/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/980317.MBXT R O U B L E D C O M P A N Y R E P O R T E R Tuesday, March 17, 1998, Vol. 2, No. 52 Headlines APS INC: Seeks to Return Cores to Vendors & Obtain Credit APS INC: Seeks Time to Assume or Reject Leases BANK OF JAPAN: Search for New Chief BIOFERON: Arbitration Panel Denies ASTA Claim BOYDS WHEELS: Nasdaq to Drop From its Listings BOYDS WHEELS: New Accountants Engaged BRADLEES: Monthly Operating Report ELDER BEERMAN: Perry Corp. Discloses 6.2% Stake FOXMEYER: Extension of Time to Assume or Reject Contracts HARRAH'S JAZZ: Foster May OK deal Without Lawmakers KQBR RADIO: Station Denied Bankruptcy Protection KMART: Moody's Raises Ratings on Debt and Stock L.A. GEAR: American Sporting Goods Makes Bid LEVINSON STEEL: Six Years Later and Acquired by Texas Co LEVITZ FURNITURE: Seeks Exclusivity Extension To July 2 MARS HOTEL: Despite Bankruptcy Filing Casino Authorized MARVEL ENTERTAINMENT: Marvel/Toy Biz Control Issue Lingers MOBILEMEDIA: Seeks Authority to Pay Up to $7 Million MONTGOMERY WARD: Motion to Amend $1 Billion GECC DIP MONTGOMERY WARD: Worthington Linen named Chair of Signature PAN AM: Miami Investor Mandaric Steps Up PAN AM: Judge Criticizes Deal PAN AM: Icahn Backs Out SCOOP INC: Losses Grew 131 Percent SELECT SOFTWARE: Posts $4.6 Million Loss SOLV-EX: UTS, Koch and Solv-Ex Sign Joint Venture Agreement TOTAL NATIONAL: Administrative Claims Bar Date WINSTED MEMORIAL: Bankruptcy Judge Accepts Settlement Meetings, Conferences and Seminars **************** APS INC: Seeks to Return Cores to Vendors & Obtain Credit ----------------------------------------------------------- The Debtors want authorization to return prepetition goods to their vendors, including so-called "cores," and obtain credits from such vendors against the vendors' prepetition claims. Additionally, the Debtors request further authorization to enter into an Agreement to Incur and Obtain Postpetition Vendor Financing which would provide the Debtors with postpetition ordinary course credit terms. The Debtors explain that the cores are the used or recycled automotive parts, removed by professional installers for replacement with the Debtors' products; such replacements often being rebuilt cores. The rebuilt cores are obtained by the Debtors who, in turn, have returned the used cores to their manufacturers and obtained a credit for the used cores against the Debtors' account, when the manufacturer/vendor sells back rebuilt cores to the Debtors. This circular process is an integral and important part of the ordinary course of the Debtors' business: Prior to Petition Date, for example, the Debtors were returning cores to their Vendors at a rate of approximately $5,000,000 per month. Based upon negotiations with several of the Debtors' major vendors, the Debtors have proposed an arrangement whereby these vendors will be willing to reestablish the Debtors' core return rights, but only in accordance with terms and conditions set forth in a Model Agreement to be executed with each individual vendor. (APS Bankruptcy News 14-Mar-1998) APS INC: Seeks Time to Assume or Reject Leases ---------------------------------------------- The Debtors, APS Inc, a wholly owned subsidiary of APS Holding Corp. ask the Court to extend the time within which they must assume or reject approximately 500 unexpired leases of nonresidential real property through the earlier of December 31, 1998 or the confirmation date of the Debtors' plan of reorganization. The Debtors assert that many of these unexpired leases may be valuable assets of the Debtors' chapter 11 estates; however, continue the Debtors, they cannot complete an informed evaluation of these leases and come to a reasoned decision whether to assume or reject each of these approximately 500 leases without performing analyses of the locations in the context of a long-range business plan which will provide the basis for the Debtors' reorganization plan. The kind of reasoned decisions the Debtors want to implement cannot be reached within the 60-day period currently allotted under the Code. (APS Bankruptcy News 14-Mar-1998) BANK OF JAPAN: Search for New Chief ----------------------------------- The Wall Street Journal reported on March 16, 1998 that the search is on for a new governor at the Bank of Japan, the central bank in Japan. Prime Minister Hashimoto told his party to come up with candidates after the current governor offered to resign over the arrest of a central-bank official on allegations of bribery. It was reported that Mr. Hashimoto is inclined to accept the resignation, but not until he can find a qualified successor. Many of the candidates are officials who have been tainted by recent scandals. The final decision, by law, is up to Hashimoto. But the deeper problem appears to be Japan's financial-reform program. BIOFERON: Arbitration Panel Denies ASTA Claim --------------------------------------------- Biogen, Inc. today announced that it has received a decision from an International Chamber of Commerce arbitration panel in its dispute with ASTA Medica Aktiengesellschaft of Berlin, Germany, regarding a 1989 agreement among Biogen, ASTA, and Bioferon Biochemische Substanzen GmbH & Co. Bioferon was a joint venture between Biogen and Rentschler Arzneimittel GmbH & Co. of Laupheim, Germany, which entered bankruptcy in 1993. In the proceeding, ASTA had asked for a determination that Biogen could not terminate the 1989 agreement as to ASTA solely as a result of Bioferon's bankruptcy and that Biogen was required to supply ASTA with recombinant beta interferon. While finding that, as between Biogen and ASTA, the 1989 agreement was not terminated as a result of the bankruptcy of Bioferon, the arbitration panel ruled that Biogen was not required to perform Bioferon's obligations. As a result, the panel found that Biogen has no obligation to supply recombinant beta interferon to ASTA. Under the 1989 agreement, ASTA was granted an exclusive license for a number of European countries to certain intellectual property relating to recombinant beta interferon, including Biogen's European Fiers patent which has since been revoked. In light of the panel's decision, Biogen has notified ASTA that it has terminated the agreement based on ASTA's conduct and failure to perform. Jim Tobin, Biogen's Chief Executive Officer, stated, "We are pleased the arbitrators agreed that Biogen was not responsible for the failure of Bioferon and ruled that Biogen does not have any obligation to supply AVONEX(R) to ASTA. We are confident that all of ASTA's rights have now been terminated." BOYDS WHEELS: Nasdaq to Drop From its Listings ---------------------------------------------- Boyds Wheels Inc., a custom auto parts manufacturer in the process of liquidating, has been delisted from the Nasdaq stock market effective Tuesday. The company also announced Friday that Gardiner S. Dutton has resigned as interim chief executive but will remain on the board as chairman. Famous for its aluminum wheels for hot rods, Boyds is selling its assets and has shut down manufacturing at its Stanton headquarters. A wholly owned subsidiary, Hot Rods by Boyd, remains in business as it reorganizes under Chapter 11 federal bankruptcy laws. (Orange County Register 7-Mar-1998) BOYDS WHEELS: New Accountants Engaged -------------------------------------- In a Form 8-K dated March 3, 1998, filed with the SEC by Boyds Wheels, Inc., Coopers & Lybrand L.L.P. resigned as the independent accountants for Boyds Wheels, Inc. The Company engaged Squar, Milner & Reehl, Inc. as its new independent accountants as of March 3, 1998. BRADLEES: Monthly Operating Report ---------------------------------- For the four weeks ended January 3, 1998, Bradlees Inc. reported net income/(loss) of $23,035,000 on total sales of $240,900,000. ELDER BEERMAN: Perry Corp. Discloses 6.2% Stake ----------------------------------------------- Perry Corp. investment firm filed a Form 13G with the SEC showing it beneficially owns 6.2% of the new common stock issued by The Elder Beerman Stores Corp. FOXMEYER: Extension of Time to Assume or Reject Contracts --------------------------------------------------------- The permanent Chapter 7 Trustee, Mr. Bart A. Brown, Jr., tells the Court that he requires a further extension of the time to assume or to reject executory contracts and leases, because the current deadline to assume or reject will expire on March 2, 1998. The Trustee asks the Court for an additional extension until April 16, 1998. The Trustee explains that he requires the additional time in order to fully evaluate the extent to which there exist leases and contracts entered into by the Debtors postpetition, but prior to the conversion of these cases to Chapter 7. The identities of the prepetition contracts and leases are set forth in the Debtors' chapter 11 schedules, but there is no such readily available compilation of leases and contracts entered into postpetition but prior to conversion. The Trustee's professionals have substantially completed their review of the Debtors' voluminous records; however, a small extension of time is needed to complete such review. The Trustee and his team have been focussing their efforts upon several priority matters, such as discovery in connection with the estates' technology claims related to the information systems which failed; negotiating and analyzing reclamation, chargeback and unsecured claims aggregating hundreds of millions of dollars; and analyzing and investigating complex avoidance actions which the Trustee intends to bring. For these reasons, concludes the Trustee, a small extension of time beyond the March 2, 1998 deadline is needed to complete the pre-conversion review. (FoxMeyer Bankruptcy News 3-14-98) HARRAH'S JAZZ: Foster May OK deal Without Lawmakers --------------------------------------------------- Gov. Mike Foster said he is considering cutting the Legislature out of the approval process for the troubled New Orleans land casino. Foster said the casino issue is threatening to "poison" the upcoming special legislative session that is supposed to focus on education, community colleges and other issues. "I hate to say this, but some few people have come to me and offered to trade everything but the Capitol for this vote, and I'm not going to trade on this vote," Foster said at a press conference. But Foster said the New Orleans casino contract has "taken on a life of its own" and has become a tough vote for a number of lawmakers. Foster said that legislative leaders have asked the attorney general for a legal opinion to determine if the governor has the authority to sign off on the casino contract without the approval of lawmakers. But Rep. Steve Windhorst, R-Terrytown, said he introduced legislation in 1996 - which was passed and signed into law - that requires legislative approval for any new casino contract. "If you take the prepositional phrases or modifiers out, all it (the law) says is that either the governor or the (state Gaming Control) Board, subject to legislative approval, or Legislature by resolution, may negotiate a new (casino) contract - now where is the ambiguity in that?" Windhorst asked. Foster told reporters that he didn't recall promising not to act on the casino contract without legislative approval. Two years ago, Foster told the Louisiana Association of Broadcasters that he wasn't going to do "anything with that New Orleans casino that the Legislature doesn't ratify. "I'll run any deal by the Legislature," Foster told the association. (Advocate Baton Rouge LA; 03/12/98) KQBR RADIO: Station Denied Bankruptcy Protection ------------------------------------------------ The parent company of Sacramento's KQBR-FM -- strapped with some $6 million in debt -- was denied Chapter 11 bankruptcy protection after the firm's biggest lender intervened and moved to pay off some of the station's other obligations. The dismissal by federal bankruptcy Judge David E. Russell earlier this week spoiled the station's efforts to reorganize and get legal protection from its creditors. It also clears the path for a possible foreclosure or sale of the nearly 5-year-old jazz and rhythm-and-blues station located near Highway 160. But an attorney for the largest creditor -- Syndicated Communications Venture Partners, which is owed roughly $3.3 million -- would not say if lenders ultimately will try to shut down the station, 104.3. The station's president and co-owner, Mary C. White, agreed that SynCom wants to keep broadcasting, but only by selling the station. Meanwhile, KQBR, operated by Progressive Media Group Inc.is further saddled with legal disputes between its three founders -- White, Ricky Tatum and Lawrence D. Tanter. The three longtime radio colleagues from Los Angeles started the station four years ago out of a Sacramento apartment. According to court records, White filed the bankruptcy petition March 3 without telling board members Tatum and Tanter, who had moved back to Los Angeles within two years after the station's debut. White, as a result, handled day-to-day operations. White said she and two members of the station's five-person board -- excluding Tatum and Tanter -- made the decision to file for bankruptcy. White also explained that she was "forced" to file an emergency petition after her two founding partners struck a deal with the company's largest lenders that freed them from personally repaying the start-up loans. In PMG's bankruptcy filing, the company's total liabilities and assets were not listed. But attorneys for the station's two biggest lenders -- SynCom and Capital Dimensions Venture Fund -- calculate that PMG owes those secured creditors roughly $5.9 million. PMG also estimates it owes about $125,000 to 20 unsecured creditors, with Pacific Bell heading the list. Fifteen radio station employees, including White, also are due roughly $20,000 in back pay. Late Thursday afternoon, a Sacramento Superior Court judge authorized SynCom to lend the station's newly appointed receiver -- The Beverly Group in Old Sacramento -- $30,000 to cover workers' wages through the next pay period. The radio station's assets are estimated to be $7.7 million. Court records also show that KQBR's cash flow should be positive over the next eight months, but that apparently isn't enough to keep the company on stable ground. (Sacramento Bee; 03/13/98) KMART: Moody's Raises Ratings on Debt and Stock ----------------------------------------------- Moody's Investors Service, citing the "substantial progress" Kmart Corp. has mad raised its ratings on the company's senior unsecured debt and preferred stock. The credit-rating agency increased the rating on Kmart's debt to Ba2 from Ba3. The move affects $1.7 billion of Kmart's long-term debt and notes. Moody's also raised the rating on Kmart's preferred stock outstanding to B1 from B2. Kmart said that the inventory and real estate it had used as collateral for a $2.5 billion revolving credit facility and been released as a result of its strengthening balance sheet.(Wall Street Journal 16-Mar-1998) L.A. GEAR: American Sporting Goods Makes Bid -------------------------------------------- In a surprise move, American Sporting Goods Corp. earlier this week made an offer for L.A. Gear, delaying a hearing on the athletic shoemaker's disclosure statement for four weeks. The creditors' committee filed a motion to continue the hearing based on the offer. The U.S. Bankruptcy Court in Los Angeles granted the panel's motion, which L.A. Gear opposed, and reset the disclosure statement hearing for April 8. (Federal Filings, Inc. 13-Mar-1998) LEVINSON STEEL: Six Years Later and Acquired by Texas Co -------------------------------------------------------- It's been six years since Levinson Steel Co. emerged from a Chapter 11 bankruptcy induced by dreams of becoming a national powerhouse in the metals distribution business. Now the Pittsburgh company is being acquired by a Texas company with similar aspirations. Metals USA, which has built a $1 billion business in less than a year, announced yesterday it has a definitive agreement to acquire Levinson. The Houston company also said it has acquired four other distributors. Metals USA expects the five acquisitions will boost its revenues by more than $100 million. Terms of the transactions were not disclosed. The purchase must be approved by the Federal Trade Commission. Levinson had 1997 revenues of $66 million and 150 employees, including 60 in the Pittsburgh area. Metals USA was formed in July through the merger of eight independent steel distributors. It processes and distributes steel and aluminum building products. (Pittsburgh Post-Gazette; 03/13/98) LEVITZ FURNITURE: Seeks Exclusivity Extension To July 2 ------------------------------------------------------- Levitz Furniture Inc. has asked the court to extend the company's exclusive periods to file a reorganization plan and solicit plan acceptances to July 2 and Aug. 31, respectively. The retailer said it needs the 90-day extension to preliminarily test a long-term business plan and to develop and propose a reorganization plan based on that business plan. (Federal Filings, Inc. 13-Mar-1998) MARS HOTEL: Despite Bankruptcy Filing Casino Authorized ------------------------------------------------------- Despite filing for bankruptcy last November, the Mars Hotel in downtown Spokane became the second casino in Eastern Washington authorized for Las Vegas-style, house-banked card games. The Washington State Gambling Commission approved the status after the Mars upgraded its security - a requirement for state approval. The commission granted house-bank status to the Mars despite the casino having liabilities of $2.9 million and assets of $2.7 million, according to a bankruptcy court document filed last December. The city of Spokane is owed roughly $80,000 plus interest in gambling taxes from the Mars, said Paul Tanners, city auditor. (Spokesman Review; 03/13/98) MARVEL ENTERTAINMENT: Marvel/Toy Biz Control Issue Lingers ---------------------------------------------------------- The issue of whether Marvel has voting control over Toy Biz Inc. remains in limbo after the court took under advisement a request by Marvel's lenders for an adjournment of yesterday's hearing on the issue. Attorneys for Chase Manhattan Bank argued that the corporate governance issue should be deferred until the confirmation hearing, which is set to begin on May 4. They also argued that the reorganization plan that Toy Biz and the lenders have proposed, under which Toy Biz and Marvel would merge, moots the issue of whether the comic book publisher's Marvel Characters Inc. unit has 78% voting control over Toy Biz. MOBILEMEDIA: Seeks Authority to Pay Up to $7 Million ---------------------------------------------------- The debtors seek the Court's authority to pay, in their sole discretion, up to $7,000,000 to satisfy 2,750 pre-petition priority tax claims against the estates. The Debtors remind the Court that these claims accrue interest day-by-day, the Plan process is well underway, and the Plan provides for full payment of priority tax claims. (MobileMedia Bankruptcy News 14-Mar-1998) MONTGOMERY WARD: Motion to Amend $1 Billion GECC DIP ----------------------------------------------------------- The Debtors tell the court that, given the current EBITDA targets set forth in the DIP Facility, they anticipate the DIP Facility will slip into default by the end of April, 1998. The Debtors explain that sales and margin levels are below the projections made in mid-1997 and that Signature's performance was lower than anticipated. To avoid the risk of default under the DIP Facility, the Debtors and GECC have agreed to amend the DIP Facility to revise EBITDA targets downward. Accordingly, by this Motion, the Debtors seek the Court's authority to enter into that amendment and pay GECC a $1,000,000 Amendment Fee. The Debtors stress the importance of having a DIP Facility in place to finance working capital needs and provide comfort to vendors. (Montgomery Ward Bankruptcy News 14-Mar-1998) MONTGOMERY WARD: Worthington Linen named Chair of Signature ----------------------------------------------------------- Montgomery Ward & Co., Incorporated announced that Worthington Linen has been named Chairman and Chief Executive Officer of The Signature Group, its wholly- owned direct marketing subsidiary. Linen, 47, formerly Senior Consultant to BMG Entertainment and Bertelsmann A.G., the international media and entertainment company, will join the company effective in April 1998. The Signature Group, headquartered in Schaumburg, Ill., is an $870 million a year market leader in providing value- driven consumer products and services through direct response marketing. (Montgomery Ward Bankruptcy News 14-Mar-1998) PAN AM: Miami Investor Mandaric Steps Up ---------------------------------------- As 1980s corporate raider Carl C. Icahn pulled out of the bidding for bankrupt Pan Am, Miami investor Milan Mandaric stepped up Monday as a potential suitor for the airline. Mandaric, until now a high-tech investor, met with Pan Am executives over the weekend and should have an offer ready by Friday. U.S. Bankruptcy Judge A. Jay Cristol wants quick action on the airline's fate. "I would caution all concerned that the $60,000-a-day drain can't go on much longer," Cristol said, referring to Pan Am's aircraft lease payments. "I think some decisions have to be made, and I mean within days." Attorney Steven Frank offered to put Mandaric in the picture. "He would like to see the airline be a successful business," he said. "He does have the financial wherewithal to do the deal." Mandaric recently moved from California's Silicone Valley, where he ran computer circuit-board makers, to Fisher Island, a millionaire's retreat across from the southern tip of Miami Beach. His Elexsys International was taken over last November by Sanmina Corp. of San Jose, Calif. He also owns a professional soccer team in Nice, France, and is former owner of major league soccer's St. Louis Storm. But Frank conceded Mandaric's involvement with the troubled Pan Am is still uncertain. "He is only interested in doing something if it makes sense." Mandaric would be an active investor intent on getting a workable business plan for the airline but would not be involved in day-to-day management, Frank said. He added it was premature even to say whether Mandaric's offer would be better than Icahn's $43 million bid last Friday, which gave no guarantee that Pan Am would resume scheduled regular service. Pan Am president David Banmiller was impressed with Mandaric after several meetings. He said Mandaric has the right focus by putting priorities on customers and employees. Cristol was unreceptive to the offer from Icahn, the former TWA owner, the day it was unveiled and dismissed it for good Monday with the words, "Bye, Mr. Icahn. Now what's next?" The judge refused to allow Icahn's attorney, Thomas Lauria, to read a withdrawal letter into the court record. Icahn "didn't feel he wanted to fight with the court," Lauria said afterward. "He feels he's just being raked through the coals unjustifiably." PAN AM: Icahn Backs Out ----------------------- Pan Am Corp. and Carl Icahn jointly announced Friday that they executed a term sheet which would provide a $43 million investment by Icahn into Pan Am. The term sheet was presented to Judge A. Jay Cristol in the U.S. Bankruptcy Court in Miami and was to be further reviewed at a hearing set for Monday, March 16. Under the agreement, Icahn would have acquired certain Pan Am assets, including the name and the operating certificate of Pan American Airways Corp., for $8 million. In addition, he would have contributed $25 million at the time of the closing to the new airline which would be branded Pan Am. Furthermore, he was to assume $10 million in liabilities with respect to airline tickets purchased and paid for prior to the commencement of the Chapter 11 bankruptcy of Pan Am's two airline operating subsidiaries. These liabilities would have been satisfied in full through the issuance of certificates good for a 20% discount for travel on the new Pan Am. The following letter was delivered by a representative of Carl Icahn in court today to the Honorable A. Jay Cristol which withdraws his proposal to invest in Pan Am. March 15, 1998 The Hon. A. Jay Cristol Chief U.S. Bankruptcy Judge U.S. Bankruptcy Court Southern District of Florida Miami, FL Dear Judge Cristol: Shortly after the commencement of Pan Am's bankruptcy proceedings, I was contacted by an individual who represented certain creditors of Pan Am who tried to convince me to rescue the Company. While I was not interested in making that kind of investment, I told him that I might be persuaded to do a DIP loan. However, on last Wednesday evening, during a two-hour phone conversation, David Banmiller did an excellent job in alleviating many of my concerns and convinced me that a 25 million dollar investment might successfully rebuild the airline. I spent a good part of the next day studying Pan Am's 50 page business plan, and on Thursday evening I met with Mr. Banmiller and nine other Pan Am representatives. After a five hour meeting and still with many doubts, I agreed to the proposal submitted to you on Friday morning. This Proposal contemplated my investing approximately 33 million dollars in the new Pan Am and my assuming the over 10 million dollar unflown ticket liability held by the general public. I was mistakenly led to believe that this proposal would be exactly what your honor desired. Obviously, that was not the case and I am respectfully withdrawing the offer. I believe that your honor and all other parties in this case sincerely wish to save Pan Am and wish you all the best of luck in that endeavor. Very truly yours, Carl Icahn As a consequence of the agreement to sell assets, Pan Am announced that it will place the holding company, Pan Am Corp., and all of its other subsidiaries not now in bankruptcy, in bankruptcy protection. Now that Icahn has withdrawn his offer, it is not clear if the subsidiaries will be placed in bankruptcy protection. Noting that its functionality has been eliminated with the bankruptcy petition filing, Pan Am Corp. announced the resignation of several board members, including Ambassador Charles Cobb, Chairman, Dr. Phillip Frost and Howard Frank. PAN AM: Judge Criticizes Deal ----------------------------- Financier Carl C. Icahn offered Friday to buy Pan Am in a $43 million deal to get the airline flying again, but a bankruptcy judge was unimpressed with his plan. "I don't see it as the solution to the Pan Am problem," U.S. Bankruptcy Judge A. Jay Cristol said, noting it would require the company to sell off its best assets. "We talk about Mr. Icahn riding up with $43 million," Cristol said. "He may have $43 million in his pocket, but he's only going to put $8 million on the table." The $8 million would be the only money distributed to Pan Am creditors who don't hold tickets. Ticket holders would get coupons for 20 percent off flights, up to the full value of their original tickets. Under the Icahn offer, flights could resume in three to four months, said his attorney, Thomas Lauria. To close the deal in 30 days, Icahn would need labor contracts, a reservation system, leases on seven jets and federal transfer of Pan Am's certificate to fly. Judge Cristol said he owed "a great debt of thanks" to Icahn for appraising the airline's assets, but said his bailout gave no guarantee of resumed flights. "I don't see this deal on its present term sheet as what we need here," the judge said. "Time is running out. The losses are bleeding the airline dry." Another bankruptcy hearing was set to draft bidding procedures. If someone else makes a better offer, Icahn wants a $1 million breakup fee from Pan Am to step aside. SCOOP INC: Losses Grew 131 Percent ---------------------------------- Scoop Inc. of Santa Ana said losses for the fourth quarter ended Dec. 31 grew 131 percent, to $1.7 million, from a year ago on revenue of $545,800, a 30 percent increase. Losses for the year increased 133 percent, to $5.04 million, on sales of $2.03 million. Scoop said the losses reflect higher research and development costs, which totaled $2.5 million for the year. When it went public last April, Scoop planned to use the new shareholders' money to develop IntelliSearch, its online news services, then get additional money for the long term. But the online news service didn't attract enough customers, and Scoop was forced to lay off most of its staff in February. The company is now looking for a buyer. (Orange County Register 7-Mar-1998) SELECT SOFTWARE: Posts $4.6 Million Loss ---------------------------------------- Select Software Tools, Irvine, lost $4.6 million in the fourth quarter ended Dec. 31, and its stock fell 26 percent Friday after the larger than expected loss was announced. Its chief financial officer also resigned. Select had expected a $1.8 million loss. The loss includes one-time charges totaling $2.4 million for restructuring and acquisitions. Without the charge, Select would have reported a loss of $2.24 million. Revenue for the fourth quarter was $9.12 million, up 90 percent from a year ago. For the year, Select's losses widened 344 percent, to $7.7 million, on revenue of $25.6 million, up 79 percent. Without the one-time charges, Select's loss for the year would have been $5.32 million. Jerry Davison resigned as financial chief, operating chief and a director. Outside director Bernard Fisher will take over as acting chief financial officer. (Orange County Register 7-Mar-1998) SOLV-EX: UTS, Koch and Solv-Ex Sign Joint Venture Agreement ----------------------------------------------------------- United Tri-Star Reso (TSE:UTS) United Tri-Star Resources Ltd. ("UTS") announces an agreement has closed into escrow with Koch Oil Sands Ltd. ("Koch") and Solv-Ex Corporation, Solv-Ex Canada Limited and Solv-Ex Canada Limited Partnership (collectively, "Solv-Ex"). Koch has agreed to purchase specific Solv-Ex assets, principally Alberta oil sands leases, subject to court approval in the United States and Canada. The agreement closed into escrow because Solv-Ex is involved in a restructuring under the Companies Creditors Arrangement Act (Canada) and under Chapter 11 of the Bankruptcy Code in the United States. Koch, UTS and Solv-Ex have also entered into a joint venture agreement relating to the properties involved. Assuming court approval, Koch will acquire a 78 percent interest and operate the joint venture, and UTS will ultimately acquire a 22 percent interest. UTS previously announced this 22 percent interest is composed of a 10 percent working interest and the proposed acquisition of Solv-Ex's 12 percent working interest. Following court approval, Koch and UTS would recover bitumen from oil sands leases located in the Fort Hills area, approximately 90 km (50 miles) north of Fort McMurray, Alberta. UTS and Solv-Ex would continue to develop metal extraction technology separate from bitumen operations. Along with its interest in the Athabasca tar sands project, UTS also maintains a 31 percent interest in International Reef Resources Ltd., which is actively pursuing development of Coal Oil Agglomeration projects in the United States. As well, UTS hold a 36 percent interest in Tri-Star Gold Corp. which has one of the largest mineral property holdings in the Ghanaian gold belts of West Africa. TOTAL NATIONAL: Administrative Claims Bar Date ---------------------------------------------- Total National Telecommunications, Inc. d/b/a Total World Telecom has issued a notice published in the Wall Street Journal on Monday March 16, 1998 that April 18, 1998 is the Administrative Claims Bar Date. WINSTED MEMORIAL: Bankruptcy Judge Accepts Settlement ----------------------------------------------------- In the two-year fight over Winsted Memorial Hospital, a federal bankruptcy judge has accepted a settlement that ends all claims against the hospital's last management group. Judge Robert Krechevsky approved a proposal by bankruptcy trustee Barbara Hankin that former Winsted Memorial executives James E. Sok and Daniel Dombal, along with Sharon Hospital and the West Sharon Hospital Corp., collectively pay a total of $387,500 to settle creditors' claims. Hankin represents creditors who say they are owed a total of more than $4 million. Sok, Dombal and the Sharon management team ran the hospital for most of the two years leading up to when it closed in October 1996. Hankin's recommendation and the judge's decision were not popular with many who blame the Sharon management group for the hospital's demise. "It's a very bad settlement," said consumer advocate Ralph Nader, a Winsted native. "They didn't even take the full figure of their own accounting firm's incomplete report." Nader was referring to Hankin's February motion to approve a settlement figure of $537,000. That was the total that Kahn Consulting, a New York accounting firm, suggested the Sharon group should pay to to settle the claims. Hankin hired Kahn Consulting to investigate the events that led up to the hospital's closing. Kahn, like E. Cortright Phillips, the court-appointed receiver who decided to close the hospital in October 1996 and file for bankruptcy, reported finding no mismanagement by the Sharon management team. Nader criticized Kahn Consulting's methods in a letter dated March 6, and sent to state Attorney General Richard Blumenthal. The letter asks Blumenthal's office to launch an investigation of the Sharon management team's oversight of the hospital. The firm, according to Nader, failed to conduct an independent audit, interviewed only "the perpetrators, not the critics," based its report on faulty information, and disregarded other important facts. Nader said he has received no response to his request for an investigation. A spokesperson for Blumenthal's office said Nader's letter is being reviewed. Sharon officials have referred all comment to Charles J. Filardi Jr., a hospital attorney. "We think it was the proper decision based on the bankruptcy code and the requirements of the bankruptcy rules," Filardi said Wednesday. Filardi stressed that the Sharon management team did not mismanage the hospital, according to the findings in Kahn Consulting's report. (Hartford Courant 03/12/98) Meetings, Conferences and Seminars ---------------------------------- March 19-20, 1998 TURNAROUND MANAGEMENT ASSOCIATION Spring Leadership Meeting Hotel del Coronado, San Diego, California Contact 1-312-857-7734 March 20, 1998 AMERICAN BANKRUPTCY INSTITUTE Bankruptcy Battleground West Century Plaza Hotel, Los Angeles, California Contact: 1-703-739-0800 March 26-29, 1998 NORTON INSTITUTES ON BANKRUPTCY LAW 10th Annual Norton Bankruptcy Litigation Institute II Flamingo Hilton, Las Vegas, Nevada Contact 1-770-535-7722 April 2-5, 1998 COMMERCIAL LAW LEAGUE OF AMERICA 68th Annual Midwest District Meeting The Westin Hotel, Chicago, Illinois Contact: 1-312-781-2000 April 23-24, 1998 NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES 1998 Spring Education Seminar Hawthorne Suites Hotel, Charleston, South Carolina Contact: 1-803-252-5646 April 30-May 3, 1998 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Grand Hyatt, Washington, D.C. Contact: 1-703-739-0800 May 1-3, 1998 NATIONAL ASSOCIATION OF CONSUMER BANKRUPTCY ATTORNEYS 6th Annual Convention Fountainbleau Hilton Resort, Miami, Florida Contact: 1-703-803-7040 May 22-25, 1998 COMMERICAL LAW LEAGUE OF AMERICA 50th New England District Annual Meeting Ocean Edge Resort & Golf Club Cape Cod, Massachusetts Contact 1-617-720-1355 May 31-June 5, 1998 COMMERICAL LAW LEAGUE OF AMERICA CLLA Credit Institute Marquette University, Milwaukee, Wisconsin Contact 1-312-781-2000 June 3-6, 1998 ASSOCIATION OF INSOLVENCY ACCOUNTANTS Seminar San Francisco, California Contact 1-541-858-1665 June 8-9, 1998 TURNAROUND MANAGEMENT ASSOCIATION Advanced Education Workshop & Legislative Conference Radisson Plaza, Charlotte, North Carolina Contact 1-312-857-7734 June 11-12, 1998 RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC. 1st Annual Conference on Corporate Reorganizations The Palmer House, Chicgo, Illinois Contact 1-903-592-5169 or ram@ballistic.com June 11-14, 1998 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Michigan Contact: 1-703-739-0800 July 2-5, 1998 NORTON INSTITUTES ON BANKRUPTCY LAW Western Mountains Bankruptcy Law Institute Jackson Lake Lodge, Jackson Hole, Wyoming Contact 1-770-535-7722 July 16-19, 1998 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Sea Crest Resort, Falmouth, Massachusetts Contact: 1-703-739-0800 July 24-29, 1998 COMMERICAL LAW LEAGUE OF AMERICA 104th Annual Convention Ritz Carlton, Amelia Island, Florida Contact: 1-312-781-2000 August 6-9-1998 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop Daufuskie Island Club & Resort, Hilton Head, South Carolina Contact: 1-703-739-0800 September 9-13, 1998 NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES Annual Convention Sheraton El Conquistador, Tuscon, Arizona Contact: 1-803-252-5646 September 17-20, 1998 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference The Inn at Loretta, Santa Fe, New Mexico Contact: 1-703-739-0800 October 16-20, 1998 TURNAROUND MANAGEMENT ASSOCIATION 1998 Annual Conference The Westin Hotel, Chicago, Illinois Contact 1-312-857-7734 November 30-December 1, 1998 RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC. 5th Annual Conference on Distressed Debt Plaza Hotel, New York, New York Contact 1-903-592-5169 or ram@ballistic.com December 3-5, 1998 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Westin La Paloma, Tucson, Arizona Contact: 1-703-739-0800 The Meetings, Conferences and Seminars column appears in the TCR each Tuesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* A listing of meetings, conferences and seminars appears each Tuesday. Bond pricing, appearing each Friday, is supplied by DLS Capital Partners, Dallas, Texas. 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., Princeton, NJ, and Beard Group, Inc., Washington, DC. Debra Brennan and Lexy Mueller, Editors. Copyright 1998. All rights reserved. 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 $575 for six months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 301/951-6400. * * * End of Transmission * * *