/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130220.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, February 20, 2013, Vol. 17, No. 50 Headlines AGRIPARTNERS LIMITED: Hollander Approved as Local Counsel AMERICAN AIRLINES: Seeks Insurance Against Interest Rate Losses AMERICAN AXLE: Inks $400MM Underwriting Pact with Merrill Lynch AMERICAN MEDIA: Incurs $57.9 Million Net Loss in Fiscal Q3 AMERICAN NANO: Incurs $446,000 Net Loss in Fiscal 1st Quarter ANCHOR BANCORP: Incurs $15.1 Million Net Loss in Dec. 31 Qtr. ARCAPITA BANK: Asks for March 16 Hearing on Plan Disclosures ARROW ALUMINUM: Bank Wants Case Moved to Jackson, Tennessee ATP OIL & GAS: Deep-Water Auction Scheduled for March 26 BAKERS FOOTWEAR: Leases & Trademarks Set for Feb. 21 Auction BEAZER HOMES: David Tepper Has 5.16% Equity Stake as of Dec. 31 BEAZER HOMES: Anchorage No Longer Shareholder as of Dec. 31 BEAZER HOMES: Paulson & Co. No Longer Shareholder as of Dec. 31 BILLMYPARENTS INC: Incurs $1.13-Mil. Loss in Dec. 31 Quarter BRIER CREEK: Combined Hearing on Plan Moved to April 8 BRIGHTON BEACH: Madison Finances Purchase of Defaulted Note BURCAM CAPITAL: Court Tosses Bid to Dismiss Chapter 11 Case CAESARS ENTERTAINMENT: Completes $1.5-Bil. Senior Notes Offering CAESARS ENTERTAINMENT: Paulson & Co. Has 9.9% Stake at Dec. 31 CASH STORE: Seven Nominees Elected to Board of Directors CATALYST PAPER: Hackman Acquires Shuttered Paper Mill CDC CORP: Morgan Joseph Aided Shareholders Achieve Recovery CLEAR CHANNEL: Select Employees to Receive Add'l Bonus for 2013 CUMULUS MEDIA: Travis Hain Owns 4.6% of Class A Shares at Feb. 14 CUMULUS MEDIA: Canyon Capital Holds 16% Equity Stake at Dec. 31 DELUXE CORP: Charger Corp Holds 2% Equity Stake as of Dec. 31 DETROIT, MI: Former Mayor's Corruption Case Goes to Jury DEWEY & LEBOEUF: Wants Removal Period Extended Until April 30 DEWEY & LEBOEUF: To Seek Approval of PBGC Deal on Feb. 27 DEX ONE: Restructuring Capital Holds 8% Equity Stake as Dec. 31 DREIER LLP: Ch. 11 Trustee Taps Starr to Recover $1.3M Judgment DYNEGY INC: Bankr. Court Won't Enforce Plan Order on Class Suit EASTBRIDGE INVESTMENT: Shares Copy of Presentation to Investors EASTMAN KODAK: Rejecting Contract to Evade Incentives, Says Sony ENERGYSOLUTIONS INC: ClearBridge Owns Less Than 1% as of Dec. 31 ENVISION SOLAR: Hikes Current Offering to 7.3 Million Units FIRST SECURITY: Wellington No Longer Owns Shares as of Dec. 31 FIRST SECURITY: 401(k) Discloses 5.8% Equity Stake at Dec. 31 FLINTKOTE COMPANY: Plan Exclusivity Extended to Aug. 31 FREESEAS INC: June 17 Nasdaq Listing Compliance Deadline Set GENERAL AUTO: 5th Amended Plan Offers Full Payment in 10 Years GLENN SLATER: Dismissal of Sales and Use Tax Suit Affirmed GLOBAL INDUSTRIAL: Bank. Ct. Affirms Confirmation of Ch. 11 Plan GRAY TELEVISION: Litespeed Discloses 8% Equity Stake at Dec. 31 GREAT BASIN: Van Eck Discloses 12% Equity Stake as of Dec. 31 GREEN GOBLIN: Court Clarifies Dismissal Order; Retains Adv. Case HARDAGE HOTELS: California First Wants Changes to Plan Outline HAMPTON ROADS: Fir Tree Discloses 9.6% Equity Stake at Dec. 31 HAWKER BEECHCRAFT: Exits Chapter 11 Bankruptcy Process HEMCON MEDICAL: Can Access BofA Cash Collateral Until Feb. 27 HERCULES OFFSHORE: Citadel Discloses 3% Equity Stake at Dec. 31 HOTEL AIRPORT: To Present Plan for Confirmation on March 19 INTEGRATED HEALTHCARE: Incurs $13.8MM Net Loss in Fiscal 3rd Qtr. INTERFAITH MEDICAL: Ombudsman Taps DiConza Traurig as Counsel INTERFAITH MEDICAL: Court Sets April 1 Claims Bar Date INTERNATIONAL FUEL: J. Hennessy Holds 6% Stake as of Oct. 23 INTERSTATE EQUIPMENT: Evans Appeal in Suit vs. Joe Campbell Denied INVESTORS CAPITAL: Files Schedules of Assets and Liabilities JAMES KLINE: Can Assume Eugene Property Lease JEFFREY PROSSER: DVI Court Revisits Ruling on Exemptions JOLIET CROSSING: Bankruptcy Court Dismisses Chapter 11 Case JUMP OIL: Taps Mariea Sigmund for Real Estate Issues JUMP OIL: Proposes Wolff & Taylor as Accountants KINBASHA GAMING: H. Takahama Owns 11% Equity Stake at Feb. 13 KINBASHA GAMING: M. Takahama Holds 62% Equity Stake at Feb. 13 LCI HOLDING: Texas DSHS to Have Copies of Ombudsman Reports LEHMAN BROTHERS: Court OKs Committee Members' Fee Application LIBERATOR INC: Reports $103,700 Net Income in Dec. 31 Quarter LIBERTY HARBOR: Wants Plan Filing Period Extended to April 22 LIBERTY MEDICAL: Proposes Epiq as Claims and Noticing Agent LIBERTY MEDICAL: Proposes Epiq as Administrative Advisor LIBERTY MEDICAL: Taps Greenberg Traurig as Counsel MCCLATCHY CO: BlueMountain Hikes Equity Stake to 7.6% at Dec. 31 MCSI INC: 6th Circ. Says CEO Needs More Than 7 Days in Prison MID AMERICA BRICK: Has DIP Financing from ACP Consortium MIKE TYSON: 2nd Cir. Keeps Ruling on Straight-Out Promotions Claim MOMENTIVE SPECIALTY: Closes Tender Offer & Consent Solicitation MSR RESORT: Lender Consents to Cash Collateral Use Until Feb. 28 MSR RESORT: DIP Loan Maturity Date Extended Until Feb. 28 NAVISTAR INTERNATIONAL: Amends Pooling and Servicing Agreement NECH LLC: Hires KG Law as Bankruptcy Counsel OMTRON USA: Court Okays Upshot Services as Claims Agent OMTRON USA: Committee Retains Lowenstein Sandler as Counsel OMTRON USA: Court Okays Duff & Phelps as Investment Banker OVERSEAS SHIPHOLDING: Sells Three Ships, Seeks Exclusivity PARAGON SHIPPING: Completes Debt Restructuring PASQUINELLI HOMEBUILDING: Trustee Gets OK to Retain Consultant PATRIOT COAL: UMMW Wants Discovery on Debtor Bid for Bonuses PAWNSHOP MANAGEMENT: Court to Confirm 1st Modified Chap. 11 Plan PEAK RESORTS: Hiring BDO Consulting to DIP Budget Developer PEAK RESORTS: Appointment of Starr as Special Counsel Expanded PENSON WORLDWIDE: Employs Paul Weiss, et al., as Professionals PENSON WORLDWIDE: Creditors' Panel Hires Hahn, Cousins as Counsel PENSON WORLDWIDE: Files Schedules of Assets and Liabilities PHOENIX GARDEN: Gets OK to Use Cash Collateral Until March 13 PINNACLE AIRLINES: Apollo No Longer Owns Shares as of Dec. 31 PLANDAI BIOTECHNOLOGY: Timothy Matula Quits from Board PORTER BANCORP: Mendon Capital Discloses 5% Stake at Dec. 31 PRECISION OPTICS: Inks Settlement with Investors and Director PRESSURE BIOSCIENCES: Dr. Urdea Named to Board of Directors RADIAN GROUP: Board Size Reduction Ok'd; May 15 Annual Meeting Set READER'S DIGEST: Plans to Pay Foreign Creditors, Key Vendors READER'S DIGEST: Proposes Epiq as Claims and Noticing Agent RESIDENTIAL CAPITAL: Ally DIP Financing Terminated RESIDENTIAL CAPITAL: Court OKs $39.4-Mil. Payment to Freddie Mac RESIDENTIAL CAPITAL: Committee Advisors Disclose New Rates REVEL CASINO: JPMorgan, Lenders Amend Credit Facility REVEL CASINO: Has Deal With Lenders on Pre-Arranged Bankruptcy RHYTHM & HUES: Fired Workers Commence Class Action Suit SAN BERNARDINO, CA: Hires New City Manager SAN DIEGO HOSPICE: Scripps Taking Over Hospice SCHOOL SPECIALTY: Bankruptcy Professionals Hiring Sought SCHOOL SPECIALTY: Executed DIP Agreements Filed SCHOOL SPECIALTY: Wells Fargo No Longer Owns Shares as of Dec. 31 SINCLAIR BROADCAST: Amends Report on Newport Acquisition SOUTHERN AIR: Has Until May 28 to File Chapter 11 Plan SOUTHERN AIR: Seeks to Pay $96,600 to Retain 4 Key Employees SOUTHERN MONTANA: New PSA is Cornerstone of Chap. 11 Plan STRATUS MEDIA: Seaside 88 Holds 5.6% Equity Stake as of Dec. 31 SUPERMEDIA INC: Hayman Has 9.9% Stake as of Dec. 31 THQ INC: Young Conaway Approved as Bankruptcy Counsel THQ INC: Kurtzman Carson Approved as Administrative Agent THQ INC: Landis Rath Approved as Committee's Co-Counsel TRANSGENOMIC INC: Austin Marxe Discloses 5% Stake at Dec. 31 TRI-STATE FINANCIAL: $1.1MM Fund Not Owned by Bankruptcy Estate USG CORP: Incurs $125 Million Net Loss in 2012 VITRO SAB: Noteholders Bid for Relief Has Hearing Tomorrow WESTINGHOUSE SOLAR: Brio Capital Owns 9% Equity Stake at Jan. 31 WM SIX FORKS: Mortgage Typo Costs Lender $1.5 Million Under Plan ZALE CORP: Richard Breeden Stake Down to 0.4% as of Feb. 14 * IATA Has Cautious Outlook for the Airline Sector in 2013 * Miami Consumer Credit Default Rates Increase in January 2013 * Risk of Sovereign Defaults Lingers, Towers Watson Survey Shows * Upcoming Meetings, Conferences and Seminars ********* AGRIPARTNERS LIMITED: Hollander Approved as Local Counsel --------------------------------------------------------- The Bankruptcy Court authorized Agripartners Limited Partnership to employ Richard Hollander, Esq., and the law firm of Miller and Hollander as local counsel for the Debtor, nunc pro tunc to Dec. 24, 2012. The hourly rates of MH's personnel are $110 for legal assistants and $240 to $450 for attorneys, with Mr. Hollander billing $450 per hour. Agripartners Limited Partnership filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 12-19214) in Ft. Myers, Florida on Dec. 24, 2012. Philip J. Landau, Esq., at Shraiberg, Ferrara & Landau, P.A., serves as general bankruptcy counsel; Richard Hollander, Esq., at Miller & Hollander serves as local counsel. The Debtor estimated assets of at least $100 million and liabilities of at least $50 million. AMERICAN AIRLINES: Seeks Insurance Against Interest Rate Losses --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that AMR Corp. isn't willing to hold up refinancing $1.32 billion in aircraft bonds unless bondholders provide a bond or the equivalent insuring the parent of American Airlines Inc. won't sustain a loss if interest rates rise in the meantime. The report relates that U.S. Bank NA, the indenture trustee for the bondholders, is appealing from a Jan. 17 opinion by the bankruptcy judge saying the debt can be repaid ahead of maturity without payment of a make-whole premium. AMR is intent on refinancing to save $200 million by issuing $1.5 billion in new aircraft bonds at today's lower interest rates. The bank, the report discloses, filed papers last week for a stay pending appeal, arguing it shouldn't be required to post a bond. AMR pointed out in a filing on Feb. 15 that a 1% rise in interest rates will cost $60 million in the refinancing. According to the report, rather than post a bond, AMR suggested that the indenture trustee agree that any losses be recovered by deduction from the repayment on the bonds through the refinancing. AMR also wants U.S. Bank to agree on an accelerated appeal with briefing completed by mid-March. The report notes that AMR already filed papers asking for the appeal to be taken directly to the U.S. Court of Appeals, avoiding an intermediate appeal in federal district court. The appeal involves issues never before decided under Section 1110 of the U.S. Bankruptcy Code giving additional protection to lenders holding loans secured by aircraft. Merger Agreement Mr. Rochelle also reports that in regulatory filings last week, AMR included the definitive merger agreement with US Airways Group Inc. The filings also included a so-called merger support agreement where creditors holding $1.2 billion in debt agree to support the merger. The papers require AMR to file a motion this week for court approval of the support agreement. The agreement requires consummation of the merger within 10 months. The agreements don't specify exactly when AMR must file the definitive Chapter 11 plan and disclosure statement through which the merger will be carried out. The papers show that no distributions will be made on claims between AMR and its subsidiaries such as American Airlines and American Eagle. The plan calls for existing shareholders to receive 3.5 percent of the stock of the merged companies. Closing at $1.30 the day before the announcement, the stock finished on the price in two days' trading. 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. AMR and US Airways Group, Inc., on Feb. 14, 2013 announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The deal is subject to clearance by U.S. and foreign regulators and by the bankruptcy judge overseeing AMR's bankruptcy case. 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). AMERICAN AXLE: Inks $400MM Underwriting Pact with Merrill Lynch --------------------------------------------------------------- American Axle & Manufacturing, Inc., a wholly owned subsidiary of American Axle & Manufacturing Holdings, Inc., and the subsidiary guarantors entered into an underwriting agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated, as the representative of the several underwriters, to sell $400 million aggregate principal amount of 6.25% senior notes due 2021 in an offering registered pursuant to the Securities Act of 1933, as amended. The Notes will be guaranteed on a senior unsecured basis by the Company and certain of AAM's current and future subsidiaries. A copy of the Underwriting Agreement is available for free at: http://is.gd/PAFdnL About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. The Company's balance sheet at Dec. 31, 2012, showed $2.86 billion in total assets, $2.98 billion in total liabilities, and a $120.8 million total stockholders' deficit. * * * In January 2012, Fitch Ratings has affirmed the 'B+' Issuer Default Ratings (IDRs) of American Axle & Manufacturing. Fitch expects leverage to trend downward over the intermediate term, however, as the company gains traction on its new business wins. Looking ahead, Fitch expects free cash flow to be relatively weak, but positive, in 2012 with the steep ramp-up in new business and as the company continues to make investments in both capital assets and research and development work to support growth opportunities in its customer base and product offerings. Beyond 2012, free cash flow is likely to strengthen meaningfully as the new programs coming on line in the near term begin to produce higher levels of cash. In September 2012, Moody's Investors Service affirmed the B1 Corporate Family Rating (CFR) and Probability of Default Rating (PDR) of American Axle. American Axle carries a 'BB-' corporate credit rating from Standard & Poor's Ratings Services. "The 'BB-' corporate credit rating on American Axle reflects the company's 'weak' business risk profile and 'aggressive' financial risk profile, which incorporate substantial exposure to the highly cyclical light- vehicle market," S&P said, as reported by the TCR on Sept. 6, 2012. AMERICAN MEDIA: Incurs $57.9 Million Net Loss in Fiscal Q3 ---------------------------------------------------------- American Media, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $57.93 million on $85.31 million of total operating revenues for the three months ended Dec. 31, 2012, as compared with a net loss of $2.93 million on $87.77 million of total operating revenues for the same period during the prior year. For the nine months ended Dec. 31, 2012, the Company incurred a net loss of $61.15 million on $262.42 million of total operating revenues, as compared with a net loss of $1.15 million on $285.90 million of total operating revenues for the same period a year ago. The Company's balance sheet at Dec. 31, 2012, showed $575.72 million in total assets, $656.03 million in total liabilities, $3 million in redeemable noncontrolling interest, and a $83.30 million total stockholders' deficit. MI Chairman and Chief Executive Officer David Pecker said, "For Calendar Year 2012, the consumer magazine advertising market was down 8% versus 2011. This general market decline, coupled with the impact of Superstorm Sandy, impacted AMI's third fiscal quarter advertising revenue, which was down $2 million, or 9%." "The revenue shortfall was totally offset by the management action plans we implemented in fiscal year 2012 and fiscal year 2013," continued Mr. Pecker. "These revenue enhancements and expense reductions more than offset the revenue shortfalls and resulted in a 22% increase in Adjusted EBITDA for the quarter to $26 million." AMI Executive Vice President and Chief Financial Officer Chris Polimeni said, "We will continue to operate our business in a disciplined fashion for the balance of fiscal 2013, targeting the opportunities outlined in our management action plans, and project to realize $13 million of cost savings related to SG&A, staff and production, as well as revenue enhancements of $8 million from publishing special edition magazines under the Star, OK!, National Enquirer, Shape, Men's Fitness and other key AMI brands." A copy of the Form 10-Q is available for free at: http://is.gd/zrbtdf About American Media Based in New York, American Media, Inc., publishes celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different Web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company. American Media, Inc., and 15 units, including American Media Operations, Inc., filed for Chapter 11 protection in Manhattan (Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a prepackaged plan. The Debtors emerged from Chapter 11 reorganization in December 2010, handing ownership to former bondholders. The new owners include hedge funds Avenue Capital Group and Angelo Gordon & Co. * * * As reported by the TCR on Jan. 22, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on Boca Raton, Fla.- based American Media Inc. to 'CCC+ ' from 'B-'. "The downgrade conveys our expectation that continued declines in circulation and advertising revenues will outweigh the company's cost reductions, resulting in deteriorating operating performance, rising debt leverage, and thinning discretionary cash flow," said Standard & Poor's credit analyst Hal Diamond. AMERICAN NANO: Incurs $446,000 Net Loss in Fiscal 1st Quarter ------------------------------------------------------------- American Nano-Silicon Technologies, Inc., reported a net loss of $445,684 on $33,396 of revenues for the three months ended Dec. 31, 2012, compared with a net loss of $216,009 on $0 revenues for the three months ended Dec. 31, 2011. The Company's balance sheet at Dec. 31, 2012, showed $28.5 million in total assets, $14.7 million in total liabilities, and stockholders' equity of $13.8 million. The Company had negative cash flow from operations for the three months ended Dec. 31, 2012, and the Company's current liabilities exceed its current assets by $7.3 million as of that date. The Company suspended manufacturing operations in May 2011 as part of an effort to relocate the production facilities. The Company resumed limited production on Jan. 2, 2012. According to the regulatory filing, the current cash and inventory level will not be sufficient to support the Company's resumption of its normal operations and repayments of the loans. "These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company will need additional funds to meet its operating and financing obligations until sufficient cash flows are generated from anticipated production to sustain operations and to fund future development and financing obligations." A copy of the Form 10-Q is available at http://is.gd/LJ3MPW About American Nano Based in Sichuan, China, American Nano-Silicon Technologies, Inc., has been primarily engaged in the business of manufacturing and distributing refined consumer chemical products through its subsidiaries, Nanchong Chunfei Nano-Silicon Technologies Co., Ltd., Sichuan Chunfei Refined Chemicals Co., Ltd., and Sichuan Hedi Veterinary Medicines Co., Ltd. The Company reported a net loss of $2.1 million on $89,378 of revenues in fiscal 2012, compared with net income of $3.4 million on $16.1 million of revenues in fiscal 2011. Friedman LLP, in New York, noted that the Company suspended its operations in May 2011. "In addition, the Company has suffered negative cash flows for the year ended Sept. 30, 2012, and has a net working capital deficiency as of Sept. 30, 2012, that raises substantial doubt about its ability to continue as a going concern." ANCHOR BANCORP: Incurs $15.1 Million Net Loss in Dec. 31 Qtr. ------------------------------------------------------------- Anchor BanCorp Wisconsin Inc. incurred a net loss available to common equity of $15.1 million, or $0.71 per common share, for the three months ended Dec. 31, 2012. This compares to a net loss available to common equity $15.3 million, or $0.72 per common share, for the three months ended Dec. 31, 2011. The provision for credit losses decreased $3.7 million to $4.7 million for the three months ended Dec. 31, 2012, compared to $8.4 million in the same period in the previous year. The improvement was largely due to a lower required allowance for losses on impaired loans, reflecting the relatively steady quarter-over- quarter decrease in non-performing loans since June 2010. Non-interest income totaled $11.8 million, up $1.1 million or 10%, compared to the same period in the previous year. The increase was primarily due to improved results from loan sales and loan servicing income; partially offset by lower net gains on sale of other real estate owned. "We are pleased to report our tenth consecutive quarter of capital ratios above the threshold to be considered adequately capitalized," stated Chris Bauer, president and chief executive officer of the Corporation and the Bank. "This is also the fourth consecutive quarter in which our capital ratios have increased over the previous quarter. The improvement in Bank capital ratios is primarily due to the tremendous effort expended to resolve issues in the credit portfolios and the resulting decrease in assets. Despite lower asset totals again this quarter, we are continuing to make progress on implementing strategies to increase Bank profitability by slowing asset runoff to improve our net interest margin," Bauer added. A copy of the press release is available for free at: http://is.gd/I4irot About Anchor Bancorp Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. is a registered savings and loan holding company incorporated under the laws of the State of Wisconsin. The Company is engaged in the savings and loan business through its wholly owned banking subsidiary, AnchorBank, fsb. Anchor BanCorp and its wholly-owned subsidiaries, AnchorBank fsb, each consented to the issuance of an Order to Cease and Desist by the Office of Thrift Supervision. The Corporation and the Bank continue to diligently work with their financial and professional advisors in seeking qualified sources of outside capital, and in achieving compliance with the requirements of the Orders. The Company reported a net loss of $36.73 million for the fiscal year ended March 31, 2012, a net loss of $41.17 million in fiscal 2011, and a net loss of $176.91 million for 2010. McGladrey LLP, in Madison, Wisconsin, issued a "going concern" qualification on the consolidated financial statements for the fiscal year ended March 31, 2012. The independent auditors noted that all of the subsidiary bank's regulatory capital amounts and ratios are below the capital levels required by the cease and desist order. The subsidiary bank has also suffered recurring losses from operations. Failure to meet the capital requirements exposes the Corporation to regulatory sanctions that may include restrictions on operations and growth, mandatory asset dispositions, and seizure of the subsidiary bank. In addition, the Corporation's outstanding balance under the Amended and Restated Credit Agreement is currently in default. These matters raise substantial doubt about the ability of the Corporation to continue as a going concern. ARCAPITA BANK: Asks for March 16 Hearing on Plan Disclosures ------------------------------------------------------------ Arcapita Bank B.S.C.(c), et al., ask the Bankruptcy Court to schedule for March 16, 2013, at 10:00 a.m. the hearing to consider, among other things, the approval of the disclosure statement in support of their Joint Plan of Reorganization, dated Feb. 8, 2013. Consistent with the Case Management Order dated March 22, 2012, the Debtors have established March 11, 2013, at 4:00 p.m. as the deadline to file objections or responses to the proposed disclosure statement. The Debtors further request the Court to set May 8, 2013, at 4:00 p.m. as the voting deadline, and set the hearing on confirmation of the Plan for June 7, 2013, at 11:00 a.m. or as soon thereafter as counsel can be heard. As reported in the TCR on Feb. 14, 2013, the Debtors' Plan contemplates, among others, the entry of the Debtors into a $185 million Murabaha exit facility that will allow the Debtors to wind down their businesses and assets for the benefit of all creditors and stakeholders. 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., 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 had 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. ARROW ALUMINUM: Bank Wants Case Moved to Jackson, Tennessee ----------------------------------------------------------- Citizens National Bank filed an emergency motion asking the U.S. Bankruptcy Court for the Western District of Tennessee, Western Division, to enter an order transferring Arrow Aluminum Industries, Inc.'s Chapter 11 case to the Eastern Division. First Citizens National Bank is a secured creditor having security in certain property of the Debtor located in Weakley County, Tennessee. First Citizens notes that according to the Debtor's schedules, the Debtor is a corporation with its principal business location and business assets located in Weakly County, Tennessee. "[G]iven the circumstances of this debtor, the proper venue for this action is the Eastern Division of the United States Bankruptcy Court for the Western District of Tennessee located in Jackson, Tennessee," the bank tells the court. Counsel to First Citizens can be reached at: Mark D. Johnston, Esq. Attorney for FCNB 217 W. Market P.O. Box 1326 Dyersburg, TN 38025-1326 Tel: (731) 285-7726 About Arrow Aluminum Arrow Aluminum Industries, Inc., filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 13-21470) in Memphis on Feb. 11, 2013. The petition was signed by William Ted Blackwell as president. The Debtor has scheduled assets of $126,246,137 and scheduled liabilities of $3,130,103. The Debtor is represented by Harris Shelton Hanover Walsh, PLLC. Arrow Aluminum previously sought Chapter 11 protection (Case No. 12-1348) in December but the case was promptly dismissed. In that case, the U.S. Trustee sought dismissal or conversion to Chapter 7, while Citizens National Bank sought appointment of a Chapter 11 trustee to take over management of the Debtor's properties. ATP OIL & GAS: Deep-Water Auction Scheduled for March 26 -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that ATP Oil & Gas Corp. will sell deep-water wells and drilling leases at auction on March 26, under procedures approved Feb. 14 by the U.S. Bankruptcy Court in Houston. The judge previously called for a Feb. 26 auction for shallow-water properties. According to the report, initial indications of interest for the deep-water assets are due March 5. Preliminary bids must be submitted by March 19, prior to the March 26 auction and a hearing on March 28 for approval of the sale. The judge also signed a formal order giving interim approval for an additional loan of $11.8 million. The financing was opposed by the official creditors' committee, which has been seeking appointment of a Chapter 11 trustee or conversion of the case to liquidation in Chapter 7 where a trustee is appointed automatically. The report notes that the interim financing order bars ATP from paying $3 million in professional fees that otherwise would be paid on Feb. 21. ATP is being required by lenders to sell the assets as the result of violation of covenants in the loan agreement financing the Chapter 11 effort that began in August. ATP was authorized in September 2012 to borrow $250 million as part of a financing converting about $365 million in pre- bankruptcy secured debt into a post-bankruptcy obligation. New financing is from some of the lenders owed $365 million on a first-lien loan with Credit Suisse AG serving as agent. Bank of New York Mellon Trust Co. is agent for the second-lien notes. The new loan comes in ahead of the existing second-lien debt. 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. ATP disclosed assets of $3.6 billion and $3.5 billion of liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan where Credit Suisse AG serves as agent. There is $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent. ATP's other debt includes $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. Trade suppliers have claims for $147 million, ATP said in a court filing. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley & McCloy, in New York, represents the Official Committee of Unsecured Creditors. BAKERS FOOTWEAR: Leases & Trademarks Set for Feb. 21 Auction ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that what's left of retailer Bakers Footwear Group Inc. after inventory was sold in going-out-of-business sales will be auctioned off on Feb. 21. Unable to reorganize for lack of an investor, Baker's remaining store inventory was sold in sales that began in January and will end this month. According to the report, the U.S. Bankruptcy Court in St. Louis authorized the Chapter 7 trustee to hold an auction for the remaining assets on Feb. 21. Bids are due initially on Feb. 18. A hearing to approve sale will take place Feb. 25. The auction will include 54 leases, trademarks, intellectual property and miscellaneous personal property. Zigi USA LLC already signed a contract with the trustee to pay $2.45 million for the remaining assets. About Bakers Footwear Bakers Footwear Group Inc., a mall-based retailer of shoes for young women, filed for bankruptcy protection (Bankr. E.D. Mo. Case No. 12-49658) in St. Louis on Oct. 3, 2012, disclosing $41.9 million in assets and $59.5 million in liabilities. Bakers operated 215 stores as of the Chapter 11 filing. In November 2012, the U.S. Bankruptcy Court in St. Louis authorized the company to hire a joint venture between SB Capital Group LLC and Tiger Capital Group LLC as agents to conduct closing sales for 150 stores. Bakers' attempt at Chapter 11 reorganization was converted on Jan. 18, 2013, to a liquidation in Chapter 7, where the trustee was appointed. Brian C. Walsh, Esq., David M. Unseth, Esq., and Laura Uberti Hughes, Esq., at Bryan Cave LLP, serve as the Debtor's counsel. Alliance Management serves as financial and restructuring advisors. Donlin, Recano & Company, Inc., serves as claims agent. The petition was signed by Peter A. Edison, chief executive officer and president. Counsel for Crystal Financial, the DIP Lender, are Donald E. Rothman, Esq., at Riemer & Braunstein LLP; and Lisa Epps Dade, Esq., at Spencer, Fane, Britt & Brown, LLP. Bradford Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, represents the Official Committee of Unsecured Creditors. BEAZER HOMES: David Tepper Has 5.16% Equity Stake as of Dec. 31 --------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, David A. Tepper and his affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 1,274,095 shares of common stock of Beazer Homes USA, Inc., representing 5.16% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/D8Bh9Q About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2012, showed $1.92 billion in total assets, $1.67 billion in total liabilities and $242.61 million in total stockholders' equity. Beazer Homes incurred a net loss of $145.32 million for the fiscal year ended Sept. 30, 2012, a net loss of $204.85 million for the fiscal year ended Sept. 30, 2011, and a net loss of $34.04 million for the fiscal year ended Sept. 30, 2010. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In the Jan. 30, 2013, edition of the TCR, Moody's Investors Service raised Beazer Homes USA, Inc.'s corporate family rating to Caa1 from Caa2 and probability of default rating to Caa1-PD from Caa2-PD. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a stregthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. As reported by the TCR on Sept. 10, 2012, Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc. (NYSE: BZH) to 'B-' from 'CCC'. The upgrade and the Stable Outlook reflect Beazer's operating performance so far this year, its robust cash position, and moderately better prospects for the housing sector during the remainder of this year and in 2013. The rating is also supported by the company's execution of its business model, land policies, and geographic diversity. BEAZER HOMES: Anchorage No Longer Shareholder as of Dec. 31 ----------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Anchorage Capital Group, LLC, and its affiliates disclosed that, as of Dec. 31, 2012, they do not beneficially own any shares of common stock of Beazer Homes USA, Inc. Anchorage previously reported beneficial ownership of 5,841,908 common shares or a 7.5% equity stake as of Dec. 31, 2011. A copy of the amended filing is available for free at: http://is.gd/6BKIN1 About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2012, showed $1.92 billion in total assets, $1.67 billion in total liabilities and $242.61 million in total stockholders' equity. Beazer Homes incurred a net loss of $145.32 million for the fiscal year ended Sept. 30, 2012, a net loss of $204.85 million for the fiscal year ended Sept. 30, 2011, and a net loss of $34.04 million for the fiscal year ended Sept. 30, 2010. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In the Jan. 30, 2013, edition of the TCR, Moody's Investors Service raised Beazer Homes USA, Inc.'s corporate family rating to Caa1 from Caa2 and probability of default rating to Caa1-PD from Caa2-PD. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a stregthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. As reported by the TCR on Sept. 10, 2012, Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc. (NYSE: BZH) to 'B-' from 'CCC'. The upgrade and the Stable Outlook reflect Beazer's operating performance so far this year, its robust cash position, and moderately better prospects for the housing sector during the remainder of this year and in 2013. The rating is also supported by the company's execution of its business model, land policies, and geographic diversity. BEAZER HOMES: Paulson & Co. No Longer Shareholder as of Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Paulson & Co. Inc. disclosed that, as of Dec. 31, 2012, it does not beneficially own shares of common stock of Beazer Homes USA, Inc. Paulson previously reported beneficial ownership of 5,834,339 common shares or a 7.54% equity stake as of Dec. 31, 2011. A copy of the amended filing is available at: http://is.gd/WaCuY9 About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2012, showed $1.92 billion in total assets, $1.67 billion in total liabilities and $242.61 million in total stockholders' equity. Beazer Homes incurred a net loss of $145.32 million for the fiscal year ended Sept. 30, 2012, a net loss of $204.85 million for the fiscal year ended Sept. 30, 2011, and a net loss of $34.04 million for the fiscal year ended Sept. 30, 2010. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In the Jan. 30, 2013, edition of the TCR, Moody's Investors Service raised Beazer Homes USA, Inc.'s corporate family rating to Caa1 from Caa2 and probability of default rating to Caa1-PD from Caa2-PD. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a stregthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. As reported by the TCR on Sept. 10, 2012, Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc. (NYSE: BZH) to 'B-' from 'CCC'. The upgrade and the Stable Outlook reflect Beazer's operating performance so far this year, its robust cash position, and moderately better prospects for the housing sector during the remainder of this year and in 2013. The rating is also supported by the company's execution of its business model, land policies, and geographic diversity. BILLMYPARENTS INC: Incurs $1.13-Mil. Loss in Dec. 31 Quarter ------------------------------------------------------------ BillMyParents, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss and comprehensive loss of $1.13 million on $247,497 of revenue for the three months ended Dec. 31, 2012, as compared with a net loss and comprehensive loss of $4.25 million on $235,176 of revenue for the same period during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $6.80 million in total assets, $18.13 million in total liabilities, all current, $8.36 million in redeemable series B convertible preferred stock, $1.03 million in redeemable common stock, and a $20.73 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/Lnq5W8 About BillMyParents San Diego, Calif.-based BillMyParents, Inc., markets prepaid cards with special features aimed at young people and their parents. BMP is designed to enable parents and young people to collaborate toward the goal of responsible spending. BillMyParents incurred a net loss and comprehensive net loss of $25.71 million for the year ended Sept. 30, 2012, compared with a net loss and comprehensive net loss of $14.21 million during the prior year. BDO USA, LLP, in La Jolla, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2012. The independent auditors noted that the Company has incurred net losses since inception and has an accumulated deficit at Sept. 30, 2012. BRIER CREEK: Combined Hearing on Plan Moved to April 8 ------------------------------------------------------ The Hon. Stephani W. Humrickhouse rescheduled to April 8, 2013, at 10 a.m., the combined hearing to consider confirmation of Brier Creek Corporate Center Associates Limited Partnership, et al.'s Chapter 11 Plan and approve the explanatory Disclosure Statement. Objections, if any, to the adequacy of the information in the Disclosure Statement and confirmation of Plan are due March 13. Ballots accepting or rejecting the proposed Plan are due March 13. The Court conditionally approved the Disclosure Statement on on Jan. 22, and scheduled a March 20 hearing, which was later moved to April 8. According to the Disclosure Statement dated Jan. 21, 2013, the Plan provides that the Debtors will (i) continue to manage, lease, market, develop, or sell the Debtors' projects in the ordinary course of business in order to generate income for the payment of allowed claims to the extent provided in the Plan; (ii) borrow funds from AAC Retail Property Development and Acquisition Fund, LLC and AAC Property Investment Fund, LLC as necessary to pay the Debtors' operating expenses going forward and to fund payments under the Plan (iii) pay in full all allowed secured and unsecured claims (Classes 1 through 10) within seven years after the effective date of the Plan, (iv) pay any allowed claims of insiders (Class 11) after the payment of all allowed claims in Classes 1 through 10; (v) provide for the retention of equity interests (Class 12) in the Reorganized Debtors; and (vi) provide for certain injunctions with respect to the continued prosecution of claims against third parties who have guaranteed the payment or collection of, or pledged assets to secure, any obligations of the Debtors to Bank of America, N.A. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/BRIER_CREEK_ds.pdf Exclusivity Periods In a separate filing, the Debtors requested that the Court extend their exclusive period to solicit acceptances for its proposed Plan until May 17, 2013. The Debtors explained that given the complexity and the contested nature of the consolidated cases, well as the uncertainty as to the length of the confirmation hearing and the date by which the hearing will be concluded, the Debtors anticipate that they may not be able to conclude any evidentiary hearing on the confirmation of the Plan by the current deadline (March 22, 2013) to confirm the Plan. About Brier Creek Corporate Brier Creek Corporate Center Associates Limited and eight other related entities affiliates filed for Chapter 11 protection (Bankr. E.D.N.C. Lead Case No. 12-01855) on March 9, 2012. The Debtors own real property located in Wake County, North Carolina and Mecklenburg County, North Carolina. In most instances, the real property owned by the Debtors consists of land upon which is constructed commercial or industrial buildings consisting of office, service or retail space. The other debtors are Brier Creek Office #4, LLC; Brier Creek Office #6, LLC; Service Retail at Brier Creek, LLC; Service Retail at Whitehall II Limited Partnership; Shopton Ridge 30-C, LLC; Whitehall Corporate Center #4, LLC; Whitehall Corporate Center #5, LLC; and Whitehall Corporate Center #6, LLC. Brier Creek is a 106-acre development that is to have 2.8 million square feet of commercial space. Whitehall has 146 acres and will have 4 million square feet on completion. Brier Creek Corporate scheduled assets of $19,713,147 and liabilities of $18,086,183. Judge Stephani W. Humrickhouse oversees the case. Northen Blue, LLP, serves as counsel to the Debtors. C. Richard Rayburn, Jr. and the firm Rayburn Cooper & Durham, P.A., serve as special counsel. Grant Thornton LLP is the accountant. Bidencope & Associates was hired as appraiser. The petitions were signed by Terry Bradshaw, vice president. Brier Creek's other affiliated entities are Cary Creek Limited Partnership; Shopton Ridge Business Park Limited Partnership; AAC Retail Property Development and Acquisition Fund, LLC; American Asset Corporation Companies Limited; and American Asset Corporation. Cary Creek Limited Partnership filed a voluntary petition on Jan. 3, 2013. By order entered Jan. 10, 2013, the bankruptcy case of Cary Creek Limited Partnership was consolidated with the other debtors's cases and all of the cases are now being jointly administered for procedural purposes only. BRIGHTON BEACH: Madison Finances Purchase of Defaulted Note ----------------------------------------------------------- Madison Realty Capital on Feb. 19 announced the closing of $12.75 million in note financing for the third-party purchase of a defaulted note secured by the mixed-use development located at 3052 Brighton 1st Street, Brighton Beach, Brooklyn. Madison closed within three weeks of sourcing the transaction, working rapidly to meet the borrower's year-end 2012 timing needs. "This transaction was all about speed and certainty of execution. Our platform enables us to quickly assess and underwrite transitional deals and ultimately deliver funds to developers and investors within their time constraints," said Josh Zegen, Co- Founder and Managing Member of MRC. "On this particular deal, the borrower's strategy was to acquire the note and we facilitated that with note purchase financing, which has become increasingly popular over the past year." 3052 Brighton 1st Street is a 71,000-square-foot, 10-story mixed- use apartment and commercial development featuring 41 residential units, 7 commercial or community space units, and 34 parking spaces. Originally conceived as a condominium, the project was financially distressed but is 95% complete with only finishing touches on construction needed. The borrower is acquiring the defaulted mortgage with funding from MRC and contributing new equity to the project, which cost in excess of $24 million to build. The current business plan is to obtain a certificate of occupancy and proceed to market the units as condos or rentals in this prime Brighton Beach location situated near popular shops and restaurants. About Madison Realty Capital Founded in 2004, Madison Realty Capital is an institutionally backed commercial real estate firm specializing in flexible debt and equity financing solutions for middle-market transactions throughout the United States. MRC invests in the multifamily, retail, office and industrial sectors and has completed approximately $1 billion of transactions in 28 states to date. MRC's vertically integrated platform encompasses origination, servicing, asset management, property management and construction management expertise to maximize the value of its investments. BURCAM CAPITAL: Court Tosses Bid to Dismiss Chapter 11 Case ----------------------------------------------------------- CWCapital Asset Management LLC filed a motion to dismiss (a) the Chapter 11 case of Burcam Capital II, LLC, (b) the confirmation hearing of the Debtor's Chapter 11 plan, and (c) the Debtor's motion to designate ballots pursuant to 11 U.S.C. Section 1126(e). After a hearing on the matters on January 31, and February 1, 2013, Judge J. Rich Leonard of the U.S. Bankruptcy Court for the Eastern District of North Carolina issued a ruling on February 15, 2013. Judge Leonard held that the other provisions of Section 1129(a) were satisfied by the Debtor at the confirmation hearing. Accordingly, the Debtor's Plan may be confirmed. CWCapital's motion to dismiss, which was based on the Debtor's inability to confirm a plan is DENIED. Counsel for the Debtor is directed to submit to the Court the standard order of confirmation, accompanied by a restated plan consistent with the Court's opinion. The Debtor filed a voluntary petition under Chapter 11 of the Bankruptcy Code on June 28, 2012. On September 26, 2012, the Debtor filed its Chapter 11 plan and disclosure statement. An order conditionally approving the disclosure statement and setting a hearing on confirmation of plan was entered on September 27, 2012, with ballots due on November 29, 2012. The ballot report, filed on January 30, 2013, showed 18 rejecting votes and two accepting votes. All 18 rejections were voted by CWCapital. Two of the rejections corresponded to CWCapital's secured claims, treated in classes 3 and 4, and the other 16 rejections were unsecured claims that CWCapital had purchased or otherwise been assigned. On December 12, 2012, the Debtor filed a first modification to Chapter 11 plan and supplement to its disclosure statement. CWCapital filed objections to both the original Chapter 11 plan and the modified plan and moved to dismiss the case. The case before Judge Leonard is IN RE: BURCAM CAPITAL II, LLC, Chapter 11, Debtor, Case No. 12-04729-8-JRL. A copy of the Bankruptcy Court's February 15, 2013 Order is available at http://is.gd/uTouGGfrom Leagle.com. About Burcam Capital Owned by Raleigh, N.C. developer Neal Coker, Burcam Capital II LLC filed for Chapter 11 protection (Bankr. E.D.N.C. Case No. 12- 04729) on June 28, 2012. Judge J. Rich Leonard presides over the Company's case. Burcam Capital II listed both assets and liabilities of between $10 million and $50 million in its filing. CAESARS ENTERTAINMENT: Completes $1.5-Bil. Senior Notes Offering ---------------------------------------------------------------- Caesars Operating Escrow LLC and Caesars Escrow Corporation, wholly owned subsidiaries of Caesars Entertainment Operating Company, Inc., a wholly owned subsidiary of Caesars Entertainment Corporation, completed the offering of $1,500,000,000 aggregate principal amount of 9% Senior Secured Notes due 2020. The notes were offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended, and outside the United States, only to non-U.S. investors pursuant to Regulation S under the Securities Act. The notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws. Pursuant to an escrow agreement, dated as of Feb. 15, 2013, among U.S. Bank National Association, as escrow agent and securities intermediary, U.S. Bank National Association, as trustee, under the Indenture, and the Escrow Issuers, the Escrow Issuers deposited the gross proceeds of the offering of the notes, together with additional amounts necessary to redeem the notes, if applicable, into a segregated escrow account until the date that certain escrow conditions are satisfied. A copy of the Escrow Agreement is available at http://is.gd/zCcOH6 The notes were issued pursuant to an indenture, dated as of Feb. 15, 2013, among the Escrow Issuers, the Parent Guarantor, as parent guarantor, and U.S. Bank National Association, as trustee. A copy of the Indenture is available at http://is.gd/LnNCfL In connection with the issuance of the notes, the Escrow Issuers and the Parent Guarantor entered into a registration rights agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the initial purchasers, relating to, among other things, the exchange offer for the notes and the related parent guarantee. A copy of the Registration Rights Agreement is available for free at http://is.gd/v3yR4b About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. The Company reported a net loss of $666.70 million in 2011, and a net loss of $823.30 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $28.34 billion in total assets, $28.22 billion in total liabilities and $114.7 million in total Caesars stockholders' equity. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch and a 'Caa1' corporate family rating with negative outlook from Moody's Investors Service. As reported in the TCR on Feb. 5, 2013, Moody's Investors Service lowered the Speculative Grade Liquidity rating of Caesars Entertainment Corporation to SGL-3 from SGL-2, reflecting declining revolver availability and Moody's concerns that Caesars' earnings and cash flow will remain under pressure causing the company's negative cash flow to worsen. CAESARS ENTERTAINMENT: Paulson & Co. Has 9.9% Stake at Dec. 31 -------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Paulson & Co. Inc. disclosed that, as of Dec. 31, 2012, it beneficially owns 12,372,835 shares of common stock of Caesars Entertainment Corporation representing 9.87% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/q1q7fu About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and 15 ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.07 billion in total assets, $1.88 billion in total liabilities and $187.96 million in total shareholders' equity. CASH STORE: Seven Nominees Elected to Board of Directors -------------------------------------------------------- At the annual general meeting of holders of common shares of The Cash Store Financial Services Inc., the holders approved an increase in the number of directors to seven and elected the following directors to Board: (1) Gordon J. Reykdal; (2) William C. Dunn; (3) Edward C. McClelland; (4) Robert J.S. Gibson; (5) Albert (Al) Mondor; (6) Ron Chicoyne; and (7) Michael M. Shaw. KPMG LLP was appointed as auditors of the Company to hold office until the close of the next annual meeting of shareholders or until their successors are appointed. The directors were authorized to fix the remuneration of the auditors. The shareholders voted against a resolution to adopt a policy on corporate governance that divides the role of Chairman from the position of CEO, and to amend any bylaws to reflect that the Chairman is to be an independent Board member. The Shareholders voted against a resolution to take all necessary steps to delist the Company's shares from the New York Stock Exchange and a resolution to take all necessary steps to explore strategic alternatives, including the potential disposal, of all of the non- Canadian operations (including UK and Australia-based assets). About Cash Store Financial Cash Store Financial is the only lender and broker of short-term advances and provider of other financial services in Canada that is listed on the Toronto Stock Exchange (TSX: CSF). Cash Store Financial also trades on the New York Stock Exchange (NYSE: CSFS). Cash Store Financial operates 512 branches across Canada under the banners "Cash Store Financial" and "Instaloans". Cash Store Financial also operates 25 branches in the United Kingdom. Cash Store Financial is a Canadian corporation that is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. The Company's balance sheet at Dec. 31, 2012, showed C$207.69 million in total assets, C$169.93 million in total liabilities and C$37.76 million in shareholders' equity. * * * As reported in the Feb. 8, 2013 edition of the TCR, Standard & Poor's Ratings Services lowered its issuer credit rating on Cash Store Financial (CSF) to 'CCC+' from 'B-'. The outlook is negative. "The downgrades follow a proposal by the payday loan registrar in Ontario to revoke CSF's payday lending licenses and CSF's announcement that it has discontinued its payday loan product in the region," said Standard & Poor's credit analyst Igor Koyfman. The company's businesses in Ontario, which account for approximately one-third of its store count, will begin offering a new line of credit product to its customers. S&P believes this is to offset the loss of its payday lending product; however, this is a relatively new product, and S&P believes that it will be challenging for the company to replace its lost earnings from the payday loan product. S&P also believe that the registrar's proposal could lead to similar actions in other territories. CATALYST PAPER: Hackman Acquires Shuttered Paper Mill ----------------------------------------------------- Hackman Capital Partners, LLC, a privately-held, asset-based investment firm based in Los Angeles, confirmed the successful acquisition of Catalyst Paper's shuttered paper mill and certain other assets located in Snowflake, Arizona. Catalyst Paper, western North America's largest producer of mechanical printing paper, closed the Snowflake facility in September. Catalyst's assets were sold at auction in New York City on December 17, 2012, as part of restructuring proceedings in a Chapter 15 bankruptcy matter filed in Delaware. The assets sold at auction to the Hackman-led consortium consisted primarily of the paper mill improvements and personal property and 19,000 acres of real property. In a separate transaction through the auction, the Snowflake Community Foundation acquired the Apache Railroad Company and its 45 miles of track, which serve an important economic development purpose for the entire Snowflake community. The consortium of investors, led by Hackman Capital, includes Hackman Capital Equipment Fund, PPL Group of Northbrook, IL, Capital Recovery Group of Enfield, CT, Rabin Worldwide of San Francisco, CA and community stakeholder Aztec Land and Cattle Company Limited of Phoenix, AZ. The transaction received state and local support based upon the investors' willingness to structure the acquisition so that the Apache Railroad could be purchased from the estate by the Snowflake Community Foundation. "We understood the importance of the Apache Railway to the community," said Michael Hackman, founder and CEO of Hackman Capital. "Apache Railway's ability to provide low-cost transport of transcontinental freight is an important amenity that will hopefully advance economic growth for the area." Hackman noted that his firm has significant experience and sophistication dealing in complex transactions of this nature. Because Catalyst removed certain parts of the plant to prevent the facility from being operated as a paper mill going forward, the consortiums will liquidate the structures and equipment over the next 12 months. The acquisition also included 19,000 acres of land comprised of 3,000 acres of industrial land and 16,000 acres of grazing and farm land. In addition, the land includes an operating well field consisting of 8 wells and 11 miles of pipeline with the capacity to pump 18,000 acre feet of water per day. The investor group is studying plans on how best to utilize the water distribution capacity. "The liquidation is a daunting undertaking based upon the huge size of the facility; however, there are significant equipment and other assets that will draw real interest from buyers," said William Firestone of Capital Recovery Group. Capital Recovery Group, Rabin Worldwide, and PPL are seasoned experts in capital asset recovery and operate on a world-wide basis. Hackman attributes the sophisticated thinking and strong partnership between the buying group and state and local leaders for the success of the acquisition. "There were approximately 22 bidders for the assets at the auction. Hackman Capital and the investor group were the only group that reached out to the community stakeholders in advance of the bankruptcy sale," said Steve Brophy of the Aztec Land and Cattle Company. Hackman noted that "none of this would be possible without our partners and the efforts of Governor Brewer's office, Mayor Willis of Snowflake, the Snowflake Town Council, Henry Darwin and his colleagues at Arizona Department of Environmental Quality, Vanessa Hickman and the State Land Department, and Sandra Watson and Keith Watkins of the Arizona Commerce Authority." About Hackman Capital Hackman Capital -- http://www.hackmancapital.com-- currently owns, through its affiliated entities, over 100 facilities throughout the United States, totaling approximately 18 million square feet and more than 20,000 acres of developable land. Hackman Capital also has conducted hundreds of equipment acquisitions, dispositions, and liquidations on four continents. With more than 26 years of experience in acquisition, redevelopment, and asset management, Hackman Capital is known across marketplaces for its ability to successfully navigate complex transactions and financial restructurings involving real estate and equipment. The company is based in Los Angeles. About Capital Recovery Group Headquartered in Enfield, CT, Capital Recovery Group, LLC -- http://www.crgauction.com-- is a global asset and disposition expert specializing in complex manufacturing facilities. Its signature business is assuming financial positions in the facility assets for either their reposition in a more competitive structure by utilizing equity or debt financing, or managing their disposition process. About PPL Group PPL Group LLC -- http://www.pplgroupllc.com-- is a private equity firm headquartered in Northbrook, Illinois which uses its capital to help businesses monetize and fund commercial assets. PPL has worked with hundreds of small-to-middle market businesses during turnaround, restructuring, and bankruptcy situations. The Company also helps businesses of all sizes and across a broad range of industries recover maximize values for surplus and idle assets. Through its wholly owned subsidiary, Revere Finance LLC, the Company lends money on a senior secured basis. About Rabin Worldwide Based in San Francisco, Rabin Worldwide -- http://www.rabin.com-- is an international auctioneer and valuation specialist of industrial plants and equipment. About Aztec Land and Cattle Company Aztec Land and Cattle Company, Limited -- http://www.azteclandco.com-- owns 230,000 acres of land in northeastern Arizona, where it has operated for 128 years. 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 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. In the Sept. 17, 2012, edition of the TCR, 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. Catalyst Paper's balance sheet at Sept. 30, 2012, showed C$1.04 billion in total assets, C$887.3 million in total liabilities and C$152.8 million in equity. CDC CORP: Morgan Joseph Aided Shareholders Achieve Recovery ----------------------------------------------------------- The investment banking firm of Morgan Joseph TriArtisan LLC, on Feb. 19 disclosed that CDC Corporation, a multi-national provider of enterprise software solutions, IT solutions and operator of several new media businesses, has confirmed and effectuated a Plan of Reorganization pursuant to the U.S. Bankruptcy Code. Morgan Joseph's Financial Restructuring Group served as the exclusive investment banker and financial advisor to the Official Committee of Equity Security Holders of CDC Corporation, helping shareholders achieve a substantial recovery in the Debtor's Chapter 11 case. CDC filed Chapter 11 on October 4, 2011, in order to facilitate the restructuring or the repayment of a judgment claim made against the Company arising from a convertible note issued in 2006. In December 2011, Morgan Joseph spearheaded the formation of an Official Committee of Equity Security Holders in order to protect the interests of the Debtor's shareholders and to help provide them with a voice during the pendency of the Company's reorganization efforts. Morgan Joseph assisted in the evaluation of strategic alternatives, which ultimately included a sale of the Company's largest asset, ownership in CDC Software, for approximately $250 million. Subsequently, the Morgan Joseph team helped the Debtor and the Committee navigate the challenges of proposing and achieving confirmation for the Joint Plan of Liquidation that went effective on December 19, 2012. The Joint Plan of Liquidation calls for all of the Debtor's shares to be cancelled and for each shareholder to receive beneficial interests in a liquidating trust. The trust will be responsible for distributing cash to former shareholders as assets are monetized and remaining claims resolved. Additionally, Morgan Joseph was the primary party responsible for negotiating a settlement with the single largest creditor in the case, relieving the Debtor of significant expenditures of time and money in potential litigation, and triggering the release of millions of dollars that were previously reserved for defense and damage costs. "We view the outcome of the case as being highly successful for our clients, the shareholders of CDC Corporation," said James Decker, the Head of Morgan Joseph's Financial Restructuring Group. "At the time that we initially became involved, the Debtor's share price was approximately $0.10 per share, and there were motions afoot for the appointment of a trustee in the Chapter 11 case. By the time the Plan went effective in mid-December, the stock was trading above $5.10 per share. In late December, shareholders who held onto the stock and received the beneficial interests in the trust were paid over $3.00 per share in cash. Our constituents went from being near-voiceless and holding stock with nominal value to receiving approximately thirty-times their money, in cash, with the right to receive even more in the future." About Morgan Joseph TriArtisan LLC Morgan Joseph TriArtisan LLC -- http://www.mjta.com-- is an investment bank engaged in providing financial advice, capital raising and private equity investing. The firm's services include mergers, acquisitions and restructuring advice, in addition to private placements and public offerings of equity and debt. About CDC Corp Based in Atlanta, CDC Corp. (Nasdaq: CHINA) -- http://www.cdccorporation.net/-- is the parent company of CDC Software (Nasdaq: CDCS). CDC Software is based dually in Shanghai, China, and Atlanta and produces enterprise software applications, IT consulting services, outsourced applications development and IT staffing. The company's owners include Asia Pacific Online Ltd., Xinhua News Agency and Evolution Capital Management. CDC Corp., doing business as Chinadotcom, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011. James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA, in Atlanta, Georgia, serves as counsel. Moelis & Company LLC serves as its financial advisor and investment banker. Marcus A. Watson at Finley Colmer and Company serves as chief restructuring officer. The Debtor estimated assets and debts at US$100 million to US$500 million as of the Chapter 11 filing. The Official Committee of Equity Security Holders of CDC Corp. is represented by Troutman Sanders. The Committee tapped Morgan Joseph TriArtisan LLC as its financial advisor. The stock of CDC Software Corp. was sold for $249.8 million to an affiliate of Vista Equity Holdings. The Debtor won a bankruptcy judge's approval of a Chapter 11 plan under which shareholders are slated to receive as much as $6.10 a share. On July 3, 2012, the Debtor and the Official Committee of Equity Security Holders filed their First Amended Joint Plan of Reorganization for CDC Corporation that provides for the sale of all of the Debtor's assets, for the benefit of the Debtor's creditors and equity interest holders. Under the Plan, the Debtor's chief restructuring officer, Marc Watson, will act as the disbursing agent and reserve from the sale proceeds sufficient funds to pay all Allowed Claims in full, plus interest, that remain unpaid. CLEAR CHANNEL: Select Employees to Receive Add'l Bonus for 2013 --------------------------------------------------------------- The Compensation Committee of the board of directors of CC Media Holdings, Inc., approved a supplemental incentive plan pursuant to which a limited number of employees of CCMH and its subsidiaries are eligible to receive an additional bonus opportunity for 2013 based on their respective achievement of supplemental performance criteria established for each participant by the Compensation Committee. The supplemental performance criteria are in addition to the annual performance criteria established by the Compensation Committee for each participant pursuant to CCMH's 2008 Annual Incentive Plan, but consist of the types of business criteria specified in the definition of "Performance Goals" under CCMH's 2008 Annual Incentive Plan. Following the conclusion of 2013, based on that supplemental performance criteria, the Compensation Committee, in its sole discretion, will determine the bonus amount, if any, earned, which will be paid 36 months after the date of approval of the supplemental performance criteria by the Compensation Committee. To receive payment of an award under the SIP, a participant must be an active employee of CCMH or its subsidiaries at the time of payment. John E. Hogan, Chairman and Chief Executive Officer of the Media and Entertainment division of CCMH and CCU is a participant in the SIP and is eligible to receive an additional bonus opportunity from CCMH of between $0 and $900,000, based on achievement of the supplemental performance criteria approved by CCMH's Compensation Committee for Mr. Hogan. 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. 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 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. CUMULUS MEDIA: Travis Hain Owns 4.6% of Class A Shares at Feb. 14 ----------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Travis Hain and his affiliates disclosed that, as of Feb. 14, 2013, they beneficially own 7,585,423 shares of Class A common stock of Cumulus Media, Inc., representing 4.6% of the shares outstanding. Mr. Hain previously reported beneficial ownership of 7,532,332 Class A shares as of Sept. 16, 2011. A copy of the amended filing is available for free at: http://is.gd/JnRRdq About Cumulus Media Founded in 1998, Atlanta, Georgia-based Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest operator of radio stations, currently serving 110 metro markets with more than 525 stations. In the third quarter of 2011, Cumulus Media purchased Citadel Broadcasting, adding more than 200 stations and increasing its reach in 7 of the Top 10 US metros. Cumulus also acquired the Citadel/ABC Radio Network, which serves 4,000+ radio stations and 121 million listeners, in the transaction The Company's balance sheet at June 30, 2012, showed $3.91 billion in total assets, $3.51 billion in total liabilities, $118.23 million in total redeemable preferred stock, and $278.50 million total stockholders' equity. Cumulus Media said in its annual report for the year ended Dec. 31, 2011, that lenders under the 2011 Credit Facilities have taken security interests in substantially all of the Company's consolidated assets, and the Company has pledged the stock of certain of its subsidiaries to secure the debt under the 2011 Credit Facilities. If the lenders accelerate the repayment of borrowings, the Company may be forced to liquidate certain assets to repay all or part of such borrowings, and the Company cannot assure that sufficient assets will remain after it has paid all of the borrowings under those 2011 Credit Facilities. If the Company was unable to repay those amounts, the lenders could proceed against the collateral granted to them to secure that indebtedness and the Company could be forced into bankruptcy or liquidation. Cumulus Media put AR Broadcasting Holdings Inc. and three other units to Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13674) in 2011 after struggling to pay off debts that topped $97 million as of June 30, 2011. Holdings estimated debts between $50 million and $100 million but said assets are worth less than $50 million. AR Broadcasting operated radio stations in Missouri and Texas. * * * Standard & Poor's Ratings Services in October 2011 affirmed is 'B' corporate credit rating on Cumulus Media. "The ratings reflect continued economic weakness and higher post- acquisition leverage than we initially expected," said Standard & Poor's credit analyst Jeanne Shoesmith. "They also reflect the combined company's sizable presence in both large and midsize markets throughout the U.S." As reported by the TCR on Nov. 20, 2012, Moody's Investors Service affirmed the B1 Corporate Family Rating of Cumulus Media. The company's B1 corporate family rating is forward looking and reflects Moody's expectation that management will continue to reduce debt balances with free cash flow resulting in net debt-to- EBITDA ratios of less than 6.0x (including Moody's standard adjustments, and treating preferred shares as 75% debt) over the rating horizon, with further improvement thereafter consistent with management's 4.0x reported leverage target. CUMULUS MEDIA: Canyon Capital Holds 16% Equity Stake at Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Canyon Capital Advisors LLC and its affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 26,129,137 shares of common stock of Cumulus Media Inc. representing 16.47% of the shares outstanding. Canyon Capital previously reported beneficial ownership of 22,161,404 common shares or a 15.69% equity stake as of Feb. 29, 2012. A copy of the amended filing is available at http://is.gd/QWQerq About Cumulus Media Founded in 1998, Atlanta, Georgia-based Cumulus Media Inc. (NASDAQ: CMLS) -- http://www.cumulus.com/-- is the second largest operator of radio stations, currently serving 110 metro markets with more than 525 stations. In the third quarter of 2011, Cumulus Media purchased Citadel Broadcasting, adding more than 200 stations and increasing its reach in 7 of the Top 10 US metros. Cumulus also acquired the Citadel/ABC Radio Network, which serves 4,000+ radio stations and 121 million listeners, in the transaction The Company's balance sheet at June 30, 2012, showed $3.91 billion in total assets, $3.51 billion in total liabilities, $118.23 million in total redeemable preferred stock, and $278.50 million total stockholders' equity. Cumulus Media said in its annual report for the year ended Dec. 31, 2011, that lenders under the 2011 Credit Facilities have taken security interests in substantially all of the Company's consolidated assets, and the Company has pledged the stock of certain of its subsidiaries to secure the debt under the 2011 Credit Facilities. If the lenders accelerate the repayment of borrowings, the Company may be forced to liquidate certain assets to repay all or part of such borrowings, and the Company cannot assure that sufficient assets will remain after it has paid all of the borrowings under those 2011 Credit Facilities. If the Company was unable to repay those amounts, the lenders could proceed against the collateral granted to them to secure that indebtedness and the Company could be forced into bankruptcy or liquidation. Cumulus Media put AR Broadcasting Holdings Inc. and three other units to Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13674) in 2011 after struggling to pay off debts that topped $97 million as of June 30, 2011. Holdings estimated debts between $50 million and $100 million but said assets are worth less than $50 million. AR Broadcasting operated radio stations in Missouri and Texas. * * * Standard & Poor's Ratings Services in October 2011 affirmed is 'B' corporate credit rating on Cumulus Media. "The ratings reflect continued economic weakness and higher post- acquisition leverage than we initially expected," said Standard & Poor's credit analyst Jeanne Shoesmith. "They also reflect the combined company's sizable presence in both large and midsize markets throughout the U.S." As reported by the TCR on Nov. 20, 2012, Moody's Investors Service affirmed the B1 Corporate Family Rating of Cumulus Media. The company's B1 corporate family rating is forward looking and reflects Moody's expectation that management will continue to reduce debt balances with free cash flow resulting in net debt-to- EBITDA ratios of less than 6.0x (including Moody's standard adjustments, and treating preferred shares as 75% debt) over the rating horizon, with further improvement thereafter consistent with management's 4.0x reported leverage target. DELUXE CORP: Charger Corp Holds 2% Equity Stake as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, First Trust Portfolios L.P., First Trust Advisors L.P., and The Charger Corporation disclosed that, as of Dec. 31, 2012, they beneficially own 1,174,767 shares of common stock of Deluxe Corporation representing 2.31% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/jOcVkH Deluxe Corporation, headquartered in St. Paul, MN, uses direct marketing, distributors and a North American sales force to provide a wide range of customized products and services to its customers. The company has been diversifying from its legacy printed-check business into a growing suite of business services, including logo design, payroll, web design and hosting, business networking and other web-based services to help small businesses. In the financial services industry, Deluxe sells check programs and fraud prevention, customer loyalty and retention programs to banks. Deluxe also sells personalized checks, accessories and other services directly to consumers. Revenue for LTM period ending Q3 2012 totaled $1.5 billion. * * * Deluxe Corporation carries a Ba2 Corporate Family Rating from Moody's Investors Service and a 'BB-' rating from Standard & Poor's Ratings Services. DETROIT, MI: Former Mayor's Corruption Case Goes to Jury -------------------------------------------------------- David Ashenfelter, writing for Reuters, reported that it's now up to a federal jury in Detroit to weigh five months of trial testimony from more than 80 witnesses to decide the fate of former Mayor Kwame Kilpatrick, his father and a former city contractor in the biggest corruption probe to face the city in decades. The Reuters report related that nine women and three men on the jury were expected to begin deliberations on Tuesday in the trial of Kilpatrick, 42, his father Bernard Kilpatrick, 71, and mayoral pal and city contractor Bobby Ferguson, 44. Reuters said that in the case before U.S. District Judge Nancy Edmunds, prosecutors have accused the three men of turning the mayor's office into "Kilpatrick Incorporated," extorting bribes from contractors who wanted to get or keep city contracts. Some contractors were forced to include Ferguson on jobs, even though he did little or no work, prosecutors said. According to Reuters, citing prosecutors, Kilpatrick steered $83 million in city contracts to Ferguson in exchange for kickbacks that enabled Kilpatrick to spend $840,000 more than his $160,000- a-year mayor's salary would have allowed. The former mayor also is accused of using his nonprofit Kilpatrick Civic Fund for personal and political expenses. Reuters added that the government said Kilpatrick's father, a governmental consultant, used his son's position to extort bribes from contractors. Lawyers for the defendants said they were victims of overzealous prosecutors, flimsy evidence, and witnesses who lied to get lenient treatment in their own corruption cases, Reuters related. DEWEY & LEBOEUF: Wants Removal Period Extended Until April 30 ------------------------------------------------------------- Dewey & LeBoeuf LLP asks the Bankruptcy Court to further extend the time within which it may remove civil actions pending against it from March 4, 2013, to April 30, 2013. According to the Debtor, the prepetition actions now involve 12 litigations. At this time, the Debtor is not able to determine whether to remove certain or all of the prepetition actions, to the extent permitted. Accordingly, the Debtor seeks to preserve the status quo until the time as the Debtor can make informed decisions, in consultation with the statutory committees, with respect to removal of the said prepetition actions. A schedule of the prepetition actions is available at: http://bankrupt.com/misc/dewey.doc1048-2.pdf About Dewey & LeBoeuf 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 LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. 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. Dewey filed a Chapter 11 Plan of Liquidation and an accompanying Disclosure Statement on Nov. 21, 2012. It filed amended plan documents on Dec. 31, in an attempt to address objections lodged by various parties. A second iteration was filed Jan. 7, 2013. The plan is based on a proposed settlement between secured lenders and Dewey's official unsecured creditors' committee. It also incorporates a settlement approved by the bankruptcy court in October where 440 former partners will receive releases in return for $71.5 million in contributions. DEWEY & LEBOEUF: To Seek Approval of PBGC Deal on Feb. 27 --------------------------------------------------------- Dewey & LeBoeuf LLP will present for signature to the Honorable Martin Glenn, on Feb. 27, 2013, at 10:00 a.m., a proposed stipulation among the Debtor, the Pension Benefit Guaranty Corporation and the Official Committee of Unsecured Creditors resolving the claims filed by the PBGC. PBGC has asserted claims (i) of $129 million in the bankruptcy case for alleged unfunded benefit liabilities; (ii) in an unliquidated amount that the PBGC estimates to be at least $8,558,750 for the statutory premiums it alleges the Debtor owes to the PBGC; and (iii) in an unliquidated amount for the alleged shortfall and waiver amortization charges. On the date the stipulation is approved by the Court, on account of the PBGC Claims, proof of claim No. 635 filed on behalf of the PBGC will be allowed as a non-priority, general unsecured claim in the bankruptcy case in the amount of $120,000,000, which will be paid pro rata with other creditors' allowed non-priority, general unsecured claims against the Debtor in accordance with the Debtor's second amended plan of liquidation, filed Jan. 7, 2013. On the Plan's effective date, the PBGC will be deemed to have released and discharged any and all claims against (i) the Debtor, (ii) the Debtor's estate, and (iii) each of the Debtor's respective current and former affiliates, branch offices, officers, directors, employees, agents and professionals, except for the obligations arising pursuant to this stipulation or as a result of a violation of any fiduciary obligation owed to any Pension Plan. For the avoidance of doubt, PBGC does not waive any right to assert any claim or cause of action arising under Title I of ERISA against any Person, including without limitation the Debtor and its current and former officers, directors, employees, agents and professionals, and any and all such claims and causes of action are unimpaired by this Stipulation. PBGC will on the Plan Effective Date be deemed to have withdrawn its demand that all funds in the possession of Dewey & LeBoeuf LLC (A Georgia Limited Liability Company) be paid to the PBGC. The Chapter 11 Plan As reported in the TCR on 2013, the Debtor contemplates the liquidation of substantially all of its assets and the distribution of the related proceeds and the remainder of its assets through two trust vehicles -- a Liquidation Trust and Secured Lender Trust -- established for the benefit of holders of eligible claims pursuant to the Plan and the Bankruptcy Code's priority scheme. A copy of the Debtor's Second Amended Plan of Liquidation is available at http://bankrupt.com/misc/dewey.doc807.pdf About Dewey & LeBoeuf 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 LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. 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. Dewey filed a Chapter 11 Plan of Liquidation and an accompanying Disclosure Statement on Nov. 21, 2012. It filed amended plan documents on Dec. 31, in an attempt to address objections lodged by various parties. A second iteration was filed Jan. 7, 2013. The plan is based on a proposed settlement between secured lenders and Dewey's official unsecured creditors' committee. It also incorporates a settlement approved by the bankruptcy court in October where 440 former partners will receive releases in return for $71.5 million in contributions. DEX ONE: Restructuring Capital Holds 8% Equity Stake as Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Restructuring Capital Associates, L.P., and James D. Bennett disclosed that, as of Dec. 31, 2012, they beneficially own 4,304,831 shares of common stock of Dex One Corporation representing 8.5% of the shares outstanding. Restructuring Capital previously reported beneficial ownership of 4,604,831 common shares or a 9.1% equity stake as of Dec. 31, 2011. A copy of the amended filing is available for free at: http://is.gd/AFr833 About Dex One Dex One, headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. Revenue was approximately $1.1 billion for the LTM period ended Sept. 30, 2010. 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 on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852). 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. The Company's balance sheet at Sept. 30, 2012, showed $2.86 billion in total assets, $2.77 billion in total liabilities, and $92.03 million in total shareholders' equity. * * * As reported by the Troubled Company Reporter on Jan. 31, 2013, Standard & Poor's Ratings Services revised its 'CCC' rating outlook on Dex One Corp. to negative from developing. Existing ratings on the company, including the 'CCC' corporate rating, were affirmed. "The outlook revision to negative reflects our view that the company has sufficient lender support to effectively pursue a prepackaged reorganization," said Standard & Poor's credit analyst Chris Valentine. "It also reflects our expectation, given the large lender group and the diversity of lender interests, that the company may not get support from all of its lenders to amend its credit agreement out-of-court. If Dex One files for bankruptcy, we would lower our corporate credit rating to 'D' and reassess the corporate credit rating, business risk, and financial risk of the combined company after emergence," S&P added. "Our 'CCC' corporate credit rating reflects Standard & Poor's Ratings Services' view of the company's strong motivation to use the bankruptcy court to complete its proposed merger with SuperMedia, and our assessment of its business risk profile as "vulnerable" and financial risk profile as "highly leveraged." Furthermore, the rating reflects continued structural and cyclical decline in the print directory sector, increased competition from online and other distribution channels as small business advertising expands across a greater number of marketing channels, and the potential for additional subpar debt repurchases. Our management and governance assessment is fair," S&P noted. The negative rating outlook reflects S&P's expectation that Dex One may pursue a voluntary prepackaged bankruptcy reorganization plan to consummate the merger agreement with SuperMedia. S&P could also lower its rating if declining business fundamentals hinder 2014 debt refinancing or if S&P becomes convinced the company could violate financial covenants as a result of a faster- than-expected decline in EBITDA. DREIER LLP: Ch. 11 Trustee Taps Starr to Recover $1.3M Judgment --------------------------------------------------------------- The Chapter 11 Trustee for Dreier LLP seeks authority from the Bankruptcy Court to employ Starr & Starr PLLC as special counsel to collect on judgments totaling about $1.3 million entered in the adversary proceedings commenced by the Trustee. Starr's payment will be a contingency fee based on the net recovery on each judgment as follows: (i) 30% of amounts from $0 to $50,000, plus (ii) 23% of amounts over $50,000 to $100,000, plus (iii) 20% of amounts over $100,000. Starr will also be reimbursed for any necessary out-of-pocket expenses. Stephen Z. Starr, Esq., -- sstarr@starrandstarr.com -- assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor's and its estates' interests. About Marc Dreier and Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On Dec. 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Sheila M. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee for the Dreier law firm. Ms. Gowan is represented by Jason Porter, Esq., at Diamond McCarthy LLP. Wachovia Bank National Association, the Dreier LLP Chapter 11 trustee, and Steven J. Reisman as post-confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. DYNEGY INC: Bankr. Court Won't Enforce Plan Order on Class Suit --------------------------------------------------------------- Bankruptcy Judge Cecelia G. Morris denied the motion of Dynegy Inc. to enforce the Bankruptcy Court's Order Confirming the Joint Chapter 11 Plan of Reorganization for Dynegy Holdings, LLC and Dynegy, Inc. The Debtor argues that the amended complaint filed by Steven Lucas, the Lead plaintiff in a securities litigation pending in the United States District Court for the Southern District of New York violates paragraph 55(D) of the Confirmation Order. Because the Court finds that the Confirmation Order does not prohibit the Lead Plaintiff from filing an amended complaint, the Debtor's motion is denied. The Court abstains from considering whether the individual causes of action violate the Confirmation Order in favor of District Court. A copy of the Court's Feb. 15 Memorandum Decision is available at http://is.gd/XPzTiIfrom Leagle.com. Lowenstein Sandler PC's John Sherwood -- jsherwood@lowenstein.com -- in Roseland, New Jersey; and Levi Korinsky, LLP's Nicolas I. Porritt -- nporritt@zlk.com -- in Washington, DC, represent Steven Lucas, Lead Plaintiff. 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. Dynegy Inc. completed its Chapter 11 reorganization and emerged from bankruptcy October 1. Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy Danskammer, L.L.C. and Dynegy Roseton, L.L.C., remain under Chapter 11 protection. As of July 31, 2012, Dynegy Inc. had total assets of $3.15 billion, total liabilities of $3.14 billion, and total stockholders' equity of $6.68 million. EASTBRIDGE INVESTMENT: Shares Copy of Presentation to Investors --------------------------------------------------------------- EastBridge Investment Group Corp., doing business as "Cellular Biomedicine Group", released a "Company Presentation" containing an introduction and overview of the Company's business in the field of regenerative medicine. Although the Company has used diligent efforts to support the accuracy of the materials, those materials do not constitute an offer of securities, nor should they be relied upon by any party in connection with any investment decision relating to the Company's common stock. The materials contain forward-looking statements and other assumptions, and there can be no assurance that such expectations will be realized. A copy of the Company Presentation is available for free at: http://is.gd/OAUoWa About EastBridge Investment Scottsdale, Arizona-based EastBridge Investment Group Corporation provides investment related services in Asia and in the United States, with a strong focus on the high GDP growth countries, such as China, Australia and the U.S. EastBridge is one of a small group of United States companies solely concentrated in marketing business consulting services to closely held, small to mid-size Asian and American companies that require these services for expansion. Tarvaran Askelson & Company, LLP, in Laguna Niguel, California, expressed substantial doubt about EastBridge Investment's ability to continue as a going concern, following its audit of the Company's financial statements for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has incurred significant losses and that the Company's viability is dependent upon its ability to obtain future financing and the success of its future operations. The Company's balance sheet at Sept. 30, 2012, showed $6.7 million in total assets, $4.5 million in total liabilities, and stockholders' equity of $2.2 million. EASTMAN KODAK: Rejecting Contract to Evade Incentives, Says Sony ---------------------------------------------------------------- Eastman Kodak Co. said a cancellation of its motion picture film supply agreement with Sony Pictures Entertainment Inc. will benefit both the company and creditors. In a February 18 court filing, Kodak said it has no plan to assume the contract since that would require the company to pay $18 million for the cure costs. "Based on Kodak's internal projections, there is no commercially reasonable justification to pay that amount in order to assume and continue to do business under the film agreement," Kodak said in response to Sony Pictures' objection filed last week. In its objection, Sony Pictures said Kodak's reason for the cancellation of the contract is baseless, and that the company is only trying to block its claim for sales incentives it earned under the contract. Sony Pictures said it is owed more than $9.3 million. Kodak and Sony Pictures signed the agreement in June 2006, which governs the purchase of motion picture film by Sony Pictures from the company. 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. 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. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. 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. Kodak completed the $527 million sale of digital-imaging technology on Feb. 1, 2013. Kodak intends to reorganize by focusing on the commercial printing business. It expects to file a Chapter 11 plan by the end of May. ENERGYSOLUTIONS INC: ClearBridge Owns Less Than 1% as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, ClearBridge Investments, LLC, disclosed that, as of Dec. 31, 2012, it beneficially owns 9,000 shares of common stock of EnergySolutions Inc. representing 0.01% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/FvQzCx About EnergySolutions Salt Lake City, Utah-based EnergySolutions offers customers a full range of integrated services and solutions, including nuclear operations, characterization, decommissioning, decontamination, site closure, transportation, nuclear materials management, the safe, secure disposition of nuclear waste, and research and engineering services across the fuel cycle. The Company's balance sheet at Sept. 30, 2012, showed $2.85 billion in total assets, $2.54 billion in total liabilities, and $311.77 million in total stockholders' equity. * * * As reported in the Jan. 9, 2013 edition of the TCR, Standard & Poor's Ratings Services placed its ratings, including its 'B' corporate credit rating, on EnergySolutions on CreditWatch with developing implications. "The CreditWatch placement follows EnergySolutions' announcement that it has entered into a definitive agreement to be acquired by a subsidiary of Energy Capital Partners II," said Standard & Poor's credit analyst Jim Siahaan. EnergySolutions is permitted to engage in discussions with other suitors, which may include other financial sponsors or strategic buyers. ENVISION SOLAR: Hikes Current Offering to 7.3 Million Units ----------------------------------------------------------- Envision Solar International, Inc., increased the number of units the Company is offering in its currently open private placement due to the positive initial response to this offering. Pursuant to this private placement, the Company is increasing the number of units being offered by 2,966,667 to 7,300,000 units for a purchase price of $0.30 per unit. Each unit consists of two shares of the Company's common stock and one warrant to purchase an additional share of common stock at an exercise price of $0.20 per share exercisable for a period of one year from the date of issuance. The sales termination date for the offering is March 15, 2013, but may be extended for up to an additional 90 days. As of Feb. 13, 2013, the Company has raised $1,453,500 under this offering, increasing the Company's issued common shares by 9,690,000 to a total of 67,787,609 common shares issued and outstanding. The Company is making the private placement of its common stock for general working capital purposes. The private placement is being made pursuant to Rule 506 of Regulation D promulgated under Section 4(2) of the Securities Act of 1933, as amended. About Envision Solar San Diego, Calif.-based Envision Solar International, Inc., is a developer of solar products and proprietary technology solutions. The Company focuses on creating high quality products which transform both surface and top deck parking lots of commercial, institutional, governmental and other customers into shaded renewable generation plants. The Company's balance sheet at Sept. 30, 2012, showed $1.1 million in total assets, $2.7 million in total current liabilities, and a stockholders' deficit of $1.6 million. As reported in the TCR on April 9, 2012, Salberg & Company P.A., in Boca Raton, Fla., expressed substantial doubt about Envision Solar's ability to continue as a going concern. The independent auditors noted that the Company reported a net loss of $2,547,493 and $2,360,851 in 2011 and 2010, respectively, and used cash for operating activities of $1,970,831 and $1,112,794 in 2011 and 2010, respectively. "At Dec. 31, 2011, the Company had a working capital deficiency, stockholders' deficit and accumulated deficit of $2,657,976, $2,482,203 and $22,340,460, respectively." FIRST SECURITY: Wellington No Longer Owns Shares as of Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Wellington Management Company, LLP, disclosed that, as of Dec. 31, 2012, it does not beneficially own shares of common stock of First Security Group, Inc. Wellington previously reported beneficial ownership of 127,960 common shares or a 7.76% equity stake as of Dec. 31, 2011. A copy of the regulatory filing is available at http://is.gd/AdkUSf About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee, with $1.2 billion in assets as of Sept. 30, 2010. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A., has 37 full- service banking offices, including the headquarters, along the interstate corridors of eastern and middle Tennessee and northern Georgia and 325 full-time equivalent employees. In Dalton, Georgia, FSGBank operates under the name of Dalton Whitfield Bank; along the Interstate 40 corridor in Tennessee, FSGBank operates under the name of Jackson Bank & Trust. In the auditors' report accompanying the financial statements for year ended Dec. 31, 2011, Joseph Decosimo and Company, PLLC, in Chattanooga, Tennessee, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has recently incurred substantial losses. The Company is also operating under formal supervisory agreements with the Federal Reserve Bank of Atlanta and the Office of the Comptroller of the Currency and is not in compliance with all provisions of the Agreements. Failure to achieve all of the Agreements' requirements may lead to additional regulatory actions. The Company reported a net loss of $23.06 million in 2011, a net loss of $44.34 million in 2010, and a net loss of $33.45 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $1.11 billion in total assets, $1.07 billion in total liabilities and $44.72 million in total shareholders' equity. FIRST SECURITY: 401(k) Discloses 5.8% Equity Stake at Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, First Security Group, Inc. 401(k) and Employee Stock Ownership Plan and its affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 102,930 shares of common stock of First Security Group, Inc., representing 5.81% of the shares outstanding. A copy of the filing is available at: http://is.gd/ZNSyom About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee, with $1.2 billion in assets as of Sept. 30, 2010. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A., has 37 full- service banking offices, including the headquarters, along the interstate corridors of eastern and middle Tennessee and northern Georgia and 325 full-time equivalent employees. In Dalton, Georgia, FSGBank operates under the name of Dalton Whitfield Bank; along the Interstate 40 corridor in Tennessee, FSGBank operates under the name of Jackson Bank & Trust. In the auditors' report accompanying the financial statements for year ended Dec. 31, 2011, Joseph Decosimo and Company, PLLC, in Chattanooga, Tennessee, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has recently incurred substantial losses. The Company is also operating under formal supervisory agreements with the Federal Reserve Bank of Atlanta and the Office of the Comptroller of the Currency and is not in compliance with all provisions of the Agreements. Failure to achieve all of the Agreements' requirements may lead to additional regulatory actions. The Company reported a net loss of $23.06 million in 2011, a net loss of $44.34 million in 2010, and a net loss of $33.45 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $1.11 billion in total assets, $1.07 billion in total liabilities and $44.72 million in total shareholders' equity. FLINTKOTE COMPANY: Plan Exclusivity Extended to Aug. 31 ------------------------------------------------------- The Flintkote Company and its debtor affiliates have exclusive rights to file a plan of reorganization until June 30, 2013, and exclusive rights to solicit acceptances of that plan until August 31, according to an order signed by Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the District of Delaware. This is the 24th time the Debtors' exclusive periods have been extended, court papers say. Judge Fitzgerald has confirmed the Debtors' Amended Joint Plan of Reorganization, which deals with asbestos personal injury claims. The Plan is supported by the Official Committee of Asbestos Personal Injury Claimants and the Future Claimants' Representative. Judge Fitzgerald's findings that the Plan complies with Sections 1129 and 524(g) in all respects still needs to be affirmed by the District Court. About The Flintkote Company Headquartered in San Francisco, California, The Flintkote Company is engaged in the business of manufacturing, processing and distributing building materials. Flintkote Mines Limited is a subsidiary of Flintkote Company and is engaged in the mining of base-precious metals. The Flintkote Company filed for Chapter 11 protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004. Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D. Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq., Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E. Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin, LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., represent the Debtors in their restructuring efforts. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq., at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del., represent the Asbestos Claimants Committee as counsel. When Flintkote Company filed for protection from its creditors, it estimated more than $100 million each in assets and debts. When Flintkote Mines Limited filed for protection from its creditors, it estimated assets of $1 million to $50 million, and debts of more than $100 million. FREESEAS INC: June 17 Nasdaq Listing Compliance Deadline Set ------------------------------------------------------------ FreeSeas Inc. on Feb. 19 disclosed that The Nasdaq Stock Market has approved its application to transfer its stock listing from the Nasdaq Global Market to the Nasdaq Capital Market, effective February 19, 2013. The Nasdaq Capital Market is a continuous trading market that operates in the same manner as the Nasdaq Global Market. On February 14, 2013, FreeSeas received a letter from Nasdaq notifying the Company that the appeals hearing in relation to a notification received on December 19, 2012 from Nasdaq that the Company's stock would be delisted from The Nasdaq Global Market, was cancelled because the Company meets the market value of publicly held shares and all other applicable requirements for initial listing on the Capital Market (except for the minimum bid requirement). FreeSeas has until June 17, 2013 to regain compliance with the minimum bid price rule and the Company's stock will continue to be listed and traded on Nasdaq. The Company recently completed a reverse stock split of the Company's issued and outstanding common stock at a ratio of one new share for every 10 shares currently outstanding. Beginning on February 14, 2013, FreeSeas' common stock began trading under the ticker symbol "FREED", and will continue to trade under this symbol for a period of 20 days to provide notice of the reverse stock split. After this period, the symbol will revert to "FREE." The Company believes that as a result of the reverse stock split, the Company's common stock will continue to trade over $1.00 per share, which will allow the Company to regain compliance with Nasdaq. About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. As reported in the Troubled Company Reporter on July 18, 2012, Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, expressed substantial doubt about FreeSeas' ability to continue as a going concern, following its audit of the Company's financial statements for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. "In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements with banks." The Company's balance sheet at June 30, 2012, showed US$120.8 million in total assets, US$104.1 million in total current liabilities, and shareholders' equity of US$16.7 million. GENERAL AUTO: 5th Amended Plan Offers Full Payment in 10 Years -------------------------------------------------------------- General Auto Building, LLC's Fifth Amended Plan of Reorganization dated Feb. 11, 2013 provides that: (a) all membership interests in Debtor will be canceled on the Effective Date; (b) North Park Development will purchase a $400,000 membership interest in Reorganized Debtor; (c) all insiders and creditors of the Debtor are offered the opportunity to purchase membership interests in Reorganized Debtor in $50,000 increments; (d) membership interests in Reorganized Debtor will be allocated pro rata among all new investors; and (e) the Debtor will operate in the ordinary course and pay all creditors in full or in part over time pursuant to the Plan from revenue generated by operations, from cash savings, and from the new investment in the Debtor. According to the Disclosure Statement that was also filed Feb. 11, R&H Construction will be paid the full amount of its allowed secured claim up to $178,000 on the Effective Date. Any unpaid balance will be payable together with interest at 4.5% per annum on the second anniversary of the Effective Date. Park & Flanders filed an objection to the R&H Construction claim and initiated an adversary proceeding seeking a determination of the validity and priority of the R&H Construction lien. In the event that Park & Flanders prevails, then the R&H Construction claim may not be an Allowed Secured Claim. Multnomah County, owed $90,000 as of the Petition Date for unpaid real property taxes on the General Automotive Building, will be paid in full prior to the Effective Date. The Debtor anticipates that Multnomah County will have no money owing to it on the Effective Date and, in turn, no Allowed Claim. HomeStreet Bank's Allowed secured claim is secured by a perfected security interest in substantially all of Debtor's assets, including rents. HomeStreet's allowed secured claim will be paid in full, together with interest at a fixed rate of 4.5%, or at such other rate fixed by the Court at confirmation. For the first 12 months following the Effective Date, HomeStreet will be paid monthly payments of interest only. From the 13th month following the Effective Date and continuing on the first day of each month thereafter, HomeStreet will be paid equal, monthly amortizing payments of principal and interest based upon a 30-year amortization schedule with a balloon payment of the unpaid principal plus accrued interest due on the tenth anniversary of the Effective Date. Portland Development Commission assigned its claim to Park & Flanders. Park & Flanders has filed a notice of its election to have the PDC claim treated as a secured claim pursuant to 11 U.S.C. Sec. 1111(b)(2). If the election is valid under the statute, then the PDC claim of $1,477,000 will be treated as a secured claim. In the event that the PDC Sec. 1111(b)(2) election is not upheld, then the PDC claim will be a Class 4 unsecured claim. Commencing on the last business day of July 2013, and continuing on the last business day of each July, October, January, and July thereafter until paid or satisfied, the Reorganized Debtor will pay to each holder of a Class 4 general unsecured claim an amount equal to its pro rata share of Reorganized Debtor's excess cash as of the last day of the prior calendar quarter. Payments will continue until the (a) holders of Class 4 Claims have been paid in full, together with interest at the Federal Judgment Rate; or (b) the last day of April 2023, whichever will first occur; provided, however that, in the event that holders of Class 4 claims have received payments totaling at least 60% of their Class 4 claim on or before April 30, 2018, then the Class 4 Claims will be deemed to have been paid and satisfied in full and Reorganized Debtor will have no further payment obligations. A copy of the Fifth Amended Disclosure Statement is available at: http://bankrupt.com/misc/generalauto.doc285.pdf About General Auto Building General Auto Building, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 12-31450) on March 2, 2012. The Debtor is an Oregon limited liability company formed in 2007 with its principal place of business in Spokane, Washington. It was formed to renovate and lease its namesake commercial property located at 411 NW Park Avenue, Portland, Oregon. As of the Petition date, the Debtor has developed virtually all of the General Automotive Building and has leased approximately 98% of the building's space to retail and commercial tenants. The Debtor continues to seek tenants for the remaining spaces. Judge Elizabeth L. Perris presides over the case. Albert N. Kennedy, Esq., and Ava L. Schoen, Esq., at Tonkon Torp LLP, serve as the Debtor's counsel. The Debtor has scheduled $10,010,620 in total assets and $13,519,354 in total liabilities. The U.S. Trustee was unable to appoint an official committee of unsecured creditors in the case. GLENN SLATER: Dismissal of Sales and Use Tax Suit Affirmed ---------------------------------------------------------- In SLATER v. DIRECTOR, Glenn B. Slater appealed the decision of a Tax Court that denied his motion seeking a refund of Sales and Use tax and granted the motion filed by defendant, Director, Division of Taxation, to dismiss Mr. Slater's complaint with prejudice for lack of subject matter jurisdiction. On February 15, 2013, The Appellate Division of the Superior Court of New Jersey entered a ruling affirming the Tax Court decision. The case is styled GLENN B. SLATER, Plaintiff-Appellant, v. DIRECTOR, DIVISION OF TAXATION, Defendant-Respondent, No. A-4579- 11T4. Heather Lynn Anderson, Deputy Attorney General, argued the cause for respondent (Jeffrey S. Chiesa, Attorney General, attorney; Lewis A. Scheindlin, Assistant Attorney General, of counsel; Ms. Anderson, on the brief). A copy of the Superior Court's February 15, 2013 order is available at http://is.gd/yQCHlYfrom Leagle.com. In September 1999, Glenn B. Slater filed a petition for Chapter 11 bankruptcy in the United States Bankruptcy Court for the District of New Jersey. The Director filed proof of claims for an aggregate amount of $218,722.35 in August 2000. The Director's claims were expunged as untimely. Mr. Slater's bankruptcy petition was dismissed over his objection in April 2002 without him receiving a discharge as to any of the debts identified in the bankruptcy proceeding. GLOBAL INDUSTRIAL: Bank. Ct. Affirms Confirmation of Ch. 11 Plan ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania affirmed on February 13, 2013, confirmation of the Third Amended Plan of Reorganization filed by Global Industrial Technologies, Inc., as amended through September 21, 2012, and as supplemented by settlements through October 12, 2012. The Bankruptcy Court initially confirmed the GIT Plan over the objections of certain objecting insurers and appeals followed. The District Court affirmed the Bankruptcy Court's confirmation order, but the Court of Appeals for the Third Circuit reversed the confirmation and remanded the case to the Bankruptcy Court for "a more searching review of [certain objecting insurers'] allegations of collusion between the debtors and counsel for the silica claimants." After reviewing the record and soliciting citations to the record from insurance counsel based on the Court of Appeals' statement that the allegations of collusion were "not without record support," Judge Judith K. Fitzgerald found that the evidence conclusively and overwhelmingly establishes that there was no collusion, no fraud, and no improper solicitation of votes. Notice of the plan was proper and the increase in the number of claims is neither out of the ordinary (not only for the silica claims but for the asbestos claims as well) nor the result of improper conduct or motive by any party-in-interest. The GIT Plan and the Silica TDP provide mechanisms to ensure that claims of disease are properly diagnosed by qualified medical personnel and that they are supported by medical (and exposure) evidence. On the entirety of the record, Judge Fitzgerald added, the plan proponents have met their burden and established that confirmation of the Plan, creation of the asbestos and silica trusts, issuance of the Section 524(g) injunction and the injunction regarding silica claims and demands, are in the best interests of the estate and its creditors, are proper under the Bankruptcy Code, were proposed in good faith and the result of arm's-length negotiations. The overwhelming support of creditors and the settlements with, inter alia, the formerly objecting insurers, stands in sharp contrast to the concerns expressed by the Court of Appeals, none of which are supported by the evidence. The case is IN RE: Global Industrial Technologies, Inc., et al. Chapter 11, Debtors, Bankruptcy No. 02-21626-JKF Jointly Administered. A copy of the Bankruptcy Court's February 13, 2013 Findings of Fact, Conclusions of Law and Recommendation to the District Court is available at http://is.gd/a5VPdPfrom Leagle.com. About Global Industrial Technologies Global Industrial Technologies Inc. is a subsidiary of RHI AG and the holding company for Harbison-Walker Refractories Company and A.P. Green Industries, Inc. Harbison-Walker manufactures and sells refractory products and construction-type materials designed to sustain various high heat processing applications. APG previously engaged in certain refractory manufacturing operations before transferring these operations to its subsidiary, AP Green Refractories. GIT and its affiliates filed for chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 02-21626) on Feb. 14, 2002. James J. Restivo, Jr., Esq., Robert P. Simmons, Esq., and David Ziegler, Esq., at Reed Smith LLP, represented the Debtor. Kroll Zolfo Cooper LLC served as the Debtors' bankruptcy consultants and special financial advisors. The Official Committee of Unsecured Creditors was represented by McGuire Woods, LLP. KPMG LLP served as the Creditors Committee's financial advisor. The Asbestos Claimants Committee was represented by attorneys at Caplin & Drysdale, Chartered and Campbell & Levine, LLC. Defunct firm L. Tersigni Consulting PC was the Asbestos Committee's financial advisor. Lawrence Fitzpatrick was appointed as the Future Asbestos Claimants Representative. Mr. Fitzpatrick was represented by attorneys at Young Conaway Stargatt & Taylor LLP and Meyer, Unkovic & Scott LLP. Philip A. Pahigian was appointed as Future Silica Claims Representative. Mr. Pahigian was represented by attorneys at Sherrard German & Kelly P.C. GRAY TELEVISION: Litespeed Discloses 8% Equity Stake at Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Litespeed Management, L.L.C., and its affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 4,371,538 shares of common stock of Gray Television, Inc., representing 8.44% of the shares outstanding. Litespeed previously reported beneficial ownership of 3,598,568 common shares or a 7% equity stake as of Dec. 31, 2011. A copy of the amended filing is available at http://is.gd/liJbGd About Gray Television Formerly known as Gray Communications System, Atlanta, Georgia- based Gray Television, Inc., is a television broadcast company. Gray currently operates 36 television stations serving 30 markets. Each of the stations are affiliated with either CBS (17 stations), NBC (10 stations), ABC (8 stations) or FOX (1 station). In addition, Gray currently operates 38 digital second channels including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal Sports Network affiliates plus 8 local news/weather channels and 1 "independent" channel in certain of its existing markets. The Company's balance sheet at Sept. 30, 2012, showed $1.27 billion in total assets, $1.11 billion in total liabilities, $13.19 million in series D perpetual preferred stock, and $149.94 million in total stockholders' equity. * * * As reported by the TCR on Sept. 26, 2012, Moody's Investors Service upgraded Gray Television, Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating (PDR) each to B3 from Caa1. The upgrades reflect Moody's expectations for the company to benefit from strong political revenue demand through November 2012 resulting in improved credit metrics combined with management's commitment to reduce leverage. In the April 9, 2012, edition of the TCR, Standard & Poor's Ratings Services raised its corporate credit rating on Atlanta, Ga.-based TV broadcaster Gray Television Inc. to 'B' from 'B-'. "The 'B' rating reflects company's still-high debt leverage and weak discretionary cash flow, as well as our expectation that the company will maintain adequate headroom with its financial covenants in the absence of any further tightening of covenant thresholds. The stable rating outlook reflects our expectation that Gray will maintain lease-adjusted debt to average trailing- eight-quarter EBITDA below 7.5x. We also expect the company to generate modest positive discretionary cash flow in 2012," S&P said. GREAT BASIN: Van Eck Discloses 12% Equity Stake as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Van Eck Associates Corporation disclosed that, as of Dec. 31, 2012, it beneficially owns 68,246,952 common shares of Great Basin Gold Ltd. representing 12.35% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/EHoJ9U About Great Basin 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. The Company's balance sheet at June 30, 2012, showed C$888.03 million in total assets, C$403.41 million in total liabilities, and stockholders' equity of $484.62 million. According to the Company, the operational performance from the Nevada and South African operations resulted in a net working capital deficit of approximately C$23 million on June 30, 2012. "The working capital deficit at June 30, 2012, indicates an uncertainty which may cast substantial doubt about the Company's ability to continue as a going concern." GREEN GOBLIN: Court Clarifies Dismissal Order; Retains Adv. Case ---------------------------------------------------------------- Judge Eric L. Frank of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania entered a ruling on February 13, 2013, clarifying the Court's order dated June 15, 2011, dismissing the bankruptcy cases of Green Goblin, Inc. and its affiliate, Sabertooth, LLC. Judge Frank held that notwithstanding the dismissal of the Green Goblin bankruptcy case, the court retains jurisdiction in Green Goblin, Inc. v. Simons, Adv. No. 09-067. See In re Smith, 866 F.2d 576 (3d Cir. 1989); In re Stardust Inn, Inc., 70 B.R. 888 (Bankr. E.D. Pa. 1987). "This retention of jurisdiction is limited solely to claims asserted in Adv. No. 09-067 and does not include the contested matter (arising from the objection to the proof of claim of Warren Simons) previously consolidated for trial with Adv. No. 09-067." The adversary proceeding is styled as GREEN GOBLIN, INC., Plaintiff, v. WARREN SIMONS, Defendant, Bky. No. 09-11239 ELF (DISMISSED), Adv. No. 09-067. A copy of the Bankruptcy Court's February 13, 2013 Order is available at http://is.gd/Tvhz4Efrom Leagle.com. About Green Goblin Green Goblin and its affiliate, Sabertooth, LLC, filed voluntary chapter 11 bankruptcy petitions on February 23, 2009. Their bankruptcy cases were jointly administered (Bankr. E.D. Penn. Case No.: 09-11239). The Debtors were represented by Robert Mark Bovarnik, Esq. At its petition date, the company's assets and debts were estimated to be between $1,000,001 and $10,000,000. On June 15, 2011, the Court denied confirmation of the former debtors' Fifth Amended Chapter 11 Plan of Reorganization and dismissed the bankruptcy cases, but retained jurisdiction over the adversary proceeding captioned In re Smith, 866 F.2d 576 (3d Cir.1989); In re Stardust Inn, 70 B.R. 888 (Bankr.E.D.Pa.1987). HARDAGE HOTELS: California First Wants Changes to Plan Outline -------------------------------------------------------------- California First National Bank, creditor and party-in-interest in the Chapter 11 case of Hardage Hotels I, LLC, objected to the Debtor's Disclosure Statement explaining the proposed Plan of Reorganization. According to the Bank, the Court must not approve the Disclosure Statement filed on Oct. 18, 2012, unless same is amended because it does not contain adequate information to allow creditors to make an informed decision on whether to vote to accept or reject the Debtor's Plan. The Bank filed the objection in an abundance of caution in the event an agreement is not reached in the interim with the Debtor regarding the contents of a Disclosure Statement. The Disclosure Statement According to the Disclosure Statement, the Plan provides for full payment on most of the claims except that the Samuel A. Hardage Notes and the subordinated claims including the Hardage Hospitality Unsecured Note and Insider Intercompany Claims will be canceled. As of the Effective Date, the Reorganized Debtor may operate its business and use, acquire and dispose of Property and settle and compromise Claims without supervision of the Bankruptcy Court free of any restrictions of the Bankruptcy Code or Bankruptcy Rules, other than those restrictions imposed by the Plan and confirmation order. The Reorganized Debtor may pay the charges it incurs for professional fees, disbursements, expenses or related support services after the Effective Date without any application to the Bankruptcy Court. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/HARDAGE_HOTELS_ds.pdf 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 2011, 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 the Chapter 11 case. HAMPTON ROADS: Fir Tree Discloses 9.6% Equity Stake at Dec. 31 -------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Fir Tree, Inc., disclosed that, as of Dec. 31, 2012, it beneficially owns 16,284,406 shares of common stock of Hampton Roads Bankshares, Inc., representing 9.6% of the shares outstanding. Fir Tree previously reported beneficial ownership of 3,305,338 common shares as of Dec. 31, 2011. A copy of the amended filing is available at: http://is.gd/3H9unR About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and 15 ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.07 billion in total assets, $1.88 billion in total liabilities and $187.96 million in total shareholders' equity. HAWKER BEECHCRAFT: Exits Chapter 11 Bankruptcy Process ------------------------------------------------------ Beechcraft, formerly Hawker Beechcraft, on Feb. 19 disclosed that it has formally emerged from the Chapter 11 process as a new company well-positioned to compete vigorously in the worldwide business aviation, special mission, trainer and light attack markets. The company's Joint Plan of Reorganization was approved by the U.S. Bankruptcy Court for the Southern District of New York on Feb. 1, 2013, and became effective on Feb. 15, 2013. Beechcraft exits the restructuring process with a dramatically reduced debt load, a stable, restructured balance sheet and the support of a well-capitalized shareholder base. "[Tues]day marks the rebirth of an 80-year-old American aircraft manufacturing business with a globally recognized brand. Beechcraft has emerged from this process a stronger company with both financial and operational strength and stability," said Bill Boisture, Chief Executive Officer of Beechcraft. "We have a strong line of versatile and globally renowned products like the King Air turboprop and the T-6 military trainer aircraft, and the largest global customer support network in the industry. Our highly skilled and dedicated work force is focused on building aircraft of exceptional quality and reliability. With these elements as our foundation for the future, we will compete worldwide and we will win. "I would like to thank our employees for their hard work and focus, and our union partner, key creditors, elected officials, suppliers and customers for their strong support throughout this process," Mr. Boisture added. Beechcraft's product portfolio includes the King Air family of the 350i, 250 and C90GTx. The worldwide fleet of more than 7,000 King Air turboprops serves a wide variety of missions and has amassed more than 50 million flight hours while operating in 115 countries around the world. Its piston-engine Bonanza G36 and Baron G58 twin continue to represent the pinnacle of high-performance, six passenger capability for their class. A global fleet of nearly 25,000 Baron and Bonanza aircraft also serve as an entry level platform for the King Air line. The company's defense products include the proven T-6 military trainer that touts a worldwide fleet of nearly 800 aircraft and more than 2.1 million flight hours, along with the newly introduced multi-role AT-6 for the Light Attack mission. The company's Global Customer Support (GCS) team and its factory- owned service center network, Hawker Beechcraft Services, will continue supporting all Hawker and Beechcraft products. The network includes 10 facilities in the United States, Mexico and the United Kingdom, along with more than 90 authorized service centers around the world. The GCS team is dedicated to improving the value of Hawker and Beechcraft aircraft by employing products and services to simplify ownership, reduce operating cost and increase resale value. Two examples of this include the factory designed, engineered and supported Hawker 400XPR and Hawker 800XPR jet programs in which the company is offering owners the opportunity to upgrade engines, avionics and aerodynamics on their current aircraft. Corporate Governance, Financing and Ownership Robert (Bob) Johnson is the Chairman of the company's new board. Its other members are: General Donald G. 'Don' Cook, Gene Davis, Ralph Heath, David Tolley, Gideon Argov, Mark Ronald, Paul Fulchino and Bill Boisture. The company's leadership team remains in place, providing continuity and stability in running the business. As previously announced, Beechcraft secured $600 million in permanent financing, including a $425 million term loan facility and a $175 million revolving facility. A portion of the term loan facility was used to repay the company's debtor-in-possession credit facility and to satisfy certain settlement and cure costs payable under the Plan. The remainder, together with the revolving facility, is funding ongoing operations. J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC acted as joint lead arrangers and joint bookrunners to structure, arrange and syndicate the financing. As detailed in the Plan, effective on Feb. 15, 2013, pre-petition secured bank debt, unsecured bond debt, and certain general unsecured claims have been canceled and holders of such claims received equity in the reorganized company in the percentages negotiated by the major creditor groups at the time the company commenced its Chapter 11 proceedings. The company's legal representative is Kirkland & Ellis LLP; its financial advisor is Perella Weinberg Partners LP; and its restructuring advisor is Alvarez & Marsal. The Ad Hoc Committee of Senior Secured Lenders' legal representative is Wachtell, Lipton, Rosen & Katz. The Ad Hoc Committee of Senior Noteholders' legal representive is Milbank, Tweed, Hadley & McCloy LLP and its financial advisor is Blackstone. The Unsecured Creditors Committee's legal representative is Akin Gump Strauss Hauer & Feld LLP and its financial advisor is FTI Consulting, Inc. 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. The Committee's financial advisor is FTI Consulting, Inc. On June 30, 2012, Hawker filed its Plan, which proposed to eliminate $2.5 billion in debt and $125 million of annual cash interest expense. The plan would 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. In July 2012, Hawker disclosed it was in exclusive talks with China's Superior Aviation Beijing Co. for the purchase of Hawker's corporate jet and propeller plane operations out of bankruptcy for $1.79 billion. In October 2012, Hawker unveiled that those talks have collapsed amid concerns a deal with Superior wouldn't pass muster with a U.S. government panel and other cross-cultural complications. Sources told The Wall Street Journal that Superior encountered difficulties separating Hawker's defense business from those units in a way that would make both sides comfortable the deal would get U.S. government clearance. The sources told WJS the defense operations were integrated in various ways with Hawker's civilian businesses, especially the propeller plane unit, in ways that proved difficult to untangle. Thereafter, Hawker said it intends to emerge from bankruptcy as an independent company. On Oct. 29, 2012, Hawker filed a modified reorganization plan and disclosure materials. Hawker said the plan was supported by the official creditors' committee and by a "substantial majority" of holders of the senior credit and a majority of holders of senior notes. Hawker said it will either sell or close the jet-manufacturing business. The revised plan still offers 81.9% of the new stock in return for $921 million of the $1.83 billion owing on the senior credit. Unsecured creditors are to receive the remaining 18.9% of the new stock. Holders of the senior credit will receive 86% of the new stock. The senior credit holders are projected to have a 43.1% recovery from the plan. General unsecured creditors' recovery is a projected 5.7% to 6.3%. The recovery by holders of $510 million in senior notes is predicted to be 9.2% to 10%. HEMCON MEDICAL: Can Access BofA Cash Collateral Until Feb. 27 ------------------------------------------------------------- Judge Elizabeth Perris authorized, in an 9th interim order, HemCon Medical Technologies, Inc., to use cash collateral of Bank of America, N.A., as administrative agent for the lenders of the Debtor, until the close of business on Feb. 27, 2013, the date of the next scheduled hearing. In any event, the Debtor's right to use cash collateral will terminate at the end of the 5th business day following delivery by the Bank to Debtor, its counsel, the United States Trustee, and counsel to any official committees in the case of a written notice of default. On the Petition Date, Debtor's obligations to Bank totaled $22.6 million. As adequate protection, BofA is granted liens and security interests upon all existing and after-acquired property of the estate. To the extent the security interests prove to be inadequate, the bank will, pursuant to 11 U.S.C. Section 507(b), be entitled to an administrative expense claim under Sections 503(b) and 507(a)(2). About HemCon Medical Technologies Portland, Oregon-based HemCon Medical Technologies Inc., fdba HemCon, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 12-32652) on April 10, 2012, estimating up to $50 million in assets and liabilities. Founded in 2001, HemCon -- http://www.hemcon.com/-- is a diversified medical technology company that develops, manufactures and markets innovative wound care, anti-microbial and oral care products for the military, emergency medical, surgical, dental and over-the-counter markets. HemCon has subsidiaries in the United Kingdom and Europe. The bankruptcy filing comes after an en banc decision by the U.S. Court of Appeals for the Federal Circuit on March 15, 2012, which affirmed an award of $34.2 million in damages to Marine Polymer Technologies Inc. in a patent infringement case initiated in 2006. HemCon's European subsidiary is not subject to the Chapter 11 proceedings. Judge Elizabeth L. Perris presides over the case. Attorneys at Tonkon Torp LLP represent the Debtor. The petition was signed by Nick Hart, CFO. The Official Committee of Unsecured Creditors appointed Marine Polymer as its chair. HERCULES OFFSHORE: Citadel Discloses 3% Equity Stake at Dec. 31 --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Citadel Advisors LLC and its affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 4,913,425 shares of common stock of Hercules Offshore, Inc., representing 3.1% based upon 158,587,627 shares of common stock outstanding as of Oct. 22, 2012 (according to the Form 10-Q filed by the issuer on Oct. 25, 2012). A copy of the filing is available for free at http://is.gd/bUR9Tn About Hercules Offshore Hercules Offshore Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. The Company reported a net loss of $76.12 million in 2011, a net loss of $134.59 million in 2010, and a net loss of $91.73 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $2.02 billion in total assets, $1.15 billion in total liabilities and $877.24 million stockholders' equity. * * * The Troubled Company Reporter said on March 23, 2012, that Moody's Investors Service upgraded Hercules Offshore, Inc., Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to B3 from Caa1 contingent upon the completion of its recently announced recapitalization plan. Hercules' B3 CFR reflects its jackup fleet, which consists primarily of standard specification rigs with an average age of about 30 years. Its rigs are geographically concentrated in the Gulf of Mexico (GoM), a market that experienced a slow-down after the Macondo well incident. However, over the last year a pick-up in permitting and activity levels in the GoM, has led to higher dayrates. For Hercules, the improving market conditions have stabilized its cash flow from operations, which are expected continue to improve for at least the next 18 to 24 months as old contracts roll into new contracts with higher dayrates. These improving market conditions support the decision to upgrade Hercules' CFR at this time. As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Hercules Offshore Inc. to 'B' from 'B-'. "The upgrade reflects the improving market conditions in the Gulf of Mexico and our expectations that Hercules' fleet will continue to benefit," said Standard & Poor's credit analyst Stephen Scovotti. HOTEL AIRPORT: To Present Plan for Confirmation on March 19 ----------------------------------------------------------- Hotel Airport Inc. is now slated to seek approval of its bankruptcy exit plan after it obtained approval of the explanatory disclosure statement filed in November. The Bankruptcy Court as a result scheduled a hearing to consider confirmation of the Plan on March 19, 2013, at 2:00 p.m. The Debtor is soliciting votes on the Plan. Acceptances or rejections of the Plan may be filed in writing by the holders of all claims on or before 14 days prior to the date of the hearing on confirmation of the Plan. Any objection to confirmation of the Plan will be filed on/or before 21 days prior to the date of the hearing on confirmation of the Plan. Objections to claims must be filed 45 days prior to the hearing on confirmation. The Plan will be substantially funded by the Debtor's assets and income from the operation of its business. The Plan contemplates the assumption of the lease contract with the Puerto Rico Ports Authority under Bankruptcy Code Section 365. The assumption is part of the stipulation which provide for the curing of defaults through payments and withdrawal of funds which are underway. At the time of filing of this bankruptcy case, the Debtor was involved in the eviction litigation with the PRPA. This litigation has been settled. The Plan treats claims and interests as follows: * Holders of allowed administrative expense priority claims, which are unclassified, will be paid in full on the effective date of the Plan. * General unsecured creditors were listed in the Debtor's schedules in the total amount of $155,666,718. The bulk of this debt ($155,500,000) arises out of HAI being a co-obligor with its parent company, CAF, regarding loans secured by property owned by non-debtor parties. These loans made to the related companies are secured by property held by them, and are being paid according to the debt-service agreed between the creditor and the respective principal debtor. Hence, the Debtor will not be making payments on said claims, but will remain as a guarantor in case of default. * The other unsecured claims are to be paid 100% of their allowed amounts, without interest, in 36 monthly installments starting 30 days after the Effective Date. * Stockholders (Class 4) will retain their interest in stock, but will receive no dividends until payments to unsecured creditors are concluded. * FirstBank's secured claim (Class 5) is secured with a mortgage encumbering the Debtor's main asset -- its lease contract with PRPA -- and virtually all the other assets. The PoC 5 filed by this creditor shows a balance of $9,635,213, which has been reduced through postpetition payments. The Debtor will maintain the debt service agreed upon with FirstBank, with any modification that may be agreed upon with said creditor. A copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/HAI.doc189.pdf About Hotel Airport Hotel Airport Inc., in San Juan, Puerto Rico, is a wholly-owned subsidiary of Caribbean Airport Facilities Inc. ("CAF"). HAI was organized on Feb. 20, 2003, under the corporate laws of Puerto Rico by parties unrelated to the Debtor's current directors or shareholders. Under its original management, and owners, during 2003 and the first six months of 2004, HAI was engaged in the restoration and refurbishing of the San Juan Airport Hotel located in the Luis Mu�oz Mar�n International Airport in Carolina, Puerto Rico. Operations commenced in July 2004. The hotel consists of 125 rooms, a restaurant, various meeting spaces and supporting facilities in an area of approximately 60,000 square feet. During the year ending June 30, 2009, HAI's management, decided to discontinue the Casino operations, and on July 7, 2009, said operation was closed. The casino property and equipment amounting to $967,399 was liquidated and the proceeds applied to the outstanding loan with Firstbank. HAI leases the hotel facilities from the Puerto Rico Port Authority under a lease agreement executed on March 27, 2007, and subsequently amended on various occasions. HAI filed for Chapter 11 bankruptcy (Bankr. D.P.R. Case No. 11-06620) on Aug. 5, 2011. Judge Enrique S. Lamoutte Inclan oversees the case. Edgardo Munoz, PSC, in San Juan, P.R., serves as bankruptcy counsel. Francisco J. Garrido Molina serves as its accountant, and RS & Associates as external auditors to perform auditing services. The Debtor disclosed US$8,547,993 in assets and US$171,169,392 in liabilities as of the Chapter 11 filing. The petition was signed by David Tirri, its president. INTEGRATED HEALTHCARE: Incurs $13.8MM Net Loss in Fiscal 3rd Qtr. ----------------------------------------------------------------- Integrated Healthcare Holdings, Inc., reported a net loss of $13.8 million on $89.90 of net patient service revenues for the three months ended Dec. 31, 2012, compared with net income of $12.7 million on $114.0 million of net patient service revenues for the three months ended Dec. 31, 2011. For the nine months ended Dec. 31, 2012, the Company reported a net loss of $14.6 million on $296.6 million of met patient service revenues, compared with net income of $10.5 million on $280.5 million of net patient service revenues for the nine months ended Dec. 31, 2011. Operating expenses before interest and warrant loss for the nine months ended Dec. 31, 2012, were $302.7 million, representing an increase of $35.6 million, or 13.3%, compared to the nine months ended Dec. 31, 2011. The increase is primarily related to QAF expenses of $45.3 million incurred during the nine months ended Dec. 31, 2012, compared to $15.9 million during the same period in fiscal year 2012. The Company's balance sheet at Dec. 31, 2012, showed $164.0 million in total assets, $191.8 million in total liabilities, and a stockholders' deficit of $27.8 million. As of Dec. 31, 2012, the Company had a total stockholders' deficiency of $28 million and a working capital deficit of $33 million. The Company did not meet the financial covenants for its revolving line of credit with MidCap, for the period ended Dec. 31, 2012. "Although the Company is not required to report compliance with the financial covenant for its revolving line of credit until 50 days after the fiscal quarter end, the Company is seeking the lenders' consent to a potential non-compliance with this financial covenant." the Company said. A copy of the Form 10-Q is available at http://is.gd/PY7R6x Santa Ana, Calif.-based Integrated Healthcare Holdings, Inc., owns and operates four community-based hospitals located in southern California. INTERFAITH MEDICAL: Ombudsman Taps DiConza Traurig as Counsel ------------------------------------------------------------- Eric M. Huebscher, the patient care ombudsman in the Chapter 11 case of Interfaith Medical Center, Inc., asks the U.S. Bankruptcy Court for the Eastern District of New York for permission to employ the law firm of DiConza Traurig LLP, as his counsel. Objections, if any, are due Feb. 26, at 11 a.m. A March 13 hearing at 11 a.m. has been scheduled in the event of an objection. The firm will: 1. represent the ombudsman in any proceeding or hearing in the Bankruptcy Court, and in any action in other courts where the rights of the patients may be litigated or affected as a result of the case; 2. advise the ombudsman concerning the requirements of the Bankruptcy Code and Bankruptcy Rules and the requirements of the Office of the U.S. Trustee relating to the discharge of his duties under Section 333 of the Bankruptcy Code; and 3. perform other legal services as may be required under the circumstances of this Case in accordance with the ombudsman's powers and duties as set forth in the Bankruptcy Code, including assisting the ombudsman with reports to the Court, fee applications or other matters. The hourly rates of the firm's personnel are: Jeffrey Traurig $445 Gerard DiConza $525 Of Counsel/Attorneys $375 - $575 Legal Assistants/Paralegals $95 - $195 Notwithstanding the standard hourly rates, DiConza Traurig has agreed to cap the hourly rates at $445 at this time of case. To the best of the ombudsman knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey Traurig, Esq. Gerard DiConza, Esq. DICONZA TRAURIG LLP 630 Third Avenue, 7th Floor New York, NY 10017 Tel: (212) 682-4940 Fax: (212) 682-4942 E-mail: jtraurig@dtlawgroup.com gdiconza@dtlawgroup.com About Interfaith Medical Center Headquartered in Brooklyn, New York, Interfaith Medical Center, Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford- Stuyvesant and an ambulatory care network of eight clinics in central Brooklyn, in Crown Heights and Bedford-Stuyvesant. The Company filed for Chapter 11 protection (Bankruptcy E.D. N.Y. Case No. 12-48226) on Dec. 2, 2012. The Debtor disclosed $111,872,972 in assets and $193,540,998 in liabilities as of the Chapter 11 filing. Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as bankruptcy counsel to the Debtor. Nixon Peabody LLP is the special corporate and healthcare counsel. CohnReznick LLP serves as financial advisor. Donlin, Recano & Company, Inc. serves as administrative agent. The Official Committee of Unsecured Creditors tapped Alston & Bird LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. INTERFAITH MEDICAL: Court Sets April 1 Claims Bar Date ------------------------------------------------------ The Bankruptcy Court established April 1, 2013, at 4:00 p.m. as the deadline for creditors to file of written proofs of claim against Interfaith Medical Center, Inc. Governmental entities have until May 31, 2013, at 4:00 p.m., to file their proofs of claim. About Interfaith Medical Center Headquartered in Brooklyn, New York, Interfaith Medical Center, Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford- Stuyvesant and an ambulatory care network of eight clinics in central Brooklyn, in Crown Heights and Bedford-Stuyvesant. The Company filed for Chapter 11 protection (Bankruptcy E.D. N.Y. Case No. 12-48226) on Dec. 2, 2012. The Debtor disclosed $111,872,972 in assets and $193,540,998 in liabilities as of the Chapter 11 filing. Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as bankruptcy counsel to the Debtor. Nixon Peabody LLP is the special corporate and healthcare counsel. CohnReznick LLP serves as financial advisor. Donlin, Recano & Company, Inc. serves as administrative agent. The Official Committee of Unsecured Creditors tapped Alston & Bird LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. INTERNATIONAL FUEL: J. Hennessy Holds 6% Stake as of Oct. 23 ------------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, John M. Hennessy disclosed that, as of Oct. 23, 2012, he beneficially owns 7,875,000 shares of common stock of International Fuel Technology, Inc., representing 6.54% of the shares outstanding. A copy of the filing is available for free at http://is.gd/L51Tzv About International Fuel St. Louis, Mo.-based International Fuel Technology, Inc., is a technology company that has developed a range of liquid fuel additive formulations that enhance the performance of petroleum- based fuels and renewable liquid fuels. BDO USA, LLP, in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses from operations, working capital and stockholders' deficits and cash obligations and outflows from operating activities that raise substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $2.57 million in 2011, compared with a net loss of $2.21 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.45 million in total assets, $4.74 million in total liabilities and a $2.28 million total stockholders' deficit. INTERSTATE EQUIPMENT: Evans Appeal in Suit vs. Joe Campbell Denied ------------------------------------------------------------------ The Court of Appeals of Kentucky rendered a ruling on February 15, 2013, dismissing an appeal filed by James A. Evans from an order of the Madison Circuit Court denying his motion for summary judgment in an action for breach of contract. The case is JAMES A. EVANS, Appellant, v. JOE CAMPBELL, Appellee, No. 2012-CA-000080-MR. Joseph L. Campbell founded Interstate Equipment Sales and Rentals, Inc., in 1994, and he served as its president. Its principal place of business is in Madison County. Shortly after Mr. Campbell became acquainted with Mr. Evans, Mr. Campbell offered him a position as sales manager with Interstate Equipment. In order to memorialize the terms of his employment, Mr. Evans drafted a letter of agreement which he tendered to Campbell on July 5, 2006. The agreement set forth Mr. Evans's annual salary, described his benefits, and included a formula for computing his commissions on sales. The agreement provided that "[t]he terms of this employment are agreed upon by both parties for a term of one year, beginning on August 1, 2006." Mr. Campbell signed the agreement. Mr. Evans left the employment or was terminated after only three months on the job. On December 27, 2007, Mr. Evans filed a lawsuit alleging wrongful discharge and breach of contract against Interstate Equipment and against Mr. Campbell, individually. The complaint also included a claim based upon principles of promissory estoppel. On September 29, 2008, Mr. Evans filed a motion for summary judgment. The trial court denied the motion two weeks later, and pre-trial discovery resumed. In January 2010, Interstate Equipment initiated Chapter 11 bankruptcy proceedings. The claims asserted against the corporation were dismissed in August 2011, leaving only one issue to be decided: whether Mr. Campbell had signed the contract in his representative capacity as principal of the corporation (now defunct) or in his individual capacity (arguably leaving him susceptible to liability). A trial was conducted on December 12, 2011. From the evidence presented at trial, the jury was not persuaded that Mr. Evans and Mr. Campbell understood and agreed that Mr. Evans would work for Mr. Campbell individually rather than for the corporation -- or that Mr. Campbell individually assumed responsibility for the corporation's fulfillment of the contract. Consequently, the jury rejected the argument that Mr. Campbell was individually liable to Mr. Evans under the terms of the agreement. It rendered a verdict in Mr. Campbell's favor, and the appeal followed. On appeal, Mr. Evans argues that the trial court erred as a matter of law by failing to grant his motion for summary judgment. He contends that there was no ambiguity as to Mr. Campbell's personal liability under the contract since he signed the agreement without any notation as to his capacity as a representative of Interstate Equipment. Mr. Campbell counters by contending that the denial of Mr. Evans's motion for summary judgment is not reviewable on appeal. Judges Denise Clayton, Sara Combs and Christopher Nickell held that the trial that followed the denial of the motion for summary judgment was both appropriate and necessary. Theodore H. Lavit, Esq., and Cameron C. Griffith, Esq., in Lebanon, Kentucky, represent Mr. Evans. Benjamin D. Allen, Esq. -- benallen@gmalaw.com -- in Lexington, Kentucky, represent Mr. Campbell. A copy of the Court of Appeals' February 14, 2013 Opinion & Order is available at http://is.gd/YZYkSUfrom Leagle.com. About Interstate Equipment Interstate Equipment Sales & Rental, Inc., filed for Chapter 11 protection on January 29, 2010 (Bankr. E.D. Ky. Case No.: 10-50280). The Debtor is represented by W. Thomas Bunch, Sr., Esq. According to its schedules, the Company has assets of $9,630,557, and total debts of $16,868,010. INVESTORS CAPITAL: Files Schedules of Assets and Liabilities ------------------------------------------------------------ Investors Capital Partners II, LP filed with the U.S. Bankruptcy Court for the Western District of Kentucky its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $10,933,441 B. Personal Property $270,423 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $10,283,446 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $2,032,480 ----------- ----------- TOTAL $11,203,864 $12,315,926 A copy of the schedules is available for free at http://bankrupt.com/misc/INVESTORS_CAPITAL_sal.pdf Previously, the Court entered an order extending the Debtor's time to file its schedules and stating that the case will be dismissed without further notice if the schedules are not filed timely. About Investors Capital Brentwood, Tennessee-based Investors Capital Partners II, LP and two affiliates sought Chapter 11 protection (Bankr. W.D. Ky. Case Nos. 12-11575 to 11677) in Bowling Green, Kentucky, on Dec. 19, 2012. ICP II estimated assets of at least $10 million and liabilities of less than $10 million. It owns a 35-acre commercial development near Glasgow, Kentucky. The ICP II property is home to a Marquee Cinema, Dollar Tree, and Aaron's Rents and also consists of seven parcels of undeveloped land. Debtor-affiliate Investors Capital Partners I, LP owns multiple parcels of undeveloped land near Nolensville, Tennessee. Investors Land Partners II, LP owns partially developed land, consisting of six adjoining parcels of real property, near Nashville, Tennessee. In court filings, the Debtors said that their lenders have attempted to foreclose against the assets of the Debtors, and the Debtors have been unable to reach agreements with their lenders that would allow the Debtors to reorganize their debts in an orderly manner; thus, the Debtors have little option except for the development of a joint plan to reorganize operations and restructure debts for the benefit of all creditors and parties in interest. JAMES KLINE: Can Assume Eugene Property Lease --------------------------------------------- Bankruptcy Judge Frank R. Alley, III, authorized James and Liz Kline to assume a commercial property lease in Eugene and to reject leases on commercial properties in Springfield and Cottage Grove. On Sept. 11, 2007, the Klines, through their newly formed corporation JNL Ventures, Inc., purchased Gray's Garden Center, Inc., a business with properties in both Eugene and Springfield, Oregon, from its owner Scott Bocci. The purchase was made pursuant to an Asset Sale Agreement for a total purchase price of $990,000, with $862,342 cash or credit paid at closing and the remainder payable by a carry-back note in the amount of $127,658, payable to Mr. Bocci's corporation STWE Enterprises, Inc. The Note, by its terms, was "secured by a security interest in certain collateral identified in the Asset Sale Agreement." A security agreement was prepared and a financing statement was filed by the seller with the Oregon Secretary of State. According to the Debtors' uncontroverted statement, the seller allowed the financing statement to lapse prior to the bankruptcy petition date. In any case, both the Debtors and Mr. Bocci are treating the Note as unsecured. As part of the sale, the Klines obtained the trade name Gray's Garden Center, Inc. and Gray's Garden Centers. Other assets acquired as part of the ASA were listed in an exhibit attached to the agreement. Contemporaneously with the ASA, the Debtors entered into lease agreements with HFF Enterprises, LLC, in which Mr. Bocci is the Member Manager, for the real property at both the Springfield and Eugene locations. The Eugene lease is a Lease with First Right of Refusal and contains a cross-default provision referencing the ASA, Note and security agreement, whereby a default in any of those three named agreements would constitute a default under the lease. The Springfield lease is characterized as a Lease Agreement with Option to Purchase and contains the same cross-default provision as the Eugene lease. Neither lease references the other lease. The ASA contains a cross-default provision by which a default on the Note, security agreement, or in either the Springfield or Eugene leases would constitute a default under the ASA. At the time the Debtors filed bankruptcy, the ASA and Note had come due and were in default. Prior to filing bankruptcy, the Debtors dissolved the Gray's Garden Center, Inc. corporation and transferred the assets of the business to themselves as individuals. The Debtors filed a motion under 11 U.S.C. Sec. 3651 to reject the Springfield lease and a subsequently executed lease on property in Cottage Grove and to assume the lease on the Eugene property. Mr. Bocci and STEW Enterprises, Inc. filed an objection and seek a further ruling by the court as to the amount required to bring the Eugene lease current and the amount of rent the Debtors will be required to pay in the future on the assumed lease. Those matters were taken under advisement at the conclusion of the hearing on that and other matters on Jan. 30, 2013. According to Judge Alley, evidence was presented at the hearing that the Debtors are current on their lease obligations. Because the Court has determined that the Eugene and Springfield leases are severable from the obligations under the ASA and the Note, the Court will allow assumption of the Eugene lease. A copy of the Court's Feb. 14, 2013 Memorandum Opinion is available at http://is.gd/qbWs76from Leagle.com. James and Liz Kline filed for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 12-65099) on Nov. 30, 2012. JEFFREY PROSSER: DVI Court Revisits Ruling on Exemptions -------------------------------------------------------- Bankruptcy Judge Judith K. Fitzgerald, sitting in the U.S. Bankruptcy Court, District of Virgin Islands, Bankruptcy Division, revisited her prior ruling on Jeffrey J. Prosser's claims for exemption. James P. Carroll, Chapter 7 Trustee of the Estate of Jeffrey J. Prosser; Stan Springel, Chapter 11 Trustee of the Estates of Innovative Communication Corporation, Emerging Communications, Inc., and Innovative Communication Company, LLC; and Greenlight Capital Qualified, L.P., Greenlight Capital, L.P., and Greenlight Capital Offshore, Ltd., objected to the exemptions Mr. Prosser claimed pursuant to Sec. 522 of the Bankruptcy Code in these properties: (1) real property located at Hermon Hill, Plots 96, 97A, Christiansted, St. Croix, U.S. Virgin Islands; (2) real property located at Estate Shoys, Plot Numbers 4, 4A, 5, 10A, and 10AA, Christiansted, St. Croix, U.S. Virgin Islands; (3) real property known as the Shoys Plot (Anna's Hope Plot) numbers 168, 169, 170, and 171, Christianstead, St. Croix, U.S. Virgin Islands. On Oct. 9, 2009, the Bankruptcy Court issued an Opinion denying Mr. Prosser's claimed exemptions in the real property, along with Mr. Prosser's claimed exemption in an additional piece of real property located at 252 El Bravo Way, Palm Beach, Florida, on the grounds that, under the totality of the circumstances, Mr. Prosser's bad faith conduct throughout his bankruptcy case warranted a blanket denial of his real property exemptions. On appeal, Judge Gomez of the U.S. District Court for the United States Virgin Islands, Division of St. Thomas and St. John, reversed and remanded that portion of the Exemptions Opinion that dealt with real estate in the Virgin Islands, holding that exemptions in real property cannot be denied on the basis of bad faith conduct that is not directly linked to the real property to be exempted. In a Feb. 14, 2013 Memorandum Opinion available at http://is.gd/IRpJJ5from Leagle.com, Judge Fitzgerald ruled that: -- the Debtor cannot exempt his interest in Hermon Hill under Sec. 522(b)(3)(B); -- despite denying an ownership interest in the Shoys Estate, a jury found that Mr. Prosser fraudulently conveyed the funds to his wife with which to make improvements to the property. The Debtor's bad faith conduct relates directly to the claimed exemption in the Shoys Estate under 5 V.I.C. Sec. 478(a) and warrants denying a $30,000 exemption; and -- the Debtor may exempt his entireties interest in Anna's Hope under Sec. 522(b)(3)(B) and that the exemption is not limited by Sec. 522(q) as that section applies only to exemptions claimed under Sec. 522(b)(3)(A). The objection to exemptions as to Anna's Hope is overruled. About Prosser & Innovative Communication Headquartered in St. Thomas, Virgin Islands, Innovative Communication Company, LLC -- http://www.iccvi.com/-- and Emerging Communications, Inc., are diversified telecommunications and media companies operating mainly in the U.S. Virgin Islands. Jeffrey J. Prosser owns Emerging Communications and Innovative Communications. Innovative and Emerging filed for Chapter 11 protection (D.V.I. Case Nos. 06-30007 and 06-30008) on July 31, 2006. When the Debtors filed for protection from their creditors, they estimated assets and debts of more than $100 million. Mr. Prosser and his wife, Dawn Prosser, each claimed an interest in wines, eventually valued at over $2 million, located at a number of locations including 252 El Bravo Way, Palm Beach, Florida; the Shoys Estate, St. Croix, Plots 4, 4A, 5, 10A, and 10AA, Christiansted, St. Croix, U.S. Virgin Islands; 89 Victor Herbert Road, Lake Placid, New York; Park Avenue Liquor Shop, 292 Madison Avenue, New York; Zachy's Wine and Liquor, Inc.; and a storage facility called The Store Room. Mr. Prosser filed for personal chapter 11 protection (D. V.I. Case No. 06-10006) on July 31, 2006. According to The (Virgin Islands) Source, he was fired in October 2007 for failing to make payments into the company pension funds. The case was later converted to Chapter 7 liquidation. James P. Carroll was named Chapter 7 Trustee. Greenlight Capital Qualified, L.P., Greenlight Capital, L.P., and Greenlight Capital Offshore, Ltd. -- which held an $18,780,614 claim against Mr. Prosser -- had filed an involuntary chapter 11 against Innovative Communication, Emerging Communications, and Mr. Prosser on Feb. 10, 2006 (Bankr. D. Del. Case Nos. 06-10133, 06-10134, and 06-10135). Mr. Prosser argued that the Greenlight entities, the former shareholders of Innovative Communications, and Rural Telephone Finance Cooperative, Mr. Prosser's lender, conspired to take down his companies into bankruptcy and collect millions in claims. The U.S. District Court of the Virgin Islands, Bankruptcy Division, approved the U.S. Trustee for Region 21's appointment of Stan Springel of Alvarez & Marsal as Chapter 11 Trustee of Innovative and Emerging Communications. JOLIET CROSSING: Bankruptcy Court Dismisses Chapter 11 Case ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Illinois dismissed the Chapter 11 case of Joliet Crossings 2010, LLC. The Court also directed the Debtor to pay the U.S. Trustee the estimated sum of $650 in payment for the amount owed. Northbrook Bank & Trust Company, an Illinois banking association, sought the dismissal of the case, citing, among other things: 1. The petition was signed by an entity that appears to have no relationship to the Debtor and had no authority to file the bankruptcy case; 2. The Debtor failed to attach evidence that it had corporate authority to file the bankruptcy petition; and 3. The bankruptcy filing was made in bad faith with the sole purpose of delaying Northbrook Bank's exercise of its rights as to that certain non-residential real property. Northbrook Bank is the successor in interest to First Chicago Bank & Trust pursuant to a Purchase and Assumption Agreement between Northbrook Bank and the Federal Deposit Insurance Corporation, as receiver. The Debtor borrowed $15,075,000 from FCBT on May 29, 2008, secured by a single mortgage on certain non-residential real property located at Route 59 and Theodore Street in Joliet, Illinois. The Debtor defaulted on its obligations. About Joliet Crossings Joliet Crossings 2010, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 12-49294) in Chicago on Dec. 17, 2012. Ariel Weissberg, Esq., at Weissberg & Associates, Ltd., serves as counsel. The Debtor scheduled $17 million in assets and $15.9 million in liabilities. JUMP OIL: Taps Mariea Sigmund for Real Estate Issues ---------------------------------------------------- Jump Oil Company, Inc., seeks approval from the Bankruptcy Court to hire Mariea, Sigmund & Browning, LLC and specifically Timothy T. Sigmund, as special counsel to perform specialized legal services, focusing primarily on corporate and real estate issues, as may be appropriate in the context of the Chapter 11 proceeding. Mr. Sigmund and MSB have been primarily responsible for representing Debtor in various ongoing matters and litigation involving third-parties and have special knowledge and expertise with respect to Debtor's interests and positions in said litigation. MSB and Mr. Sigmund have also represented Miltenberger Oil Company, Inc., RPM Investment Company, Inc., Steven and Sondra Miltenberger and Jason Miltenberger; parties related to the Debtor at one time or another. MSB and Mr. Sigmund continue to represent RPM in general business matters, and are currently assisting RPM and the individuals referenced above in a lawsuit in the Northern District of Oklahoma styled Conoco Phillips Company v. Jump Oil Company, et al (Case No. 12-CV-249-JHP-PJC). MSB does not believe its representation in the suit is adverse to Debtor or in conflict with its limited representation of the Debtor in the Chapter 11 proceeding. The hourly rate of shareholder, Timothy T. Sigmund, is $195 per hour. This rate is the same as rates generally charged for services rendered in all matters handled by MSB and are competitive with those charged by other law firms in St. Louis for services comparable to those to be provided by MSB. MSB has received an advance deposit of $20,000, from which $4,043 was expended to reimburse the firm for services by MSB prior to the Petition Date, and the balance of $16,000 is being held in an interest bearing account with Providence Bank, pending subsequent order of the Court. About Jump Oil Company Jump Oil owns 42 parcels of real property throughout the state of Missouri, on which gas and service stations are operated by various third-party lessees pursuant to lease agreements with Debtor. The gas stations are Phillips 66 branded stations, pursuant to a branding and licensing agreement. Jump Oil Company filed a Chapter 11 petition (Bankr. E.D.Mo.) on Feb. 14, 2013, in St. Louis, Missouri to sell its gas stations pursuant to 11 U.S.C. Sec. 363. The Debtor on the petition date filed applications to employ Goldstein & Pressman, P.C. as counsel; HNWC as financial consultants; Matrix Private Equities, Inc. as financial advisor; Mariea Sigmund & Browning, LLC as special counsel; and Wolff & Taylor, PC as accountants. The Debtor's combined indebtedness as of the Petition Date, both secured and unsecured, is $22.5 million. Colonial Pacific Leasing Station is owed $17.9 million secured by a perfected security interest and liens 37 of the gas stations. CRE Venture 2011-1, LLC is owed $716,000 allegedly secured by three of the Debtor's sites. Lindell Bank is owed $347,000 allegedly secured by interest in two of the Debtor's sites. The formal schedules of assets and liabilities are due Feb. 28, 2013. JUMP OIL: Proposes Wolff & Taylor as Accountants ------------------------------------------------ Jump Oil Company, Inc., seeks approval from the Bankruptcy Court to employ Wolff & Taylor as accountants for the limited purposes of conducting an internal audit and preparing its 2012 tax returns. Wolff & Taylor has indicated its willingness to serve as accountants for the Debtor and to receive compensation at its standard billing rates of $300 per hour for Richard E. Wolff, CPA, $225 per hour for Larry E. Wolff, CPA and $175 for Jon Meyer, CPA, for its services rendered and expenses incurred on behalf of the Debtor, in accordance with the provisions of Sections 328 and 330 of the Bankruptcy Code. Wolff & Taylor has not received a prepetition retainer for either fees and/or expenses to be incurred in the Chapter 11 proceedings. Wolff & Taylor has provided services to the Debtor prior to the commencement of the Chapter 11 case, but has been paid for all but $900. The firm waives any right to the $900 outstanding and is not a creditor of the Debtor. About Jump Oil Company Jump Oil owns 42 parcels of real property throughout the state of Missouri, on which gas and service stations are operated by various third-party lessees pursuant to lease agreements with Debtor. The gas stations are Phillips 66 branded stations, pursuant to a branding and licensing agreement. Jump Oil Company filed a Chapter 11 petition (Bankr. E.D.Mo.) on Feb. 14, 2013, in St. Louis, Missouri to sell its gas stations pursuant to 11 U.S.C. Sec. 363. The Debtor on the petition date filed applications to employ Goldstein & Pressman, P.C. as counsel; HNWC as financial consultants; Matrix Private Equities, Inc. as financial advisor; Mariea Sigmund & Browning, LLC as special counsel; and Wolff & Taylor, PC as accountants. The Debtor's combined indebtedness as of the Petition Date, both secured and unsecured, is $22.5 million. Colonial Pacific Leasing Station is owed $17.9 million secured by a perfected security interest and liens 37 of the gas stations. CRE Venture 2011-1, LLC is owed $716,000 allegedly secured by three of the Debtor's sites. Lindell Bank is owed $347,000 allegedly secured by interest in two of the Debtor's sites. The formal schedules of assets and liabilities are due Feb. 28, 2013. KINBASHA GAMING: H. Takahama Owns 11% Equity Stake at Feb. 13 ------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Hideo Takahama disclosed that, as of Feb. 13, 2013, he beneficiall owns 1,351,317 shares of common stock of Kinbasha Gaming International, Inc., representing 11% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/YyDI5j About Kinbasha Gaming Westlake Village, California-based Kinbasha Gaming International, Inc., owns and operates retail gaming centers, commonly called "pachinko parlors," in Japan. These parlors, which resemble Western style casinos, offer customers the opportunity to play the games of chance known as pachinko and pachislo. Pachinko gaming is one of the largest entertainment business segments in Japan. These operations are conducted predominately through Kinbasha's 98% owned Japanese subsidiary, Kinbasha Co. Ltd. ("Kinbasha Japan"). Kinbasha Japan has been in this business since 1954. As of September 30, 2012, the Company operated 21 pachinko parlors, of which 18 were in the Japanese prefecture of Ibaraki, two were in the Tokyo metropolis, and one was in the Chiba prefecture. The Company's balance sheet at Sept. 30, 2012, showed $150.0 million in total assets, $201.9 million in total liabilities, and a stockholders' deficit of $51.9 million. Marcum LLP, in Los Angeles, Calif., expressed substantial doubt about Kinbasha's ability to continue as a going concern following their audit of the Company's financial statements for the fiscal year ended March 31, 2012. The independent auditors noted that the Company has incurred substantial losses, its current liabilities exceeds its current assets and the Company is delinquent on the repayment of its capital lease obligations. KINBASHA GAMING: M. Takahama Holds 62% Equity Stake at Feb. 13 -------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Masatoshi Takahama disclosed that, as of Feb. 13, 2013, he beneficially owns 7,679,513 common shares of Kinbasha Gaming International, Inc., representing 62.6% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/tpaO6o About Kinbasha Gaming Westlake Village, California-based Kinbasha Gaming International, Inc., owns and operates retail gaming centers, commonly called "pachinko parlors," in Japan. These parlors, which resemble Western style casinos, offer customers the opportunity to play the games of chance known as pachinko and pachislo. Pachinko gaming is one of the largest entertainment business segments in Japan. These operations are conducted predominately through Kinbasha's 98% owned Japanese subsidiary, Kinbasha Co. Ltd. ("Kinbasha Japan"). Kinbasha Japan has been in this business since 1954. As of September 30, 2012, the Company operated 21 pachinko parlors, of which 18 were in the Japanese prefecture of Ibaraki, two were in the Tokyo metropolis, and one was in the Chiba prefecture. The Company's balance sheet at Sept. 30, 2012, showed $150.0 million in total assets, $201.9 million in total liabilities, and a stockholders' deficit of $51.9 million. Marcum LLP, in Los Angeles, Calif., expressed substantial doubt about Kinbasha's ability to continue as a going concern following their audit of the Company's financial statements for the fiscal year ended March 31, 2012. The independent auditors noted that the Company has incurred substantial losses, its current liabilities exceeds its current assets and the Company is delinquent on the repayment of its capital lease obligations. LCI HOLDING: Texas DSHS to Have Copies of Ombudsman Reports ----------------------------------------------------------- The Texas Department of State Health Services (DSHS) wants the Bankruptcy Court to add language to order appointing a patient care ombudsman in the Chapter 11 cases of LCI Holdings Company, Inc., et al., to include a provision that requires the Patient Care Ombudsman to provide copies of its periodic written reports regarding the quality of patient care provided to patients of the Debtors upon the agency that regulates the Debtors' facilities in each state where located. The Debtors, in reply to DSHS's motion for reconsideration, tell the Court that they agreed with the proposed additional language to the order. About LifeCare LCI Holding Company, Inc., and its affiliates, doing business as LifeCare Hospitals, operate eight "hospital within hospital" facilities and 19 freestanding facilities in 10 states. The hospitals have about 1,400 beds at facilities in Louisiana, Texas, Pennsylvania, Ohio and Nevada. LifeCare is controlled by Carlyle Group, which holds 93.4 percent of the stock following a $570 million acquisition in August 2005. LCI Holding Company, Inc., and its affiliates, including LifeCare Holdings Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13319) on Dec. 11, 2012, with plans to sell assets to secured lenders. Ken Ziman, Esq., and Felicia Perlman, Esq., at Skadden, Arps, Slate Meagher & Flom LLP, serve as counsel to the Debtors. Rothschild Inc. is the financial advisor. Huron Management Services LLC will provide the Debtors an interim chief financial officer and certain additional personnel; and (ii) designate Stuart Walker as interim chief financial officer. The steering committee of lenders is represented by attorneys at Akin Gump Strauss Hauer & Feld LLP and Blank Rome LLP. The agent under the prepetition and postpetition secured credit facility is represented by Simpson Thacher & Barlett LLP. The Debtors disclosed assets of $422 million and liabilities totaling $575.9 million as of Sept. 30, 2012. As of the bankruptcy filing, total long-term obligations were $482.2 million consisting of, among other things, institutional loans and unsecured subordinated loans. A total of $353.4 million is owing under the prepetition secured credit facility. A total of $128.4 million is owing on senior subordinated notes. LEHMAN BROTHERS: Court OKs Committee Members' Fee Application ------------------------------------------------------------- Judge James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York entered on February 15, 2013, a memorandum decision granting the omnibus application for payment of fees and reimbursement of expenses claimed by individual members of the Official Committee of Unsecured Creditors in In re: LEHMAN BROTHERS HOLDINGS INC., et al., Chapter 11, Debtors, Case No. 08- 13555 (JMP). The issue before the Court is whether to allow the professional fees of members of the Official Committee of Unsecured Creditors, including two indenture trustees, which total $26 million. The United States Trustee for Region 2 challenged the fee request arguing that the payment of the fees and expenses under Section 6.7 of Lehman's confirmed Plan of Reorganization violated the Bankruptcy Code. In his ruling, Judge Peck held that the UST Fee Objection is not well-founded and is overruled. "It is based on the proposition that Section 503(b) standards for allowing administrative expenses necessarily must govern the right of individual members of an official committee to receive reimbursements for their professional expenses. That mixes up the test for being able to assert an administrative expense claim with the right to receive a payment that the Debtors voluntarily have proposed to make under the Plan and that may be authorized in accordance with Section 1129(a)(4)," he said. "A consensual payment offered by a debtor is not the same as and should not be confused with the treatment of a claim made against a debtor," Judge Peck added. "Section 6.7 is an example of such a consensual payment offered to the Applicants in consideration of their extraordinary services in the Lehman cases that contributed to the success of the Plan. Provisions such as this are not standard, but they are permissible. While permissible, payment of professional fees to members of an official committee under a plan is a practice that, in the Court's judgment, should be reserved for those special occasions of exceptional justification comparable to those presented by the Applicants." Judge Peck directed the Applicants to meet and confer with the UST in an effort to resolve any remaining questions as to reasonableness of the fees granted under Section 6.7 of the Plan. Unresolved questions will be submitted to the Court for a determination of reasonableness in accordance with Section 1129(a)(4). A copy of the Bankruptcy Court's February 15, 2013 memorandum decision is available at http://is.gd/LQz5cxfrom Leagle.com. Attorneys for the United States Trustee: Susan Golden, Esq., Tracy Hope Davis, Esq., OFFICE OF THE UNITED STATES TRUSTEE New York, NY Attorneys for Fee Committee: Katherine Stadler, Esq. GODFREY & KAHN, S.C. Madison, WI E-mail: kstadler@gklaw.com Attorneys for Wilmington Trust Company: Michael B. Hopkins, Esq. COVINGTON & BURLING LLP New York, NY E-mail: mhopkins@cov.com Attorneys for U.S. Bank National Association: Richard Hiersteiner, Esq. Jeanne P. Darcey, Esq. SULLIVAN & WORCESTER LLP Boston, MA E-mail: rhiersteiner@sandw.com jdarcey@sandw.com Attorneys for Bank of New York Mellon: Russell L. Reid, Jr., Esq. SHEPPARD MULLIN RICHTER & HAMPTON LLP London, England E-mail: rreid@sheppardmullin.com - and - Michael Ahrens, Esq. San Francisco, CA, E-mail: mahrens@sheppardmullin.com Attorneys for Elliott Management Corp.: Matthew J. Gold, Esq. KLEINBERG, KAPLAN, WOLFF & COHEN, P.C. New York, NY E-mail: mgold@kkwc.com 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. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LIBERATOR INC: Reports $103,700 Net Income in Dec. 31 Quarter ------------------------------------------------------------- Liberator, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $103,707 on $3.98 million of net sales for the three months ended Dec. 31, 2012, as compared with net income of $39,959 on $4.29 million of net sales for the same period during the prior year. For the six months ended Dec. 31, 2012, the Company reported net income of $110,184 on $7.19 million of net sales, as compared with a net loss of $132,986 on $7.24 million of net sales for the same period a year ago. The Company's balance sheet at Dec. 31, 2012, showed $3.78 million in total assets, $4.98 million in total liabilities and a $1.19 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/KyYAF4 Atlanta, Georgia-based Liberator is a vertically integrated manufacturer that designs, develops and markets products and accessories that enhance intimacy. Liberator is also a nationally recognized brand trademark, brand category and a patented line of products commonly referred to as sexual positioning shapes and sex furniture. The Company reported a net loss of $782,417 fiscal 2012, compared with a net loss of $801,252 in fiscal 2011. Webb & Company, P.A., in Boynton Beach, Fla., expressed substantial doubt about Liberator's ability to continue as a going concern following the fiscal 2012 financial results. The independent auditors noted that the Company has a net loss of $782,417, a working capital deficiency of $1.6 million, an accumulated deficit of $7.8 million, and negative cash flow from continuing operations of $464,800. LIBERTY HARBOR: Wants Plan Filing Period Extended to April 22 ------------------------------------------------------------- Liberty Harbor Holding, LLC, et al., ask the Bankruptcy Court to further extend the Debtors' exclusive period for filing a plan of reorganization through April 22, 2013, and the Debtors' exclusive period in which to obtain confirmation for a plan of reorganization through June 7, 2013. According to papers filed with the Court, the Debtors say that they have reached agreements with most of the major constituents in their Chapter 11 cases, but it is unlikely that the preparation of a plan and disclosure statement will be completed by Feb. 21, 2013, the expiry date of the Debtors' current exclusivity period. About Liberty Harbor Jersey City, New Jersey-based Liberty Harbor Holding, LLC, along with two affiliates, sought Chapter 11 protection (Banrk. D.N.J. Lead Case No. 12-19958) in Newark on April 17, 2012. Each of the Debtors is solely owned by Peter Mocco. Liberty, as of April 16, 2012, had total assets of $350.08 million, comprising of $350 million of land, $75,000 in accounts receivable and $458 cash. The Debtor says that it has $3.62 million of debt, consisting of accounts payable of $73,500 and unsecured non-priority claims of $3,540,000. The Debtor's real property consists of Block 60, Jersey City, NJ 100% ownership Lots 60, 70, 69.26, 61, 62, 63, 64, 65, 25H, 26A, 26B, 27B, 27D. Affiliates that filed separate petitions are: Liberty Harbor II Urban Renewal Co., LLC (Case No. 12-19961) and Liberty Harbor North, Inc. (Case No. 12-19964). The three cases are administratively consolidated. Judge Novalyn L. Winfield presides over the case. Wasserman, Jurista & Stolz, P.C. srves as insolvency counsel and Scarpone & Vargo as special litigation counsel. The petition was signed by Peter Mocco, managing member. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed three creditors to the Official Committee of Unsecured Creditors in the Chapter 11 cases of the Debtor. LIBERTY MEDICAL: Proposes Epiq as Claims and Noticing Agent ----------------------------------------------------------- ATLS Acquisition, LLC, et al., entities that own the Liberty Medical diabetics supply business seek approval from the bankruptcy court to employ Epiq Bankruptcy Solutions, LLC, as claims and noticing agent, nunc pro tunc to their Petition Date. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that there will be 3,000 entities to be noticed. In view of the number of anticipated claimants and the complexity of the Debtors' businesses, the Debtors submit that the appointment of a claims and noticing agent is both necessary and in the best interests of both the Debtors' estates and their creditors. Prior to the selection of Epiq, the Debtors reviewed and competitively compared engagement proposals from three court- approved claims and noticing agents, including Epiq, to ensure selection through a competitive process. As claims agent, Epiq will charge the Debtor at rates comparable to those charged by other providers of similar services: Position Hourly Rate -------- ----------- Clerical $30 to $45 Case Manager $60 to $95 IT/ Programming $70 to $135 Senior Case Manager / Consultant $100 to $140 Senior Consultant $160 to $195 For its noticing services, Epiq will charge $50 per 1,000 e-mails, and $0.10 per page for facsimile noticing. For database maintenance, the firm will charge $0.10 per record per month, with fees for the first three months waived. Epiq can be reached at: EPIQ BANKRUPTCY SOLUTIONS, LLC 757 Third Avenue, Third Floor New York, NY 10017 Atthn: Lorenzo Mendizabal About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors filed applications to employ Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent for the Clerk of the Bankruptcy Court. LIBERTY MEDICAL: Proposes Epiq as Administrative Advisor -------------------------------------------------------- ATLS Acquisition, LLC, et al., entities that own the Liberty Medical diabetics supply business seek approval to employ Epiq Bankruptcy Solutions, LLC, as administrative advisor, nunc pro tunc to their Petition Date. The Debtors said that the size, complexity of business and their relatively small workforce make it necessary to retain Epiq to provide administrative services. As administrative advisor, Epiq will, among other things, assist the Debtors with the solicitation and balloting of votes in connection with a Chapter 11 plan. For the solicitation and tabulation services, Epiq will charge $290 per hour for work performed by the executive vice president, and $250 per hour for work performed by the vice president and director of solicitation. About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors filed applications to employ Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent for the Clerk of the Bankruptcy Court. LIBERTY MEDICAL: Taps Greenberg Traurig as Counsel -------------------------------------------------- ATLS Acquisition, LLC, et al., entities that own the Liberty Medical diabetics supply business seek approval from the bankruptcy court to employ the law firm of Greenberg Traurig, LLP as counsel to the Debtors, nunc pro tunc as of their Petition Date. Greenberg Traurig has become intimately familiar with the Debtors' business and operations and many of the legal issues that may arise in the context of these Chapter 11 Cases while acting as the Debtors' corporate and restructuring counsel prior to the Petition Date. Greenberg Traurig has advised the Debtors that the current hourly rates applicable to the principal attorneys and paralegals proposed to represent the Debtors are: Professional Hourly Rate ------------ ----------- Nancy A. Mitchell $955 Paul J. Keenan $630 Dennis A. Meloro $570 Matthew L. Hinker $515 Paul T. Martin $470 Doreen Cusumano (Senior Paralegal) $320 Elizabeth Thomas (Paralegal) $260 Other attorneys and paralegals will render services to the Debtors as needed. Generally, Greenberg Traurig's hourly rates are in the following ranges: Professional Hourly Rate ------------ ----------- Shareholders $350 to $1,145 Of Counsel $265 to $1,050 Associates $130 to $725 Legal Assistants/Paralegals $65 to $335 Because Greenberg Traurig is a large firm with an international practice, Greenberg Traurig may currently represent, or may have in the past represented, certain creditors of the Debtors' estates or other parties-in-interest in matters unrelated to the Debtors. None of Greenberg Traurig's representations of any of the parties- in-interest in the Chapter 11 cases accounted for more than 2% of Greenberg Traurig's aggregate revenues during fiscal year 2011 or 2012 to date. To the best of the Debtors' knowledge, the firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors filed applications to employ Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent for the Clerk of the Bankruptcy Court. MCCLATCHY CO: BlueMountain Hikes Equity Stake to 7.6% at Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlueMountain Capital Management, LLC, disclosed that, as of Dec. 31, 2012, it beneficially owns 4,614,538 Class A common stock of The McClatchy Company representing 7.6% of the shares outstanding. BlueMountain previously reported beneficial ownership of 4,047,968 Class A shares as of Dec. 31, 2011. A copy of the amended filing is available for free at http://is.gd/T3HzRK About The McClatchy Company Sacramento, Calif.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is the third largest newspaper company in the United States, publishing 30 daily newspapers, 43 non-dailies, and direct marketing and direct mail operations. McClatchy also operates leading local Web sites in each of its markets which extend its audience reach. The Web sites offer users comprehensive news and information, advertising, e-commerce and other services. Together with its newspapers and direct marketing products, these interactive operations make McClatchy the leading local media company in each of its premium high growth markets. McClatchy-owned newspapers include The Miami Herald, The Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City Star, The Charlotte Observer, and The News & Observer (Raleigh). The Company's balance sheet at Sept. 23, 2012, showed $2.88 billion in total assets, $2.67 billion in total liabilities, and $210.29 million in stockholders' equity. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. McClatchy Co. carries a 'B-' Corporate Credit Rating from Standard & Poor's Ratings Services. MCSI INC: 6th Circ. Says CEO Needs More Than 7 Days in Prison ------------------------------------------------------------- Jonathan Stempel, writing for Reuters, reported that a former chief executive who pleaded guilty to wrongdoing in a scheme that ultimately helped drive his company into bankruptcy could have been sent to prison for 10 years. The trial judge thought seven days was fair but a federal appeals court said Friday it was not long enough. Reuters related that the 6th U.S. Circuit Court of Appeals said Michael Peppel, the former chief executive of the audio-visual technology company MCSi Inc, must be resentenced for his 2010 guilty plea to charges of conspiracy to commit fraud, false certification of a financial report, and money laundering. Reuters further related that the appeals court said U.S. District Judge Sandra Beckwith in Cincinnati abused her discretion in sentencing Peppel to an "unreasonably low" week behind bars based almost solely on her belief that the defendant was "a remarkably good man." Prosecutors had charged Peppel in December 2006 over an alleged fraud they said had begun six years earlier, amid financial difficulties at his publicly traded, Dayton, Ohio-based company, Reuters said. Peppel was accused of working with his chief financial officer to inflate results through sham transactions with a firm called Mercatum Ltd, and companies such as FedEx Corp that were not implicated in wrongdoing. Prosecutors said he also sold $6.8 million of MCSi stock during this time. By the end of 2003, MSCI was bankrupt, and a reported 1,300 people had lost their jobs. The case is U.S. v. Peppel, 6th U.S. Circuit Court of Appeals, No. 11-4327. About MCSi Headquartered in Dayton, Ohio, MCSi, Inc., was a leading provider of state-of-the-art presentation, broadcast and supporting network technologies for businesses, churches, government agencies and educational institutions. The Company, along with its affiliates, filed for chapter 11 protection on June 3, 2003, (Bankr. D. Maryland Case No. 03-80169). On Feb. 23, 2004, the Bankruptcy Court allowed the Debtors to wind-down their operations and liquidate their assets. Aryeh E. Stein, Esq., Paul Nussbaum, Esq., Martin T. Fletcher, Esq., and Dennis J. Shaffer, Esq., at Whiteford, Taylor & Preston LLP represent the Debtors in their bankruptcy cases. When the Debtors filed for protection from its creditors, they reported assets of $181,058,000 and liabilities totaling $155,590,000. MID AMERICA BRICK: Has DIP Financing from ACP Consortium -------------------------------------------------------- Greta Weiderman, writing for St. Louis Business Journal, reported that Mid America Brick & Structural Clay Products LLC filed for chapter 11 bankruptcy, blaming depression of the U.S. housing market and over-capacity in the brick industry. According to the report, Mid America Brick intends to reorganize and has obtained debtor-in-possession financing from a consortium led by an affiliate of Advantage Capital Partners, a St. Louis venture capital and small business finance firm, Mid America officials said in a statement. The company intends to honor all obligations to its suppliers, officials said. According to the Business Journal, led by CEO Frank Cordie, Mid America Brick is seeking a partner as part of an asset purchase transaction or a recapitalization of the company. The Business Journal said Mid America Brick's production facility was dormant in December and January. It is in the process of resuming production and plans to return to full employment levels by the end of February, officials said. Mid America Brick used funding from Advantage Capital, Rand Capital, Environmental Liability Transfer and other investors to buy, revamp and operate the former A.P. Green brick factory, the report said. Mid America Brick was founded in 2010 and began producing brick in summer 2011. Advantage Capital Partners provided $9.75 million of the $21.9 million total project financing needed to re-open the plant. Mid America Brick also obtained funding from Neighborhood Improvement District bonds, a Missouri Department of Economic Development loan, Brownfield tax credits, a Community Development Block Grant and other incentives. Mid America Brick & Structural Clay Products, LLC, filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 13-20029) on Feb. 15, 2013. Bonnie L. Clair, Esq., Brian James LaFlamme, Esq., and David A. Sosne, Esq., at Summers Compton Wells PC, serve as counsel to the Debtor. The Debtor estimated assets and debts in excess of $1 million. The largest creditors are Community South Bank, owed $3 million; the city of Mexico, Mo., owed $1.4 million; and the Missouri Department of Economic Development, owed $1 million. MIKE TYSON: 2nd Cir. Keeps Ruling on Straight-Out Promotions Claim ------------------------------------------------------------------ Straight-Out Promotions LLC and Chris Webb, so-called Kentucky Defendants, failed to advance at the Court of Appeals level on their appeal from a judgment of the United States District Court for the Southern District of New York (Cote, J.), affirming the decision of the U.S. Bankruptcy Judge (Gropper, J.) who oversees boxer Michael G. Tyson's Chapter 11 case, which denied their cross-claims against Frank Warren and Edward Simons. The U.S. Court of Appeals for the Second Circuit affirmed the lower court decisions. Frank Warren and Edward Simons, as UK Defendants, are related to a British shell company, Brearly, that contracted with the Kentucky Defendants to sell foreign rights to a prizefight between Mr. Tyson and an English boxer, Danny Williams. Brearly's guarantee on the foreign rights was dishonored; Mr. Tyson's estate in bankruptcy sued all of the defendants in the Bankruptcy Court of the U.S. District Court for the Southern District of New York, and the Kentucky Defendants cross-claimed against the UK Defendants, relying chiefly on a default judgment that they had obtained against Brearly of more than $4 million. The appellate case is, R. TODD NEILSON, PLAN ADMINISTRATOR OF THE MGT CHAPTER 11 LIQUIDATING TRUST, on behalf of the MGT CHAPTER 11 LIQUIDATING TRUST and on behalf of MICHAEL G. TYSON, an Individual, Plaintiff, v. STRAIGHT-OUT PROMOTIONS, LLC, and CHRIS WEBB, an Individual, Defendants-Cross-Claimants-Appellants, v. FRANK WARREN, EDWARD SIMONS, Defendants-Cross-Defendants- Appellees, No. 12-936 (2nd Cir.). A copy of the Appeals Court's Feb. 15 Summary Order is available at http://is.gd/7fmNsPfrom Leagle.com. The Appeals Court panel consists of Dennis Jacobs, Chief Judge, Amalya L. Kearse, and Susan L. Carney, Circuit Judges. J. Bruce Miller, Esq. -- jbm@jbmlg.com -- at J. Bruce Miller Law Group, in Louisville, Kentucky, argues for Straight-Out Promotions LLC and Chris Webb. Howard Karasik, Esq., at Sherman, Citron & Karasik, in New York, NY., represents Frank Warren. Professional boxer and former world heavyweight champion Michael G. Tyson sought protection under Chapter 11 (Bankr. S.D.N.Y. Case No. 03-41900) on Aug. 1, 2003, along with Mike Tyson Enterprises, Inc. (Bankr. S.D.N.Y. Case No. 03-41901). Robert Joel Feinstein, Esq., Alan J. Kornfeld, Esq., and Beth E. Levine, Esq., Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C., represent Mr. Tyson and the MGT Chapter 11 Liquidating Trust established under the terms of his Chapter 11 plan dated June 24, 2004. The Trust, for which R. Todd Neilson serves as the Plan Administrator, has the authority to collect proceeds from a series of post-confirmation bouts Mr. Tyson agreed to hold and to prosecute causes of action on behalf of Tyson's estate. MOMENTIVE SPECIALTY: Closes Tender Offer & Consent Solicitation --------------------------------------------------------------- Momentive Specialty Chemicals Inc., on Feb. 14, 2013, completed its previously announced tender offer and consent solicitation to purchase for cash any and all of the outstanding Notes. The Tender Offer expired at 12:00 midnight, New York City time, on Feb. 13, 2013. The Company received tenders from the holders of $89,000,000 aggregate principal amount, or approximately 74.37% of the outstanding amount, of the Notes by the expiration of the consent and early tender payment deadline, Jan. 30, 2013, at 5:00 p.m., New York City time. On Jan. 31, 2013, the Company accepted for early payment, and paid for, the Notes tendered prior to the Early Tender Time. No additional Notes were tendered from the Early Tender Time to the Expiration Time. Momentive Specialty used a portion of the net proceeds of the issuance of the $1,100,000,000 aggregate principal amount of First-Priority Senior Secured Notes due 2020 of Hexion U.S. Finance Corp., the Company's wholly-owned subsidiary, that had been irrevocably deposited with Wilmington Trust Company, as trustee for the Second-Priority Senior Secured Floating Rate Notes due 2014 of Hexion U.S. and Hexion Nova Scotia Finance, ULC, to satisfy and to discharge the obligations of the Issuers under the indenture, dated as of Nov. 3, 2006. The Company previously caused a letter of notice of redemption to be made to redeem all of the outstanding Notes on March 2, 2013, at a redemption price equal to 100.00% plus accrued and unpaid interest to the redemption date. About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. Momentive Specialty reported net income of $118 million on $5.20 billion of net sales in 2011, compared with net income of $214 million on $4.59 billion of net sales in 2010. The Company's balance sheet at Sept. 30, 2012, showed $3.44 billion in total assets, $4.60 billion in total liabilities and a $1.16 billion total deficit. * * * Momentive Specialty carries a 'B-' issuer credit rating from Standard & Poor's Ratings Services. It has 'B3' corporate family and probability of default ratings from Moody's Investors Service. As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors Service assigned a 'Caa1' rating to the guaranteed senior secured second lien notes due 2020 of Momentive Specialty (formerly known as Hexion Specialty Chemicals Inc.). Proceeds from the notes were allocated for the repayment of $533 million of guaranteed senior secured second lien notes due 2014. "With this refinancing Hexion will have refinanced or extended the maturities on the vast majority of the debt that was originally slated to mature prior to 2015. There is less than $600 million of this debt remaining, which should be much easier to for the company to refinance as its credit metrics improve further," stated John Rogers, Senior Vice President at Moody's. MSR RESORT: Lender Consents to Cash Collateral Use Until Feb. 28 ---------------------------------------------------------------- The U.S. Bankruptcy Court Southern District of New York signed a stipulation and order further extending MSR Resort Golf Course LLC, et al.'s access to cash collateral under final order authorizing the use the prepetition secured parties' cash collateral of prepetition secured parties. Under the stipulation, -- Midland Loan Services, Inc. consents to the use cash collateral until Feb. 28, 2013; -- the Debtors' obligations will continue to apply with equal force in connection with all postpetition financing previously obtained by the Debtors and with any further postpetition financing, provided however, that the calendar maturity date will be Feb. 28, 2013; and -- Midland agrees to the temporary waiver and forbearance; provided, however, that nothing herein will operate as a waiver or forbearance of any of Midland's other rights under the cash collateral order. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owned a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. The Official Committee of Unsecured Creditors is represented by Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, in New York. MSR RESORT: DIP Loan Maturity Date Extended Until Feb. 28 --------------------------------------------------------- The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York signed a stipulation extending the maturity date of MSR Resort Golf Course LLC, et al.'s debtor-in- possession financing facility. The stipulation signed with the DIP lenders provides for an extension of the maturity date through a seventh amendment to the DIP credit agreement. A copy of the Seventh DIP Amendment is available for free at: http://bankrupt.com/misc/MSRRESORT_dip-ext_stipulation.pdf About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owned a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. The Official Committee of Unsecured Creditors is represented by Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, in New York. NAVISTAR INTERNATIONAL: Amends Pooling and Servicing Agreement -------------------------------------------------------------- Navistar Financial Securities Corporation, Navistar Financial Corporation and Navistar Financial Dealer Note Master Owner Trust II entered into Amendment No. 1 to the Pooling and Servicing Agreement. On Feb. 13, 2013, the Issuing Entity and Citibank, N.A., as indenture trustee entered into Amendment No. 1 to Indenture. The PSA Amendment and the Indenture Amendment, among other things, amend certain provisions of the Pooling and Servicing Agreement, dated as of Nov. 2, 2011. On Feb. 14, 2013, the Issuing Entity issued a series of notes designated the Floating Rate Asset Backed Notes, Series 2013-1. The Series 2013-1 Notes include four classes of Notes: the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes. The principal characteristics of the Series 2013-1 Notes are as follows: Number of classes within Series 2013-1 Notes: Four Initial Class A Notes Outstanding Principal Amount: $169,060,000 Initial Class B Notes Outstanding Principal Amount: $10,500,000 Initial Class C Notes Outstanding Principal Amount: $9,390,000 Initial Class D Notes Outstanding Principal Amount: $11,050,000 Initial Total Series 2013-1 Notes Outstanding Principal Amount: $200,000,000 Class A Note Rate: 1-month LIBOR + 0.67% Class B Note Rate: 1-month LIBOR + 1.00% Class C Note Rate: 1-month LIBOR + 1.50% Class D Note Rate: 1-month LIBOR + 2.25% Closing Date: February 14, 2013 Expected Principal Distribution Date: January 26, 2015 Legal Final Maturity Date: January 25, 2018 Ordinary means of principal repayment: Accumulation Period Accumulation Period Commencement Date: A date within nine months prior to the Expected Principal Distribution Date, as determined by the Servicer Primary source of credit enhancement for Class A Notes: Subordination of Class B Notes, the Class C Notes and Class D Notes, Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account Primary source of credit enhancement for Class B Certificates: Subordination of Class C Notes and the Class D Notes and Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account Primary source of credit enhancement for Class C Certificates: Subordination of Class D Notes and Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account Primary source of credit enhancement for Class D Certificates: Overcollateralization represented by the Issuing Entity Certificate issued to the Depositor and a spread account Series 2013-1 Overcollateralization Percentage: 9.50% divided by 1.00 minus 9.50% Series 2013-1 Target Overcollateralization Amount: the product of the Series 2013-1 Overcollateralization Percentage and the Series 2013-1 Nominal Liquidation Amount Servicing Fee Percentage: 1.0% A copy of the Amendment to the Pooling Agreement is available at: http://is.gd/g9RpZm A copy of the Amendment to Indenture is available for free at: http://is.gd/Xn51MP A copy of the Indenture Supplement is available for fee at: http://is.gd/oEJCP1 About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar incurred a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012, compared with net income attributable to the Company of $1.72 billion during the prior year. The Company's balance sheet at Oct. 31, 2012, showed $9.10 billion in total assets, $12.36 billion in total liabilities and a $3.26 billion total stockholders' deficit. * * * In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service lowered Navistar International Corporation's Corporate Family Rating (CFR), Probability of Default Rating (PDR), and senior note rating to B2 from B1. The downgrade of Navistar's ratings reflects the significant challenges the company will face during the next eighteen months in re-establishing the profitability and competitiveness of its US and Canadian truck operations in light of the failure to achieve EPA certification of its EGR emissions technology, the significant reductions in military revenues and substantially higher engine warranty reserves. As reported by the TCR on June 13, 2012, Standard & Poor's Ratings Services lowered its ratings on Navistar International Corp., including the corporate credit rating to 'B+', from 'BB-'. "The downgrade and CreditWatch placement reflect the company's operational and financial setbacks in recent months," said Standard & Poor's credit analyst Sol Samson. As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NECH LLC: Hires KG Law as Bankruptcy Counsel -------------------------------------------- NECH, LLC, seeks permission from the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, to employ Vakhe Khodzhayan, Esq., and KG Law as general bankruptcy counsel, to be paid on a retainer of $3,500 plus the filing of $1,089 paid by the Debtor prior to bankruptcy. Mr. Khodzhayan assures the Court that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor's and its estates. About NECH LLC Baldwin Park, California-based NECH, LLC, filed its Chapter 11 petition on Aug. 12, 2012, in the U.S. Bankruptcy Court Central District of California (Los Angeles), with Case No. 12-39607, under Judge Richard M. Neiter. NECH disclosed $9,836,584 in assets and $286,628,147 in liabilities. Bank of America, N.A., which holds a $283,790,245 claim, is the largest unsecured creditor. OMTRON USA: Court Okays Upshot Services as Claims Agent ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has authorized Omtron USA LLC to employ Upshot Services LLC as its claims and noticing agent to prepare and serve required notices and documents in the case under the Bankruptcy Code and Federal Rules of Bankruptcy Procedure. The Debtor paid Upshot Services a $5,000 retainer fee before it filed for bankruptcy. About Omtron USA Omtron USA bought poultry producer Townsends Inc. out of bankruptcy in 2011, shut down operations in later that year, and filed its own Chapter 11 petition (Bankr. D. Del. Case No. 12- 13076) on Nov. 9, 2012, in Delaware. John H. Strock, III, Esq., at Fox Rothschild LLP, in Wilmington, Delaware, serves as counsel to the Debtor. The Debtor listed $40,633,406 in assets and $4,518,756 and liabilities. Omtron paid $24.9 million in February 2011 for the North Carolina operations belonging to Townsends Inc. OMTRON USA: Committee Retains Lowenstein Sandler as Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has authorized the Official Committee of Unsecured Creditors of Omtron USA, LLC, to retain Lowenstein Sandler PC as counsel, effective as of Nov. 29, 2012. Lowenstein Sandler will, among other things, assist the Committee in negotiating favorable terms for unsecured creditors with respect to any proposed asset purchase agreement for the sale of some or all of the Debtor's assets, at these hourly rates: Partners $475-$945 Senior Counsel and Counsel $385-$685 Associates $260-$495 Paralegals and Assistants $155-$260 To the best of the Committee's knowledge, Lowenstein Sandler is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Omtron USA Omtron USA bought poultry producer Townsends Inc. out of bankruptcy in 2011, shut down operations in later that year, and filed its own Chapter 11 petition (Bankr. D. Del. Case No. 12- 13076) on Nov. 9, 2012, in Delaware. John H. Strock, III, Esq., at Fox Rothschild LLP, in Wilmington, Delaware, serves as counsel to the Debtor. The Debtor listed $40,633,406 in assets and $4,518,756 and liabilities. Omtron paid $24.9 million in February 2011 for the North Carolina operations belonging to Townsends Inc. OMTRON USA: Court Okays Duff & Phelps as Investment Banker ---------------------------------------------------------- Omtron USA, LLC, sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Duff & Phelps Securities, LLC, as investment banker to the Debtor, nunc pro tunc to Nov. 21, 2012. Duff & Phelps will, among other things: (a) contact potential purchasers to solicit their interest in the possible sale of the company and providing them with the Confidential Information Memorandum under a confidential disclosure agreement which was approved by the Debtor; (b) exert efforts to procure a potential purchaser at the earliest, reasonably practical date who is ready, willing and able to consummate a sale on terms satisfactory to the Debtor; (c) participate in due diligence visits, meetings and consultations between the Debtor and seriously interested potential purchasers and coordinating distribution of all information related to the transaction with the parties; (d) organize and execute a negotiating process with the objective of obtaining the best price and terms for the transaction; and (e) assist the Debtor with evaluating offers, indications of interests, negotiating agreements and definitive contracts. Duff & Phelps will be entitled to receive as compensation for its investment banking services: (a) consulting fee of $40,000 paid in cash by the Debtor's parent company upon execution of the engagement letter. The Consulting Fee has covered the costs of researching prospective potential purchasers, the preparation of the Confidential Information Memorandum and the initial due diligence phase of D&P's engagement; (b) nonrefundable Transaction Fee equal to 4% of the aggregate consideration involved in the transaction payable in cash at the time of the closing of the transaction, if a transaction occurs either: (i) during the term of Duff & Phelps' employment or (ii) at any time during the 12 month period following the effective date of termination of Duff & Phelps' employment under the engagement letter; (c) reimbursement, from time-to-time, for reasonable out-of-pocket and incidental expenses as documented for travel, meals, lodging, computer & research charges, virtual dataroom set-up & maintenance, reasonable attorney fees (including the review of engagement documentation and similar pleadings by outside counsel, if necessary) and other miscellaneous expenses incurred during the term, and in furtherance, of Duff & Phelps' employment. As a courtesy to the Debtor and in furtherance of its desire to see a successful sale, Duff & Phelps has agreed to accrue its expenses and seek reimbursement upon the closing of a transaction. To the best of the Debtor's knowledge, Duff & Phellps is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Omtron USA Omtron USA bought poultry producer Townsends Inc. out of bankruptcy in 2011, shut down operations in later that year, and filed its own Chapter 11 petition (Bankr. D. Del. Case No. 12- 13076) on Nov. 9, 2012, in Delaware. John H. Strock, III, Esq., at Fox Rothschild LLP, in Wilmington, Delaware, serves as counsel to the Debtor. The Debtor listed $40,633,406 in assets and $4,518,756 and liabilities. Omtron paid $24.9 million in February 2011 for the North Carolina operations belonging to Townsends Inc. OVERSEAS SHIPHOLDING: Sells Three Ships, Seeks Exclusivity ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Overseas Shipholding Group Inc. intends to sell three vessels in March and is asking for an extension until Aug. 2 of the exclusive right to propose a Chapter 11 reorganization plan. According to the report, OSG has three tankers of older vintages that it no longer uses. If the bankruptcy judge in Delaware agrees at a March 5 hearing, prospective buyers must submit offers by March 21. There will be an April 25 hearing for approval of sale. OSG doesn't intend to hold an auction. It will negotiate with buyers after bids are received. The company said there is a limited universe of buyers with operational expertise and requisite financial capacity to buy large tankers. There will be a March 5 hearing for approval of sale procedures. At the same hearing, OSG will request an expansion of so-called exclusivity. The $300 million in 8.125 percent senior unsecured notes due 2018 traded at 2:07 p.m. on Feb. 15 for 37.7 cents on the dollar, according to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. About Overseas Shipholding Overseas Shipholding Group, Inc., headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. Cleary Gottlieb Steen & Hamilton LLP serves as OSG's Chapter 11 counsel, while Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. PARAGON SHIPPING: Completes Debt Restructuring ---------------------------------------------- Paragon Shipping Inc. on Feb. 19 disclosed that on February 8, 2013, the Company completed its debt restructuring by finalizing the documentation for amendments to the loan agreements with each of its lenders and successfully fulfilling all conditions precedent to these amendments. The Company had previously announced its entry into supplemental agreements with several of its lenders. In January 2013, the Company signed supplemental agreements with HSH Nordbank AG and Nordea Bank Finland Plc, and in February 2013, it finalized the documentation with Commerzbank AG, which completed its debt restructuring. On December 24, 2012, the Company raised $10.0 million though the private placement of 4,901,961 shares of the Company's common stock to Mr. Michael Bodouroglou, the Company's Chairman and Chief Executive Officer, in fulfillment of a condition to its debt restructuring. Under the terms of the private placement, the Company was granted a right to repurchase the shares issued in the private placement, which has now been expired upon the execution of definitive documentation of its debt restructuring. As part of the Company's debt restructuring program, it obtained waivers and agreed to the relaxation of several financial and security coverage ratio covenants, the deferral of a portion of its scheduled quarterly installments and, in the case of its loan agreements with Bank of Ireland and The Bank of Scotland Plc, the extension of the loan agreements to the second quarter of 2017 and to the third quarter of 2015, respectively. In addition, in respect to the loan agreement with The Bank of Scotland Plc, we agreed to a payment of $2.8 million for the full and final settlement of $4.7 million in debt, representing the portion of the loan of one of the syndicate members. This advance payment of $2.8 million was made on December 10, 2012, resulting in a gain from debt extinguishment of $1.9 million that was recorded in the fourth quarter of 2012. Furthermore, the Company extended the availability period of the syndicate facility led by Nordea Bank Finland Plc for nine months, securing the financing of our last Handysize newbuilding drybulk vessel (Hull no. 625) that is expected to be delivered in the fourth quarter of 2013. Overall, by successfully completing its debt restructuring program, the Company reduced its debt repayment requirements for 2013 and 2014 by $44.4 million and $6.9 million, respectively. The disclosure was made in Paragon's earnings release for the year ended Dec. 31, 2012, a copy of which is available for free at http://is.gd/HA1uog Paragon Shipping -- http://www.paragonship.com/-- is a Marshall Islands-based international shipping company with executive offices in Athens, Greece, specializing in the transportation of drybulk cargoes. The Company's current fleet consists of twelve drybulk vessels with a total carrying capacity of 779,270 dwt. In addition, the Company's current newbuilding program consists of two Handysize drybulk carriers that are scheduled to be delivered in 2013 and two 4,800 TEU containerships that are scheduled to be delivered in 2014. PASQUINELLI HOMEBUILDING: Trustee Gets OK to Retain Consultant -------------------------------------------------------------- Trustee Alex D. Moglia obtained court approval to file under seal an application to retain a litigation consultant and that consultant's fee applications in In re: Pasquinelli Homebuilding, LLC. et al., Chapter 7 Debtor, Case No. 11 B 14829, Jointly Administered. The request was made to protect the Trustee's litigation strategy involving his investigation of claims against the Debtor's former principals and third parties. He asserts that disclosure of the consultant's name, the terms of the engagement in connection with possible litigation and the details of the consultant's work could reveal confidential and sensitive information regarding the litigation strategy that he and his counsel will employ in the litigation. In a memorandum opinion dated February 14, 2012, Judge Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois held that she will grant the motion for two reasons: to protect the Trustee's litigation efforts and to level the playing field as the prospective defendants can protect from nondisclosure similar efforts to consult with experts who may be employed only for trial preparation. The Motion will be granted in a separate order, Judge Cox added. A copy of the Bankruptcy Court's February 14, 2013 memorandum opinion is available at http://is.gd/35AYTqfrom Leagle.com. PATRIOT COAL: UMMW Wants Discovery on Debtor Bid for Bonuses ------------------------------------------------------------ The United Mine Workers of America 1974 Pension Trust and the United Mine Workers of America 1993 Benefit Plan ask the Bankruptcy Court to enter a scheduling order providing a reasonable period for parties-in-interest to conduct discovery, setting a deadline for filing responses to the AIP/CERP Motion and for hearing on the AIP/CERP Motion. The UMWA Plans say that the Debtors' proposed compressed schedule leaves no time to conduct meaningful discovery, which the UMWA Plans need in order to determine their position as to both (i) the statutory thresholds applicable to the proposed compensation olans under the Bankruptcy Code and (ii) whether or not the AIP/CERP Motion demonstrates that the proposed compensation plans have satisfied those statutory burdens. According to papers filed with the Court, in this District, motions of this kind must be filed on 21 days' notice, but instead the Debtors filed the AIP/CERP Motion late in the evening on February 12, set an objection deadline of February 19, and noticed the AIP/CERP Motion for hearing on February 26. As reported in the TCR on Feb. 14, 2013, the Debtors are seeking approval of a Chapter 11 incentive and a critical employee retention plan. Some 225 employees, who comprise approximately 5% of the Debtors' workforce, are eligible to participate in the 2013 annual incentive plan, the cost of which would total at most $875,000 for each six-month performance period. On the other hand, the critical employee retention plan will benefit 119 of the Debtors' non-insider employees, which comprise less than 3% of the Debtors' workforce. The maximum cost of the CERP totals approximately $5.2 million. 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 U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. PAWNSHOP MANAGEMENT: Court to Confirm 1st Modified Chap. 11 Plan ---------------------------------------------------------------- Judge D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas issued a ruling on February 13, 2013, holding that the First Modification to the First Amended Chapter 11 Plan of Reorganization Proposed by Pawnshop Management Company, LLC and Pawnshop Operating Company, LLC, dated February 8, 2013, will be confirmed. All of the requirements for confirmation of the Plan specified by Section 1129(a) and (b) of the Bankruptcy Code have been satisfied, according to Judge Lynn. The Plan has been proposed in good faith and not by any means forbidden by law. Under the Plan, Class 7 includes only the Claim by Mark A. Neyland. The Class 7 Claim is impaired under the Plan. However, because Mr. Neyland is an Insider of the Debtors, he is not entitled to vote his Class 7 Claim. Classes 6, 12 and 13 are not receiving or retaining any property under the Plan and are deemed to have rejected the Plan. Classes 4 and 10 are unimpaired under the Plan. All other Classes of Claims and Interests are deemed impaired and have accepted the Plan. Mark A. Neyland will serve as Plan Agent. There were no objections to confirmation timely filed with the Court. A copy of the Bankruptcy Court's February 13, 2013 Findings of Fact and Conclusions of Law is available at http://is.gd/F5VNB0 from Leagle.com. About Pawnshop Management Company Pawnshop Management Company, LLC, filed a Chapter 11 petition on March 1, 2011 (Bankr. N.D. Tex. Case No.: 11-41326). Judge D. Michael Lynn presides over the case captioned IN RE: PAWNSHOP MANAGEMENT COMPANY, LLC, et al., In Proceedings Under Chapter 11, Debtors, Case No. 11-41326-DML-11, Jointly Administered. Joseph F. Postnikoff, Esq. and Amanda B. Hernandez, Esq., of GOODRICH POSTNIKOFF & ASSOCIATES, LLP, at Fort Worth, Texas, represent the Debtors. The Debtor estimated assets between $500,001 and $1,000,000 and debts between $10,000,001 and $50,000,000 in its Chapter 11 petition. PEAK RESORTS: Hiring BDO Consulting to DIP Budget Developer ----------------------------------------------------------- Peak Resorts, Inc., et al., ask the Bankruptcy Court for permission to employ BDO Consulting as DIP Budget Developer. BDO Consulting will assist the Debtors in implementing a more organized and efficient budget template and process. BDO Consulting will be paid on an hourly basis but will not exceed $5,000. If additional services are required to further revise and regulate the budgeting process, such work will also be performed on an hourly basis, but such additional fees will not exceed $2,500. To the best of the Debtors' knowledge, the firm has no connection with the Debtors, creditors or nay other party in interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the office of the United States Trustee. About Peak Resorts Peak Resorts, Inc., dba Greek Peak Mountain Resort, and four affiliates filed for Chapter 11 bankruptcy (Bankr. N.D.N.Y. Case Nos. 12-31471 to 12-31473, 12-31475 and 12-31476) in Syracuse on Aug. 1, 2012. The affiliates are Hope Lake Investors LLC, V.R.P.D. II L.P., REDI LLC, and A.R.K. Enterprises Inc. Peak Resorts owns 888.5 acres of real estate, including the "Greek Peak Mountain Resort", a four-season resort development located in Virgil, New York. The 888.5-acre property is located 8 miles from Cortland, New York and has the largest day trip area in Central New York state. REDI LLC owns 402.7 acres of adjacent property. Hope Lake Investors owns the Hope Lake Lodge & Cascades Indoor Water Park, a 151-room hotel and resort facility in Virgil, Cortland County. The Debtors have a total of 264 employees. Chief Bankruptcy Judge Robert E. Littlefield Jr. presides over the case. Lawyers at Harris Beach PLLC serve as the Debtors' counsel. The Debtors scheduled these assets and debts: Scheduled Assets Scheduled Liabilities ---------------- --------------------- Hope Lake $27,180,635 $48,800,528 Peak Resorts $12,991,230 $26,558,438 REDI, LLC $1,298,401 $3,851,808 The petitions were signed by Allen R. Kryger, president. PEAK RESORTS: Appointment of Starr as Special Counsel Expanded -------------------------------------------------------------- The Bankruptcy Court has expanded the appointment of Starr Associates, LLP, as special counsel to represent Peak Resorts, Inc., et al., with respect to the preparation and submission of additional amendments to the offering plan, effective as of Jan. 3, 2013. Compensation is to be fixed at no more than $7,500 for each amendment, plus disbursements. As reported in the TCR on Jan. 8, 2013, the Debtors have provided for the payment of a total of $7,500 for fees for each amendment, which will be added to the Debtors' budgets, to cover the expected fees of the preparation and filing by Starr. Debtor Hope Lake Investors, LLC, will adjust its budget to include the fees in the next budget and will seek approval for the payment by the FDIC- Receiver through the Debtor In Possession financing process. The Debtors agree that all fees and disbursements will be paid as an expense of administration upon further application to the Court by Starr. As reported in the TCR on Sept. 26, 2012, the Court granted debtor Hope Lake permission to employ Starr as special counsel. Specifically, Starr will represent the Debtors in connection with preparation and filing of the amended offering plan with the New York State Attorney General's Office to allow a bulk sale of 246 condominium units as required by the FDIC. The Amended Offering Plan is pursuant to the Interim Order, entered Aug. 2, 2012, which authorizes the Debtors to obtain post petition financing from the FDIC, on a senior secured superpriority basis. About Peak Resorts Peak Resorts, Inc., dba Greek Peak Mountain Resort, and four affiliates filed for Chapter 11 bankruptcy (Bankr. N.D.N.Y. Case Nos. 12-31471 to 12-31473, 12-31475 and 12-31476) in Syracuse on Aug. 1, 2012. The affiliates are Hope Lake Investors LLC, V.R.P.D. II L.P., REDI LLC, and A.R.K. Enterprises Inc. Peak Resorts owns 888.5 acres of real estate, including the "Greek Peak Mountain Resort", a four-season resort development located in Virgil, New York. The 888.5-acre property is located 8 miles from Cortland, New York and has the largest day trip area in Central New York state. REDI LLC owns 402.7 acres of adjacent property. Hope Lake Investors owns the Hope Lake Lodge & Cascades Indoor Water Park, a 151-room hotel and resort facility in Virgil, Cortland County. The Debtors have a total of 264 employees. Chief Bankruptcy Judge Robert E. Littlefield Jr. presides over the case. Lawyers at Harris Beach PLLC serve as the Debtors' counsel. The Debtors scheduled these assets and debts: Scheduled Assets Scheduled Liabilities ---------------- --------------------- Hope Lake $27,180,635 $48,800,528 Peak Resorts $12,991,230 $26,558,438 REDI, LLC $1,298,401 $3,851,808 The petitions were signed by Allen R. Kryger, president. PENSON WORLDWIDE: Employs Paul Weiss, et al., as Professionals -------------------------------------------------------------- Penson Worldwide, Inc., et al., was given authority by the Bankruptcy Court to employ these bankruptcy professionals: * Paul, Weiss, Rifkind, Wharton & Garrison LLP, as bankruptcy attorneys; * Young Conaway Stargatt & Taylor, LLP as Chapter 11 co counsel; * Mayer Brown LLP as special counsel to be paid $825 per hour for partners and between $420 and $670 per hour for associates; * Akin Gump Strauss Hauer & Feld LLP as special litigation counsel, to be paid not more than $1.5 million by the Debtors' third-party insurance companies; * Sandtree Finance LLC as advisor in connection with the restructuring of Nexa Technologies, Inc., and its potential sale; * KPMG LLP as financial advisor; and * Kurtzman Carson Consultants LLC as administrative advisors. The firms assured the Court that each of them is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors or their estates. Mayer Brown disclosed that it holds a retainer totaling $94,017, while KPMG said it received $36,337 in prepetition payments from the Debtors. About Penson Worldwide Plano, Texas-based Penson Worldwide Inc. and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10061) on Jan. 11, 2013. Founded in 1995, Penson Worldwide is provider of a range of critical securities and futures processing infrastructure products and services to the global financial services industry. The company's products and services include securities and futures clearing and execution, financing and cash management technology and other related offerings, and it provides tools and services to support trading in multiple markets, asset classes and currencies. Penson was one of the top two clearing brokers overall in the United States. Its foreign-based subsidiaries were some of the largest independent clearing brokers in Canada and Australia and the second largest independent clearing broker in the United Kingdom as of Dec. 31, 2010. In 2012, the company sold its futures division to Knight Capital Group Inc. and its broker-deal subsidiary to Apex Clearing Corp. But the company was unable to successfully streamline is business after the asset sales. Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The company estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. The last publicly filed financial statements as of June 30 showed assets of $1.17 billion and liabilities totaling $1.227 billion. PENSON WORLDWIDE: Creditors' Panel Hires Hahn, Cousins as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in the Chapter 11 cases of Penson Worldwide, Inc., et al., seeks authority from the Bankruptcy Court to retain these bankruptcy professionals: * Hahn & Hassen LLP, as co-counsel, to be paid $650 an hour for Mark T. Power, Esq., the principal attorney designated for the case; and * Cousins Chipman & Brown, LLP, (William E. Chipman, Esq.) as local Delaware counsel, to be paid these hourly rates: $450 to $645 for partners, $250 to $450 for associates, and $180 to $225 for paralegals. About Penson Worldwide Plano, Texas-based Penson Worldwide Inc. and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10061) on Jan. 11, 2013. Founded in 1995, Penson Worldwide is provider of a range of critical securities and futures processing infrastructure products and services to the global financial services industry. The company's products and services include securities and futures clearing and execution, financing and cash management technology and other related offerings, and it provides tools and services to support trading in multiple markets, asset classes and currencies. Penson was one of the top two clearing brokers overall in the United States. Its foreign-based subsidiaries were some of the largest independent clearing brokers in Canada and Australia and the second largest independent clearing broker in the United Kingdom as of Dec. 31, 2010. In 2012, the company sold its futures division to Knight Capital Group Inc. and its broker-deal subsidiary to Apex Clearing Corp. But the company was unable to successfully streamline is business after the asset sales. Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The company estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. The last publicly filed financial statements as of June 30 showed assets of $1.17 billion and liabilities totaling $1.227 billion. PENSON WORLDWIDE: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Penson Worldwide, Inc., and its debtor affiliates filed with the Bankruptcy Court schedules of assets and liabilities disclosing: Debtor-Entity Assets Liabilities ------------- ------ ----------- Penson Worldwide, Inc. $165,890,355 $280,762,387 Penson Financial Services, Inc. $256,083,049 $94,611,589 SAI Holdings, Inc. $212,571,363 $543,857,608 Penson Holdings, Inc. $35,579,713 $287,866,584 Nexa Technologies, Inc. $3,613,504 $29,120,130 GHP1, Inc. $1,156,037 $13,231,933 Penson Futures $1,163,016 $668,864 Penson Financial Futures, Inc. $18,948 $75,069 GHP2, LLC $6,979 $- Penson Execution Services, Inc. $985 $- Copies of the Schedules are available at: * Penson Worlwide http://bankrupt.com/misc/pensonsal.pdf * Penson Financial Services http://bankrupt.com/misc/pensonfssal.pdf * SAI Holdings http://bankrupt.com/misc/pensonsaisal.pdf * Penson Holdings http://bankrupt.com/misc/pensonholdsal.pdf * Nexa http://bankrupt.com/misc/pensonnexasal.pdf * GHP1 http://bankrupt.com/misc/pensonghp1sal.pdf * Penson Futures http://bankrupt.com/misc/pensonpfsal.pdf * Penson Financial Futures http://bankrupt.com/misc/pensonpffsal.pdf * GHP2 http://bankrupt.com/misc/pensonghp2sal.pdf * Penson Execution http://bankrupt.com/misc/pensonpsesal.pdf About Penson Worldwide Plano, Texas-based Penson Worldwide Inc. and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10061) on Jan. 11, 2013. Founded in 1995, Penson Worldwide is provider of a range of critical securities and futures processing infrastructure products and services to the global financial services industry. The company's products and services include securities and futures clearing and execution, financing and cash management technology and other related offerings, and it provides tools and services to support trading in multiple markets, asset classes and currencies. Penson was one of the top two clearing brokers overall in the United States. Its foreign-based subsidiaries were some of the largest independent clearing brokers in Canada and Australia and the second largest independent clearing broker in the United Kingdom as of Dec. 31, 2010. In 2012, the company sold its futures division to Knight Capital Group Inc. and its broker-deal subsidiary to Apex Clearing Corp. But the company was unable to successfully streamline is business after the asset sales. Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The company estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. The last publicly filed financial statements as of June 30 showed assets of $1.17 billion and liabilities totaling $1.227 billion. PHOENIX GARDEN: Gets OK to Use Cash Collateral Until March 13 ------------------------------------------------------------- On February 15, 2013, Judge Nancy V. Alquist of the U.S. Bankruptcy Court for the District of Maryland signed a third stipulation and consent order extending the interim agreement for Phoenix Garden, LLC's use of cash collateral of One West Bank, FSB (the Secured Creditor); authorizing Phoenix to use the Cash Collateral; and granting adequate protection through March 13, 2013. As further adequate protection for the Senior Creditor during the Specified Period, Phoenix is directed to pay $33,306.56 to the Secured Creditor on or before March 12, 2013. In the event that any funds are contributed by the managing member, those funds contributed will be treated as contributions to capital and not as loans. The case is IN RE: PHOENIX GARDEN, LLC, Chapter 11, Debtor, Case No. 12-28083-NVA. Michael G. Wolff, Esq. -- mwolff@gwolaw.com -- at (18055) Suite, Rockville, MD, represents the Debtor. Alan M. Grochal, Esq. -- agrochal@tydingslaw.com -- and Catherine K. Hopkin, Esq. -- chopkin@tydingslaw.com -- of Tydings & Rosenberg LLP, in Baltimore, MD, represent One West Bank, FSB. A copy of the Bankruptcy Court's February 15, 2013 Order is available at http://is.gd/x99EJdfrom Leagle.com. About Phoenix Garden Maryland-based Phoenix Garden LLC filed for Chapter 11 bankruptcy on October 3, 2012, in the U.S. Bankruptcy Court for the District of Maryland (Case No. 12-28083). Phoenix's bankruptcy petition disclosed $2,680,840 in assets and $3,482,520 in debts. Judge Nancy V. Alquist presides over the case. PINNACLE AIRLINES: Apollo No Longer Owns Shares as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Apollo Value Investment Master Fund, L.P., and its affiliates disclosed that, as of Dec. 31, 2012, they do not beneficially own shares of common stock of Pinnale Airlines Corp. A copy of the filing is available for free at: http://is.gd/SnmlyP About Pinnacle Airlines Pinnacle Airlines Corp. (NASDAQ: PNCL) -- http://www.pncl.com/-- a $1 billion airline holding company with 7,800 employees, is the parent company of Pinnacle Airlines, Inc.; Mesaba Aviation, Inc.; and Colgan Air, Inc. Flying as Delta Connection, United Express and US Airways Express, Pinnacle Airlines Corp. operating subsidiaries operate 199 regional jets and 80 turboprops on more than 1,540 daily flights to 188 cities and towns in the United States, Canada, Mexico and Belize. Corporate offices are located in Memphis, Tenn., and hub operations are located at 11 major U.S. airports. Pinnacle Airlines Inc. and its affiliates, including Colgan Air, Mesaba Aviation Inc., Pinnacle Airlines Corp., and Pinnacle East Coast Operations Inc. filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-11343) on April 1, 2012. Judge Robert E. Gerber presides over the case. Lawyers at Davis Polk & Wardwell LLP, and Akin Gump Strauss Hauer & Feld LLP serve as the Debtors' counsel. Barclays Capital and Seabury Group LLC serve as the Debtors' financial advisors. Epiq Systems Bankruptcy Solutions serves as the claims and noticing agent. The petition was signed by John Spanjers, executive vice president and chief operating officer. As of Oct. 31, 2012, the Company had total assets of $800.33 million, total liabilities of $912.77 million, and total stockholders' deficit of $112.44 million. Delta Air Lines, Inc., the Debtors' major customer and post- petition lender, is represented by David R. Seligman, Esq., at Kirkland & Ellis LLP. The official committee of unsecured creditors tapped Morrison & Foerster LLP as its counsel, and Imperial Capital, LLC, as financial advisors. The U.S. Bankruptcy Court in New York will hold a hearing March 7 for approval of the explanatory disclosure statement in connection with the reorganization plan of Pinnacle Airlines Corp. PLANDAI BIOTECHNOLOGY: Timothy Matula Quits from Board ------------------------------------------------------ Plandai Biotechnology, Inc., accepted the resignation from Timothy Matula as a member of the Board of Directors. Effective as of Feb. 8, 2013, to fill the vacancy created by Mr. Matula's resignation, the Board of Directors appointed Callum Baylis- Duffield, Vice President-Sales of the Company, to the Board of Directors. The Board of Directors now consists of Roger Duffield, Callum Baylis-Duffield, Daron Baylis Duffield, Brian Johnson and David Rzepnicki. Callum Baylis-Duffield, - Mr. Callum Baylis-Duffield is a graduate in International Business with French (BA Hons) from the University of the West of England. From 2007-2010, he was employed by Johnson and Johnson UK as a marketing & sales manager of a proprietary surgical device. Since 2010 he has been exclusively employed by Global Energy Solutions as the Director of Marketing and Sales and for the past 18 months has been based in South Africa where he has been integral to bringing the proprietary extract to market. Mr. Baylis-Duffield has been involved with the research and development of the Planda�'s proprietary emulsions since 2004 and has worked extensively with the USA scientific team. About Plandai Based in Seattle, Washington, Plandai Biotechnology, Inc., through its recent acquisition of Global Energy Solutions, Ltd., and its subsidiaries, focuses on the farming of whole fruits, vegetables and live plant material and the production of proprietary functional foods and botanical extracts for the health and wellness industry. Its principle holdings consist of land, farms and infrastructure in South Africa. The Company's balance sheet at Sept. 30, 2012, showed $7.3 million in total assets, $8.0 million in total liabilities, and a stockholders' deficit of $709,235. As reported in the TCR on Oct. 22, 2012, Michael F. Cronin CPA expressed substantial doubt about Plandai's ability to continue as a going concern in his report on the Company's June 30, 2012, financial statements. Mr. Cronin noted that the Company has incurred a $3.7 million loss from operations, consumed $700,000 of cash due to its operating activities, and may not have adequate readily available resources to fund operations through June 30, 2013. PORTER BANCORP: Mendon Capital Discloses 5% Stake at Dec. 31 ------------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Mendon Capital Advisors Corp. and Anton V. Schutz disclosed that, as of Dec. 31, 2012, they beneficially own 661,518 shares of common stock of Porter Banocorp, Inc., representing 5.63% of the shares outstanding. A copy of the filing is available for free at http://is.gd/lVGWtz About Porter Bancorp Porter Bancorp, Inc., is a bank holding company headquartered in Louisville, Kentucky. Through its wholly-owned subsidiary PBI Bank, the Company operates 18 full-service banking offices in twelve counties in Kentucky. Crowe Horwath, LLP, in Louisville, Kentucky, audited Porter Bancorp's financial statements for 2011. The independent auditors said that the Company has incurred substantial losses in 2011, largely as a result of asset impairments. "In addition, the Company's bank subsidiary is not in compliance with a regulatory enforcement order issued by its primary federal regulator requiring, among other things, increased minimum regulatory capital ratios. Additional significant asset impairments or continued failure to comply with the regulatory enforcement order may result in additional adverse regulatory action." For the 12 months ended Dec. 31, 2012, the Company incurred a net loss to common shareholders of $33.43 million on $41.95 million of net interest income, compared with a net loss to common shareholders of $105.15 million on $51.51 million of net interest income during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $1.16 billion in total assets, $1.11 billion in total liabilities and $47.19 million in stockholders' equity. PRECISION OPTICS: Inks Settlement with Investors and Director ------------------------------------------------------------- As disclosed in Precision Optics Corporation, Inc.'s Current Report on Form 8-K filed with the Securities and Exchange Commission on Jan. 24, 2013, the Company received a demand letter from two of its stockholders, Special Situations Fund III QP, L.P., and Special Situations Private Equity Fund, L.P., on Jan. 17, 2013. The letter alleged that the Company failed to maintain a current registration statement for the sale of stock purchased by Special Situations pursuant to registration rights agreements entered into with the Company in Feb. 1, 2007, and June 25, 2008, and sought prompt payment of $719,100 as liquidated damages and an amendment to the terms of certain warrants purchased in 2008. A registration statement covering the shares in question is currently effective. On Feb. 12, 2013, the Company entered into a settlement agreement with Special Situations. Without agreeing to the alleged damages, the Company entered into this settlement in order to resolve the claim without requiring a cash payment or extended distraction of our resources away from operational activities. Under the terms of the Settlement Agreement, Special Situations agreed to forego their claims for cash damages. The Company agreed to: (a) issue an aggregate of (i) 350,000 shares of the Company's common stock, and (ii) warrants to purchase an aggregate of 350,000 shares of the Company's common stock, and (b) amend the expiration date of the warrants issued to Special Situations in conjunction with the Company's June 25, 2008, private placement, as payment in full of the alleged damages sought by Special Situations. The expiration date of the 2008 Warrants will be amended from June 25, 2015, to May 11, 2017. The new warrants to be issued in connection with the Settlement Agreement will have an exercise price of $1.50 per share, subject to adjustment, will expire three years from Feb. 12, 2013, and are exercisable in whole or in part, at any time prior to expiration. In conjunction with the Settlement Agreement, the Company also entered into a registration rights agreement dated Feb. 12, 2013, with Special Situations, whereby the Company is obligated to register the resale by Special Situations of the Securities, consisting of 350,000 shares of the Company's common stock and the 350,000 shares of the Company's common stock underlying the new warrants. Settlement Agreement with Joel Pitlor On Feb. 12, 2013, the Company entered into a settlement agreement with one of its directors and stockholders, Joel Pitlor. Under the terms of the Pitlor Settlement Agreement, the Company agreed to issue 10,000 shares of the Company's common stock and warrants to purchase 10,000 shares of the Company's common stock as payment in full of any amounts due to Mr. Pitlor under the registration rights agreement the Company entered into with Mr. Pitlor, and other parties, on Feb. 1, 2007. The warrants to be issued in connection with the Pitlor Settlement Agreement will have an exercise price of $1.50 per share, subject to adjustment, will expire three years from Feb. 12, 2013, and are exercisable in whole or in part, at any time prior to expiration. There are no registration rights associated with the securities being acquired pursuant to the Pitlor Settlement Agreement. By virtue of Mr. Pitlor's directorship with the Company, he is considered a related party of the Company under federal securities law. The Company's Board of Directors has acknowledged that Mr. Pitlor's entry into the Pitlor Settlement Agreement is a related party transaction and has approved that transaction. Settlement Agreement with Arnold Schumsky On Feb. 12, 2013, the Company also entered into a settlement agreement with one of its stockholder, Arnold Schumsky. The terms of the Schumsky Settlement Agreement and the accompanying Form of Warrant are substantially similar to the terms of the Pitlor Settlement Agreement and the accompanying Form of Warrant. Under the terms of the Schumsky Settlement Agreement, the Company has agreed to issue 10,000 shares of its common stock and warrants to purchase 10,000 shares of the Company's common stock as payment in full of any amounts due to Mr. Schumsky under the registration rights agreement the Company entered into with Mr. Schumsky, and other parties, on Feb. 1, 2007, and under the registration rights agreement the Company entered into with Mr. Schumsky, and other parties, on June 25, 2008. The warrants to be issued in connection with the Schumsky Settlement Agreement will have an exercise price of $1.50 per share, subject to adjustment, will expire three years from Feb. 12, 2013, and are exercisable in whole or in part, at any time prior to expiration. There are no registration rights associated with the securities being acquired pursuant to the Schumsky Settlement Agreement. Other Developments The Company said it is excited about the continued development, commercialization, and market acceptance of its new products and technical innovations based upon the Company's unique proprietary technology. The Company previously accepted an order from a customer to purchase endoscopes for a total purchase amount of $1,032,000. The Company is continuing to complete pre-production activities to enable shipments against its previously announced orders, including the April 2012 Order, for products incorporating Microprecision technology for very small endoscopes and micro medical cameras with diameters on the order of 1 millimeter and smaller. Nearly all validation testing has been successfully completed in connection with the pre-production requirements for the April 2012 Order for small endoscopes. The Company expects production shipments of this product to begin within the upcoming months. A copy of the Form 8-K as filed with the SEC is available at: http://is.gd/vkbpmP About Precision Optics Headquartered in Gardner, Massachusetts, Precision Optics Corporation, Inc., has been a developer and manufacturer of advanced optical instruments since 1982. The Company designs and produces high-quality micro-optics, medical instruments and other advanced optical systems. The Company's medical instrumentation line includes laparoscopes, arthroscopes and endocouplers and a world-class product line of 3-D endoscopes for use in minimally invasive surgical procedures. The Company reported net income of $960,972 on $2.15 million of revenue for the year ended June 30, 2012, compared with a net loss of $1.05 million on $2.24 million of revenue during the prior fiscal year. The Company's balance sheet at Sept. 30, 2012, showed $3.38 million in total assets, $984,227 in total liabilities, all current, and $2.40 million in total stockholders' equity. PRESSURE BIOSCIENCES: Dr. Urdea Named to Board of Directors ----------------------------------------------------------- Pressure BioSciences, Inc., announced that Dr. Mickey Urdea has been appointed to its Board of Directors, effective Friday, Feb. 8, 2013. Dr. Urdea will fill the vacancy created by the resignation of Mr. Wayne Fritzsche, a longtime Board member who resigned on Thursday, Feb. 7, 2013, to pursue a full-time, management position with PBI. Dr. Urdea will be a Class III Board member - his term of office will expire at the 2014 annual meeting of shareholders. In addition to his Board of Director's responsibilities, Dr. Urdea will develop and lead the Company's Scientific Advisory Board. Mr. Jeffrey N. Peterson, Chairman of the PBI Board of Directors, said: "Mickey's technical experience, gained from bench scientist to widely-recognized R&D leader spanning multiple successful cutting-edge technologies, will contribute strongly to the selection and development of key markets for our patented pressure cycling technology platform. His entrepreneurial success in founding and leading nationally-acclaimed companies in biomarker discovery, personalized medicine, and healthcare strategic consulting will be immensely useful as we continue our aggressive PCT commercialization strategy. We are honored and privileged to welcome Mickey to the PBI Board." Dr. Mickey Urdea commented: "Since being introduced to PCT just three months ago, I have become fascinated with the current applications and extensive future potential uses of this cutting- edge technology platform. Over the years, I have helped develop and then support the marketing of many new technologies, several of which made significant impacts in the research and diagnostic marketplaces. To that end, I believe PCT has the potential to gain widespread adoption and become a vital sample preparation tool to research and clinical laboratories worldwide. I am very pleased to join the PBI Board, and look forward to helping Ric, his impressive team, and my new colleagues on the Board of Directors make as many scientists and investors as possible aware of the power of PCT." Mr. Richard T. Schumacher, President and CEO of PBI, said: "On behalf of all PBI stakeholders, I extend my deep appreciation and best wishes to Wayne Fritzsche for his nearly eight years of tireless and dedicated service to our company, most of which were spent as chairman. His leadership has helped bring PBI to the point where, we believe, we are well positioned to successfully commercialize our powerful PCT Platform, as well as our other pressure-based products. It is fitting that as Wayne moves off the Board, he moves into a full-time, management position in PBI where he can significantly affect our future, commercial success." Dr. Urdea has devoted his 30-year career to human diagnostics in a variety of capacities. He has been involved in the discovery of new biomarkers, the development of new technologies for biomarker discovery, validation and commercialization, diagnostic test development, manufacturing and marketing, and the management of companies involved in these activities. Dr. Urdea founded and is a Managing Partner for Halteres Associates, a biotechnology consulting firm. He also founded and served as Chief Executive Officer of Tethys Bioscience, a proteomics-based diagnostics company involved in preventative personalized medicine. Tethys' first product was the protein-based PreDx Diabetes Risk Score Test, which was introduced in 2008. Additionally, Dr. Urdea is a founder and the Chairman of Catalysis Foundation for Health, an organization addressing gaps in global healthcare caused by inefficiencies in disease diagnosis and monitoring. He serves as an expert consultant to the life sciences industry and is on the scientific advisory boards and boards of directors of a number of biotechnology, diagnostics, venture capital and philanthropic organizations. Prior to his current business activities, Dr. Urdea founded the Nucleic Acid Diagnostics group at Chiron Corporation, and with colleagues, invented branched DNA molecules for amplification of signal in nucleic acid complexes. Application of this technology resulted in the first commercial products for quantification of human hepatitis B, hepatitis C, and human immunodeficiency viruses (HBV, HCV, and HIV, respectively). He then became business head of the Molecular Diagnostics group and Chief Scientific Officer at Bayer Diagnostics. He was also a member of the Bill and Melinda Gates Foundation Diagnostic Forum. Dr. Urdea is an author on nearly 200 peer-reviewed scientific publications, nearly 300 abstracts and international scientific presentations, and more than 100 issued and pending patents. He received his BS in Biology and Chemistry from Northern Arizona University in Flagstaff and his Ph.D in Biochemistry from Washington State University in Pullman. Dr. Urdea will receive an annual Board retainer in the amount of $30,000. Dr. Urdea will also receive $20,000 annually to develop and lead the Company's Scientific Advisory Board. Dr. Urdea has agreed to accrue such fees until such time in the future that the Board determines that the overall financial and cash position of the Company will allow payments of those amounts. The Company and Dr. Urdea have further agreed that in lieu of payment of a portion of his annual Board and SBA related fees for his first year of service, $12,500 of the annual Board retainer and $10,000 of the annual SBA related fees would be converted into the Company's private placement of units consisting of Series J Convertible Preferred Stock and warrants to purchase restricted common stock pursuant to the terms of the private placement. In addition, as a non-employee director, Dr. Urdea was granted options to purchase 25,000 shares of the Company's common stock upon appointment as a director, which options vested immediately upon grant, and 25,000 restricted shares of the Company's common stock, which restricted shares will vest on a monthly basis during his first year of service. Securities Purchase Agreement On Feb. 6, 2013, Pressure BioSciences entered into a Securities Purchase Agreement with various individuals, pursuant to which the Company sold an aggregate of 4,257 units for a purchase price of $400.00 per unit, or an aggregate Purchase Price of $1,702,800. This is the initial tranche of a $2 million private placement. One or more additional tranches in the Private Placement may close on or before Feb. 28, 2013. Each unit purchased in the initial tranche consists of (i) one share of a newly created series of preferred stock, designated Series J Convertible Preferred Stock, par value $0.01 per share, convertible into 1,000 shares of the Company's common stock, par value $0.01 per share and (ii) a warrant to purchase 1,000 shares of Common Stock at an exercise price equal to $0.40 per share, with a term expiring on Feb. 6, 2016. Of the $1,702,800 invested in the initial tranche of the Private Placement, $590,000 was received in cash and $1,112,800 was from the conversion of outstanding indebtedness and accrued board of directors' fees. The Purchasers in the initial tranche of the Private Placement consisted of certain existing and new investors in the Company as well as all of the members of the Company's Board of Directors. On Feb. 6, 2013, the Company filed with the Secretary of the Commonwealth of the Commonwealth of Massachusetts Articles of Amendment to the Company's Restated Articles of Organization, as amended, designating shares of the Series J Convertible Preferred Stock. Additional information can be obtained at http://is.gd/0ft0V9 About Pressure Biosciences Pressure BioSciences, Inc., headquartered in South Easton, Massachusetts, holds 14 United States and 10 foreign patents covering multiple applications of pressure cycling technology in the life sciences field. As reported by the Troubled Company Reporter on March 2, 2012, Boston-based Marcum LLP, expressed substantial doubt about Pressure Biosciences' 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 had recurring net losses and continues to experience negative cash flows from operations. The Company's balance sheet at Sept. 30, 2012, showed $1.91 million in total assets, $2.64 million in total liabilities and a $730,839 total stockholders' deficit. RADIAN GROUP: Board Size Reduction Ok'd; May 15 Annual Meeting Set ------------------------------------------------------------------ Radian Group Inc. on Feb. 19 disclosed that on February 13, 2013, during a meeting of Radian's Board of Directors, Ronald W. Moore informed the company of his decision to retire from the Board. The retirement for Moore, a Director of the company since 1992, is effective upon the completion of his current term at Radian's upcoming 2013 Annual Meeting of Stockholders. In addition, the Board approved a reduction in its size from 12 to 11 members, which is effective upon Moore's retirement and is consistent with Radian's previously announced plan to reduce the size of its Board over time. Radian's Board of Directors set Wednesday, May 15, 2013, as the date for Radian's 2013 Annual Meeting. Stockholders of record as of the close of business on Monday, March 18, 2013, will be eligible to vote at the 2013 Annual Meeting. "Ron's contribution throughout the years has been both insightful and valuable to Radian, and we are grateful for his service. On behalf of the company, I want to thank Ron for his tireless dedication and wish him well in the future," said Herbert Wender, Chairman of Radian Group Inc. About Radian Group Headquartered in Philadelphia, Radian Group Inc. -- http://www.radian.biz-- provides private mortgage insurance and related risk mitigation products and services to mortgage lenders nationwide through its principal operating subsidiary, Radian Guaranty Inc. These services help promote and preserve homeownership opportunities for homebuyers, while protecting lenders from default-related losses on residential first mortgages and facilitating the sale of low-downpayment mortgages in the secondary market. * * * As reported by the Troubled Company Reporter on Oct. 17, 2012, Standard & Poor's Rating Services raised its long-term issuer credit ratings on Radian Group Inc. (RDN) to 'CCC+' from 'CCC-' and MGIC Investment Corp. (MTG) to 'CCC+' from 'CCC'. The financial strength ratings for both RDN's and MTG's respective operating companies are unchanged. The outlook on both companies is negative. "The outlook for each company is negative, reflecting the continuing risk of significant adverse reserve development; the current trajectory of operating performance; and the expected impact ongoing losses will have on their capital positions," S&P said in October 2012. "We expect operating performance to deteriorate for the rest of the year for both companies, reflecting the affect of normal adverse seasonality on new notices of delinquency and cure rates, and the lack of greater improvement in the job markets." READER'S DIGEST: Plans to Pay Foreign Creditors, Key Vendors ------------------------------------------------------------ Owners of the Reader's Digest, RDA Holding Co. and 30 affiliates, seek approval from the bankruptcy court to pay, in their sole discretion in the ordinary course of business, some or all of the prepetition obligations owed to their foreign creditors and other critical vendors. The Debtors say that due to the limitations of the enforceability of the automatic stay, the risk of foreign creditors' exercising remedial rights, and the critical nature of goods and services provided by foreign creditors, payment of the prepetition claims of these vendors are warranted. As of the Petition Date, the Debtors estimate that they owe foreign vendors $400,000. As it is difficult, if not impossible, to calculate the actual outstanding amount owed to foreign vendors, the Debtors seek authority to pay, in the Debtors' sole discretion, all prepetition amounts owed to their foreign vendors. Moreover, the Debtors propose to pay trade claims to assure the orderly operation of the Debtors' business and avoid costly disruptions and the significant loss of value and irreparable harm arising therefrom. Absent payment, the critical vendors may attempt to assert their leverage and deny services going forward, suddenly and without notice, to disable operations, and coerce payment. The Debtors believe that the critical vendors are few in number, and estimate that the total aggregate amount owed to these vendors for goods delivered or services provided prepetition is limited to no more than $1,500,000. As a condition for payment of any trade claim, the Debtors propose that each foreign vendor or other critical vendor agree to continue to sell its goods or services on terms consistent with (i) the most favorable trade terms and practices in effect between the Debtor and such creditor within 120 days before the bankruptcy filing, or (ii) such other trade terms as agreed to by the Debtors and such creditor. About Reader's Digest RDA is a global media and direct marketing company that educates, entertains and connects consumers around the world with products and services from trusted brands. For more than 90 years, the flagship brand and the world's most read magazine, Reader's Digest, has simplified and enriched consumers' lives by discovering and expertly selecting the most interesting ideas, stories, experiences and products in health, home, family, food, finance and humor. RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No. 13-22233) filed Chapter 11 protection on Feb. 17, 2013. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Evercore Group LLC is the investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Reader's Digest, together with its 47 affiliates, first filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) on August 24, 2009 and exited bankruptcy Feb. 19, 2010. Under the Plan, the Debtors reduced its total debt by 75% from more than $2.2 billion to approximately $555 million. General unsecured creditors were promised a 3.3% to 3.6% recovery. Holders of the Debtors' senior secured debt led by JP Morgan Chase & Co. received equity of the reorganized Debtor. READER'S DIGEST: Proposes Epiq as Claims and Noticing Agent ----------------------------------------------------------- Owners of the Reader's Digest, RDA Holding Co. and 30 affiliates, seek approval from the bankruptcy court to hire Epiq Bankruptcy Solutions, LLC, as claims and noticing agent, nunc pro tunc to their Petition Date. Although they have not yet filed their schedules of assets and liabilities, the Debtors anticipate that there will be in excess of 10,000 creditors and other parties-in-interest. The number of creditors and other parties in interest involved in the chapter 11 cases may impose heavy administrative and other burdens on the Court and the Office of the Clerk of the Court. To relieve the Clerk's Office of these burdens, the Debtors seek an order appointing Epiq as the notice and claims agent in the chapter 11 cases pursuant to section 156(c) of title 28 of the United States Code and Local Rule 5075-1. As claims agent, Epiq will charge the Debtors at its discounted rates: Position Discounted Rate -------- --------------- Clerical $28 to $42 Case Manager $56 to $95 IT/ Programming $70 to $135 Senior Case Manager / Consultant $87 to $140 Senior Consultant $157 to $192 For its noticing services, Epiq will charge $40 per 1,000 e-mails, and $0.08 per page for facsimile noticing. For database maintenance, the firm will charge $0.07 per record per month, with fees for the first three months waived. For solicitation and tabulating services, the firm's executive vice president will charge $290 per hour and the vice president and director of solicitation will charge $250 per hour. About Reader's Digest RDA is a global media and direct marketing company that educates, entertains and connects consumers around the world with products and services from trusted brands. For more than 90 years, the flagship brand and the world's most read magazine, Reader's Digest, has simplified and enriched consumers' lives by discovering and expertly selecting the most interesting ideas, stories, experiences and products in health, home, family, food, finance and humor. RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No. 13-22233) filed Chapter 11 protection on Feb. 17, 2013. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Evercore Group LLC is the investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Reader's Digest, together with its 47 affiliates, first filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) on August 24, 2009 and exited bankruptcy Feb. 19, 2010. Under the Plan, the Debtors reduced its total debt by 75% from more than $2.2 billion to approximately $555 million. General unsecured creditors were promised a 3.3% to 3.6% recovery. Holders of the Debtors' senior secured debt led by JP Morgan Chase & Co. received equity of the reorganized Debtor. RESIDENTIAL CAPITAL: Ally DIP Financing Terminated -------------------------------------------------- The Bankruptcy Court approved a stipulation between Residential Capital LLC and Ally Financial Inc. agreeing that all commitments related to the AFI Debtor-in-Possession Financing are terminated and the AFI DIP and Cash Collateral Order is amended to state that the Debtors are no longer authorized to borrow money pursuant to the AFI DIP Loan. The AFI DIP and Cash Collateral Order is also amended to provide that the Debtors, the Junior Secured Parties, the AFI Lender, and the Official Committee of Unsecured Creditors will continue to negotiate in good faith to enter in an agreement, to be subject to Court approval, by March 18, 2013 or as soon as practicable thereafter on a revised expense allocation methodology that will become effective following March 18, 2013. As reported in the TCR on June 29, 2012, Judge Martin Glenn previously permitted the Debtors to borrow up to $220 million in postpetition financing on a secured, superpriority basis from parent, Ally Financial. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. The sale of the assets, subject to satisfaction of customary closing conditions including certain third party consents, is expected to close in the first quarter of 2013. The partnership of Ocwen and Walter defeated the last bid of $2.91 billion from Fortress Investment Group's Nationstar Mortgage Holdings Inc., which acted as stalking horse bidder, at an auction that began Oct. 23, 2012. The $1.5 billion offer from Warren Buffett's Berkshire Hathaway Inc. was declared the winning bid for a portfolio of loans at the auction on Oct. 25. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). RESIDENTIAL CAPITAL: Court OKs $39.4-Mil. Payment to Freddie Mac ---------------------------------------------------------------- The Bankruptcy Court approved the stipulation entered into by Residential Capital LLC and its affilaites providing for the payment of $39.4 million in order to resolve the objection raised by Federal Home Loan Mortgage Corporation ("Freddie Mac") to the proposed sale of the Debtors' assets. The Debtors agreed that on the day that they close the sale of their loan servicing platform to Ocwen Loan Servicing LLC, they will pay the amount to Freddie Mac and continue to make payments to Freddie Mac in the ordinary course pursuant to a prepetition order resolving certain claims among Debtors GMAC Mortgage, LLC, and Residential Funding Company, LLC, Ally Bank N.A., and Freddie Mac arising from a prepetition master servicing agreement. The Debtors also reached a stipulation that resolves Ambac Assurance Corp.'s objection to the sale of the Debtors' assets. Under the stipulation, the Debtors agree to reserve $12,358,651 in cash on account of the cure amount from the sale and assignment of the servicing transaction agreements with Ambac. A hearing on Ambac's objection as it pertains to its servicing-related rights is set for March 28. Meanwhile, the Court approved the stipulations the Debtors entered into separately with Wells Fargo Bank, N.A., and Digital Lewisville, LLC, in order to resolve objections to the sales of the Debtors' assets. The Debtors and Wells Fargo stipulated that the Debtors will reimburse Wells Fargo for all pending advances that are currently due and owing under servicing agreements between the two parties. The Debtors will place in a segregated account an amount of $1 million for payment of any Pending Servicing Advances. The Debtors and Digital stipulated that their lease agreement will be assigned to Ocwen Financial Corporation on the effective date of the sale of the Debtors' assets. Until the effective date of the asset sale, the Debtors will remain fully liable for the payment and for performance of all of the terms under the lease. The Debtors and Digital also stipulated that following the closing of the sale of the Debtors' assets to Ocwen, the Debtors will assign to Ocwen all of their rights under the lease with Digital. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. The sale of the assets, subject to satisfaction of customary closing conditions including certain third party consents, is expected to close in the first quarter of 2013. The partnership of Ocwen and Walter defeated the last bid of $2.91 billion from Fortress Investment Group's Nationstar Mortgage Holdings Inc., which acted as stalking horse bidder, at an auction that began Oct. 23, 2012. The $1.5 billion offer from Warren Buffett's Berkshire Hathaway Inc. was declared the winning bid for a portfolio of loans at the auction on Oct. 25. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). RESIDENTIAL CAPITAL: Committee Advisors Disclose New Rates ---------------------------------------------------------- Attorneys and advisors retained by the Official Committee of Unsecured Creditors in the Chapter 11 cases of Residential Capital LLC disclosed their new hourly rates effective Jan. 1, 2013. The firms that disclosed new rates include Kramer Levin Naftalis & Frankel LLP, counsel; Pachulski Stang Ziehl & Jones LLP, co- counsel; AlixPartners LLP, financial advisor; SilvermanAcampora LLC, special counsel; and Epiq Bankruptcy Solutions, LLC, as information agent. Kenneth Eckstein, Esq., a partner at Kramer Levin Naftalis & Frankel LLP, in New York, disclosed in a supplemental declaration that effective Jan. 1, 2013, his firm's hourly rates for services to be performed on behalf of the Committee will range from: Partners and counsel $750 to $990 Special counsel $725 to $805 Associates $425 to $795 Paraprofessionals $270 to $320 Robert J. Feinstein, Esq., a member at Pachulski Stang Ziehl & Jones LLP, in New York, disclosed in a supplemental declaration that effective Jan. 1, 2013, his firm's hourly rates for services to be performed on behalf of the Committee will range from: Partners $575 to $995 Of counsel $475 to $875 Associates $425 to $555 Paraprofessionals $195 to $295 Harvey R. Kelly, a managing director at AlixPartners, LLP, disclosed in a supplemental declaration that effective Jan. 1, 2013, his firm's revised hourly billing rates will range from: Managing Director $850 to $1,010 Director $645 to $790 Vice President $475 to $575 Associate $325 to $420 Analyst $280 to $310 Paraprofessional $215 to $235 Ronald J. Friedman, Esq., a member of the firm SilvermanAcampora LLP, in New York, disclosed in a supplemental declaration that effective Jan. 1, 2013, his firm's hourly rates for services to be performed on behalf of the Committee will range from $110 to $195 for paraprofessionals, and $200 to $650 for attorneys. Todd W. Wuertz, a Director of Consulting for Epiq Bankruptcy Solutions, disclosed in a supplemental declaration that effective Feb. 1, 2013, his firm's hourly rates will be as follows: Practice Director $242 Senior Consultant IV $242 Senior Consultant III $242 Senior Consultant II $242 Senior Consultant I $198 Programmer III $167 Programmer II $145 Programmer I $123 Associate II $193 Associate I $145 Case Manager II $127 Case Manager I $83 Admin. Support III $52 Admin. Support II $44 Admin. Support I $35 About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. The sale of the assets, subject to satisfaction of customary closing conditions including certain third party consents, is expected to close in the first quarter of 2013. The partnership of Ocwen and Walter defeated the last bid of $2.91 billion from Fortress Investment Group's Nationstar Mortgage Holdings Inc., which acted as stalking horse bidder, at an auction that began Oct. 23, 2012. The $1.5 billion offer from Warren Buffett's Berkshire Hathaway Inc. was declared the winning bid for a portfolio of loans at the auction on Oct. 25. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). REVEL CASINO: JPMorgan, Lenders Amend Credit Facility ----------------------------------------------------- Revel AC, Inc., operator of the namesake Revel casino in New Jersey, on Tuesday disclosed that the company on Feb. 12 entered into a fifth amendment to the Credit Agreement, dated as of May 3, 2012, with the lending consortium led by JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. The Company continues to be required to maintain a sum of the unused revolving commitments plus the lesser of (1) $5,000,000 and (2) cash and cash equivalents (excluding cage cash and certain other escrow or blocked accounts) that is greater than the sum of the Minimum Liquidity Thresholds and certain reserves associated with amenities capital expenditures. The Fifth Amendment amends the Revolving Credit Agreement to change some of the Minimum Liquidity Thresholds and associated time periods. Pursuant to the Fifth Amendment "Minimum Liquidity Thresholds" means: MINIMUM LIQUIDITY TIME PERIOD REQUIREMENT ----------- ----------------- 12/20/12 through 01/29/13 $75,000,000 01/30/13 through 02/08/13 $66,000,000 02/09/13 through 02/12/13 $59,000,000 02/13/13 through 02/19/13 $55,000,000 02/20/13 through 04/15/13 $50,000,000 04/16/13 through 05/15/13 $45,000,000 05/16/13 through 07/01/13 $20,000,000 The Fifth Amendment also amends the Revolving Credit Agreement to allow the issuance by JPMorgan Chase Bank, N.A. of up to a $9.5 million letter of credit in favor of a general contractor in lieu of utilization of a $9.5 million escrow as the source for payment of such general contractor. Certain lenders and agents under the Amended Revolving Credit Agreement, and certain of their affiliates, have performed investment banking, commercial lending and advisory services for the Company and its affiliates, from time to time, for which they have received customary fees and expenses. The company said these parties may, from time to time, engage in transactions with, and perform services for, the Company and its affiliates in the ordinary course of their business. Members of the lending consortium are: * JPMorgan Chase Bank, N.A., as Administrative Agent, Collateral Agent, Swingline Lender, Issuing Bank and a Lender; * American Funds Insurance Series, High-Income Bond Fund, c/o Capital Research and Management Company, for and on behalf of American Funds Insurance Series, High-Income Bond Fund; * American High-Income Trust, c/o Capital Research and Management Company, for and on behalf of American High-Income Trust; * Wells Fargo Principal Lending, LLC, as a Lender; * AAI Canyon Fund plc, solely in respect of Canyon Reflection Fund, c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon Capital Arbitrage Master Fund, Ltd., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon Balanced Master Fund, Ltd., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon Distressed Opportunity Master Fund, L.P., c/o Canyon Capital Advisors LLC, its Investment Advisor; * The Canyon Value Realization Master Fund, L.P., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon-GRF Master Fund, L.P., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon-GRF Master Fund II, L.P., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon-TCDRS Fund, LLC, c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon Value Realization Fund, L.P., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Permal Canyon Fund Ltd., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Canyon Value Realization MAC 18 Ltd., c/o Canyon Capital Advisors LLC, its Investment Advisor; * Citi Canyon Ltd., c/o Canyon Capital Advisors LLC, its Investment Advisor; * J. P. Morgan Whitefriars Inc.; * Chatham Asset High Yield Master Fund, Ltd., as a Lender, c/o Chatham Asset Management, LLC, Investment Advisor; * Chatham Eureka Fund, L.P., as a Lender, c/o Chatham Asset Management, LLC, Investment Advisor; A copy of the Fifth Amendment To Credit Agreement is available at http://is.gd/w9vJsm About Revel Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. In 2012, Revel warned federal regulators about a potential bankruptcy or foreclosure, citing its growing debt load of more than $1.3 billion and the possibility that revenue will remain depressed. At Sept. 30, 2012, the Company had $1.14 billion in total assets, $1.39 billion in total liabilities and a $243.12 million total owners' deficit. * * * As reported by the TCR on Aug. 21, 2012, Standard & Poor's Ratings Services lowered its corporate credit rating on Revel to 'CCC' from 'B-'. "The downgrade reflects our view that a strong opening for the Revel Resort was critical to the company's ability to ramp up cash flow generation to a level sufficient to service its capital structure. In February 2011, Moody's Investors Service assigned Caa1 Corporate Family and Probability of Default ratings to Revel AC, LLC. The Caa1 Corporate Family Rating and Probability of Default Rating (PDR) reflect the considerable development and ramp-up risk associated with Revel AC. REVEL CASINO: Has Deal With Lenders on Pre-Arranged Bankruptcy -------------------------------------------------------------- The Wall Street Journal's Alexandra Berzon and Mike Spector report that Revel AC Inc., owner of the struggling Revel casino in Atlantic City, N.J., which carries about $1.5 billion in debt, said Tuesday it has reached a deal with investment-firm lenders on a prearranged bankruptcy plan. It expects to seek Chapter 11 protection as soon as mid-March, said people familiar with the company's plans, according to WSJ. According to WSJ, Revel is expected to continue paying employees and operate normally during the bankruptcy proceedings. According to the WSJ rport, uder the terms of the deal, Revel's creditors will forgive debt for ownership stakes in a restructured Revel, reducing the casino's obligations by more than $1 billion. The lenders, including Canyon Capital Advisors LLC, Capital Research & Management Co. and Chatham Asset Management LLC, will own more than 80% of the casino's equity once the company emerges from bankruptcy protection, people familiar with the matter told WSJ. Sources also told WSJ that the lenders' agreements with Revel have long given them the option of owning the casino one day, but they decided to convert their debt to equity now to free the company of a heavy debt load and give it a better chance to thrive. The new plan gives the lenders roughly the same amount of equity they had planned to take in the company all along, but they will also be owed significantly less money than previously planned. WSJ also reports that people familiar with the matter said the deal should allow the casino to emerge from Chapter 11 protection as soon as early summer, the company said. A majority of Revel's lenders support the restructuring plan. Additional creditors are expected to agree soon. The report notes the company also said some lenders are providing Revel with a $250 million loan to help the casino continue operating while under bankruptcy protection. About $205 million of that consists of debts the lenders were owed before the bankruptcy. The Wall Street Journal reported last week that Revel had hired restructuring lawyers at Kirkland & Ellis LLP and financial advisers at investment bank Moelis & Co. to get a handle on the casino's finances and was considering a bankruptcy filing. The report also says Revel said Tuesday that no taxpayer funds were involved in the restructuring. About Revel Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. In 2012, Revel warned federal regulators about a potential bankruptcy or foreclosure, citing its growing debt load of more than $1.3 billion and the possibility that revenue will remain depressed. At Sept. 30, 2012, the Company had $1.14 billion in total assets, $1.39 billion in total liabilities and a $243.12 million total owners' deficit. * * * As reported by the TCR on Aug. 21, 2012, Standard & Poor's Ratings Services lowered its corporate credit rating on Revel to 'CCC' from 'B-'. "The downgrade reflects our view that a strong opening for the Revel Resort was critical to the company's ability to ramp up cash flow generation to a level sufficient to service its capital structure. In February 2011, Moody's Investors Service assigned Caa1 Corporate Family and Probability of Default ratings to Revel AC, LLC. The Caa1 Corporate Family Rating and Probability of Default Rating (PDR) reflect the considerable development and ramp-up risk associated with Revel AC. RHYTHM & HUES: Fired Workers Commence Class Action Suit ------------------------------------------------------- Eriq Gardner, writing for The Hollywood Reporter, reported that Anthony Barcelo, one of the 250 individuals laid off from Hollywood visual effects company Rhythm & Hues, has filed a class- action lawsuit alleging labor violations. The report related that in a complaint filed in Los Angeles bankruptcy court on behalf of himself and those similarly situated, Barcelo alleges that mass layoffs happened Feb. 11 without proper notice and constituted a violation of both federal law and California Labor Code. The report recalled that Los Angeles-based Rhythm & Hues filed for Chapter 11 bankruptcy protection Wednesday last week and appeared before a judge Friday. The company, which is up for an Academy Award for creating the CG Bengal tiger in Life of Pi, is seeking approval for $17 million in loans from Universal and Fox to continue working on various films. The VFX house also has made an emergency motion so that a judge might approve executory contracts. According to Reuters, the Barcelo complaint cites the Worker Adjustment and Retraining Act as requiring 60 days written notice for those terminated without cause as the result of mass layoffs or plant closings. The workers were employed at the company's facility in El Segundo, Calif. Reuters said Barcelo was a digital compositor on films including The Hunger Games, Green Lantern and Clash of the Titans and he also was involved in the postproduction of the upcoming film Percy Jackson: Sea of Monsters. Reuters, citing R&H's bankruptcy papers, said the company employed 700 individuals there up until recently and only 460 remain. About Rhythm and Hues Rhythm And Hues, Inc., aka Rhythm and Hues Studios Inc., filed its Chapter 11 petition with the U.S. Bankruptcy Court Central District of California (Los Angeles) on Feb. 13, 2013, listing assets ranging from $10,000,001 to $50,000,000 and liabilities ranging from $50,000,001 to $100,000,000. Judge Neil W. Bason oversees the case. The Bankruptcy Case No. is 13-13775. R&H has provided visual effects and animation for more than 150 feature films and has received Academy Awards for Babe and the Golden Compass, an Academy Award nomination for The Chronicles of Narnia and Life of Pi. R&H has a 135,000 square-foot facility in El Segundo, California. It has more than 460 employees. The Debtor's is represented by Brian L. Davidoff, Esq., C. John M Melissinos, Esq., and Claire E. Shin, Esq., at Greenberg Glusker, in Los Angeles, California. The petition was signed by John Patrick Hughes, president and CFO. SAN BERNARDINO, CA: Hires New City Manager ------------------------------------------ Tim Reid, writing for Reuters, reported that crisis-hit San Bernardino, California, picked a new city manager on Friday at a critical time in its quest to get bankruptcy protection from a federal court. Reuters related that San Bernardino was forced to look for a new city manager after its acting city manager, Andrea Travis-Miller, quit. Her resignation coincides with the departure of the city's finance chief. Both had been the key officials overseeing the city's bankruptcy application and their departures threaten the city's ability to achieve it, Reuters said. They had more knowledge than anybody else of the city's finances and the experience to answer questions from the court and creditors, Reuters added. The report said the city council voted to hire Allen Parker to replace Travis Miller. According to his resume provided to the city, Parker has been an economic development consultant since 2006. From June 2001 until December 2006, according to his resume, Parker was chief administrative officer of the Morongo Band of Mission Indians, a federally recognized tribe in California. Before that he was village manager of Maywood, Illinois. 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 joined 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. SAN DIEGO HOSPICE: Scripps Taking Over Hospice ---------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that San Diego Hospice & Palliative Care Corp. is transferring the patients and selling a non-operating hospice facility to Scripps Health. According to the report, San Diego Hospice intends to transfer the 450 patients to Scripps, a not-for-profit San Diego health-care provider. Scripps will provide a $5 million loan to continue operations until the patients can be transferred. Scripps is offering to buy an unused 24-bed hospice facility for $10.7 million. There will be a hearing Feb. 20 for approval of auction and sale procedures. About San Diego Hospice San Diego Hospice & Palliative Care Corporation filed a Chapter 11 petition (Bankr. S.D. Calif. Case No. 13-01179) in San Diego on Feb. 4,, 2013, estimating assets and liabilities of at least $10 million. The Debtor is the operator of the San Diego Hospice and The Institute for Palliative Medicine, one of the largest community-owned, not-for-profit hospices in the country. Even before the bankruptcy filing, the Debtor has been under a federal investigation, focusing whether it allowed patients to stay in the program even when their diagnosis changed. The Debtor said that it will meet with government agencies to address their concerns, explore partnerships with other health care organizations, and work to restructure and resize San Diego Hospice. The Debtor said it has encouraged Scripps Health, the region's largest provider of health care services, to enter the hospice business. Procopio, Cory, Hargreaves & Savitch LLP serves as counsel to the Debtor. SCHOOL SPECIALTY: Bankruptcy Professionals Hiring Sought -------------------------------------------------------- School Specialty, Inc., and its debtor affiliates seek authority from the Bankruptcy Court to employ these professionals: * Kurtzman Carson Consultants LLC as administrative advisor (Albert Kass, vice president of corporate restructuring services); * Paul, Weiss, Rifkind, Wharton & Garrison LLP (Alan W. Kornberg, Esq., partner) as bankruptcy attorneys to be paid these hourly rates: $850 to $1,160 for partners, $800 to $835 for counsel, $385 to $765 for associates, and $85 to $255 for legal assistants; and * Young Conaway Stargatt & Taylor, LLP, as local Delaware counsel, to be paid these hourly rates: $730 for Pauline K. Morgan, Esq., $730 for Joel A. Waite, Esq., $410 for Maris J. Kandestin, Esq., $315 for Morgan L. Seward, Esq., $285 for Laurel D. Roglen, Esq., as principal attorneys designated to represent the Debtors, and $160 for Troy Bollman as paralegal. The professionals assure the Court that they are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code and do not represent any interest adverse to the Debtors and their estates. Paul Weiss also disclosed that it received $1.1 million within 90 days prior to the Petition Date in connection with its representation of the Debtors. About School Specialty Based in Greenville, Wisconsin, School Specialty is a supplier of educational products for kindergarten through 12th grade. Revenue in 2012 was $731.9 million through sales to 70 percent of the country's 130,000 schools. School Specialty and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 13-10125) on Jan. 28, 2013, to facilitate a sale to lenders led by Bayside Financial LLC, absent higher and better offers. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez & Marsal North America LLC is the restructuring advisor and Perella Weinberg Partners LP is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. A seven-member official committee of unsecured creditors was appointed in the case. The petition estimated assets of $494.5 million and debt of $394.6 million. SCHOOL SPECIALTY: Executed DIP Agreements Filed ----------------------------------------------- School Specialty, Inc., and its debtor affiliates delivered to the Bankruptcy Court copies of executed Debtor-in-Possession Credit Agreements in light of the coming final DIP hearing set for Feb. 25. The executed copies, which include exhibits and schedules not yet filed with the Court, are available at As previously reported on Feb. 7 by the TCR, the Debtors won interim approval of their request to obtain $50 million of DIP financing from Bayside Finance LLC, the agent for the prepetition term loan lenders, despite objections from various parties, including the U.S. Trustee and the Steering Committee of Convertible Noteholders of School Specialty, Inc. Written objections to the final approval of the DIP loan are due Feb. 15. About School Specialty Based in Greenville, Wisconsin, School Specialty is a supplier of educational products for kindergarten through 12th grade. Revenue in 2012 was $731.9 million through sales to 70 percent of the country's 130,000 schools. School Specialty and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 13-10125) on Jan. 28, 2013, to facilitate a sale to lenders led by Bayside Financial LLC, absent higher and better offers. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez & Marsal North America LLC is the restructuring advisor and Perella Weinberg Partners LP is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. A seven-member official committee of unsecured creditors was appointed in the case. The Debtor disclosed assets of $494.5 million and debt of $394.6 million in its petition. SCHOOL SPECIALTY: Wells Fargo No Longer Owns Shares as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Wells Fargo & Company disclosed that, as of Dec. 31, 2012, it beneficially owns 1,337,944 shares of common stock of School Specialty Inc. representing 6.98% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/yDgwjA In a subsequent regulatory filing, Wells Fargo disclosed that, as of Jan. 31, 2013, it benificially own 4 common shares of the Company representing 0% of the shares outstanding. A copy of the filing is available at http://is.gd/mo8qfy About School Specialty Based in Greenville, Wisconsin, School Specialty is a supplier of educational products for kindergarten through 12th grade. Revenue in 2012 was $731.9 million through sales to 70 percent of the country's 130,000 schools. School Specialty and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 13-10125) on Jan. 28, 2013, to facilitate a sale to lenders led by Bayside Financial LLC, absent higher and better offers. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez & Marsal North America LLC is the restructuring advisor and Perella Weinberg Partners LP is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. The petition estimated assets of $494.5 million and debt of $394.6 million. SINCLAIR BROADCAST: Amends Report on Newport Acquisition -------------------------------------------------------- Sinclair Broadcast Group, Inc., has amended its current report on Form 8-K filed with the Securities and Exchange Commission on Dec. 6, 2012. The Original 8-K reported the Company's completion of its acquisition of certain broadcast assets from Newport Television LLC. The Amendment provides the financial statements and pro forma financial information required under Item 9.01 of Form 8-K. No other modification to the Original 8-K is being made by this Amendment. (a) Financial statements of business acquired The historical audited combined financial statements of the High Plains Broadcasting Operating Company, LLC and Newport Television LLC stations in Cincinnati, OH; Harrisburg, PA; Mobile, AL; Rochester, NY; San Antonio, TX; and Wichita, KS, as of and for the year ended Dec. 31, 2011, including the notes to those financial statements and the report of the independent auditors thereon, and the historical unaudited combined financial statements of the Newport Stations as of and for the nine months ended Sept. 30, 2012, and 2011, are available at http://is.gd/E13TZ4 (b) Pro forma financial information The required unaudited pro forma financial information as of and for the nine months ended Sept. 30, 2012, and for the year ended Dec. 31, 2011, are available at http://is.gd/y2Ny0J About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. The Company said in the Form 10-Q for the quarter ended March 31, 2012, that any insolvency or bankruptcy proceeding relating to Cunningham, one of its LMA partners, would cause a default and potential acceleration under a Bank Credit Agreement and could, potentially, result in Cunningham's rejection of the Company's seven LMAs with Cunningham, which would negatively affect the Company's financial condition and results of operations. For the 12 months ended Dec. 31, 2012, the Company reported net income of $144.95 million on $1.06 billion of total revenues, as compared with net income of $76.17 million on $765.28 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $2.72 billion in total assets, $2.82 billion in total liabilities and a $100.05 million total stockholders' deficit. * * * As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on Hunt Valley, Md.- based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from 'B+'. The rating outlook is stable. "The 'BB-' rating on Sinclair reflects S&P's expectation that the company could keep its lease-adjusted debt to EBITDA below historical levels throughout the election cycle, absent a reversal of economic growth, meaningful debt-financed acquisitions, or significant shareholder-favoring measures," explained Standard & Poor's credit analyst Deborah Kinzer. In September 2010, Moody's raised its ratings for Sinclair Broadcast and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of-Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. SOUTHERN AIR: Has Until May 28 to File Chapter 11 Plan ------------------------------------------------------ Judge Christopher Sontchi of the U.S. Bankruptcy Court for the District of Delaware extended until May 28, 2013, the exclusive period by which Southern Air Holdings, Inc., and its debtor affiliates may file a plan of reorganization and until July 25 to solicit acceptances of that plan. About Southern Air Based in Norwalk, Connecticut, military cargo airline Southern Air Inc. -- http://www.southernair.com/-- its parent Southern Air Holdings Inc. and their affiliated entities filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 12-12690 to 12-12707) in Wilmington on Sept. 28, 2012, blaming the decline in business from the U.S. Department of Defense, which reduced its troop count in Afghanistan and hired Southern Air less frequently. Bankruptcy Judge Christopher S. Sontchi presides over the case. Brian S. Rosen, Esq., Candace Arthur, Esq., and Gabriel Morgan, Esq., at Weil, Gotshal & Manges LLP; and M. Blake Cleary, Esq., and Maris J. Kandestin, Esq., at Young, Conaway, Stargatt & Taylor, serve as the Debtor's counsel. Zolfo Cooper LLC serves as the Debtors' bankruptcy consultant and special financial advisor. Kurtzman Carson Consultants, LLC, serves as claims and notice agent. CF6-50, LLC, debtor-affiliate, disclosed $338,925,282 in assets and $288,000,000 in liabilities as of the Chapter 11 filing. The petition was signed by Jon E. Olin, senior vice president. Canadian Imperial Bank of Commerce, New York Agency, the DIP agent and prepetition agent, is represented by Matthew S. Barr, Esq., and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP; and Mark D. Collins, Esq., and Katherine L. Good, Esq., at Richards Layton & Finger PA. Stephen J. Shimshak, Esq., and Kelley A. Cornish, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP; and Mark E. Felger, Esq., at Cozen O'Connor, represent Oak Hill Capital Partners II, LP, OH Aircraft Acquisition LLC, and Oak Hill Cargo 360 LLC. The Debtors' Plan provides that lenders agreed to accept ownership of the company as payment for their $288 million loan. On Nov. 21, 2012, Roberta DeAngelis, U.S. Trustee for Region 3, appointed the statutory committee of unsecured creditors. Lowenstein Sandler PC and Pachulski, Stang, Ziehl & Jones LLP serves as its co-counsels, and Mesirow Financial Consulting LLC serves as its financial advisor. SOUTHERN AIR: Seeks to Pay $96,600 to Retain 4 Key Employees ------------------------------------------------------------ Southern Air Holdings Inc. and its debtor affiliates seek authority from the Bankruptcy Court overseeing their Chapter 11 cases to pay a total of $96,618 to retain non-insider employees that are key to their operations and their restructuring. Under a key employee retention plan (KERP), the Debtors have selected four employees that serve as Director of Operations, Director of Accounting and Facilities, Accounting and Reporting Manager, and Director of Human Resources. The Debtors believe that the Key Employees are not only important to their operations and their reorganization process, but their departure prior to the complete relocation of the Debtors would have deleterious effects on the reorganization and timely relocation. In addition to the KERP Payments, the KERP provides for the Key Employees to receive (i) continued medical, dental, life, and vision coverage under the Debtors' employee benefit plans in place at the time until the last day of the month in which their employment is terminated, and (ii) payment for all accrued but unused vacation time. About Southern Air Based in Norwalk, Connecticut, military cargo airline Southern Air Inc. -- http://www.southernair.com/-- its parent Southern Air Holdings Inc. and their affiliated entities filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 12-12690 to 12-12707) in Wilmington on Sept. 28, 2012, blaming the decline in business from the U.S. Department of Defense, which reduced its troop count in Afghanistan and hired Southern Air less frequently. Bankruptcy Judge Christopher S. Sontchi presides over the case. Brian S. Rosen, Esq., Candace Arthur, Esq., and Gabriel Morgan, Esq., at Weil, Gotshal & Manges LLP; and M. Blake Cleary, Esq., and Maris J. Kandestin, Esq., at Young, Conaway, Stargatt & Taylor, serve as the Debtor's counsel. Zolfo Cooper LLC serves as the Debtors' bankruptcy consultant and special financial advisor. Kurtzman Carson Consultants, LLC, serves as claims and notice agent. CF6-50, LLC, debtor-affiliate, disclosed $338,925,282 in assets and $288,000,000 in liabilities as of the Chapter 11 filing. The petition was signed by Jon E. Olin, senior vice president. Canadian Imperial Bank of Commerce, New York Agency, the DIP agent and prepetition agent, is represented by Matthew S. Barr, Esq., and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP; and Mark D. Collins, Esq., and Katherine L. Good, Esq., at Richards Layton & Finger PA. Stephen J. Shimshak, Esq., and Kelley A. Cornish, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP; and Mark E. Felger, Esq., at Cozen O'Connor, represent Oak Hill Capital Partners II, LP, OH Aircraft Acquisition LLC, and Oak Hill Cargo 360 LLC. The Debtors' Plan provides that lenders agreed to accept ownership of the company as payment for their $288 million loan. On Nov. 21, 2012, Roberta DeAngelis, U.S. Trustee for Region 3, appointed the statutory committee of unsecured creditors. Lowenstein Sandler PC and Pachulski, Stang, Ziehl & Jones LLP serves as its co-counsels, and Mesirow Financial Consulting LLC serves as its financial advisor. SOUTHERN MONTANA: New PSA is Cornerstone of Chap. 11 Plan --------------------------------------------------------- Reorganized Southern Montana Electric Generation and Transmission Cooperative, Inc., will continue to operate under a 10-year, all requirements power supply agreement that will replace a prepetition, long-term power supply agreement with PPL Montana, the bankrupt power company said in the disclosure statement it filed with the U.S. Bankruptcy Court for the District of Montana to explain its plan of reorganization. Under the new contract, the Reorganized Debtor expects to save more than $100 million as compared to what it would have had to pay under the PPL contract. The savings will be channelled to pay off the Debtor's debt on Highwood Generating Station. The Plan, proposed by Lee A. Freeman, the trustee appointed in the Chapter 11 case of Southern Montana, impairs all claims, except for priority non-tax claims, which will be paid in full on the effective date of the Plan, and claims and interests held by members. A full-text copy of the Disclosure Statement, dated Feb. 15, 2013, is available for free at: http://bankrupt.com/misc/smegtc_ds0215.pdf About Southern Montana Electric Based in Billings, Montana, Southern Montana Electric Generation and Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Timothy Gregori signed the petition as general manager. Malcolm H. Goodrich, Esq., at Goodrich Law Firm, P.C., in Billings, Montana, serves as the Debtor's counsel. After filing for reorganization in October, the co-op agreed to a request for appointment of a Chapter 11 trustee. Lee A. Freeman was appointed as the Chapter 11 trustee in December 2011. He is represented by Joseph V. Womack, Esq., at Waller & Womack, and John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M. Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett, P.C. STRATUS MEDIA: Seaside 88 Holds 5.6% Equity Stake as of Dec. 31 --------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Seaside 88, LP, disclosed that, as of Dec. 31, 2012, it beneficially owns 3,196,310 shares of common stock of Stratus Media Group, Inc., representing 5.6% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/JfPQQ7 About Stratus Media Santa Barbara, Calif.-based Stratus Media Group, Inc., is an owner, operator and marketer of live sports and entertainment events. Subject to the availability of capital, the Company intends to aggregate a large number of complementary live sports and entertainment events across North America and internationally. The Company reported a net loss of $15.83 million in 2011, compared with a net loss of $8.41 million in 2010. Goldman Kurland and Mohidin LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses and negative cash flow from operations which raised substantial doubt as to the ability of the Company to continue as a going concern. The Company's balance sheet at Sept. 30, 2012, showed $3.94 million in total assets, $9.98 million in total liabilities, all current, and a $6.03 million total shareholders' deficit. SUPERMEDIA INC: Hayman Has 9.9% Stake as of Dec. 31 --------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Hayman Capital Management, L.P., and its affiliates disclosed that, as of Dec. 31, 2012, they beneficially own 1,560,941 shares of common stock of Supermedia Inc. representing 9.96% of the shares outstanding. A copy of the filing is available for free at http://is.gd/4ZR6LB About Supermedia 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 (Bankr. N.D. Tex. Lead Case No. 09-31828) on March 31, 2009. 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. 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. The Company's balance sheet at Sept. 30, 2012, showed $1.44 billion in total assets, $1.91 billion in total liabilities, and a $470 million total stockholders' deficit. * * * As reported by the TCR on Jan. 30, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on SuperMedia Inc. to 'CCC' from 'CCC+'. "The downgrade reflects our view that the company has sufficient lender support to effectively pursue a prepackaged reorganization," said Standard & Poor's credit analyst Chris Valentine. THQ INC: Young Conaway Approved as Bankruptcy Counsel ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized THQ Inc., et al., to employ Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel. Young Conaway will represent the Debtors in all aspects of their restructuring efforts. To avoid any duplication of efforts, Gibson, Dunn LLP, as their lead counsel and Young Conaway have discussed and will continue to discuss each firm's respective responsibilities in connection with representation of the Debtors. The principal attorneys and paralegal designated to represent the Debtors and their standard hourly rates are: Michael R. Nestor $675 M. Blake Cleary $650 Jaime Luton Chapman $375 Morgan L. Seward $315 Michelle Smith (paralegal) $185 Other attorneys and paralegals may from time to time also serve the Debtors in connection with the matters with rates ranging from $285 to $975 per hour for attorneys and $80 to $250 per hour for paralegals and other paraprofessionals. Young Conaway received an initial retainer of $100,000 in connection with the planning and preparation of initial documents and its proposed postpetition representation of the Debtors. A portion of the retainer has been applied to outstanding balances existing as of the Petition Date. The remainder will constitute a general retainer as security for postpetition services and expenses. About THQ Inc. THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. Before bankruptcy, Clearlake signed a contract to buy Agoura THQ for a price said to be worth $60 million. After a 22-hour auction with 10 bidders, the top offers brought a combined $72 million from several buyers who will split up the company. Judge Walrath approved the sales in January 2013. Some of the assets didn't sell, including properties the company said could be worth about $29 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five persons to serve in the Official Committee of Unsecured Creditors. The Committee tapped Houlihan Lokey Capital as its financial advisor and investment banker, Landis Rath & Cobb as co-counsel and Andrews Kurth as counsel. THQ INC: Kurtzman Carson Approved as Administrative Agent --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized THQ Inc., et al. to employ Kurtzman Carson Consultants LLC as their administrative agent. KCC will, among other things: a) assist with the preparation of the Debtors' schedules of assets and liabilities and statement of financial affairs; b) tabulate votes and perform subscription services as may be requested or required in connection with any and all Chapter 11 plans filed by the Debtors and provide ballot reports and related balloting and tabulation services to the debtors and their professionals; and c) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results. Prior to the Petition Date, the Debtors provided KCC a $25,000 retainer. To the best of the Debtors' knowledge, KCC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About THQ Inc. THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. Before bankruptcy, Clearlake signed a contract to buy Agoura THQ for a price said to be worth $60 million. After a 22-hour auction with 10 bidders, the top offers brought a combined $72 million from several buyers who will split up the company. Judge Walrath approved the sales in January 2013. Some of the assets didn't sell, including properties the company said could be worth about $29 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five persons to serve in the Official Committee of Unsecured Creditors. The Committee tapped Houlihan Lokey Capital as its financial advisor and investment banker, Landis Rath & Cobb as co-counsel and Andrews Kurth as counsel. THQ INC: Landis Rath Approved as Committee's Co-Counsel ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of THQ Inc., et al., to retain Landis Rath & Cobb LLP as its co-counsel. The Committee said that it has selected Andrews Kurth LLP as its counsel, and Houlihan Lokey Capital, Inc. as its financial advisor. In this relation, LRC has discussed with AK and the Committee a division of responsibility in order to minimize a duplication of efforts on behalf of the Committee. About THQ Inc. THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. Before bankruptcy, Clearlake signed a contract to buy Agoura THQ for a price said to be worth $60 million. After a 22-hour auction with 10 bidders, the top offers brought a combined $72 million from several buyers who will split up the company. Judge Walrath approved the sales in January 2013. Some of the assets didn't sell, including properties the company said could be worth about $29 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five persons to serve in the Official Committee of Unsecured Creditors. The Committee tapped Houlihan Lokey Capital as its financial advisor and investment banker, Landis Rath & Cobb as co-counsel and Andrews Kurth as counsel. TRANSGENOMIC INC: Austin Marxe Discloses 5% Stake at Dec. 31 ------------------------------------------------------------ In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Austin W. Marxe and David M. Greenhouse disclosed that, as of Dec. 31, 2012, they beneficially own 2,529,300 shares of common stock of Transgenomic, Inc., representing 5.6% of the shares outstanding. A copy of the filing is available at: http://is.gd/usealH About Transgenomic Transgenomic, Inc. (www.transgenomic.com) is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. The Company's balance sheet at Sept. 30, 2012, showed $42.88 million in total assets, $20.31 million in total liabilities and $22.57 million in total stockholders' equity. As reported by the TCR on Feb. 13, 2013, Transgenomic entered into a forbearance agreement with Dogwood Pharmaceuticals, Inc., until March 31, 2013. TRI-STATE FINANCIAL: $1.1MM Fund Not Owned by Bankruptcy Estate --------------------------------------------------------------- In the Chapter 11 case of Tri-State Financial, LLC, d/b/a North Country Ethanol, the U.S. Bankruptcy Court for the District of Nebraska issued an order on February 13, 2013, clarifying the ownership of $1,190,000 in funds received from the Chapter 7 trustee of the bankruptcy estate of Tri-State Ethanol Company, LLC. The trustee of the Tri-State Financial, LLC, bankruptcy estate received $1,190,000 from the Chapter 7 trustee of the bankruptcy estate of Tri-State Ethanol Co., which was filed in the Bankruptcy Court for the District of South Dakota. The funds were received by the TSF trustee based upon a claim filed by TSF prior to the filing of its bankruptcy case. Judge Timothy J. Mahoney ruled that the funds in question are the property of the defendants other than Centris and the funds are not property of the bankruptcy estate. Judge Mahoney further held that "although the funds are not property of the bankruptcy estate of TSF, the bankruptcy estate does have the right to reimbursement of its legal fees and expenses incurred in litigating and eventually settling with the Chapter 7 trustee in the TSE bankruptcy case then pending in the District of South Dakota. In addition, the estate, which had a legitimate basis for asserting the ownership of the funds, has a right to be compensated for its attorney fees, costs, and expenses incurred in this litigation. The trustee may submit a detailed statement of the fees and expenses, divided into categories such as expenses and fees incurred in the TSE matter and fees and expenses incurred in litigating the ownership of the funds in the pending bankruptcy case. After notice and the opportunity for objection, a hearing will be held if an objection is filed. This Order shall not be considered a final order until a ruling is made on the trustee's compensation application." The case before Judge Mahoney is styled THOMAS D. STALNAKER, Trustee, Plaintiff, v. GEORGE ALLISON, JR.; FRANK CERNIK; PHYLLIS CERNIK; CHRIS DANIEL; AMY DANIEL; DISTEFANO FAMILY LTD. PARTNERSHIP; MARK E. EHRHART; ROBERT G. GRIFFIN; JOHN L. HOICH; DENISE HOICH; TIMOTHY JACKES; JAMES G. JANDRAIN; AMERICAN INTERSTATE BANK; GEORGE KRAMER; BERNIE MARQUARDT; RADIO ENGINEERING INDUSTRIES, INC.; JOSEPH VACANTI, Trustee of the Joseph & Cynthia Vacanti Trust; and CENTRIS FEDERAL CREDIT UNION, Defendants. CENTRIS FEDERAL CREDIT UNION, Counterclaim and Cross-Claim Plaintiff, v. THOMAS D. STALNAKER, Trustee, Counterclaim Defendant, and GEORGE ALLISON, JR.; FRANK CERNIK; PHYLLIS CERNIK; CHRIS DANIEL; AMY DANIEL; DISTEFANO FAMILY LTD. PARTNERSHIP; MARK E. EHRHART; ROBERT G. GRIFFIN; JOHN L. HOICH; DENISE HOICH; TIMOTHY JACKES; JAMES G. JANDRAIN; LINDA L. KLASSMEYER; GEORGE KRAMER; BERNIE MARQUARDT; RADIO ENGINEERING INDUSTRIES, INC.; and JOSEPH VACANTI, Trustee of the Joseph & Cynthia Vacanti Trust, Cross-Claim Defendants, Case No. BK08-83016-TJM, No. A10-8052-TJM. A copy of the Bankruptcy Court's February 13, 2013 Order is available at http://is.gd/Pbp8wsfrom Leagle.com. Tri-State Financial LLC, owner of the North Country Ethanol plant near Rosholt, South Dakota, filed a Chapter 11 petition (Bankr. D. Neb. Case No. 08-83016) on Nov. 21, 2008, in Omaha, Nebraska. The company listed assets of $35 million and debt totaling $27 million. Centris Federal Credit Union holds a secured claim aggregating $19.6 million. USG CORP: Incurs $125 Million Net Loss in 2012 ---------------------------------------------- USG Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $125 million on $3.22 billion of net sales for 2012, a net loss of $390 million on $2.91 billion of net sales for 2011, and a net loss of $405 million on $2.83 billion of net sales for 2010. The Company's balance sheet at Dec. 31, 2012, showed $3.72 billion in total assets, $3.70 bilion in total liabilities and $19 million in total stockholders' equity including noncontrolling interest. A copy of the Form 10-K is available for free at: http://is.gd/WlF6JZ About USG Corporation Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes building materials producing a wide range of products for use in new residential, new nonresidential and repair and remodel construction, as well as products used in certain industrial processes. The company filed for Chapter 11 protection on June 25, 2001 (Bankr. Del. Case No. 01-02094). When the Debtors filed for protection from their creditors, they disclosed $3.252 billion in assets and $2.739 billion in liabilities. The Debtors emerged from bankruptcy protection on June 20, 2006. The Company reported a net loss of $390 million in 2011 and a net loss of $405 million in 2010. * * * As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings Services lowered its corporate credit rating on USG Corp. to 'B' from 'B+'. "The downgrade reflects our expectation that USG's operating results and cash flow are likely to be strained over the next year due to the ongoing depressed level of housing starts and still- weak commercial construction activity," said Standard & Poor's credit analyst Thomas Nadramia. "It is now more likely, in our view, that any meaningful recovery in housing starts may be deferred until late 2012 or into 2013. As a result, the risk that USG's liquidity in the next 12 to 24 months will continue to erode (and be less than we incorporated into our prior ratings) has increased. The ratings previously incorporated a greater improvement in housing starts, which would have enabled USG to reduce its negative operating cash flow in 2012 and achieve breakeven cash flow or better by 2013." In the Sept. 11, 2012, edition of the TCR, Fitch Ratings has affirmed USG Corporation's (NYSE: USG) ratings, including the company's Issuer Default Rating (IDR) at 'B-'. The Rating Outlook has been revised to Stable from Negative. The ratings for USG reflect the company's leading market position in all of its businesses, strong brand recognition, its large manufacturing network and sizeable gypsum reserves. Risks include the cyclicality of the company's end-markets, excess capacity currently in place in the U.S. wallboard industry, volatility of wallboard pricing and shipments and the company's high leverage. As reported by the TCR on Dec. 5, 2012, Moody's Investors Service affirmed USG Corporation's Caa1 Corporate Family Rating and Caa1 Probability of Default Rating. USG's Caa1 Corporate Family Rating reflects its high debt leverage characteristics, despite Moody's expectation of improving operating performance. VITRO SAB: Noteholders Bid for Relief Has Hearing Tomorrow ---------------------------------------------------------- Vitro Packaging de Mexico S.A. de C.V., the members of the Ad Hoc Group of Vitro Noteholders, and U.S. Bank, National Association, as Indenture Trustee, Vitro S.A.B. de C.V., and the non-debtor affiliates of Vitro stipulate that the Court will defer its consideration of the motion of the Ad Hoc Group of Noteholders seeking relief from the automatic stay or dismissal of the Chapter 15 case prior to February 21, 2013. On the duration of the stay period, VPM is temporarily enjoined from transferring any assets that it owns or controls outside of the ordinary course of business, including transferring assets located in the United States to other countries outside the ordinary course of business. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global glass producer, serving the construction and automotive glass markets and glass containers needs of the food, beverage, wine, liquor, cosmetics and pharmaceutical industries. Vitro is the largest manufacturer of glass containers and flat glass in Mexico, with consolidated net sales in 2009 of MXN23,991 million (US$1.837 billion). Vitro defaulted on its debt in 2009, and sought to restructure around US$1.5 billion in debt, including US$1.2 billion in notes. Vitro launched an offer to buy back or swap US$1.2 billion in debt from bondholders. The tender offer would be consummated with a bankruptcy filing in Mexico and Chapter 15 filing in the United States. Vitro said noteholders would recover as much as 73% by exchanging existing debt for cash, new debt or convertible bonds. Concurso Mercantil & Chapter 15 Proceedings Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a pre-packaged Concurso Plan in the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, commencing its voluntary concurso mercantil proceedings -- the Mexican equivalent of a prepackaged Chapter 11 reorganization. Vitro SAB also commenced parallel proceedings under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan on Dec. 13, 2010, to seek U.S. recognition and deference to its bankruptcy proceedings in Mexico. Early in January 2011, the Mexican Court dismissed the Concurso Mercantil proceedings. But an appellate court in Mexico reinstated the reorganization in April 2011. Following the reinstatement, Vitro SAB on April 14, 2011, re-filed a petition for recognition of its Mexican reorganization in U.S. Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-11754). The Vitro parent received sufficient acceptances of its reorganization by using the US$1.9 billion in debt owing to subsidiaries to vote down opposition by bondholders. The holders of US$1.2 billion in defaulted bonds opposed the Mexican reorganization plan because shareholders could retain ownership while bondholders aren't being paid in full. Vitro announced in March 2012 that it has implemented the reorganization plan approved by a judge in Monterrey, Mexico. In the present Chapter 15 case, the Debtor seeks to block any creditor suits in the U.S. pending the reorganization in Mexico. Chapter 11 Proceedings A group of noteholders opposed the exchange -- namely Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P. Together, they held US$75 million, or approximately 6% of the outstanding bond debt. The Noteholder group commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010. Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation counsel to analyze the potential rights that Vitro may exercise in the United States against the ad hoc group of dissident bondholders and its advisors. A larger group of noteholders, known as the Ad Hoc Group of Vitro Noteholders -- comprised of holders, or investment advisors to holders, which represent approximately US$650 million of the Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not among the Chapter 11 petitioners, although the group has expressed concerns over the exchange offer. The group says the exchange offer exposes Noteholders who consent to potential adverse consequences that have not been disclosed by Vitro. The group is represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at White & Case LLP. A bankruptcy judge in Fort Worth, Texas, denied involuntary Chapter 11 petitions filed against four U.S. subsidiaries. On April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro America LLC and three other U.S. subsidiaries -- that were subject to the involuntary petitions into voluntary Chapter 11. The Texas Court on April 21 denied involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. Kurtzman Carson Consultants is the claims and notice agent to Vitro America, et al. Alvarez & Marsal North America LLC, is the Debtors' operations and financial advisor. The official committee of unsecured creditors appointed in the Chapter 11 cases of Vitro America, et al., has selected Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, as counsel. Blackstone Advisory Partners L.P. serves as financial advisor to the Committee. The U.S. Vitro companies sold their assets to American Glass Enterprises LLC, an affiliate of Sun Capital Partners Inc., for US$55 million. U.S. subsidiaries of Vitro SAB are having their cases converted to liquidations in Chapter 7, court records in January 2012 show. In December, the U.S. Trustee in Dallas filed a motion to convert the subsidiaries' cases to liquidations in Chapter 7. The Justice Department's bankruptcy watchdog said US$5.1 million in bills were run up in bankruptcy and hadn't been paid. On June 13, 2012, U.S. Bankruptcy Judge Harlin "Cooter" Hale in Dallas entered a ruling that precluded Vitro from enforcing its Mexican reorganization plan in the U.S. Vitro's appeal is pending. In November, the U.S. Court of Appeals Judge Carolyn King ruled that Vitro SAB won't be permitted to enforce its bankruptcy reorganization plan in the U.S. She said that Vitro "has not shown that there exist truly unusual circumstances necessitating the release" preventing bondholders from suing subsidiaries. WESTINGHOUSE SOLAR: Brio Capital Owns 9% Equity Stake at Jan. 31 ---------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Brio Capital Master Fund Ltd. disclosed that, as of Jan. 31, 2013, it beneficially owns 2,168,936 shares of common stock of Westinghouse Solar, Inc., representing 9.99% of the shares outstanding. A copy of the filing is available at: http://is.gd/Ta8dKV About Westinghouse Campbell, Calif.-based Westinghouse Solar, Inc., is a designer and manufacturer of solar power systems and solar panels with integrated microinverters. The Company designs, markets and sells these solar power systems to solar installers, trade workers and do-it-yourself customers in the United States and Canada through distribution partnerships, the Company's dealer network and retail outlets. As reported in the TCR on April 16, 2012, Burr Pilger Mayer, Inc., in San Francisco, California, expressed substantial doubt about Westinghouse Solar'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 suffered significant operating losses and has negative cash flow from operations. The Company's balance sheet at Sept. 30, 2012, showed $4.4 million in total assets, $5.6 million in total liabilities, and a stockholders' deficit of $1.2 million. WM SIX FORKS: Mortgage Typo Costs Lender $1.5 Million Under Plan ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that auctions are typically held before companies confirm Chapter 11 plans, although nothing in bankruptcy law says it can't be otherwise. According to the report, the owner of the 298-unit Manor Six Forks luxury apartment project in Raleigh, North Carolina, decided to put the cart before the horse by winning confirmation of a Chapter 11 plan last week where the auction will take place in March. Mr. Rochelle notes that the case involved a typographical error that cost the lender Lenox Mortgage XVII LLC almost $1.5 million. Lenox was owed about $39 million when bankruptcy began in August. The owner, named WM Six Forks LLC, charged that use of the wrong month in the note or mortgage left the lender with only an unsecured claim. Rather than fight, Lenox agreed to settle by contributing $1.5 million to a fund for unsecured creditors. According to the report, there will be an auction where Lenox can bid as much as $30 million without reaching into its pocket for cash. If there is bidding from a third party to pay Lenox in full, the surplus will go first to secured creditors with liens subordinate to Lenox's. Assuming there is no outside buyer, the disclosure statement informed unsecured creditors they could expect to recover about 13% on their $5 million in claims. Mechanics lienholders and subordinated secured creditors, whose claims aggregate $6 million, can expect the same recovery. About WM Six Forks WM Six Forks LLC is the owner of an apartment and retail/office complex in Raleigh, North Carolina, known as Manor Six Forks, which opened in March 2010. The property includes 298 residential apartments and roughly 14,000 square feet of retail/office space on the ground floor. As of the bankruptcy filing date, all the retail/office space is vacant and roughly 95% of the residential apartments are subject to existing leases. WM Six Forks filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 12-05854) on Aug. 12, 2012. The Debtor said in court papers the Manor is valued at $32.54 million. The Debtor also owns a 15.15- acre property, the value of which is not yet determined. The Debtors' property serves as collateral to a $39 million debt to Lenox Mortgage XVI, LLC. A copy of the schedules filed together with the petition is available at http://bankrupt.com/misc/nceb12- 05854.pdf Bankruptcy Judge J. Rich Leonard oversees the case. The Debtor hired Northen Blue, LLP as counsel. The petition was signed by William G. Garner, manager of WM6F Completion & Performance Assoc., LLC. Dawn Barnes has been assigned as case manager. The Bankruptcy Administrator for the Eastern District of North Carolina Bankruptcy notified that it was unable to form a creditors committee in the Chapter 11 case of WM Six Forks, LLC. ZALE CORP: Richard Breeden Stake Down to 0.4% as of Feb. 14 ----------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Richard Breeden and his affiliates disclosed that, as of Feb. 14, 2013, they beneficially own 143,968 shares of common stock of Zale Corporation representing 0.4% of the shares outstanding. Mr. Breeden previously reported beneficial ownership of 4,958,572 common shares or a 15.4% equity stake as of Sept.11, 2012. A copy of the amended filing is available for free at: http://is.gd/If77e0 About Zale Corporation Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) -- http://www.zalecorp.com/-- is a specialty retailer of diamonds and other jewelry products in North America, operating approximately 1,900 retail locations throughout the United States, Canada and Puerto Rico, as well as online. Zale Corporation's brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers, Peoples Jewellers, Mappins Jewellers and Piercing Pagoda. Zale also operates online at http://www.zales.com/, http://www.zalesoutlet.com/, http://www.gordonsjewelers.com/and http://www.pagoda.com/ Zale Corp. incurred a net loss of $27.31 million for the year ended July 31, 2012, a net loss of $112.30 million for the year ended July 31, 2011, and a net loss of $93.67 million for the year ended July 31, 2010. Zale Corp's balance sheet at Oct. 31, 2012, showed $1.33 billion in total assets, $1.18 billion in total liabilities and $151.96 million in total stockholders' investment. * IATA Has Cautious Outlook for the Airline Sector in 2013 ---------------------------------------------------------- According to StockCall.com, back in December 2012, the International Air Transport Association (IATA) provided its 2013 financial forecast for the airline industry. While IATA's outlook for 2013 is cautious, improvement in the global economy should benefit airlines such US Airways Group Inc., which recently announced a merger with AMR Corp., and United Continental Holdings Inc., this year. IATA's Cautious Outlook In December 2012, IATA's Director General and CEO, Tony Tyler said that airlines' net profits are expected to rise to $8.4 billion, which would leave the industry with a 1.3% net profit margin. Mr. Tyler noted that it is good that the airline industry is moving in the right direction, but the year ahead is shaping up to be another tough one for the industry. IATA expects global economy to grow 2.3% in 2013. Growth once again will be driven by emerging economies. Passenger demand in 2013 is expected to rise 4.5%, while cargo demand is forecasted to rise 1.4%. IATA expects oil prices to remain slightly moderate at $104 per barrel this year; however, IATA believes that the premium paid for jet fuel refining will result in a smaller decline in jet fuel prices to $124.3 per barrel. Improving Global Economic Outlook Should Benefit Airlines While IATA's outlook for the airline industry is cautious, signs of improvement in the global at the start of this year augur well for airlines. In its report, IATA cited the Eurozone debt crisis as a major concern. However, since the start of this year, the Eurozone has shown signs of stabilizing. There are still no signs of growth, though, with fourth quarter GDP in the monetary union falling 0.6%, according to a report released last week. Consolidation One of the major trends in the airline industry, especially in the U.S., has been consolidation. Two years ago, United Airlines and Continental Airlines merged, forming United Continental Holdings Inc. Recently, US Airways Group Inc. and AMR Corp., the parent company of American Airlines, announced a much-anticipated merger. AMR Corp. had filed for bankruptcy in November 2011 and since then there had been talks of a merger between the bankrupt airline and US Airways Group Inc. The merger agreement was finally sealed last week. The combined companies will operate under the American Airlines name. As per the terms of the merger agreement, shareholders of US Airways Group Inc. will receive one share of common stock of the combined airline for each share of US Airways Group Inc. common stock they hold. Doug Parker, Chairman and CEO of US Airways Group Inc., said that the combined airline will have the scale, breadth and capabilities to compete more effectively and profitably in the global marketplace. United Continental Holdings January Operational Performance Earlier this month, United Continental Holdings reported its January 2013 operational results. The airline's consolidated traffic in January rose 0.9%, while consolidated capacity fell 1.9%. Consolidated passenger revenue per available seat mile (PRASM) rose an estimated 3% to 4%. * Miami Consumer Credit Default Rates Increase in January 2013 -------------------------------------------------------------- Data through January 2013, released on Feb. 19 by S&P Dow Jones Indices and Experian for the S&P/Experian Consumer Credit Default Indices, a comprehensive measure of changes in consumer credit defaults, showed a decrease in national default rates during the month. The national composite was 1.63% in January 2013, down from 1.72% in December 2012. The first mortgage default rate moved down to 1.58% in January, from 1.68% in December. The second mortgage rate was unchanged at 0.69% since December. Auto loan default rates increased marginally in January posting 1.10%, up from the 1.09% December level. The bank card default rate hit the lowest post-recession pace of 3.41% in January; it was 3.53% in December. "The beginning of 2013 continued the positive trend in consumer credit quality that we witnessed in 2012," says David M. Blitzer, Managing Director and Chairman of the Index Committee for S&P Dow Jones Indices. "The first mortgage and bank card default rates moved down, the second mortgage remained flat and auto loans were marginally up in January. All loan types remain below their respective levels a year ago. "The national composite rate was 1.63% in January 2013, nine basis points below the December 2012 rate. It was primarily driven by the first mortgage rate, which was at 1.58% in January, ten basis points below the previous month. "Three of the five cities we cover showed decreases in their default rates in January - Chicago, was down by five basis points, Dallas by seven and Los Angeles by three basis points. New York was marginally higher by two basis points. The major increase was Miami, up 38 basis points. Default rates in Miami went up for the third consecutive month; in January 2013 it was 1.01 percentage points above the October 2012 level. Miami had the highest default rate at 3.45% and Dallas -- the lowest at 1.19%. All five cities remain below default rates they posted a year ago, in January 2012." The table on the next page summarizes the January 2013 results for the S&P/Experian Credit Default Indices. These data are not seasonally adjusted and are not subject to revision. S&P/Experian Consumer Credit Default Indices National Indices Index January 2013 December 2012 January 2012 Index Level Index Level Index Level Composite 1.63 1.72 2.16 First Mortgage 1.58 1.68 2.08 Second Mortgage 0.69 0.69 1.30 Bank Card 3.41 3.53 4.57 Auto Loans 1.10 1.09 1.27 Source: S&P/Experian Consumer Credit Default Indices Data through January 2013 The table below provides the S&P/Experian Consumer Default Composite Indices for the five MSAs: Metropolitan Statistical Area January 2013 Index Level December 2012 Index Level January 2012 Index Level New York 1.53 1.51 2.23 Chicago 2.07 2.12 2.76 Dallas 1.19 1.26 1.53 Los Angeles 1.81 1.84 2.36 Miami 3.45 3.07 4.80 Source: S&P/Experian Consumer Credit Default Indices Data through January 2013 About S&P Dow Jones Indices S&P Dow Jones Indices LLC, a subsidiary of The McGraw-Hill Companies, Inc. is the world's largest, global resource for index- based concepts, data and research. About Experian Experian is a global information services company, providing data and analytical tools to clients in more than 80 countries. * Risk of Sovereign Defaults Lingers, Towers Watson Survey Shows ---------------------------------------------------------------- Fund managers have turned more optimistic about the prospects for equity returns while remaining negative on world growth and medium-term government bonds, according to a global survey of investment managers conducted by global professional services company Towers Watson. The Global Survey of Investment and Economic Expectations also highlights the most important issues investment managers expect to face in 2013: government intervention, global economic imbalances and sovereign debt defaults, with inflation being a significant concern in the next five years. "During the last quarter of 2012, when this survey was held, the move back to policy easing and consequent improvement in global financial conditions improved growth prospects, with the U.S. and China responding the most," said Matt Stroud, head of strategy and portfolio construction at Towers Watson. "In the United States, growth is now well above its trend because financial conditions are very easy, and those sectors that respond most to low interest rates have improved balance sheets. This is not the case in Europe, where those sectors, typically households and construction, are less able to respond to this stimulation. Growth in China has also improved, driven by modest amounts of monetary stimulation and increases in government investment spending. Other emerging regions have been slower to pick up, although this may just reflect a small lag as the improvements in external demand and production work their way through into improvements in domestic incomes. So while these are positive signs that influenced managers' outlook for 2013, a sustained global economic recovery is likely to remain fragile, set as it is against the unavoidable situations of extreme indebtedness in the Western world: ongoing double- and triple-dip recessions, and weak and uncertain prospects for growth in many markets." The global survey shows that guarded optimism has returned to this influential group of investment managers, witnessed by their view that institutional investors are expected to either modestly increase risk or keep their portfolio risk level the same in 2013. The survey, which includes responses from 169 investment managers (the majority having institutional assets under management above $5 billion and retail assets under management above $1 billion), indicates that a significant number of them still expect a sovereign debt default in the Eurozone and continuing weak fiscal situations in the U.S., the U.K. and Japan. Carl Hess, global head of investment at Towers Watson, said, "Eurozone countries face highly political, long-term structural reforms, as well as fiscal austerity, which are proving difficult to implement, pushing out further any real global recovery. Politics have become increasingly enmeshed in the financial world since the global economic crisis began, and investment managers have again identified this as the top issue for them. There are some positive economic signals coming out of the U.S., which, even though driven largely by government policies, seem to be reflected in managers' view that the U.S. is the region with the most rewarding investment opportunities in 2013, followed by China, the Eurozone and frontier markets. While government policies are clearly intended to stimulate growth and address the massive U.S. fiscal deficit, we see the risk skewed toward deflation rather than inflation. That said, the housing market still remains key to a U.S. recovery -- if the headwind of negative equity can be overcome." In contrast to last year, managers expect better equity returns in 2013 in most markets than they did in 2012, with the exception of the U.S. and Australia, where equity return expectations are the lowest they have been since the survey started in 2008. In addition, managers anticipate equity returns to remain muted over the longer term, but indicate a preference toward the U.S. and China, and away from the Eurozone. They expect equity markets in 2013 to deliver returns of 7.0% in the U.S. (compared to 8.0% in 2012), 6.0% in the U.K. (5.0%), 7.0% in the Eurozone (6.0%), 6.0% in Australia (7.0%), 6.0% in Japan (5.0%) and 10% in China (7.8%). The survey also shows that expected equity volatility for 2013 is in the 15% - 20% range for major economies, somewhat lower than previous years, but still elevated compared to longer-term averages. Most managers in the survey hold overall bullish views for the next five years on emerging market equities (83% vs. 75% in 2012), public equities (78% vs. 72%) and real estate (57% vs. 48%). For the same time horizon, the majority remains bearish overall on nominal government bonds (80% vs. 77% in 2012), money markets (47% vs. 43%), investment-grade bonds (47% vs. 29%) and inflation-indexed government bonds (47%, same as 2012). "Volatile markets and heightened risk awareness continue to make asset allocation very challenging, as investors balance priorities such as long-term de-risking, short-term market opportunities, rebalancing and maintaining a strategic asset allocation mix. In terms of specific asset classes, we think that government bonds do not represent great value at the moment and that equities represent relatively better value. However, it is challenging to know how to respond when the goal for many funds is to reduce risk overall and diversify from existing equity holdings. As a result, many funds are buying fewer bonds than before, and those that are considering adding risk to their investment portfolios are most often diversifying into alternative assets rather than simply buying equities," said Stroud. According to the study, real GDP growth expectations for 2013 continue a downward trend and range from just above 0% in the Eurozone (0% in 2012) to 7.5% in China (8.0%), followed by 2.5% in Australia (3.0%), 2.0% in the U.S. (2.0%), 1.0% in the U.K. (1.0%) and 0.9% in Japan (1.5%). With the exception of China, managers' 10-year GDP growth forecasts are slightly above their one-year view, but below historical trends. The survey shows that managers expect unemployment to remain a tough challenge for some Western economies, especially for the Eurozone countries implementing fiscal austerity measures. According to managers, expansionary monetary policies are expected to hold in 2013, with exceptionally low interest rates in some Western economies, but to gradually tighten in the years ahead. Inflation is viewed as a moderate near-term risk, with some very concerned about long-term inflation risk in both the U.S. and Europe. Turning to 10-year government bond yields, for 2013, managers predict the continuation of a downward movement of yields to historic lows, reflecting persistent economic weakness and continued central bank asset purchases. Predicted yields on 10- year government bonds have fallen in every market since the 2011 survey, with the U.S. falling from 3.8% to 2.0%, mirrored by the U.K. (4.0% to 2.0%), the Eurozone (3.5% to 2.0%), Australia (6.0% to 3.3%), Japan (1.6% to 1.0%) and China (5.0% to 3.8%). Other findings from the survey include: -- For 2013, managers expect unemployment to be lower than in the recent past in the U.K. (7.7% vs. 8.5% in 2012) and the U.S. (7.5% vs. 8.5%), but higher in the Eurozone (11.5% vs. 10.6%). -- The managers' consensus is that crude oil is expected to rise at a fair pace, reaching $90 a barrel this year (they predicted $100 for 2012) and $100 a barrel in the next 10 years -- significantly down from last year's 10-year prediction of $120. -- Managers expect major currencies to maintain roughly stable values despite the uncertain economic environment. About Towers Watson Investment Towers Watson Investment is focused on creating financial value for the world's leading institutional investors through its expertise in risk assessment, strategic asset allocation and investment manager selection. It is a division of Towers Watson's Risk and Financial Services business, has over 750 associates worldwide and assets under advisory of over US$2 trillion. About Towers Watson Towers Watson -- http://www.towerswatson.com/-- is a global professional services company that helps organizations improve performance through effective people, risk and financial management. The company offers solutions in the areas of benefits, talent management, rewards, and risk and capital management. Towers Watson has 14,000 associates around the world and is located on the web at towerswatson.com. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Feb. 17-19, 2013 AMERICAN BANKRUPTCY INSTITUTE Advanced Consumer Bankruptcy Practice Institute Charles Evans Whittaker Courthouse, Kansas City, Mo. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 20-22, 2013 AMERICAN BANKRUPTCY INSTITUTE VALCON Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Apr. 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ Apr. 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ June 13-16, 2013 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ July 11-13, 2013 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 8-10, 2013 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 22-24, 2013 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ Nov. 1, 2013 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Atlanta Marriott Marquis, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2, 2013 BEARD GROUP, INC. 20th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Dec. 5-7, 2013 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Terranea Resort, Rancho Palos Verdes, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Last Updated: Feb. 15, 2013 ********* 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., Washington, D.C., 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 2013. 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 $975 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 Peter A. Chapman at 215-945-7000 or Nina Novak at 202-241-8200. *** End of Transmission ***