex NRL-based foam bedding and pillow products through access to SleepHealth's substantial customer base. We are very excited about this acquisition and look forward to both companies growing together in the near future. SleepHealth's growing customer base will also be a starting point to promote consumer products 'Made with Vytex,' such as the newly announced Tamicare product line of Fashion- HygieneTM undergarments, condoms and others," said William Doyle, President and CEO of Vystar Corporation. Doyle continues, "The sleep disorder market has seen double-digit growth over the last several years and is projected to reach $5.8 billion USD by 2015, according to a research report titled 'Sleep Apnea Diagnostic and Therapeutic Devices: A Global Strategic Business Report' by Global Industry Analysts, Inc. With an estimated 50-70 million Americans suffering from chronic sleep problems and nearly 80% being undiagnosed, the problem of sleep disorders and increased awareness of the importance of sleep to general health are becoming more recognized. I am pleased to add Ailene and her staff to Vystar." As a result of the acquisition, Vystar Corporation will be comprised of a Vytex Division, focused on the company's proprietary source natural rubber latex material (patented process for creating a natural rubber latex that has virtually undetectable levels of the allergy causing latex proteins) and a SleepHealth Division focused on the sleep diagnostic business. The company will maintain existing staff while bringing on additional resources as needed to allow for expansion. About Vystar Corp Duluth, Ga.-based Vystar Corporation is the creator and exclusive owner of the innovative technology to produce Vytex(R) Natural Rubber Latex. This technology reduces antigenic protein in natural rubber latex products to virtually undetectable levels in both liquid NRL and finished latex products. The Company's balance sheet at June 30, 2012, showed $1.01 million in total assets, $1.96 million in total liabilities, and a stockholders' deficit of $950,081. Bankruptcy Warning According to the Company's quarterly report on Form 10-Q for the period ended June 30, 2012, there can be no assurances that the Company will be able to achieve its projected level of revenues in 2012 and beyond. "If the Company is unable to achieve its projected revenues and is not able to obtain alternate additional financing of equity or debt, the Company would need to significantly curtail or reorient its operations during 2012, which could have a material adverse effect on the Company's ability to achieve its business objectives and as a result may require the Company to file for bankruptcy or cease operations." Habif, Arogeti & Wynne, LLP, in Atlanta, Georgia, expressed substantial doubt about Vystar's ability to continue as a going concern, following its results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has recurring losses from operations, a capital deficit, and limited capital resources. WWDT ENTERPRISES: Case Summary & 4 Unsecured Creditors ------------------------------------------------------ Debtor: WWDT Enterprises Inc. 223 N. Garfield Monterey Park, CA 91754 Bankruptcy Case No.: 12-41573 Chapter 11 Petition Date: September 17, 2012 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Barry Russell Debtor's Counsel: Paul Harrigan, Esq. HARRIGAN LAW FIRM 2785 S. Bear Claw Way Meridian, CA 83642 Tel: (208) 891-2482 Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A copy the Company's list of its four largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/cacb12-41573.pdf The petition was signed by Wei Wang, president. ZOO ENTERTAINMENT: David Smith Discloses 78.9% Equity Stake ----------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, David E. Smith and his affiliates disclosed that as of Sept. 17, 2012, they beneficially own 31,070,828 shares of common stock of indiePub Entertainment, Inc., formerly Zoo Entertainment, Inc., representing 78.9% of the shares outstanding. Mr. Smith previously reported beneficial ownership of 28,895,828 common shares or a 78.2% equity stake as of July 30, 2012. A copy of the amended filing is available for free at: http://is.gd/6p0z2b 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 $25.87 million in 2011, compared with a net loss of $14.03 million in 2010. The Company's balance sheet at Dec. 31, 2011, showed $2.06 million in total assets, $15.24 million in total liabilities and a $13.18 million total stockholders' deficit. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has both incurred losses and experienced net cash outflows from operations since inception. * Moodys's Says Long-Term Care Insurers Face Uncertain Future ------------------------------------------------------------- Poor results in the long-term care insurance sector have led many providers to exit the market, leaving its future uncertain, Moody's Investors Service says in a new report, "Long-Term Care Insurance: Sector Profile." Despite the need for non-medical coverage by an aging population, persistent losses, a challenging operating environment and the exit of key players have made the product's future uncertain as it currently stands. "Key credit considerations for the sector are the relative newness of long-term care insurance and the long-tailed and complex product structure, which make it difficult to price the product profitably and to reserve for," says Vice President and author of the report Laura Bazer. The industry's relatively limited claims experience, along with significant benefit optionality and long policy horizons have been key challenges for providers since the introduction of the product in the 1980s, she says. Mispriced blocks of older, legacy business have led to recent reserve increases, causing sizable losses for some providers over the past two years. The benefits under early policies were often too generous relative to factors such as actual benefit utilization rates and lapses. "While recent hefty reserve and rate increases could improve the profitability of legacy blocks, or at least stem losses," Ms. Bazer says, "persistent low interest rates and anti-selection could confound the remediation process." Newer, better designed and priced products seek to reduce risks for insurers, with changes including more restricted benefits and payout periods, as well as "combination" policies, which offer long-term care combined with a life insurance policy or an annuity contract. Nevertheless, potential buyers may balk at fewer benefits and higher rates, and sales could go down. Current price hikes will help insurers for the time being, but senior citizens on fixed incomes form a highly sensitive constituency. Regulators could therefore reject or limit new rate requests, Bazer says. Additionally, the exit or retreat of five key firms from the market since 2010 leaves only one dominant player, thus the sustainability of current sales volumes, and indeed the viability of the market overall, is now in question. * Lehman, MF Global, AMR Lead August Claim Trading -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that even though Lehman Brothers Holdings Inc. is about to make a second distribution since emerging from Chapter 11 protection, it continues to lead the pack in claims trading. In August, the 511 Lehman claims that traded hands represented 44% in number and about 89% in dollar amount of all transferred claims, according to data compiled from court records by SecondMarket Inc. The Lehman claims totaled about $5 billion in face amount. Since Lehman went bankrupt four years ago, more than $90 billion in face amount of Lehman claims were traded, SecondMarket said. In number of trades, MF Global Inc. and AMR Corp. were in second and third places. * FDIC Likely to Pounce on GOP Insurer Insolvency Bill ------------------------------------------------------ Bibeka Shrestha at Bankruptcy Law360 reports that a recent bill that aims to ensure state regulators -- and not the Federal Deposit Insurance Corp. -- handle insurer insolvencies will likely face tough opposition from Democrats and the FDIC, which stands to lose insurer contributions to a fund for liquidating too-big-to- fail financial institutions, attorneys say. Bankruptcy Law360 relates that the Dodd-Frank Act gave the FDIC the power to liquidate troubled financial institutions whose failure could trigger a financial crisis. * Caplin & Drysdale Bolsters New York Tax Practice -------------------------------------------------- Caplin & Drysdale disclosed the relocation of its New York office to 600 Lexington Avenue effective Sept. 24, 2012. The move reflects the continued expansion of the firm's tax practice, which over the last 14 months added 9 attorneys. This month, the firm welcomes Elan P. Keller - formerly Managing Director and Tax Director at Macquarie Holdings (USA) Inc. - as a member in the Corporate, Business & Transactional Tax, International Tax, and Tax Controversies practices in New York and Felix B. Laughlin, senior counsel in the Corporate, Business & Transactional Tax and Tax Controversies practices resident in the firm's DC office. "This marks a significant milestone for the firm," said Scott D. Michel, President of Caplin & Drysdale. "It demonstrates our ongoing commitment to the growing needs of our global client base, and keeps us well-positioned for future growth. " Mr. Michel added, "Elan and Felix are highly-skilled practitioners well- versed in matters relating to tax fraud, tax controversy, and cross-border tax issues. Our clients will benefit greatly from their substantial experience in these areas. They exemplify Caplin & Drysdale's high standards of client service, as well as our approach to providing efficient and comprehensive legal services." Mr. Keller and Mr. Laughlin join recent hires Mark D. Allison, who joined the firm as a member to bolster its Tax Controversies, International Tax, and Tax Litigation practices; of counsel Rachel L. Partain, who received the prestigious 2012 Nolan Fellowship awarded by the American Bar Association Section of Taxation to a select group of outstanding young tax lawyers across the nation; and associate Zhanna A. Ziering. The new additions complement an established team of New York attorneys led by Elihu Inselbuch, a prominent litigator. Mr. Inselbuch remarked, "The move and expansion ensures we have the right resources to accommodate continued growth of our tax practice, which, along with our strong litigation presence in the City, will further enhance our ability to serve our clients more efficiently across a wide range of tax legal issues and matters." About Caplin & Drysdale For more than 45 years, Caplin & Drysdale has been a leading provider of tax and legal services to companies, organizations, political entities, and individuals throughout the United States and around the world. In addition to being routinely recognized in top rankings such as Chambers, Best Lawyers and Legal 500, our ranks include senior staff from the Internal Revenue Service, the U.S. Treasury, and the Justice Department whose substantial technical skill and considerable knowledge on how tax law is made and administered illustrate our commitment to client service. We focus on minimizing our clients' tax liabilities without compromising the ethical principles essential to the integrity of the tax system. * Sands & Associates Joins Personal Bankruptcy Canada Network ------------------------------------------------------------- Sands & Associates is the most recent addition to the ever-growing Personal Bankruptcy Canada network of financial and debt management professionals. Founded in 1990, Sands & Associates is the largest firm of licensed Proposal Administrators and Trustees in Bankruptcy for personal and small business insolvency in British Columbia. With more than 50 experts companywide, the firm serves clients in Vancouver, Richmond, Tri-Cities, Burnaby, Surrey, Maple Ridge, Langley and Chilliwack. "Consumer debt is on the rise across the country and the citizens of British Columbia need to educate themselves and know their options when it comes to debt management," said Blair Mantin, senior vice president, Sands & Associates. "The combination of our local trustees and the Personal Bankruptcy Canada network will allow British Columbians to quickly leverage our experts and available resources to solve their debt issues." Martin is a well-respected industry professional who is a member of the Canadian Association of Insolvency and Restructuring Professionals (CAIRP) and an award-winning Certified Management Consultant. He has also been a featured expert on several Canadian television and radio broadcasts on debt and financial management. "The Personal Bankruptcy Canada network allows Canadians to tap into the broad range of quality debt management expertise across the provinces and country," said David Smith, Co-Founder of Personal Bankruptcy Canada. "The addition of Sands & Associates greatly enhances the resources available to consumers looking for alleviate their debt and are a welcome addition to the network." * Goldman Sachs' Tarver Moves to Renovo Capital ----------------------------------------------- Matthew Tarver has joined Renovo Capital. Mr. Tarver brings more than six years of experience in principal investing and M&A advisory. Prior to Renovo, Mr. Tarver was an associate in Goldman Sachs' Special Situations Group providing debt and equity capital to healthy and distressed middle market companies. During his time at Goldman, he evaluated new investment opportunities in the retail, food and beverage, restaurant, manufacturing and software sectors in addition to his involvement with portfolio company management teams to assess liquidity and capital needs. Mr. Tarver started his career at Citigroup Global Markets in New York as an Investment Banking Analyst in the Global Consumer Group, where he focused on a variety of transactions including M&A and debt and equity financings for retail, consumer and building products companies. He graduated from Texas A&M University with degrees in finance and accounting. Renovo Capital, through its Renwood Opportunities Fund, makes control equity investments in troubled and underperforming companies, and invests in other special situation opportunities. Renovo's investment size ranges from $3 million to $20 million with a primary focus on operating turnarounds, bankruptcy reorganizations, debt purchases and out-of-court restructurings for companies in the manufacturing, distribution and service industries. * BOND PRICING -- For Week From Sept. 17 to 21, 2012 ---------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- A123 SYSTEMS INC 3.750 4/15/2016 36.750 AES EASTERN ENER 9.000 1/2/2017 2.000 AES EASTERN ENER 9.670 1/2/2029 9.500 AFFYMETRIX INC 3.500 1/15/2038 89.935 AGY HOLDING COR 11.000 11/15/2014 52.540 AHERN RENTALS 9.250 8/15/2013 55.200 ALION SCIENCE 10.250 2/1/2015 57.750 AMBAC INC 6.150 2/7/2087 3.500 AMER GENL FIN 5.375 10/1/2012 99.250 ATP OIL & GAS 11.875 5/1/2015 21.750 ATP OIL & GAS 11.875 5/1/2015 21.750 ATP OIL & GAS 11.875 5/1/2015 22.250 BETHEL BAPTIST 7.900 7/21/2026 11.000 BUFFALO THUNDER 9.375 12/15/2014 35.750 CAPMARK FINL GRP 6.300 5/10/2017 2.000 DIRECTBUY HLDG 12.000 2/1/2017 20.500 DIRECTBUY HLDG 12.000 2/1/2017 20.500 DOWNEY FINANCIAL 6.500 7/1/2014 55.000 EASTMAN KODAK CO 7.000 4/1/2017 11.016 EASTMAN KODAK CO 7.250 11/15/2013 10.250 EASTMAN KODAK CO 9.200 6/1/2021 9.000 EASTMAN KODAK CO 9.950 7/1/2018 23.354 EDISON MISSION 7.500 6/15/2013 53.000 ELEC DATA SYSTEM 3.875 7/15/2023 97.000 ENERGY CONVERS 3.000 6/15/2013 42.000 FIBERTOWER CORP 9.000 1/1/2016 30.000 GEN CABLE CORP 1.000 10/15/2012 98.076 GEN CABLE CORP 1.000 10/15/2012 98.076 GEOKINETICS HLDG 9.750 12/15/2014 41.825 GLB AVTN HLDG IN 14.000 8/15/2013 35.363 GLOBALSTAR INC 5.750 4/1/2028 45.125 GMX RESOURCES 4.500 5/1/2015 40.321 GMX RESOURCES 5.000 2/1/2013 76.000 HAWKER BEECHCRAF 8.500 4/1/2015 16.500 HAWKER BEECHCRAF 8.875 4/1/2015 19.500 HAWKER BEECHCRAF 9.750 4/1/2017 1.000 KV PHARM 12.000 3/15/2015 34.625 KV PHARMA 2.500 5/16/2033 1.900 KV PHARMA 2.500 5/16/2033 3.000 LEHMAN BROS HLDG 0.250 12/12/2013 22.875 LEHMAN BROS HLDG 0.250 1/26/2014 22.875 LEHMAN BROS HLDG 1.000 10/17/2013 22.875 LEHMAN BROS HLDG 1.000 3/29/2014 22.875 LEHMAN BROS HLDG 1.000 8/17/2014 22.875 LEHMAN BROS HLDG 1.000 8/17/2014 22.875 LEHMAN BROS HLDG 1.250 2/6/2014 22.875 LEHMAN BROS HLDG 1.500 3/29/2013 22.875 LEHMAN BROS INC 7.500 8/1/2026 7.550 LIFECARE HOLDING 9.250 8/15/2013 40.200 MANNKIND CORP 3.750 12/15/2013 61.540 MASHANTUCKET PEQ 8.500 11/15/2015 9.250 MASHANTUCKET PEQ 8.500 11/15/2015 11.300 MASHANTUCKET TRB 5.912 9/1/2021 9.250 MF GLOBAL LTD 9.000 6/20/2038 50.000 MGIC INVT CORP 9.000 4/1/2063 25.603 NEWPAGE CORP 10.000 5/1/2012 2.000 NGC CORP CAP TR 8.316 6/1/2027 15.462 PATRIOT COAL 3.250 5/31/2013 13.000 PENSON WORLDWIDE 8.000 6/1/2014 38.335 PLATINUM ENERGY 14.250 3/1/2015 40.000 PMI CAPITAL I 8.309 2/1/2027 0.500 PMI GROUP INC 6.000 9/15/2016 25.133 POWERWAVE TECH 3.875 10/1/2027 9.277 POWERWAVE TECH 3.875 10/1/2027 6.000 RESIDENTIAL CAP 6.500 4/17/2013 29.125 RESIDENTIAL CAP 6.875 6/30/2015 25.625 STATION CASINOS 6.625 3/15/2018 0.010 TERRESTAR NETWOR 6.500 6/15/2014 10.000 TEXAS COMP/TCEH 10.250 11/1/2015 28.500 TEXAS COMP/TCEH 10.250 11/1/2015 29.000 TEXAS COMP/TCEH 10.250 11/1/2015 31.625 TEXAS COMP/TCEH 15.000 4/1/2021 38.000 TEXAS COMP/TCEH 15.000 4/1/2021 37.750 THQ INC 5.000 8/15/2014 58.500 TIMES MIRROR CO 7.250 3/1/2013 34.050 TRAVELPORT LLC 11.875 9/1/2016 41.750 TRAVELPORT LLC 11.875 9/1/2016 41.000 TRIBUNE CO 5.250 8/15/2015 37.750 USEC INC 3.000 10/1/2014 41.563 WCI COMMUNITIES 4.000 8/5/2023 0.125 WCI COMMUNITIES 4.000 8/5/2023 0.125 WCI COMMUNITIES 6.625 3/15/2015 0.500 ********* 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, Carmel Paderog, Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, 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 ***