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/raid1/www/Hosts/bankrupt/TCR_Public/981116.MBXT R O U B L E D C O M P A N Y R E P O R T E R Monday, November 16, 1998, Vol. 2, No. 224 Headlines AHERF: Notice of Meeting of Creditors ACCESS BEYOND TECHNOLOGIES: Lease Rejection Extensions ACME METALS: Committee Taps Stroock & Stroock ACME METALS: Meeting of Creditors Set AMERITRUCK: Files Bankruptcy - Seeks Liquidation AMES: To Buy Hills Stores for $330 Million BROTHERS GOURMET COFFEES: Bar Date Set CAMPO ELECTRONICS: Trustee Seeks Relocation of Collateral CONCORD ENERGY: Seeks Order For Post-Petition Funds EAGLE CAPITAL: Seeks Chapter 11 GULF RESOURCES: Order Approves Trustee's Accountant HORIZON COLLECTIVE: Judge Gives Ultimatum INTEGRATED MEDICAL: Files for Bankruptcy Protection JOTAN INC: Files Voluntary Chapter 11 Petition MANHATTAN BAGEL: New World Announces Settlement MANHATTAN BAGEL: Turnaround in 3rd Quarter Results MEDIA LOGIC: Seeks Bankruptcy Protection PHILIPPINE AIRLINES: U.S. Court Rules On Comity POWER DESIGNS: Applies To Retain Leasing Broker QUADRAX CORP: Notice of Intended Sale of Stock RIO GRANDE: Files Chapter 11 SCOOP INC: Debtor's Operating Report SEARCH FINANCIAL: Confirmation of Plan of Reorganization SOUTHERN PACIFIC: BOMAC Objects To Sale of Loans SOUTHERN PACIFIC: Committee Taps CIBC Oppenheimer SUN TELEVISION: Reaches Agreement With Gregg Appliances TOM THUMB: Seeks Bankruptcy Protection THREE D DEPARTMENTS: Last Date to File Proofs of Claim U.S. PHYSICIANS: Converts to Chapter 7 WESTBRIDGE CAPITAL: Hearing Set For Confirmation of Plan WINDSOR ENERGY: Hearing Date for Committee Counsel ********* AHERF: Notice of Meeting of Creditors ------------------------------------- The debtor, Allegheny Health, Education and research Foundation, and its debtor affiliates published a notice in The Wall Street Journal of November 13, 1998, announcing a meeting of creditors on December 3, 1998 at 10:00 am and 1:00 p.m. at the David L. Lawrence Convention Center, 1001 Penn Avenue, North Meeting Rooms 7 & 12, Pittsburgh, Pennsylvania 15222. ACCESS BEYOND TECHNOLOGIES: Lease Rejection Extensions ------------------------------------------------------ The debtors, Access Beyond Technologies, Inc., et al., seek an order further extending time to assume orreject unexpired leases of non-residential real property. A hearing on the motion will be held on December 16, 1998. At this early point in the reorganization process, the debtors are unable to make a reasoned decision as to whether to assume or reject all or any of the leases within the sixty-day period set forth in the Bankruptcy Code. The debtors seek an extension from December 8, 1998 to May 3, 1999 to make such a decision. Without the extension the debtors state that they are at risk of prematurely and improvidently assuming leases that the debtors later discover are burdensome - thus creating potential administrative claims - or prematurely or improvidently rejecting leases that the debtors later discover would be beneficial to their reorganization efforts. The debtors admit that they will be streamlining their operations, and they imply that some leases will be rejected, but at this point in time, they do not know which locations should be closed. There are a total of 22 leases, most of which cover office or warehouse space. ACME METALS: Committee Taps Stroock & Stroock ---------------------------------------------- The Official Committee of Unsecured Creditors of Acme Metals Incorporated and five of its direct and indirect subsidiaries applies to retain Stroock & Stroock & Lavan LLP as counsel to the Committee. The U.S. Trustee appointed an official Committee of Unsecured Creditors consisting of The Cleveland-Cliffs Iron Co., Com Ed, AK Steel Corporation, Alliance Capital Management, The Interlake Corporation, Harris Trust and Savings Bank and United Steelworkers of America. The Committee seeks to retain counsel to advise the Committee in analyzing the case, reviewing all statements, preparing pleadings and advising the committee as to its communications with the other creditors. Stroock will bill at its normal hourly rates of $350-550 for partners, $110- 350 for associates. It is expected that Lawrence Handelsman will be the lead attorney in the case. ACME METALS: Meeting of Creditors Set ------------------------------------- A meeting of creditors in the case of Acme Metals Incorporated and its affiliates, as debtors, is scheduled for December 4, 1998 at 2:00 p.m. at the J. Caleb Boggs Federal Building, 844 King street, Room 2313, Wilmington, Delaware. AMERITRUCK: Files Bankruptcy - Seeks Liquidation ------------------------------------------------ The Fort Worth Star Telegram reports on November 11, 1998 that AmeriTruck Distribution Corp. of Fort Worth has filed for bankruptcy protection under federal statutes and said it will ask the bankruptcy court to liquidate its refrigerated trucking subsidiary. A liquidation of Ameritruck Refrigerated Transport of Fort Worth could cost about 1,000 workers their jobs, the company said in a statement. It did not specify where the losses would occur and did not respond to inquiries yesterday. AmeriTruck Refrigerated Transport offers nationwide refrigerated carrier service. AmeriTruck's other non- refrigerated subsidiaries, which include operations such as Best Way Motor Lines, CMS Transportation Services, W&L Motor Lines, and Pro-Trans Services, are not planned for liquidation and will continue in operation. AmeriTruck also includes operations formerly owned by the Monfort subsidiary of the agribusiness giant, ConAgra of Omaha, Neb. AmeriTruck has about 2,400 employees nationwide. Most of its subsidiaries provide specialized transportation services, including time-sensitive deliveries, special handling, unconventional pickup and delivery times, dedicated fleets and temperature control. AmeriTruck Chairman Michael Lawrence said the bankruptcy filing and planned liquidation of the refrigeration service is because of its operating losses, an unsuccessful turnaround effort and heavy debt. "During the past three years, AmeriTruck has funded its acquisition growth strategy largely through debt," Lawrence said in a statement. "Consequently, the company has operated with a highly leveraged capital structure." Lawrence said that in recent months, with "the weak performance posted by the refrigerated unit and AmeriTruck's significant debt servicing requirements, the company has experienced severe liquidity problems." Lawrence organized AmeriTruck in 1995 after he left Trism, a hauler of specialty hazardous items. Lawrence had helped found that company a decade ago. Despite turning a profit of $7 million on revenues of $75.8 million in the latest quarter for which it made a report, ending June 30, AmeriTruck has been dogged by liquidity problems. In September, it had to ask lenders for forbearance on debt repayments. At that time, AmeriTruck announced that it was looking for new capital and would devise a new operating strategy for the company. The Daily Bankruptcy Review of November 13, 1998 reports that AmeriTruck Distribution Corp.'s chapter 11 petition, filed Nov. 9 in Dallas, lists consolidated assets of about $242.6 million and liabilities of $247.4 million. The company's largest unsecured creditors include senior note holders Merrill Lynch Global Allocation Fund Inc. ($54 million), Federated Investments ($16 million), AIM Capital Management ($10 million), and Lowes ($8 million). AMES: To Buy Hills Stores for $330 Million ------------------------------------------ Ames Department Stores Inc. has agreed to buy struggling Hills Stores Co. for $330 million in cash and assumed debt, according to Reuters. Both companies operated under chapter 11 protection in the early 1990s, as competition heated up from other discount retailers. The acquisition will make Ames the fourth-largest chain of retail stores and increase the number of Ames store from 301 to 456. Ames will spend about $170 million to convert the Hills stores to the Ames format. In addition to the $330 million purchase price, Rocky Hill, Conn.-based Ames will pay $155 million for store leases and $35 million for other debt obligations. (ABI 13-Nov-98) BROTHERS GOURMET COFFEES: Bar Date Set -------------------------------------- Brothers Gourmet Coffees, Inc. and its affiliated debtors published a legal notice in The Wall Street journal, November 13, 1998, requiring filing of proofs of claims on or before January 8, 1999. CAMPO ELECTRONICS: Trustee Seeks Counsel ---------------------------------------- In the matter of Campo Electronics, Appliances and Computers, Inc., debtor, the Trustee, Wilbur J. "Bill" Babin requires the services of an attorney to assist the trustee in pursuing any and all legal remedies to recover property of the estate and to enforce the rights of the trustee under the Bankruptcy Code. The Trustee seeks approval of his own firm as counsel to the Trustee, but states that there is no connection between the firm, Turner, Young, Hebbler & Babin, and the debtor, creditors, or any other party in interest in the bankruptcy. The Trustee states that it is in the best interest of the estate and its economical administration to appoint himself, Emile L. Turner, Jr., and the firm of Turner, Young, Hebbler & Babin as general counsel for the Trustee. CONCORD ENERGY: Seeks Order For Post-Petition Funds --------------------------------------------------- Concord Energy Incorporated and Knight Equipment & Manufacturing Corporation file an emergency motion for an order authorizing the debtors to incur additional post- petition secured indebtedness and granting liens, security interests and priority. The debtors have determined that obtaining $750,000 of post-petition financing is necessary to continue in business. In the absence of such financing, the debtors' operations may be materially and irreparably damaged. The debtor states that the proposed financing through Rickel Securities Inc. is fair and proper and will allow the debtors sufficient working capital to meet obligations incurred during the next six months while attempting to negotiate a plan of reorganization. EAGLE CAPITAL: Seeks Chapter 11 ------------------------------- In Dallas, Eagle Capital Mortgage Ltd., a residential mortgage company, filed for Chapter 11 in Dallas on Nov. 9 with estimated assets and debts of more than $100 million each. Resolutions from a recent board meeting note that Eagle, a Texas limited partnership, "is currently involved in a restructuring and potential recapitalization of the Partnership." Eagle Capital Corp. is the sole general partner. Officials at Dallas-based Eagle were unavailable for comment. (The Daily Bankruptcy Review and ABI Copyright c November 13, 1998) GULF RESOURCES: Order Approves Trustee's Accountant --------------------------------------------------- On November 3, 1998, Judge Leif M. Clark, entered an order approving the employment of Jeff Compton and J.A. Compton & Company, as accountant for the Chapter 7 Trustee. HORIZON COLLECTIVE: Judge Gives Ultimatum ----------------------------------------- The Albany Times Union reports on November 7, 1998 that the management company that runs more than 40 Pizza Hut restaurants, 24 of them in the Capital Region, has until Dec. 9 to act on the following options: Pay off the $11.1 million it owes creditors, including $8.5 million to a single bank. Show proof that creditors have accepted a smaller payment. Or, present a bankruptcy court judge on Dec. 9 with some reason why its assets should not be sold off. U.S. Bankruptcy Judge Robert E. Littlefield Jr. has signed a conditional order of dismissal setting the terms Horizon Collective must meet in order to leave its bankruptcy court action behind. Aside from the full or renegotiated payment to debtors, the conditions include filing operating reports and required financial documents with the court by Nov. 16. Horizon's case can be dismissed whenever all the conditions are met, said Lisa Tang, the company's attorney. But if by Dec. 9 the terms are not met and no good reason for their delay has been offered, the court will hear arguments from the U.S. trustee for selling off the company's assets to pay creditors. The key challenge for Horizon will be negotiating a settlement with Banco Popular, which is owed $8.5 million in connection with financing the company's purchase of Pizza Hut restaurants in 1996. Kelli Givens, vice president of Horizon, said an agreement with the bank has not been sealed yet, though it is the company's intention to have it in place before Dec. 9. "I'm certainly very hopeful of that, and we're certainly working to that end," Givens said. Horizon officials have said their bankruptcy court filing was largely a tactical maneuver to get Banco Popular to discuss a debt refinancing. Givens said she cannot provide any details about the agreement until it is completed. The court order refers to "property that may be transferred by related entities." But Tang said she was not at liberty to say whether the property belongs to the Horizon franchisees that actually own -- rather than manage -- the Pizza Hut restaurants. Banco Popular has begun legal proceedings against the franchisees, which are not part of the bankruptcy court action and not protected by such action. Horizon Collective is the management entity of the group of companies. When it filed for bankruptcy protection in March, Horizon claimed assets of $9.1 million and debts of $11.1 million. It manages 44 Pizza Huts and is one of the area's largest fast-food operators and minority-owned businesses. INTEGRATED MEDICAL: Files for Bankruptcy Protection ---------------------------------------------------- Integrated Medical Resources Inc., which manages clinics for diagnosing and treating impotence, said yesterday that it filed for bankruptcy protection, in part due to the introduction of the anti-impotency drug Viagra, Reuters. Integrated Medical said it did not meet payroll in the last two weeks of October and it has been unsuccessful in obtaining additional financing. It has cut staff and temporarily closed several clinics. CEO Dr. E. Stanley Kardatzke released a statement that said "Since we initiated a series of re-capitalization transactions in March 1988, we have a experienced a very bumpy road, particularly against the backdrop of the introduction of Viagra as well as the recent downturn and volatility in the debt and equity markets. Kardatzke, who became CEO in April, said the company's goal is reorganize and emerge from chapter 11 a much stronger company. The company said its planned acquisition of six clinics managed by Century Medical Group has been canceled. (ABI 13-Nov-98) JOTAN INC: Files Voluntary Chapter 11 Petition ---------------------------------------------- On November 10, 1998, Jotan, Inc. filed a voluntary petition under Chapter 11 of the Bankruptcy Code in United States Bankruptcy Court, Middle District of Florida, Jacksonville Division (Case No. 98-09633-3F1). Jotan has filed a plan of reorganization with the Bankruptcy Court pursuant to which the Company will convert pre-petition debt to common stock and eliminate the pre-petition equity. The Company's Bankruptcy filing indicated approximately $25 million of assets, $54 million of debt, and outstanding stock of approximately 1.4 million shares of Preferred Stock and 21 million shares of Common Stock.(States SEC - 11/12/98) MANHATTAN BAGEL: New World Announces Settlement ----------------------------------------------- New World Coffee & Bagels Inc. yesterday announced that it has reached a settlement agreement with Manhattan Bagel Company's Inc.'s secured creditor, First Union National Bank, to resolve all open issues and to ensure FUNB's support for the confirmation of the debtor's joint plan of reorganization with regard to New World's acquisition agreement with Manhattan Bagel, according to a newswire report. The settlement agreement has been approved by New World, Manhattan Bagel, the Unsecured Creditors' Committee and FUNB. Per the settlement terms, FUNB will receive $3 million in full satisfaction of all its claims against the debtor and the dismissal of adversary proceedings against it. In exchange, FUNB will enter into a standstill agreement, vote in favor of the plan and cooperate in confirming it. (ABI 13-Nov-98) MANHATTAN BAGEL: Turnaround in 3rd Quarter Results -------------------------------------------------- Manhattan Bagel Company, Inc. (Nasdaq: BGLSQ) today announced earnings of $339,000 before reorganization expenses for the three months ended September 30, 1998. The profit compared with a $1.6 million loss before unusual items in 1997's third quarter. Including $849,000 in reorganization expenses, the Company announced a net loss of $510,000, ($0.07 per share), for the 1998 quarter. In last year's third quarter, the Company recorded a $14.2 million net loss, ($1.87 per share), primarily reflecting a $12.6 million adjustment for additional reserves and the write-down of the carrying value of certain assets. No income taxes were recorded in either period and no reorganization items were recorded in the 1997 quarter. Manhattan Bagel filed for reorganization under Chapter 11 of the Federal Bankruptcy Code on November 19, 1997. The reorganization items recorded during 1998's third quarter included $705,000 in professional fees and $143,000 in administrative expenses. Revenues for the third quarter decreased 21.8% to $7.7 million from $9.8 million in the corresponding 1997 period, reflecting a $1.6 million decline in product sales and a $523,000 downturn in franchise and license related revenues. The decline in product sales primarily reflects decreases in the number of Company-operated and franchised stores in connection with the Chapter 11 process. For the first nine months of 1998, Manhattan Bagel announced income of $831,000 before reorganization expenses, compared with a $1.4 million loss before unusual items in the corresponding 1997 period. The Company recorded a $1.4 million net loss for the 1998 period, ($0.19 per share), after including $2.2 million in reorganization expenses. This contrasted with a $14.0 million net loss ($1.85 per share) a year earlier, which included the aforementioned $12.6 million third quarter adjustment. Reorganization items for the first nine months of 1998 included $1.9 million in professional fees and $319,000 in administrative expenses. No income tax provision was recorded in either period. Nine-month revenues declined 25.4% to $23.4 million from $31.3 million a year earlier. On July 29, 1998, Manhattan Bagel announced that it had signed an agreement to be acquired by New World Coffee & Bagels Inc. (Nasdaq: NWCI). Following the acquisition, it is expected that both chains will retain their individual identities while consolidating their corporate infrastructure to create a network of approximately 340 bagel shops and coffee/bagel cafes. The two companies have filed a joint plan of reorganization that would enable Manhattan Bagel to emerge from Chapter 11 bankruptcy protection. The transaction, which is subject to necessary bankruptcy court approvals, would provide no value to existing Manhattan Bagel shareholders. Manhattan Bagel currently franchises, licenses or operates stores in 18 states, Washington, D.C., and Israel. The Company also operates manufacturing plants in Eatontown, N.J., and Los Angeles. MEDIA LOGIC: Seeks Bankruptcy Protection ---------------------------------------- Media Logic, Inc. (Amex:TST), a developer and manufacturer of automated tape library back-up solutions, filed a voluntary Chapter 11 petition in the United States Bankruptcy Court for the District of Massachusetts on November 12, 1998. Stewart F. Grossman and Melvin S. Hoffman of the Boston law firm of Looney & Grossman LLP, who represent Media Logic, Inc. in its bankruptcy filing, indicated that the Company has sought bankruptcy court protection while it actively seeks an acquirer. PHILIPPINE AIRLINES: U.S. Court Rules On Comity ------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of California has ruled that Philippine courts are sufficiently similar to their U.S. counterparts and that U.S. creditors seeking damage claims from Philippine Airlines (PAL0 must participate in a Philippine proceedings, according to The Recorder. Attorney Jeffrey Garfinkle of Brobeck, Phleger & Harrison in San Diego, said "This is a landmark case. This is the first time a U.S. court was requested to consider whether the Philippine bankruptcy system is worthy of comity." PAL began a corporate rehabilitation proceeding (equivalent to a U.S. chapter 11 filing) in the Philippines in June and filed an ancillary petition in the United States and the same time, obtaining a temporary restraining order against its creditors. A preliminary injunction continuing the restraints was issued in July. PAL has some $2.2 billion in debt, of which much is owed to U.S. lenders and guaranteed by the U.S. Export-Import Bank. PAL also has contracts with U.S. companies, including Boeing Co. and General Electric. Attorneys for Boeing, GE and Aviation Sales Leasing Co. argued that the Philippine process is "lacking in standards," and as such, they should not have to participate in Philippine proceedings. Hon. Thomas E. Carlson disagreed and stated that the Philippine insolvency law provides creditors with protections similar to those found under U.S. bankruptcy law and that the Philippine Securities and Exchange Commission "is not at all the lawless agency that objecting creditors portray it to be." PAL will file a plan in the Philippines this month or next to lay out how the airline will repay its creditors; it will be similar to a chapter 11 plan. (ABI 13-Nov-98) POWER DESIGNS: Applies To Retain Leasing Broker ----------------------------------------------- Power Designs, Inc. and PDIXF Acquisition Corp. seek an order authorizing it to retain Goodfellow-Ashmore Commercial Real Estate Services as its leasing broker. QUADRAX CORP: Notice of Intended Sale of Stock ---------------------------------------------- The debtor, Quadrax Corporation, intends to sell all of the debtor's capital stock in its wholly owned subsidiary Victel, Inc. Victel, Inc. is the sole shareholder of the debtor's wholly owned subsidiary Victor Electric Wire & Cable Corporation, a manufacturer and distributor of electric wire and cable. The proposed sale is to E.B. Acquisition LLC for the purchase price of $1 million. A hearing will be held on the sale at 10:00 a.m. on November 19, 1998. RIO GRANDE: Files Chapter 11 ---------------------------- Rio Grande, Inc. announces that the Company has filed for reorganization under Chapter 11 of the Bankruptcy Code. A plan for a financial restructuring has been negotiated between EXCO Resources, Inc., which is the Company's principal secured creditor, and the Company's sole holder of preferred stock in conjunction with the filing under Chapter 11 and the Company intends to file a plan of reorganization seeking court approval of the Plan. Pursuant to the terms of the proposed Plan, the Company would fully repay its trade creditors. The Plan is expected to provide that Rio Grande Drilling Company, Rio Grande Offshore, Ltd., and Rio Grande Desert Oil Company, all subsidiaries or affiliates of the Company, shall merge into the Company. EXCO, as the secured creditor of the Company in respect of a note acquired by EXCO from a Texas bank, will be issued shares of common stock of the Company upon consummation of the merger in settlement of the Company's $13 million secured indebtedness owed to EXCO. The outstanding shares of the Company's common and preferred stock would be canceled. Additionally, the proposed Plan would provide that the Preferred Holder would be afforded the opportunity to acquire a 24.5% working interest in the Righthand Creek field, the Company's principal property. Rio Grande GulfMex, Ltd., an entity of which the Company is an 80% general partner, has also filed Chapter 11 under the proposed plan. Its creditors are likewise expected to be repaid in full. SCOOP INC: Debtor's Operating Report ------------------------------------ For the period from September 1, 1998 to September 30, 1998, the debtor, Scoop, Inc. reports $97,280 in net sales, net gain from business operations of $3,827 and net income of $1,495,937. SEARCH FINANCIAL: Confirmation of Plan of Reorganization -------------------------------------------------------- Search Financial Services Inc. ("SFSI") announced that the Bankruptcy Court has confirmed the previously announced Third Amended Plan of Reorganization (the "Plan") of SFSI and its subsidiaries, Search Financial Services Acceptance Corp., MS Financial, Inc. and Search Funding Corp. (with SFSI, the "Debtors"). In general, the Plan provides for the substantive consolidation of the Debtors and the liquidation of the Debtors' remaining assets for the benefit of a Trust and the Trusts' beneficiaries. The Plan also contemplates a sale of SFSI's consumer finance operations (or, alternatively, a sale of an interest in those operations) with the proceeds to be received by the Trust for distribution to Trust beneficiaries. Those beneficiaries are, first, the Debtors' creditors. If all allowed creditor claims are satisfied, then preferred shareholders would receive distributions from the Trust. However, it is not likely that preferred shareholders will receive any distribution, although a distribution to them is possible depending on the value realized for the Debtors' assets, including the consumer finance operations. Further, it is contemplated that neither holders of common stock nor holders of warrants will receive any distributions. All preferred stock, common stock and warrants of SFSI are cancelled under the terms of the Plan. There can be no assurance that a sale of all or a part of SFSI's consumer finance operations will be consummated. If no acceptable bid for a purchase of or investment in those operations is received, the Trustee of the Trust will be free to operate the consumer finance business, liquidate the assets of that business or take any other action deemed appropriate by the Trustee to maximize value for the beneficiaries of the Trust. The Plan settles all of the Debtors' claims against Hall Phoenix/Inwood, Ltd. ("Phoenix") in exchange, among other things, for Phoenix's agreement to advance any funds necessary for payment of allowed administrative and priority payment claims, the payment of which are a condition to confirmation of a plan under the Bankruptcy Code. Phoenix is also required to loan up to $500,000 to the consumer finance companies to finance their operations. Search Financial Services Inc. was a specialized financial services company engaged in the purchasing, financing, and servicing of non-prime automobile installment loans originated by franchised and independent automobile dealers. Search discontinued purchasing non-prime automobile installment loans in early February 1998. Search's consumer finance subsidiaries continue to purchase, finance, and service direct non-auto consumer finance and home equity loans generated through their 19 branch offices located in six states and in Puerto Rico. SOUTHERN PACIFIC: BOMAC Objects To Sale of Loans ------------------------------------------------ BOMAC Capital Mortgage, Inc. objects to the motion of the debtor, Southern Pacific Funding Corporation, for authority to repurchase and to sell loans. BOMAC originates loans and sold a large volume of loans to Southern Pacific Funding Corporation pre-petition. BOMAC is a creditor and claims an interest in residual owned by SPFC created, in part, by the securitization of BOMAC originated loans. BOMAC has two concerns with the relief requested: First, there is inadequate information to determine how the Lehman price was established and whether it is a fair price. BOMAC was advised that the margin or points that Lehman would pay for the First Union warehouse loans was higher than the .5% set forth in the debtor's motion and that it included a participation by SPFC in any margin or profit earned upon re-sale of the loans. There is no information as to how the low price was determined, no information as to whether Lehman performed due diligence and SPVC states that it does not believe the Lehman price is a great deal and states that improper dumping of loans by Morgan Stanley has had an effect on the market. "Neither the court nor the creditors have sufficient information to determine that this transaction, which involves nearly a $300 million deal, is in the best interest of creditors. An increase of only .5% in the margin would involve almost $1.5 million. Second, with respect to the BOMAC portion of the transaction, it is necessary that BOMAC and SPFC conclude a definitive agreement which identifies the loans involved and establishes terms and timetables for performance. The loans must be clearly identified and the terms must be finalized. Disclosure of the terms may assist in resolving any issues and completing a definitive agreement. SOUTHERN PACIFIC: Committee Taps CIBC Oppenheimer ------------------------------------------------- The debtor, Southern Pacific Funding Corporation is engaged in the orderly liquidation of its assets. As part of that process, the debtor desires to sell its interest in SPFC- UK. The Official Creditors' Committee to the debtor desires to engage CIBC Oppenheimer Corp. to analyze and review the acts, conduct, assets, liabilities and financial condition of SPFC-UK, familiarize itself, the debtor and the committee with the operation of SPFC-UK's business and advise the Committee and the debtor with respect to any and all proposed sales of SPFC-UK. CIBC Oppenheimer has agreed to work for a professional fee of the greater of $500,000 or 2% of the aggregate consideration paid by an acquirer for the stock and/or assets of SPFC-UK. SUN TELEVISION: Reaches Agreement With Gregg Appliances ------------------------------------------------------- Sun Television and Appliances, Inc. (Nasdaq: SNTV) reports that it had reached an agreement to sell nine store locations to Gregg Appliances, Inc., for approximate cash consideration of $8.7 million, in addition to the assumption of certain liabilities. Company officials said the transaction was subject to approval by the U.S. Bankruptcy Court and the Company's creditors' committee. Gregg will close the existing Sun outlets and reopen them as H. H. Gregg stores in the following markets: four outlets in Cincinnati; three outlets in suburban Cincinnati including Florence and Alexandria, Kentucky; and Hamilton, Ohio; and one location each in Aurora and Richmond, Indiana. Gregg Appliances is a leading specialty retailer of consumer electronics, major appliances, computers and other consumer products. It is a privately held Indianapolis- based company operating 18 stores in Indiana, Kentucky and Tennessee under the name "H.H. Gregg Appliances & Electronics." TOM THUMB: Seeks Bankruptcy Protection -------------------------------------- Owners of Tom Thumb Markets, a Citrus Heights landmark, have sought federal bankruptcy protection from creditors while they reorganize their business debts -- incurred as part of a failed supermarket expansion. The Chapter 11 filing in federal court listed debts of the 40- year-old business at $2 million -- the apparent result of a 1994 decision to open a second store in Fair Oaks. Chapter 11 of the Federal Bankruptcy Act allows a company to stay in business free of the threat of creditor lawsuits until it develops a plan to put its finances in order. Part of that plan, said bankruptcy attorney Robert S. Bardwil, is a court-approved third-party loan that will enable grocery inventories at Tom Thumb Market in Citrus Heights to be restored to historic levels. "Hopefully, this Chapter 11 filing and loan will reposition the store back to where it was a number of years ago and will re- establish its customer base," Bardwil said. Both Bardwil and a supermarket representative said the company erred in 1994 when it opened a new Tom Thumb Market in Fair Oaks at the site of a former Bel Air store that had been closed about a year. While Tom Thumb Market thrived at its original location in Citrus Heights, the newer store opened by owner-partners Dick Calora and Gene Crumbley became a cash drain. It was closed a year ago. "In hindsight, the expansion was not a good business move," Bardwil said. Tom Thumb Markets began in Citrus Heights in 1959 with 12,000 square feet of retail space, a spokesman said. Over the years, it grew more than threefold, to 45,000 square feet. Assets were listed in the federal court filing at nearly $800,000. (Sacramento Bee - 11/12/98) THREE D DEPARTMENTS: Last Date to File Proofs of Claim ------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California has set a deadline of February 8, 1999 for creditors of the debtor, Three D Departments, Inc. to file claims against the debtor's estate. U.S. PHYSICIANS: Converts to Chapter 7 -------------------------------------- U.S. Physicians Inc., a Fort Washington, Pa.-based physician practice management firm, has converted its chapter 11 case, filed late last month, to chapter 7 because a lender declined to provide interim financing, according to The Philadelphia Inquirer. In July, the organization withdrew a planned initial public offering designed to raise $49 million. U.S. Physicians, which acquired and managed the practices of orthopedic surgeons, neurologists, oncologists and other specialists, estimated its assets at $1 million to $10 million and its liabilities at $10 to $50 million. (ABI 13-Nov-98) WESTBRIDGE CAPITAL: Hearing Set For Confirmation of Plan -------------------------------------------------------- Westbridge Capital Corp., debtor, published a legal notice in The Wall Street Journal, November 13, 1998, giving notice that a hearing to consider confirmation of the debtor's first amended plan of reorganization has been set for December 17, 1998 at 9:30 am, at the United States Bankruptcy Court for the District of Delaware, Marine Midland Plaza, 824 Market Street, Wilmington, Delaware 19801, before the Honorable Mary F. Walrath. WINDSOR ENERGY: Hearing Date for Committee Counsel -------------------------------------------------- On December 2, 1998 at 2:00 pm, the Official Committee of Unsecured Creditors of Windsor Energy US Corporation and Rincon Island Limited Partnership will move the court for an order approving the employment of Baker & McKenzie as general counsel to the Committee. *********** The Meetings, Conferences and Seminars column appears in the TCR each Tuesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. 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. 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 $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 * * *