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/raid1/www/Hosts/bankrupt/TCR_Public/991019.MBX T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, October 19, 1999, Vol. 3, No. 202 Headlines ADVANCED MICRO: Seeking Buyer For Communications Group ADVANCED MICRO: Reports Third Quarter Results AMPACE CORP: Applies For Order Authorizing Employ of Appraiser AQUAGENIX, INC: Equitable Life Objects To Sale AUTO WORKS, INC: Order Approves Disclosure Statement BROOKE GROUP: From Corporate Structure To Holding Company BRUNO'S: Summary of Second Amended Joint Plan CANBY MOTORS: Baltimore Body Shop Chain Files Chapter 11 CODON PHARMACEUTICALS: Hearing to Consider Disclosure Statement CRAGAR: Enters into Licensing Arrangement With Carlisle Tire CRIIMI MAE: GACC Objects To Bidding Protection Provisions CRIIMI MAE: Judge Postpones Hearing on Reorganization Plan FACTORY CARD: Announces Management Changes FIRSTCITY: Provides Update On Liquidity Funding FORMAN PETROLEUM: Hearing On Disclosure Statement HARVARD INDUSTRIES: Pollazzi Owns 8.7% Of Common Stock Of Company LOEWEN: Wasserstein Makes Concessions on Fees LOEWEN: US Trustee's Appointments To The Creditors' Committee LTV CORP: Reports $58 Million Loss MARINER POST-ACUTE: Nursing Home Operator Struggles with Debt MILLICOM INTERNATIONAL: AXA Controls 21.6% Of The Common Stock NEWMONT MINING: FMR & Johnson Family Hold Substantial Stock NIAGARA MOHAWK: Sells Albany Generating Station To PSEG Power NORD RESOURCES: Titanium Dioxide Project Sold TO MIL Investments OKURA & CO: Summary of Treatment Under the Plan PARAGON: Accepts Wellspring's Commitment and Ends Bidding PSI INDUSTRIES: Creditors' Committee Taps Counsel SINGER: Thomas Noering to Head North American Operations SUBMICRON SYSTEMS: Sale of Assets Consummated SUN TV: Hearing To Consider Approval of Disclosure Statements TRACE INTERNATIONAL: Creditors' Panel Looks To Sue Officers UNITED COMPANIES: Announces Change in CEO and Appointment of CFO Meetings, Conferences and Seminars ********* ADVANCED MICRO: Seeking Buyer For Communications Group ------------------------------------------------------ Advanced Micro Devices has engaged Donaldson, Lufkin, & Jenrette and Salomon Smith Barney to find a buyer for its Communications Group. The Communications Group includes the Communications Products Division, which provides integrated circuits for telecommunications applications, and the Network Products Division, which supplies integrated circuits for data communications and computer connectivity. Together, these product groups employ approximately 400 people, primarily in Sunnyvale, California, and Austin, Texas. The Communications Products and Network Products divisions produced aggregate revenues of approximately $70 million in the just-completed quarter. AMD said it plans to complete the sale in the first half of 2000. "AMD has long been a leader in providing solutions for networked computation and communications," said W.J. Sanders III, chairman and chief executive officer. "Going forward, our efforts will focus on providing communications-enabled solutions at the personal computer platform level, where we can leverage our chipset design and systems expertise and the AMD Athlon processor. The interests of our customers, shareholders and employees will be best served by our action." "The explosive growth of the Internet and the enormous opportunities in telecommunications are creating huge new markets," Sanders continued. "The AMD Communications Group has a rich intellectual property portfolio (including hundreds of patents), desirable products, and an experienced and skilled workforce to serve a broad range of communications applications. AMD will focus its energies and resources on convergence, based on a communications-centric PC platform. AMD will retain rights to the communications intellectual property essential to execution of our convergence strategy." "The sale of the Communications Group will provide AMD additional resources to enhance growth prospects for our most promising opportunities in flash memory and platform solutions featuring the industry-leading AMD Athlon processor," Sanders concluded. AMD is a global supplier of integrated circuits for the personal and networked computer and communications markets. AMD produces microprocessors, flash memories, and integrated circuits for communications and networking applications. Founded in 1969 and based in Sunnyvale, California, AMD had revenues of $2.5 billion in 1998. ADVANCED MICRO: Reports Third Quarter Results --------------------------------------------- Advanced Micro Devices Inc. reports sales of $662,192,000 and a net loss of $105,545,000, for the third quarter, ended September 26, 1999. Led by increased sales of AMD Athlon (TM) processors and flash memory products, sales increased by 11 percent from the immediate-prior quarter, while declining by 3 percent from the third quarter of 1998. Results from the immediate-prior quarter and the third quarter of 1998 include sales of Vantis Corporation, the AMD programmable logic subsidiary that was sold during the second quarter of 1999. Sales for AMD continuing product groups - the Computation Products Group, Communications Group, and Memory Group - were up 16 percent from the immediate- prior quarter, while up 1 percent from the third quarter of 1998. In the immediate-prior quarter, AMD reported sales of $595,109,000 and net income of $79,896,000. The company's second- quarter results reflected an operating loss of $172,542,000, a one-time after-tax gain of $259,236,000 from the sale of the Vantis, and restructuring and other special charges of $17,514,000. Excluding the one-time gain and the restructuring and other special charges, results would have been a net loss of $161,826,000 for the quarter ended June 27, 1999. In the third quarter of 1998, AMD reported sales of $685,927,000, which resulted in net income of $1,006,000. For the first nine months of 1999, AMD reported total sales of $1,888,894,000, which resulted in a net loss of $154,016,000. In the first nine months of 1998, AMD reported total sales of $1,753,321,000, and a net loss of $126,281,000. "Sharply higher sales of flash memories and sales of AMD Athlon processors at higher margins than those experienced on AMD-K6(R) family processors combined to boost revenues smartly and cut our operating loss by more than $70 million compared to the immediate-prior quarter," said W.J. Sanders III, chairman and chief executive officer. "Flash memory sales grew by 28 percent over the immediate-prior quarter. Flash memory demand is very strong and continues to outstrip our ability to supply, even as we increase production capacity." "Unit sales of Microsoft Windows compatible processors grew by more than 20 percent over the immediate-prior quarter to more than 4.5 million units," Sanders continued. "Limited AMD Athlon motherboard availability during the third quarter was exacerbated by the Taiwan earthquake on September 21, which shut off motherboard shipments in the final week of our quarter. In spite of this, unit sales of AMD Athlon processors attained the hundreds of thousands level." "Demand for AMD Athlon processors from both our OEM customers and end-users has been very strong. Technical reviews have been outstanding, reflecting the clear superiority of the AMD Athlon processor over the Intel Pentium III processor on all important and relevant benchmarks. With this week's introduction of the 700-MHz AMD Athlon processor, AMD continues to set the performance standard for Microsoft Windows PCs." "Our operational performance last quarter was excellent. Accordingly, we are highly confident that we can produce more than one million AMD Athlon processors in the current quarter. In the face of strong demand, unit sales are expected to be gated by infrastructure support limitations resulting from the continuing effects of the Taiwan earthquake. The most critical items are the motherboards themselves and the components that populate them. Based on all of the currently available information, we believe we still have a good chance of achieving our pre- earthquake goal of cumulative sales of one million AMD Athlon processors by year-end," Sanders concluded. AMPACE CORP: Applies For Order Authorizing Employ of Appraiser -------------------------------------------------------------- Ampace Corporation and Ampace Freightlines, Inc. seek authority to employ Taylor & Martin, Inc. as the debtors' appraiser to perform an appraisal of certain of the debtors' equipment and if necessary to testify as to the value of such equipment. AQUAGENIX, INC: Equitable Life Objects To Sale ----------------------------------------------- Equitable Life Assurance Society of the US holds a claim against the debtors in the principal amount of $5 million plus interest and fees. Union Planters Bank of Florida claims to hold a claim against the debtors in the alleged approximate principal amount of $970,000. Union Planters contends that such claim is secured by a lien on the Collateral that is senior to the Equitable Lien pursuant to the terms of a subordination agreement between Equitable and Capital Bank, asserted to be a predecessor in interest to Union Planters. The Insurance Company of the State of Pennsylvania also claims to be a secured creditor of the debtors by virtue of an equitable subrogation claim it asserts against certain contract balances and retainage on bonded contracts. The debtors have asked the court to fix a hearing date on or before November 1, 1999 for a final sale of the debtor's assets to AAC, Aquacgenix Acquisition Corporation, for a consideration of $1.6 million. Equitable objects to the motion saying that the debtor's proposal does not provide for a third party bidding process. In addition, the creditors have not been allowed to inspect an Acquisition Agreement. Equitable claims that the letter agreement imposes obligations on the debtor, but does no impose obligations on the purchaser, and the letter agreement amounts to a blank check from the debtors' estates to AAC. Equitable also alleges that the proposed break up fee, at 5% of the purchase price is too high. AUTO WORKS, INC: Order Approves Disclosure Statement ---------------------------------------------------- The Honorable John C. Ninfo, II, US Bankruptcy court for the Western District of New York entered an order approving the Disclosure Statement combined with a notice of hearing on Confirmation to be held on November 18, 1999 at 11:00 AM. Treatment of Claims and Interests under the plan: Class 1 - Priority Claims - Not impaired Class 2 - Secured Claims - Not impaired Class 3 - Unsecured claims - Impaired - Based on the liquidation analysis, after payment of administrative and priority expenses, approximately $880,200-$730,220 will be available for distribution to Class 3 unsecured claims. Class 4 - interests are impaired under the plan, but holders of Class 4 interests will retain all of their interests. BROOKE GROUP: From Corporate Structure To Holding Company --------------------------------------------------------- Effective October 1, 1999, Brooke Group Limited's predecessor (also named Brooke Group Ltd.) reorganized its corporate structure to form a holding company. The holding company structure was implemented by a merger in which the predecessor company merged with BGL Merger, Inc., a newly-formed, wholly- owned indirect subsidiary of the predecessor, and each share of common stock of the predecessor was automatically converted into one share of common stock of Brooke Group Ltd. As a result of the merger, the predecessor company became an indirect wholly- owned subsidiary of Brooke Group Ltd. Under Section 251(g) of the General Corporation Law of the State of Delaware, stockholder approval of the merger was not required. Also, in connection with the merger, Brooke Group Ltd. adopted the stock options and assumed all obligations as sponsor thereunder. BRUNO'S: Summary of Second Amended Joint Plan --------------------------------------------- PWS Holding Corporation, Bruno's, Inc., Food Max of Mississippi, Inc., A.F. Stores, Inc., BR Air, Inc., Food Max of Georgia, Inc., Food Max of Tennessee, Inc., Food Max, Inc., Lakeshore Foods, Inc., Bruno's Food Stores, Inc., Georgia Sales Company and SSS Enterprises, Inc., filed their Second Amended Joint Plan of Reorganization dated October 13, 1999. The Second Amended Plan parallels the Debtors' original plan in all material respects. All existing shares of common stock issued by Bruno's, Inc., will be canceled and the Plan provides for no distribution to Equity Holders. Premised on enforcement, pursuant to 11 U.S.C. Sec. 510(a), of the subordination provisions contained in the trust indenture, dated August 18, 1995, and the first supplemental trust indenture, dated August 18, 1995, between Bruno's, as issuer of the Subordinated Notes, and the Indenture Trustee, and all of the documents and instruments relating thereto, as amended, supplemented, modified or restated as of the Commencement Date, the Plan proposes to cancel $421,121,590 of bonds issued under the Indentures in their entirety. General Unsecured Creditors, on the Effective Date, or as soon thereafter as is practicable, shall receive, in full and complete satisfaction of such Allowed Claim, an amount, in Cash, equal to $0.26 cents-on-the-dollar. Classified in the Plan as Class 5, General Unsecured Creditors will be entitled to vote to accept or reject the Plan. The Bondholders and Equityholders are deemed to have rejected the Plan. The Debtors estimate the Plan will compromise some $135,000,000 of Class 5 Claims. To satisfy $462,164,419 of Pre-Petition Bank Debt, the Banks have agreed to accept 25,000,000 shares of New Common Stock and Bruno's grants the Banks a release of all claims that have been or could be asserted by or on behalf of their Estates. The 25,000,000 shares of New Common Stock represent a 96% equity stake in New Bruno's. The remaining 4% equity stake will be made available to officers and directors following the Effective Date. All Secured, Priority and Administrative Claims will be reinstated or paid in full on the Effective Date of the Plan. All pre-petition indemnification agreements to which Bruno's is a party will continue past the Effective Date. The plan provides for the substantive consolidation of the debtors' estates. To the continued chagrin of the Subordinated Noteholders, the Plan explicitly provides that, as of the Effective Date, (a) any and all avoidance claims accruing to the Debtors and Debtors in Possession under sections 502(d), 544, 545, 547, 548, 549, 550 and 551 of the Bankruptcy Code shall be extinguished whether or not then pending; and (b) any and all alter-ego or derivative claims against present or former stockholders of the Debtors accruing to the Debtors and Debtors in Possession shall be extinguished whether or not then pending. Occurrence of the Effective Date is conditioned on (i) entry of an order confirming the Plan, (ii) the Debtors having no less than $20,000,000 of free cash on hand, and (iii) available credit under a New Working Capital Facility to fund working capital needs following the Effective Date. The Debtors agree that the Effective Date will occur no later than 60 days following Confirmation. CANBY MOTORS: Baltimore Body Shop Chain Files Chapter 11 -------------------------------------------------------- Canby Motors Inc., a family-owned Baltimore automotive repair business, filed for chapter 11 protection this month with assets of $464,000 and liabilities of $1.2 million, according to The Baltimore Business Journal. Canby said the company's rapid growth and several years of mild winters hurt the company. Last year the company closed two of its four locations to reduce costs. Among the largest creditors are FCNB Mortgage and the Internal Revenue Service. (ABI 18-Oct-99) CODON PHARMACEUTICALS: Hearing to Consider Disclosure Statement --------------------------------------------------------------- A hearing will be held on November 3, 1999 at 10:00 am before the Honorable Joseph J. Farnan, Jr. in the US District Court for the District of Delaware to consider the adequacy of the information contained in the Disclosure Statement of Codon Pharmaceuticals, Inc. and Oncor, Inc. The Oncor plan provides for the orderly liquidation and distribution of Oncor's assets. The plan provides for the payment of Administrative Expenses and priority tax claims in cash in full on or as soon as practicable after the initial distribution date, the payment of the NTFC Capital Corp. claim equal to the deemed collateral value of the allowed NTFC Capital Corp. secured claim with remaining funds to be used for payment of other priority claims in full, and then general unsecured claims subordinated Promethean unsecured claims and equity interests in Oncor, in that order, on a pro rata basis. Treatment of Classes of claims and equity interests in the Oncor Plan: Class 1 - NTFC Capital Corp. Secured Claims Unimpaired. Total Claims: $29,000(approx.) - estimated recovery 100% Class 2 - Other priority claims - $12,600 - estimated recovery 100% Class 3 - General Unsecured Claims - Impaired - Total Claims $6.7 million , total holders approximately 400. Class 4 - Subordinated Promethean Unsecured Claims - 3 holders $8.97 million - impaired Class 5 - Equity interests - 471 holders - estimated recovery: 0 The Codon Plan provides for the orderly liquidation and distribution of Codon's assets. The plan provides for the payment of administrative expenses and priority tax claims in cash in full. Remaining funds will be used for the payment of general unsecured claims and equity interests, in that order, on a pro rata basis. Treatment of Classes of claims and equity interests in the Codon Plan: Class C1 - General unsecured claims - $22.7 million - 150 holders - Impaired Class C2 - Equity Interests - Impaired - 1 holder - estimated recovery - 0 CRAGAR: Enters into Licensing Arrangement With Carlisle Tire ------------------------------------------------------------ CRAGAR Industries, Inc. (OTC Bulletin Board: CRGR) reported that it has signed a definitive agreement with Carlisle Tire & Wheel Company, a wholly-owned subsidiary of Carlisle Companies Incorporated (NYSE: CSL), whereby Carlisle will acquire CRAGAR's specialty steel-based wheel assets and enter into an exclusive licensing arrangement. Under the terms of the Asset Purchase and Licensing Agreements, Carlisle will be granted an exclusive license to manufacture, market, distribute and sell CRAGAR's well-known line of steel-based automobile and light truck wheels. In addition, Carlisle has the right to extend CRAGAR's line into other vehicle wheels such as those for golf carts, ATV's and other motorized vehicles. The terms of the transaction were not disclosed. Michael L. Hartzmark, CRAGAR's President and CEO stated, "Our new partner, Carlisle Tire & Wheel Company, is a leading manufacturer and distributor of quality commercial, recreational and utility tires and wheels. This arrangement with one of the premier wheel manufacturers in the world will benefit our shareholders and customers since CRAGAR steel-based wheels will now be produced by a company with substantially greater capabilities in new product development, manufacturing, distribution and selling." Dr. Hartzmark also emphasized, "Our most valuable asset is our brand name, which will be enhanced by this transaction. This partnership will let a vertically integrated manufacturer of high quality steel-based wheels take a significant portion of our wheel line to the market, while we focus our time, effort and resources on extending the CRAGAR brand name through licensing arrangements into other domestic performance automotive niches." Barry Littrell, Executive Vice President of Carlisle, stated, "CRAGAR's strong brand equity and reputation for quality products and Carlisle's leading position in the market for automotive aftermarket wheels is a winning combination. This acquisition will significantly broaden Carlisle's capabilities and allow us to better serve our customers with the industry's widest range of specialty wheels. We are very pleased to have CRAGAR join us as we continue to grow our business." CRAGAR Industries, Inc. is an international designer, producer, and seller of custom wheels and wheel accessories for cars, trucks, vans, sport utility vehicles, racing vehicles, and motorcycles. CRIIMI MAE: GACC Objects To Bidding Protection Provisions --------------------------------------------------------- German American Capital Corproation ("GACC") files an objection to the debtors' motion to approve bidding protection provisions of the Apollo Stock Purcahse Agreement and Deposit Escrow Agreement. GACC is a secured creditor with a secured claim in principal amount in excess of $177 million as of the peititon date. GACC objects to the Lock-Up provision and the Break Up Fee, and concurs in the opposition of Merrill Lynch Mortgage Capital Inc. CRIIMI MAE: Judge Postpones Hearing on Reorganization Plan ---------------------------------------------------------- Judge Duncan W. Keir of the United States Bankruptcy Court in Greenbelt, Md. has rescheduled to November 1, 1999, a hearing on a motion by CRIIMI MAE Inc. (NYSE: CMM) to approve bidding protection provisions of the recently announced Stock Purchase Agreement (the "Apollo Purchase Agreement") with an affiliate of Apollo Real Estate Advisors IV, L.P. ("Apollo"). The hearing had previously been scheduled to take place today. Judge Keir also extended to November 1, 1999, the due date for CRIIMI MAE Inc. and two affiliates to file their proposed disclosure statement for their Joint Plan of Reorganization. On September 9, 1999, CRIIMI MAE announced that Apollo agreed, subject to a number of conditions, to participate in financing an approximately $910 million plan of reorganization whereby CRIIMI MAE would emerge from Chapter 11. In their motion seeking the continuance, the debtors claim that they and Apollo are currently in very active discussions with the Official Committee of Usnecured Creditors of CMI and the Official Committee of Equity Security Holders of CMI with respect to the plan filed by the debtors and the motion to approve Apollo Bidding Protection Provisions. The discussions include modifications to the Apollo Stock Purchase Agreement, including the bidding protection provisions which are the subject of the motion to approve Apollo Bidding Protection Provisions. FACTORY CARD: Announces Management Changes ------------------------------------------ Factory Card Outlet Corp. announces that, in keeping with an agreement with the company, Stewart M. Kasen has resigned as Chairman, President and Chief Executive Officer and as a Director, and that Bart A. Brown, Jr. has resigned as a Director. Robert C. Blattberg, who has served as a Director of the company since December 1993, has been appointed Chairman. William E. Freeman has been appointed President and Chief Executive Officer. The company also announced that Gary Rada has been promoted from Senior Vice President to Executive Vice President and General Merchandise Manager. Mr. Freeman is a co-founder of the company and has been a Director of the company since its formation. Mr. Freeman previously served as Chairman of Factory Card Outlet Corporation from April 1994 to April 1997, as Chief Executive Officer of the company from May, 1994 to September 1996 and as President of the company from 1989 to 1994. J. Bayard Kelly, who co-founded the company with Mr. Freeman, will continue to serve as a Director and as Chairman Emeritus. Factory Card Outlet is a chain of company owned stores offering a vast assortment of party supplies, greeting cards, gift wrap and other special occasion merchandise at everyday value prices. On March 23, 1999, the company filed a petition for reorganization under chapter 11 of title 11 of the United States Code and is currently operating as a debtor in possession. The company continues to focus its efforts on reaching agreement with the Official Committee of Unsecured Creditors regarding a Plan of Reorganization. FIRSTCITY: Provides Update On Liquidity Funding ----------------------------------------------- FirstCity Financial Corporation (Nasdaq: FCFC) today updated the status of the company's liquidity and funding. The company previously announced that its working capital revolving line of credit was renewed and extended to June 30, 2000, in the amount of $93 million. Funding under this facility will not be affected by yesterday's bankruptcy filing by its subsidiaries, Harbor Financial Group, Inc., Harbor Financial Mortgage Corporation and certain subsidiaries of Harbor Financial Mortgage Corporation. Harbor filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Texas. Neither FirstCity Financial Corporation nor any of its affiliates or business units, other than Harbor, have filed or are contemplating filing bankruptcy proceedings. FirstCity has not guaranteed the indebtedness of Harbor and had previously reached agreements with its own corporate revolver lenders to permanently waive any events of default related to Harbor, including a potential bankruptcy of those entities. FirstCity had also previously disclosed that it did not anticipate recovering any of its $50.5 million investment in Harbor. This loss will be reflected in its third quarter 1999 results. The Company and its credit enhancement provider on the Consumer residual assets and Consumer warehouse facility entered into extension agreements providing for the waiver of the trigger and termination events under those facilities related to losses at Harbor until November 15, 1999. FORMAN PETROLEUM: Hearing On Disclosure Statement -------------------------------------------------- The hearing to consider approval of the Disclosure Statement for the first amended joint plan of reorganization filed by Forman Petroleum Corporation will be held on November 10, 1999 at 9:00 AM, Courtroom 705, Hale Boggs Federal Building, 501 Magazine Street, New Orleans, Louisiana. HARVARD INDUSTRIES: Pollazzi Owns 8.7% Of Common Stock Of Company ---------------------------------------------------------------- Roger G. Pollazzi beneficially owns 886,580,100 shares of common stock of Harvard Industries Inc., with 100% sole and shared voting and dispositive power over said stock. The number of shares of common stock represents 8.7% of the outstanding shares of the company. LOEWEN: Wasserstein Makes Concessions on Fees --------------------------------------------- The Debtors tell Judge Walsh that Wasserstein has agreed to tie the fees it will collect to a timetable for emergence from chapter 11: * if the effective date of a plan of reorganization occurs on or before June 30, 2000, Wasserstein's fee will be capped at $8,500,000; * if the effective date of a plan of reorganization occurs after June 30, 2000, but before September 30, 2000, Wasserstein's fee will be capped at $7,500,000; * if the effective date of a plan of reorganization occurs after September 30, 2000, Wasserstein's fee will be capped at $6,500,000. Wasserstein will continue to collect a $150,000 monthly fee, but those monthly payments, will reduce Wasserstein's final fee by: * 50% for monthly payments received in 1999; and * 100% for monthly payments received in 2000. LOEWEN: US Trustee's Appointments To The Creditors' Committee -------------------------------------------------------------- The United States Trustee for Region III appoints the following creditors to the Official Committee of Unsecured Creditors in these chapter 11 cases: (1) TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA 730 Third Avenue New York, NY 10017 Attn: Roi Chandy Tel. (212) 916-5967/Fax # (212) 916-6140 (2) CALIFORNIA PUBLIC EMPLOYEE'S RETIREMENT SYSTEM 400 P Street, Suite 3492 Sacramento, CA 95814 Attn: Curtis Ishii, Sr. Principal Investment Office Tel. (916) 326-3138/Fax # (916) 326-3330 (3) WACHOVIA BANK, N.A. 191 Peachtree Street, 28th Floor Atlanta, GA 30303 Attn: David K. Alexander, Sr. Vice President Tel. (404) 332-1474/Fax # (404) 332-6898 (4) UBS AG, Warburg Dillon Read 677 Washington Boulevard Stamford, CT 06901 Attn: Mark B. Cohen, Dir. Tel. (203) 719-1261/Fax # (203) 719-3162 (5) DEUTSCHE BANK, AG 31 West 52nd Street New York, NY 10019 Attn: Silvia Spear, Director Tel. (212) 469-8647/Fax # (212) 469-8213 (6) ALLIED CAPITAL CORPORATION 1919 Pennsylvania Avenue, N.W. Washington, DC 20006 Attn: Benjamin H. Nye, Principal Tel. (202) 973-6324/Fax # (202) 659-2053 (7) STATE STREET BANK AND TRUST COMPANY Two International Place Boston, MA 02110 Attn: E. Decker Adams, Vice President Tel. (617) 664-561O/Fax (617) 664-5365 (8) NORWEST BANK 406 Farmington Avenue Farmington, CT 06032 Attn: Vito Iacovazzi, Vice President Tel. (860) 676-7808/Fax # (860) 676-7814 (9) WILLIAM R. ELDRIDGE 2710 S. Rochester Road Rochester Hill, Ml 48037 Tel: (248) 299-1250/Fax (248) 299-5805 Accordingly, Mr. Eldridge joins the Committee following Magten Asset Management's resignation. Daniel K. Astin, Esq., is the Staff Attorney for the U.S. Trustee assigned to the Debtors' cases. LTV CORP: Reports $58 Million Loss ---------------------------------- Citing the continued effects of increases in steel imports, higher labor costs and equipment failure, LTV Corp. reported a loss of $58 million for the third quarter, which is greater than expected, The Wall Street Journal reported. The company lost 58 cents a share, and analysts surveyed by First Call/Thomson Financial had expected the company to report a loss of 51 cents per share. LTV Chairman and CEO Peter Kelly said, "High inventories of dumped and subsidized imported steel continue to depress domestic shipments and prices. In spite of intensified cost reduction and price improvement efforts, LTV's steel operations were unable to overcome the continuing effects of unfairly traded imports." The company said it was also hurt in the quarter by an increase in expenses, including $15 million in benefit costs for a new United Steelworkers of America labor agreement. (ABI 18-Oct-99) MARINER POST-ACUTE: Nursing Home Operator Struggles with Debt ------------------------------------------------------------- Mariner Post-Acute Network Inc., Atlanta, recently reported a fiscal third-quarter loss of $405.7 million and that it missed its debt payments due on Oct. 1, according to The Business Journal. The company also said it will not make interest payments due Nov. 1 on other debt. Mariner has informed lenders that it is restructuring its debt and selling off its non-core businesses. Mariner officials, like those at Vencor Inc. and Sun Healthcare Group Inc., cite the Balanced Budget Act of 1997 as the primary source of problems in the nursing home industry; saying that the law cut the reimbursement rates paid by the government to nursing homes through Medicare. Mariner has been reimbursed an average of $115 less per day per Medicare patient since the law was enacted, according to Mariner CFO George Morgan. (ABI 18-Oct-99) MILLICOM INTERNATIONAL: AXA Controls 21.6% Of The Common Stock -------------------------------------------------------------- The French firms AXA Assurances I.A.R.D. Mutuelle, AXA Assurances Vie Mutuelle, AXA Conseil Vie Assurance Mutuelle, AXA Courtage Assurance Mutuelle, and AXA. together with AXA Financial Inc. (formerly known as The Equitable Companies Inc.) and organized in the State of Delaware hold the following common stock in Millicom International Cellular SA: With sole voting power, 3,853,282 shares; with shared voting power, 6,698,100 shares; with sole dispositive power 10,552,838 shares; with shared dispositive power, -0- shares. The aggregate amount beneficially owned by each is 10,552,838 shares, representing 21.6% of the outstanding shares of common stock of Millicom International Cellular SA. However, the French firms, AXA Assurances Vie Mutuelle report that the holding is not to be construed as an admission of beneficial ownership. NEWMONT MINING: FMR & Johnson Family Hold Substantial Stock ----------------------------------------------------------- FMR Corp. has the sole power to vote, or direct the vote of 1,327,809 shares of common stock of Newmont Mining Corporation. Additionally, FMR Corp., Edward C. Johnson 3d and Abigail P. Johnson each hold sole power to dispose or direct the disposition of 17,355,424, or 10.359% of the common stock shares of Newmont Mining Corporation. Fidelity Management & Research Company, of Boston, Massachusetts, a wholly-owned subsidiary of FMR Corp. and an investment adviser, is the beneficial owner of 15,662,515 shares, or 9.349%, of the common stock outstanding of Newmont Mining Corporation as a result of acting as investment adviser to various investment companies. Edward C. Johnson 3d, and FMR Corp., through its control of Fidelity, and the funds, each has sole power to dispose of the 15,662,515 shares owned by the Funds. Neither FMR Corp. nor Edward C. Johnson 3d, Chairman of FMR Corp., has the sole power to vote or direct the voting of the shares owned directly by the Fidelity Funds, which power resides with the Funds' Boards of Trustees. Fidelity carries out the voting of the shares under written guidelines established by the Funds' Boards of Trustees. Fidelity Management Trust Company, Boston, Massachusetts, a wholly-owned subsidiary of FMR Corp. and a bank, is the beneficial owner of 1,127,039 shares or 0.672% of the common stock outstanding of the company as a result of its serving as investment manager of the institutional account(s). Edward C. Johnson 3d and FMR Corp., through its control of Fidelity Management Trust Company, each has sole dispositive power over 1,127,039 shares and sole power to vote or to direct the voting of 761,939 shares, and no power to vote or to direct the voting of 365,100 shares of common stock owned by the institutional account(s). Members of the Edward C. Johnson 3d family are the predominant owners of Class B shares of common stock of FMR Corp., representing approximately 49% of the voting power of FMR Corp. Mr. Johnson 3d owns 12.0% and Abigail Johnson owns 24.5% of the aggregate outstanding voting stock of FMR Corp. Mr. Johnson 3d is Chairman of FMR Corp. and Abigail P. Johnson is a Director of FMR Corp. The Johnson family group and all other Class B shareholders have entered into a shareholders' voting agreement under which all Class B shares will be voted in accordance with the majority vote of Class B shares. Accordingly, through their ownership of voting common stock and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR Corp. Fidelity International Limited, Hamilton, Bermuda, and various foreign-based subsidiaries provide investment advisory and management services to a number of non-U.S. investment companies and certain institutional investors. Fidelity International Limited is the beneficial owner of 565,870 shares or 0.337% of the common stock outstanding of Newmont Mining Corporation. Prior to June 30, 1980, FIL was a majority-owned subsidiary of Fidelity Management & Research Company, a wholly-owned subsidiary of FMR Corp. On that date, the shares of FIL held by Fidelity were distributed, as a dividend, to the shareholders of FMR Corp. FIL currently operates as an entity independent of FMR Corp. and Fidelity. The International Funds and FIL's other clients, with the exception of Fidelity and an affiliated company of Fidelity, are non-U.S. entities. A partnership controlled by Edward C. Johnson 3d and members of his family owns shares of FIL voting stock with the right to cast approximately 39.89% of the total votes which may be cast by all holders of FIL voting stock. Mr. Johnson 3d is Chairman of FMR Corp. and FIL. FMR Corp. and FIL are separate and independent corporate entities, and their Boards of Directors are generally composed of different individuals. Other than when one serves as a sub adviser to the other, their investment decisions are made independently, and their clients are generally different organizations. NIAGARA MOHAWK: Sells Albany Generating Station To PSEG Power ------------------------------------------------------------- Niagara Mohawk Power Corp., a wholly owned subsidiary of Niagara Mohawk Holdings, Inc. has agreed to sell its Albany oil and gas- fired electric generating station to PSEG Power LLC for $47.5 million. The sale price is 1.3 times the plant's book value of approximately $36 million. Niagara Mohawk could also receive up to an additional $11.5 million if PSEG Power chooses to pursue redevelopment of the Albany Steam Station. PSEG Power is a wholesale electric generation and trading company operating in the northeastern United States. PSEG Power is an unregulated subsidiary of Public Service Enterprise Group, Inc., a diversified energy company headquartered in Newark, N.J. Under a transition power contract in place through September 2003, Niagara Mohawk will purchase electricity from PSEG Power at prices consistent with those negotiated in its POWERCHOICE regulatory agreement. As part of the agreement, PSEG Power will accept the current collective bargaining agreement with the International Brotherhood of Electrical Workers Local 97 and will offer to continue employment for employees at the Albany Steam Station. "We are very pleased with the results of this sale," said William E. Davis, Niagara Mohawk's chairman and chief executive officer. "For the past 47 years the Albany Steam Station has been an important part of our commitment to deliver safe and reliable power to our customers. We're pleased that PSEG Power is the successful bidder. We believe their commitment to invest in the competitive electric generation business offers the best opportunity for the Albany Steam Station to continue as a power producer and employer," Davis said. Frank Cassidy, president of PSEG Power said, "The purchase of the Albany plant, similar in design and operation to our own Sewaren plant, gives PSEG Power its first entry into a new and important power pool. Our plant operation and electric trading experience will allow us to both maximize the operation of the plant and participate in the ongoing development of the power pool." "We look forward to working with the employees as we integrate the Albany plant into PSEG Power's portfolio and consider future expansion at the site," added Cassidy. The sale is subject to approval by the New York Public Service Commission and various federal agencies. Niagara Mohawk expects to complete the transaction in the first quarter of 2000. "Proceeds from this sale will be used to accelerate the retirement of capital, consistent with our plan to create value for our shareholders," said Davis. Albany Steam Station is a 400-megawatt plant on the west shore of the Hudson River in the town of Bethlehem, N.Y., three miles south of Albany. In operation since 1952, the plant was originally built to burn coal. It was converted to oil in 1970, and natural gas capability was added in 1981. Last November, Niagara Mohawk filed an application with the New York State Board on Electric Generation Siting and the Environment to redevelop the Albany Steam Station. Niagara Mohawk proposed to increase the plant's generating capacity to 750 megawatts, while substantially reducing air emissions and Hudson River water usage. A 'Certification of Completeness' of the application is currently pending at the Siting Board. PSEG Power will consider continuation of the redevelopment efforts. The agreement to sell the Albany Steam Station is the latest successful step in the divestiture of Niagara Mohawk's generating facilities, one of the major elements of the company's POWERCHOICE plan to reduce prices and promote competition. So far this year, the company has completed the sale of its coal- fired and hydroelectric generating stations, and has announced agreements to sell its Oswego Steam Station, Nine Mile Point One Nuclear Unit, and its 41-percent share of the Nine Mile Point Two Nuclear Unit. Investment bankers, Merrill Lynch & Co. and Donaldson, Lufkin & Jenrette Securities, are serving as Niagara Mohawk's financial advisors for the Albany Steam Station sale. Niagara Mohawk Power Corp. is an energy services company that provides electricity to more than 1.5 million customers across 24,000 square miles of Upstate New York. The company also delivers natural gas to more than 500,000 customers over 4,500 square miles of eastern, central and northern New York. NORD RESOURCES: Titanium Dioxide Project Sold TO MIL Investments ----------------------------------------------------------------- Nord Resources Corporation has closed the sale to MIL (Investments) S.A.R.L. of its 50% interest in the Sierra Rutile titanium dioxide project in Sierra Leone, West Africa. The company's shareholders voted earlier this month to approve the sale. The sale resulted in the return for cancellation of the 7.0 million, or 29.7% of the outstanding common shares of Nord Resources owned by MIL; the receipt by the company of $1.25 million in cash; and the release of the company's guarantee of $6 million of Sierra Rutile bank debt. Nord Resources also retains a 5% carried interest in the Sierra Rutile interest sold. The company now has 16.5 million shares outstanding. The Sierra Rutile sale will allow the company to move forward with a new business strategy focused on base and precious metals, and involving the acquisition of high potential projects which are either producing currently or can be brought into production quickly. Nord Resources Corporation owns the Johnson Camp copper mine in Arizona, which is currently being redeveloped, and a 28.5% interest in Nord Pacific Limited, a diversified international resource company engaged in the production of copper, and the exploration for and development of base and precious metals and strategic mineral, including copper, gold, silver, nickel and cobalt. Nord Pacific's activities are located in Australia, Papua New Guinea, Mexico, Canada, and the United States. OKURA & CO: Summary of Treatment Under the Plan ----------------------------------------------- A summary of classification and treatment of claims and equity interest under the plan of Okura & Co.(America), Inc.: Administrative Expense Claims - Estimate of total Allowed Amount $4.2-$5.2 million Priority Tax Claims - $200,000-$500,000 Secured Claims - $14.1 million - $16.9 million Class 1 - Secured Claim of The Sakura Bank, Ltd. Class 2 - Secured Claim of The Bank of Tokyo-Mitsubishi, Ltd. Class 3 - Secured Claim of The Fuji Bank, Limited Holders of claims in classes 1,2 and 3 are not impaired. Class 4 - Priority Claims - 0 Not impaired Class 5 - General Unsecured Claims $139 million - $154 million Impaired. Class 6 - Convenience Claims - $74,000 Not impaired Subordinated Claim: $13 million - Impaired Common Stock Equity Interest - 0 From and after the Confirmation Date, the debtor shall continue in existence for the purpose of winding up its affairs as expeditiously as reasonably possible. The cessation of the debtor's on-going business operations, and the overall liquidation of its assets during the course of the Chapter 11 case, has been supported by the committee. The projected cash available for distribution to claimants under the plan is between $49.9 million and $65 million. Estimated total distributions to secured creditors under the plan is between $14 million and $16 million. Estimated total distributions to convenience claims under the plan is $74,000. PARAGON: Accepts Wellspring's Commitment and Ends Bidding --------------------------------------------------------- Paragon Trade Brands, Inc. (OTC Bulletin Board: PGNFQ) today announced that it has accepted a commitment by Wellspring Capital Management LLC ("Wellspring") to acquire Paragon as part of a plan of reorganisation (the "Wellspring Commitment") and has filed, along with its Official Committee of Unsecured Creditors (the "Creditors' Committee"), as a co-proponent, an amended plan of reorganisation (the "Plan") and disclosure statement (the "Disclosure Statement") in the United States Bankruptcy Court for the Northern District of Georgia. The Plan filed today by Paragon and the Creditors' Committee incorporates the terms of the Wellspring Commitment. Paragon reported that the filing is the culmination of a Bankruptcy Court-approved bidding process that began July 13, 1999 and auction process that commenced on September 21, 1999. Paragon, after consultation with the Creditors' Committee, the Official Committee of Equity Security Holders (the "Equity Committee") representing Paragon's shareholders, The Procter & Gamble Company ("P&G") and Kimberly- Clark Corporation ("K-C"), determined that Wellspring had submitted the best bid of those received by the Company. The Plan also contemplates that if, for some reason, the Wellspring transaction is not consummated, the proponents may pursue confirmation of a stand-alone plan of reorganisation. The Creditors' Committee, as a co- proponent, strongly supports the Plan. The Wellspring Commitment provides for a U.S dollars 100 million equity investment in Paragon by Wellspring in return for 84.1 per cent of the new common stock of the reorganised entity ("Reorganised Paragon") to be issued pursuant to the Plan, subject to dilution and diminution as a result of a rights offering for up to 19.1 per cent of additional new common stock (the "Rights Offering") and warrants for up to 5 per cent of the new common stock (the "Warrants"). The Wellspring Commitment also provides for Reorganised Paragon's issuance of approximately dlrs 160 million of 10 per cent senior subordinated notes (the "New Notes") and obtaining new third party working capital financing for Reorganised Paragon in the amount of at least dlrs 75 million (the "New Financing"). Alternatively, the Wellspring Commitment provides the option of issuing dlrs 150 million in New Notes with a coupon based upon prevailing market rates for high yield notes rated "B." Under either alternative, the distributable value contemplated in the Wellspring Commitment would be insufficient to satisfy unsecured claims against Paragon in full. However, upon confirmation of a plan of reorganisation, all prepetition claims against Paragon will be discharged. Wellspring's obligation to close the transaction is subject to (i) the completion of a mutually acceptable definitive stock purchase agreement, (ii) Bankruptcy Court approval of the Disclosure Statement incorporating the Wellspring Commitment by November 26, 1999 (iii) confirmation of the Plan by January 15, 2000, (iv) all conditions precedent to closing the New Financing having been satisfied and (v) other conditions precedent standard in a transaction of this nature. The Plan contemplates that substantially all of Paragon's current senior management will continue with the Company. Paragon has filed a motion requesting the Bankruptcy Court to set a date to consider approval of the Disclosure Statement. Paragon further reported that, in connection with the New Financing requirement, Paragon has accepted a commitment from Citicorp USA, Inc. for a dlrs 75 million working capital facility (the "Citicorp Commitment") for Reorganised Paragon. The Citicorp Commitment is also available to Paragon should it pursue confirmation of a stand-alone plan of reorganisation as provided under the Plan. The Citicorp Commitment is subject to the completion of legal due diligence, execution by the parties of definitive documents and approval by the Bankruptcy Court. In the event the Wellspring transaction is consummated, holders of allowed unsecured claims will receive distributions in amounts equal to their pro rata share of (i) cash, (ii) New Notes, (iii) new common stock of Reorganised Paragon (the "New Common Stock"), as may be adjusted by the Rights Offering, (iv) if the current shareholders vote to reject the Plan, the Warrants, and (v) a portion of the proceeds, if any, of a litigation trust to be established under the Plan (the "Litigation Trust"). If the Wellspring transaction is not consummated and Paragon is reorganised on a stand-alone basis, holders of allowed unsecured claims will receive distributions in amounts equal to their pro rata share of the New Common Stock. Under either scenario, current shareholders (provided they vote to accept the Plan) will receive their pro rata share of the Warrants and their pro rata share of fifty percent of the proceeds, if any, of the Litigation Trust. If current shareholders vote to reject the Plan, they will not receive any Warrants and will only be entitled to receive their pro rata share of that portion, if any, of the proceeds from the Litigation Trust remaining after satisfaction in full of all allowed unsecured claims. Commenting on the Plan and the Wellspring Commitment, Bobby Abraham, Chief Executive Officer of Paragon, stated, "We are delighted to have concluded our auction process and, as a result, to have finalised our agreement with Wellspring and to have filed our amended plan of reorganisation with the Bankruptcy Court. We are also very pleased to have the support of the Creditors' Committee as a co-proponent of our Plan. These events are major milestones in our progress toward emergence from Chapter 11. We now look forward to moving ahead with completing the transaction with Wellspring and exiting Chapter 11 as expeditiously as possible." Wellspring Capital Management LLC manages a private investment partnership focused on investing in companies where it can create substantial value by contributing management expertise, innovative operating and financial strategies and capital. The partnership's capital is provided by investors who are among the largest and most respected public and private pension funds, corporations and financial institutions in the U.S. and Canada, as well as from the principals of Wellspring. Paragon Trade Brands is the leading manufacturer of store brand infant disposable diapers in the United States and, through its wholly owned subsidiary, Paragon Trade Brands (Canada) Inc., is the leading marketer of store brand infant disposable diapers in Canada. PSI INDUSTRIES: Creditors' Committee Taps Counsel ------------------------------------------------- The Unsecured Creditors' Committee of PSI Industries, Inc. seeks court authorization to employ Thomas R. Lehman, a partner of the law firm of Tew Cardenas Rebak Kelllogg Lehman DeMaria & Tague, LLP as its attorney in this case. The attorney will be responsible to give advice to the Creditors' Committee with respect to defending the interests of the unsecured creditors of the estate; To prepare motions, pleadings, order, applications, adversary proceedings, and other legal documents necessary to preserve the interests of the unsecured creditors in this estate. To represent the Creditors committee in all matters pending before the court which affect the interests of the unsecured creditors of this estate. SINGER: Thomas Noering to Head North American Operations --------------------------------------------------------- The Singer Company (NYSE: SEW) today named Thomas W. Noering president of Singer Sewing Company, responsible for consumer products marketing in the United States and Canada. Mr. Noering, most recently director of international marketing and sales for Timex Corporation, brings a wealth of 30 years of experience with premier packaged goods marketing companies, including Kraft General Foods, RJR Nabisco, Del Monte and Gillette. At Timex, he successfully developed the market in the Asia Pacific and, later, restructured the company's Europe region, turning around the business to profitability. Mr. Noering succeeds Helmut Ott, who had served for the past year as President of Singer Sewing, as well as president of Pfaff USA. Under German bankruptcy laws, Pfaff will become an independent entity and will no longer be consolidated in Singer's financial statements. Under these circumstances, Mr. Ott has resigned from Singer and has elected to remain with Pfaff, where he has served for 34 years. Mr. Noering will divide his time between Singer's Murfreesboro, TN, U.S. headquarters and the Singer Ltd. Office in New York City. Singer is one of the most widely recognized and respected brands in the world. The company is the world's leading manufacturer and distributor of consumer sewing machines and is an international retailer and distributor of consumer durable products, doing business in 150 countries. Singer's sales in 1998, excluding sales for Pfaff, were approximately $1 billion. SUBMICRON SYSTEMS: Sale of Assets Consummated --------------------------------------------- SubMicron Systems Corporation (OTC Bulletin Board: SUBM) ("SubMicron") announced that it has received approval from the United States Bankruptcy Court for the sale of substantially all of the assets of SubMicron and its subsidiaries to Akrion LLC ("Akrion"). Key elements of the transaction, totaling over $55 million, include the assumption of SubMicron's trade payables and the continued employment of substantially all of SubMicron's worldwide workforce. Akrion is sponsored by Sunrise Capital Partners, L.P., an affiliate of Houlihan Lokey Howard & Zukin; along with SubMicron's secured lenders, Equinox Investment Partners and Celerity Partners; and members of SubMicron's senior management. Akrion has in excess of $11 million in cash on hand and total debts of less than $1 million. With the assumption of pre-petition and post-petition trade payables, Akrion anticipates enjoying the continued beneficial relationships with SubMicron's previous suppliers and the prompt return to normal payment terms with them. To reinforce its desire to become the dominant player in its market, Akrion has earmarked over $8 million in funds for investment in several accelerated product development programs, increased staffing and a new technology center in Singapore. SUN TV: Hearing To Consider Approval of Disclosure Statements ------------------------------------------------------------- A hearing will be held on November 15, 1999 at 2:00 PM at the US Bankruptcy Court, 824 Market Street, 6th Floor, Wilmington, Delaware to consider the adequacy of the information contained in the Disclosure Statements. Summary of Classification and Treatment of Claims and Equity Interests Under the Plan: Administrative Expense Claims - Unimpaired - Estimated Aggregate Amount of Allowed claims - $6.5 million - 100% Recovery Priority Tax Claims - Unimpaired $1.5 million - 100% recovery Class 1 - Priority Non-tax claims - $6,461 - 100% Recovery Class 2 - Secured Claims - Impaired - $0 - estimated percentage recovery of allowed claims - 100% of the value of the collateral securing such claim Class 3 - Unsecured claims - Impaired - Estimated aggregate amount of allowed claims - $82.7 million, estimated percentage recovery of allowed claims - 7% Class 4 - Convenience claims - unimpaired $450,000 - 100% Class 5 - Preferred stock - Impaired - deemed rejected and not entitled to vote. Class 6 - Common Stock - Impaired- deemed rejected and not entitled to vote. TRACE INTERNATIONAL: Creditors' Panel Looks To Sue Officers ----------------------------------------------------------- The unsecured creditors' committee of Trace International Holdings Inc. requested on Oct. 12 permission to bring legal action against some of the current and former officers of the company. The committee's application, filed with the U.S. Bankruptcy Court in Manhattan, charges directors and officers of Trace and affiliate Trace Foam Sub Inc. with "breaches of their fiduciary duties and the waste of corporate assets." The final date to submit claims under the $50,000,000 coverage of the directors and officers insurance program is Oct. 19, the motion reveals. The committee requested that it be authorized to file the claim in time to allow for recovery of funds against the insurance. (The Daily Bankruptcy Review and ABI October 18, 1999) UNITED COMPANIES: Announces Change in CEO and Appointment of CFO ---------------------------------------------------------------- United Companies Financial Corporation (OTC: UCFNQ), which has been operating in a chapter 11 proceeding since March 1, 1999, announced today that Deborah Hicks Midanek, who has been its Chief Executive Officer since the commencement of its chapter 11 bankruptcy case, has resigned in order to attend to family health issues. The Company's Board of Directors has appointed Lawrence J. Ramaekers, who has been serving as Chief Operating Officer since July 1999, to replace Ms. Midanek as Chief Executive Officer. Mr. Ramaekers will also continue to serve in his current capacity as Chief Operating Officer of the Company. Chairman of the Board of Directors, James J. Bailey, III said, "The Board of United Companies wants to express its appreciation for the exemplary dedication and skill Ms. Midanek brought to an extremely complex and challenging assignment. Her tireless work on behalf of all the stakeholders will be difficult to replace." Like Ms. Midanek, Mr. Ramaekers is a principal of Jay Alix & Associates, a crisis management and turnaround consulting firm. He brings 20 years of experience in the daily operation and management of numerous companies in chapter 11, including Color Tile, Inc., Cardinal Industries, Inc., Fred Sanders, and Phoenix Steel. The Company also announced today that Rebecca A. Roof, also of Jay Alix & Associates, has been named as Chief Financial Officer by the Company's Board of Directors. Ms. Roof brings extensive experience in crisis management and restructuring acquired during her association with Jay Alix & Associates. She has served as Vice President and CFO of a Houston-based oilfield services company, CFO of a Houston-based distributor and retailer of after-market auto parts, and interim CFO and Deputy Restructuring Officer for a Pennsylvania-based teaching hospital. The Company is currently soliciting third party interest in its servicing platform and such efforts will continue. In this regard, the Company is seeking an experienced and qualified sub- servicer to assume the Company's functions as servicer in the pooling and service agreements relating to the Company's prior securitization transactions. The Company services a loan portfolio of nearly $ 6 billion. During the week of September 20, the Company began to distribute requests for proposals ("RFPs") to interested third parties. The Company desires to receive responses to it RFPs and complete negotiations for an agreement on a servicing transaction by the end of November and incorporate the transaction in its plan of reorganization. There can be no assurance that the Company's efforts will result in an acceptable agreement being reached. Any agreement will be subject to approval by the Bankruptcy Court. In this context, the Company has filed a motion in its chapter 11 case to extend the period during which the Company possesses the exclusive right to file a plan of reorganization. If the bankruptcy court grants this motion, the exclusive period will be extended to February 26, 2000, and the Company will have until April 27, 2000 to solicit acceptances of its plan. The hearing on this motion is scheduled to take place on November 3, 1999. United Companies is a specialty finance company that services non-traditional consumer loan products. The Company has been in a Chapter 11 reorganization since March 1, 1999. Meetings, Conferences and Seminars ---------------------------------- October 22-26, 1999 TURNAROUND MANAGEMENT ASSOCIATION 1999 Annual Conference The Fairmont--Atop Nob Hill, San Francisco, CA Contact: 1-312-822-9700 or ljfialkoff@turnaround.org November 4-5, 1999 MID-SOUTH COMMERCIAL LAW INSTITUTE Assessing the Present and Looking to the Future The Doubletree Hotel, Nashville, Tennessee Contact: 1-423-549-7000 or mmiller@bdbc.com November 11-13, 1999 AMERICAN LAW INSTITUTE - AMERICAN BAR ASSOCIATION COMMITTEE ON CONTINUING PROFESSIONAL EDUCATION 11th Annual Advanced ALI-ABA Course of Study: The Emerged and Emergine New Uniform Commercial Code New York Hilton Hotel, New York City Contact: 1-800-CLE-NEWS November 17-20, 1999 AMERICAN BAR ASSOCIATION'S LATIN AMERICAN LAW SUBCOMMITTEE & THE ASSOCIATION OF COMMERCIAL BANKS OF THE DOMINICAN REPUBLIC Educational Exchange Case De Campo Resort, LaRomana, Dominican Republic Contact: 1-703-739-0800 November 29-30, 1999 RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC. Distressed Investing '99 The Plaza Hotel, New York, New York Contact: 1-903-592-5169 or ram@ballistic.com December 2-4, 1999 AMERICAN BANRKUTPCY INSTITUTE Winter Leadership Conference La Quinta Resort & Club, La Quinta, California Contact: 1-703-739-0800 February 27-March 1, 2000 NORTON INSTITUTES ON BANKRUPTCY LAW Norton Bankruptcy Litigation Institute I Olympic Park Hotel, Park City, Utah Contact: 1-770-535-7722 March 23-25, 2000 SOUTHEASTERN BANKRUPTCY LAW INSTITUTE, INC. 26th Annual Southeastern Bankruptcy Law Institute Marriott Marquis Hotel, Atlanta, Georgia Contact: 1-770-451-4448 March 30-April 2, 2000 NORTON INSTITUTES ON BANKRUPTCY LAW Norton Bankruptcy Litigation Institute II Flamingo Hilton Hotel, Las Vegas, Nevada Contact: 1-770-535-7722 May 4-5, 2000 RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC. Bankruptcy Sales & Acquisitions The Renaissance Stanford Court Hotel San Francisco, California Contact: 1-903-592-5169 or ram@ballistic.com June 29-July 2, 2000 NORTON INSTITUTES ON BANKRUPTCY LAW Western Mountains Bankruptcy Law Institute Jackson Lake Lodge, Jackson Hole, Wyoming Contact: 1-770-535-7722 September 21-22, 2000 RENAISSANCE AMERICAN CONFERENCES & BEARD GROUP, INC. 3rd Annual Conference on Corporate Reorganizations The Regal Knickerbocker Hotel, Chicago, Illinois Contact: 1-903-592-5169 or ram@ballistic.com ********* 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 in each Friday edition of the TCR, is provided 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, Yvonne L. Metzler, Editors. Copyright 1999. 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 * * *