EX-99.1 2 a10-6365_1ex99d1.htm EX-99.1

Exhibit 99.1

 

UNITED STATES BANKRUPTCY COURT

 

SOUTHERN DISTRICT OF NEW YORK

 

In re:

 

Chapter 11 Case No.

 

 

 

Lehman Brothers Holdings Inc., et al.,

 

08-13555

 

 

 

Debtors.

 

 

 

MONTHLY OPERATING REPORT

 

FEBRUARY 2010

 

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

SCHEDULE OF PROFESSIONAL FEE AND EXPENSE DISBURSEMENTS

SELECTED DEBTOR BALANCE SHEETS

 

DEBTORS’ ADDRESS:

LEHMAN BROTHERS HOLDINGS INC.

 

c/o WILLIAM J. FOX

 

1271 AVENUE OF THE AMERICAS

 

35th FLOOR

 

NEW YORK, NY 10020

 

 

DEBTORS’ ATTORNEYS:

WEIL, GOTSHAL & MANGES LLP

 

c/o SHAI WAISMAN

 

767 FIFTH AVENUE

 

NEW YORK, NY 10153

 

 

REPORT PREPARER:

LEHMAN BROTHERS HOLDINGS INC., A DEBTOR IN POSSESSION (IN THE SOUTHERN DISTRICT OF NEW YORK)

 

THIS OPERATING STATEMENT MUST BE SIGNED BY A REPRESENTATIVE OF THE DEBTOR

 

The undersigned, having reviewed the attached report and being familiar with the Debtors’ financial affairs, verifies under penalty of perjury, that the information contained therein is complete, accurate and truthful to the best of my knowledge.

 

 

 

Lehman Brothers Holdings Inc.

 

 

 

Date: March 17, 2010

By:

/s/ William J. Fox

 

 

William J. Fox

 

 

Executive Vice President

 

Indicate if this is an amended statement by checking here:        AMENDED STATEMENT o

 



 

TABLE OF CONTENTS

 

Schedule of Debtors

3

 

 

Lehman Brothers Holdings Inc. (“LBHI”) and Other Debtors and Other Controlled Subsidiaries

 

Basis of Presentation — Schedule of Cash Receipts and Disbursements

4

Schedule of Cash Receipts and Disbursements

5

 

 

LBHI

 

Basis of Presentation — Schedule of Professional Fee and Expense Disbursements

6

Schedule of Professional Fee and Expense Disbursements

7

 

 

LB Somerset LLC

 

Basis of Presentation

8

Balance Sheet

9

 

 

LB Somerset Preferred LLC

 

Basis of Presentation

10

Balance Sheet

11

 

2



 

SCHEDULE OF DEBTORS

 

The following entities have filed for bankruptcy in the Southern District of New York:

 

 

 

Case No.

 

Date Filed

 

Lead Debtor:

 

 

 

 

 

Lehman Brothers Holdings Inc. (“LBHI”)

 

08-13555

 

9/15/2008

 

 

 

 

 

 

 

Related Debtors:

 

 

 

 

 

LB 745 LLC

 

08-13600

 

9/16/2008

 

PAMI Statler Arms LLC(1)

 

08-13664

 

9/23/2008

 

Lehman Brothers Commodity Services Inc.

 

08-13885

 

10/3/2008

 

Lehman Brothers Special Financing Inc.

 

08-13888

 

10/3/2008

 

Lehman Brothers OTC Derivatives Inc.

 

08-13893

 

10/3/2008

 

Lehman Brothers Derivative Products Inc.

 

08-13899

 

10/5/2008

 

Lehman Commercial Paper Inc.

 

08-13900

 

10/5/2008

 

Lehman Brothers Commercial Corporation

 

08-13901

 

10/5/2008

 

Lehman Brothers Financial Products Inc.

 

08-13902

 

10/5/2008

 

Lehman Scottish Finance L.P.

 

08-13904

 

10/5/2008

 

CES Aviation LLC

 

08-13905

 

10/5/2008

 

CES Aviation V LLC

 

08-13906

 

10/5/2008

 

CES Aviation IX LLC

 

08-13907

 

10/5/2008

 

East Dover Limited

 

08-13908

 

10/5/2008

 

Luxembourg Residential Properties Loan Finance S.a.r.l

 

09-10108

 

1/7/2009

 

BNC Mortgage LLC

 

09-10137

 

1/9/2009

 

LB Rose Ranch LLC

 

09-10560

 

2/9/2009

 

Structured Asset Securities Corporation

 

09-10558

 

2/9/2009

 

LB 2080 Kalakaua Owners LLC

 

09-12516

 

4/23/2009

 

Merit LLC

 

09-17331

 

12/14/2009

 

LB Somerset LLC

 

09-17503

 

12/22/2009

 

LB Preferred Somerset LLC

 

09-17505

 

12/22/2009

 

 


(1)          On May 26, 2009, a motion was filed on behalf of Lehman Brothers Holdings Inc. seeking entry of an order pursuant to Section 1112(b) of the Bankruptcy Code to dismiss the Chapter 11 Case of PAMI Statler Arms LLC, with a hearing to be held on June 24, 2009.  On June 19, 2009, the motion was adjourned without a date for a continuation hearing.

 

The Chapter 11 case of Fundo de Investimento Multimercado Credito Privado Navigator Investimento No Exterior (Case No: 08-13903) has been dismissed.

 

The Chapter 11 case of Lehman Brothers Finance SA (Case No: 08-13887) has been dismissed.

 

3



 

LEHMAN BROTHERS HOLDINGS INC., (“LBHI”), AND OTHER DEBTORS AND OTHER CONTROLLED ENTITIES

 

BASIS OF PRESENTATION

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

FEBRUARY 1, 2010 TO FEBRUARY 28, 2010

 

The information and data included in this Report are derived from sources available to Lehman Brothers Holdings Inc. (“LBHI”) and its Controlled Entities (collectively, the “Company”).  The term “Controlled Entities” refers to those entities that are directly or indirectly controlled by LBHI, and excludes, among other things, those entities that are under separate administrations in the United States or abroad, including Lehman Brothers Inc., which is the subject of proceedings under the Security Investor Protection Act. LBHI and certain of its Controlled Entities have filed for protection under Chapter 11 of the Bankruptcy Code, and those entities are referred to herein as the “Debtors”.  The Debtors’ chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure.  The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on the information available to The Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects.  This Monthly Operating Report, (“MOR”), is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

 

1.    This MOR is not prepared in accordance with U.S. generally accepted accounting principles (GAAP). This MOR should be read in conjunction with the financial statements and accompanying notes in the Company’s annual and quarterly reports that were filed with the United States Securities and Exchange Commission.

 

2.    This MOR is not audited and will not be subject to audit or review by the Company’s external auditors at any time in the future.

 

3.    The beginning and ending balances include cash in demand-deposit accounts (DDA), money-market funds (MMF), treasury bills, and other investments.

 

4.    Beginning and ending cash balances are based on preliminary closing numbers and are subject to adjustment.

 

5.    Beginning and ending cash balances exclude cash that has been posted as collateral for derivatives hedging activity.

 

6.    Beginning and ending cash balances exclude cash related to LBHI’s wholly-owned indirect subsidiaries Aurora Bank FSB (formerly known as Lehman Brothers Bank FSB), Woodlands Commercial Bank (formerly known as Lehman Brothers Commercial Bank), Lehman Brothers Trust Company N.A., and Lehman Brothers Trust Company of Delaware.

 

7.    Cash pledged on, or prior to, September 15, 2008 by the Company in connection with certain documents executed by the Company and various financial institutions has been excluded from this report.

 

8.    Intercompany transfers between Lehman entities are listed as disbursements for the paying entity and receipts for the receiving entity.

 

4



 

LEHMAN BROTHERS HOLDINGS INC. and Other Debtors and Other Controlled Entities

Schedule of Cash Receipts and Disbursements

February 1, 2010 - February 28, 2010

 

Unaudited ($ in millions, foreign currencies reflected in USD equivalents)

 

 

 

 

 

Beginning Cash &

 

 

 

 

 

 

 

Ending Cash &

 

 

 

Filing

 

Investments

 

 

 

 

 

FX

 

Investments

 

Legal Entity

 

Date

 

(2/1/10)

 

Receipts

 

Disbursements

 

Fluctuation (a)

 

(2/28/10) (b)

 

Lehman Brothers Holdings Inc.

 

9/15/2008

 

$

2,927

 

$

264

(c)

$

(477

)(d)(e)

$

(5

)

$

2,709

 

LB 745 LLC

 

9/16/2008

 

 

 

 

 

 

Lehman Brothers Special Financing Inc. (“LBSF”)

 

10/3/2008

 

5,585

 

417

 

(46

)(f)

(4

)

5,952

 

Lehman Brothers Commodity Services Inc. (“LBCS”)

 

10/3/2008

 

1,210

 

11

 

 

 

1,221

 

Lehman Brothers OTC Derivatives Inc (“LOTC”)

 

10/3/2008

 

167

 

1

 

 

 

168

 

Lehman Commercial Paper Inc. (“LCPI”)

 

10/5/2008

 

3,758

 

346

(g)

(1,264)

(d)(g)

(5

)

2,836

 

Lehman Brothers Commercial Corporation (“LBCC”)

 

10/5/2008

 

489

 

1

 

 

 

490

 

Lehman Brothers Derivative Products Inc. (“LBDP”)

 

10/5/2008

 

387

 

 

(2

)(h)

 

386

 

Lehman Brothers Financial Products Inc (“LBFP”)

 

10/5/2008

 

425

 

1

 

 

 

427

 

CES Aviation LLC

 

10/5/2008

 

 

 

 

 

 

CES Aviation V LLC

 

10/5/2008

 

 

 

 

 

 

CES Aviation IX LLC

 

10/5/2008

 

 

 

 

 

 

East Dover Limited

 

10/5/2008

 

 

 

 

 

 

Lehman Scottish Finance L.P.

 

10/5/2008

 

2

 

 

 

 

2

 

Luxembourg Residential Properties Loan Finance (“LRPL”)

 

1/7/2009

 

7

 

 

 

 

7

 

BNC Mortgage LLC

 

1/9/2009

 

 

 

 

 

 

LB Rose Ranch LLC

 

2/9/2009

 

1

 

 

 

 

1

 

Structured Asset Securities Corporation (“SASCO”)

 

2/9/2009

 

 

 

 

 

 

LB 2080 Kalakaua Owners LLC

 

4/23/2009

 

 

 

 

 

 

Merit LLC

 

12/14/2009

 

 

 

 

 

 

LB Somerset LLC

 

12/22/2009

 

 

 

 

 

 

LB Preferred Somerset LLC

 

12/22/2009

 

 

 

 

 

 

Debtor Cash and Investment Flows (i)

 

 

 

14,959

 

$

1,040

 

$

(1,788

)

$

(13

)

14,198

 

Non-Debtor Cash and Investment Balances (j)

 

 

 

2,595

 

 

 

 

 

 

 

2,577

 

Total Cash and Investment Balances

 

 

 

$

17,554

 

 

 

 

 

 

 

$

16,775

 

 


Notes:

(a)

Reflects fluctuation in value in foreign currency bank accounts.

(b)

Ending Cash and Investment balances include approximately $2.4 billion associated with pledged assets, court ordered segregated accounts, funds administratively held by banks, and other identified funds which may not belong to the Debtors or non-Debtor subsidiaries. These amounts are preliminary and estimated as follows: Debtors - LBHI $245 million, LBSF $328 million, LBCS $37 million, LCPI $1.7 billion, LBCC $5 million, Lehman Scottish Finance $2 million; and non-Debtors $40 million, and are subject to adjustment. Ending Cash and Investment balances also exclude approximately $447 million of cash posted as collateral for derivative hedging activity; broken down as follows: LBSF $422 million, LBFP $15 million, and LBCS $10 million. Cash pledged on or prior to September 15, 2008 by the Company in connection with certain documents executed by the Company and various financial institutions has been excluded from this report.

(c)

Includes $127 million of receipts from Aurora Bank associated with the repayment of court approved repo financing facility. On 2/28/10, there was $50 million outstanding on the repo facilty with Aurora Bank.

(d)

Disbursements include $197 million from LBHI and $1.1 billion from LCPI for court approved Bankhaus settlement.

(e)

Reflects ordinary course outflows and other court approved disbursements; including $177 million to Aurora Bank for court approved repo financing facility.

(f)

Includes $42 million posted as collateral for court approved hedging activity.

(g)

LCPI, as a loan administrative agent, receives and distributes principal and interest to syndicated loan particpants.

(h)

Reflects $2 million transferred to LBSF for a wire transfer sent to LBDP in error by a counterparty in August 2009.

(i)

Represents cash and investment flows for all Debtor bank accounts globally. Includes bank accounts managed and reconciled by both Lehman U.S. and foreign operations.

(j)

Represents cash and investment balances for all Non-Debtor bank accounts globally. Includes bank accounts managed and reconciled by both Lehman U.S. operations and foreign operations.

 

5



 

LEHMAN BROTHERS HOLDINGS INC. (“LBHI”)

 

BASIS OF PRESENTATION

SCHEDULE OF PROFESSIONAL FEE AND EXPENSE DISBURSEMENTS

DATED FROM FILING DATE TO FEBRUARY 28, 2010

 

The information and data included in this Report are derived from sources available to Lehman Brothers Holdings Inc. (“LBHI”) and its Controlled Entities (collectively, the “Company”).  The term “Controlled Entities” refers to those entities that are directly or indirectly controlled by LBHI, and excludes, among other things, those entities that are under separate administrations in the United States or abroad, including Lehman Brothers Inc., which is the subject of proceedings under the Security Investor Protection Act. LBHI and certain of its Controlled Entities have filed for protection under Chapter 11 of the Bankruptcy Code, and those entities are referred to herein as the “Debtors”.  The Debtors’ chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure.  The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on the information available to The Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects.  This Monthly Operating Report, (“MOR”), is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

 

1.    This MOR is not prepared in accordance with U.S. generally accepted accounting principles (GAAP). This MOR should be read in conjunction with the financial statements and accompanying notes in the Company’s annual and quarterly reports that were filed with the United States Securities and Exchange Commission.

 

2.    This MOR is not audited and will not be subject to audit or review by the Company’s external auditors at any time in the future.

 

3.    The professional fee disbursements presented in this report reflect the date of actual cash payments to professional service providers.  The Debtors have incurred additional professional fee expenses during the reporting period that will be reflected in future MORs, as cash payments are made to providers.

 

6



 

LEHMAN BROTHERS HOLDINGS INC.

Schedule of Professional Fee and Expense Disbursements (a)

February 2010

Unaudited ($ in thousands)

 

 

 

 

 

 

Filing Date

 

 

 

 

 

Feb-10

 

Through Feb-10 (b)

 

Debtors - Section 363 Professionals

 

 

 

 

 

 

 

Alvarez & Marsal LLC

 

Interim Management

 

$

13,676

 

$

246,657

 

Kelly Matthew Wright

 

Art Consultant and Auctioneer

 

 

47

 

Natixis Capital Markets Inc.

 

Derivatives Consultant

 

 

8,121

 

Debtors - Section 327 Professionals

 

 

 

 

 

 

 

Bingham McCutchen LLP

 

Special Counsel - Tax

 

496

 

9,613

 

Bortstein Legal LLC

 

Special Counsel - IT and Other Vendor Contracts

 

110

 

2,767

 

Curtis, Mallet-Prevost, Colt & Mosle LLP

 

Special Counsel - Conflicts

 

615

 

14,411

 

Discover Ready LLC

 

eDiscovery Services

 

 

4,812

 

Ernst & Young LLP

 

Audit and Tax Services

 

13

 

1,380

 

Hudson Global Resources

 

Contract Attorneys

 

 

1,928

 

Huron Consulting

 

Tax Services

 

 

2,007

 

Jones Day

 

Special Counsel - Asia and Domestic Litigation

 

1,839

 

18,140

 

Lazard Freres & Co.

 

Investment Banking Advisor

 

1,122

 

18,651

 

McKenna Long & Aldridge LLP

 

Special Counsel - Commercial Real Estate Lending

 

 

3,429

 

Pachulski Stang Ziehl & Jones

 

Special Counsel - Real Estate

 

55

 

716

 

Reilly Pozner LLP

 

Special Counsel - Mortgage Litigation and Claims

 

166

 

2,055

 

Simpson Thacher & Bartlett LLP

 

Special Counsel - SEC Reporting, Asset Sales, and Congressional Testimony

 

 

2,143

 

Weil Gotshal & Manges LLP

 

Lead Counsel

 

8,032

 

157,535

 

Windels Marx Lane & Mittendorf, LLP

 

Special Counsel - Real Estate

 

151

 

1,151

 

Debtors - Claims and Noticing Agent

 

 

 

 

 

 

 

Epiq Bankruptcy Solutions LLC

 

Claims Management and Noticing Agent

 

 

6,514

 

Creditors - Section 327 Professionals

 

 

 

 

 

 

 

FTI Consulting Inc.

 

Financial Advisor

 

1,744

 

24,141

 

Houlihan Lokey Howard & Zukin Capital Inc.

 

Investment Banking Advisor

 

332

 

6,358

 

Milbank Tweed Hadley & McCloy LLP

 

Lead Counsel

 

 

42,371

 

Quinn Emanuel Urquhart Oliver & Hedges LLP

 

Special Counsel - Conflicts

 

 

5,393

 

Richard Sheldon, Q.C.

 

Special Counsel - UK

 

 

74

 

Examiner - Section 327 Professionals

 

 

 

 

 

 

 

Duff & Phelps LLC

 

Financial Advisor

 

3,399

 

33,252

 

Jenner & Block LLP

 

Examiner

 

3,657

 

42,046

 

Fee Examiner

 

 

 

 

 

 

 

Feinberg Rozen LLP

 

Fee Examiner

 

 

568

 

Brown Greer Plc

 

Fee and Expense Analyst

 

47

 

134

 

Total Non-Ordinary Course Professionals

 

 

 

35,454

 

656,415

 

Debtors - Ordinary Course Professionals

 

 

 

937

 

21,442

 

US Trustee Quarterly Fees

 

 

 

141

 

624

 

Total Professional Fees and UST Fees

 

 

 

$

36,532

 

$

678,481

 

 


(a)        All professional fees have been paid by LBHI; however, a portion has been charged back to debtor and non-debtor subsidiaries based on the direct costs associated with each entity and an allocation methodology.

(b)        The figures reflected in this table represent cash disbursements from LBHI’s filing date through the end of February 2010.  The figures do not include accruals.

 

7



 

LB SOMERSET LLC

 

BASIS OF PRESENTATION

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

DATED AS OF DECEMBER 21, 2009

 

The information and data included in this report are derived from sources available to LB Somerset LLC (the “Company”), an indirect subsidiary of  Lehman Brothers Holdings Inc. (“LBHI”), which has filed protection under Chapter 11 of the Bankruptcy Code along with LBHI and certain of its subsidiaries (collectively, the “Debtors”).  The Debtors’ Chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure. The Company has prepared this presentation, as required by the Office of the United States Trustee, based on the information available to the Company at this time, but notes that such information may be incomplete and may be materially deficient in certain respects.  This MOR is not meant to be relied upon as a complete description of the Company, its business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Company reserves all rights to revise this report.

 

1.     This MOR is not prepared in accordance with U.S. generally accepted accounting principles (GAAP). This MOR should be read in conjunction with previously filed financial statements and accompanying notes in LBHI’s annual and quarterly reports that were filed with the United States Securities and Exchange Commission.  The MOR does not comply with GAAP and certain, but not all, of the deviations from GAAP are listed below:

 

a.     This MOR does not reflect normal period-end adjustments that are generally recorded by the Company upon review of major accounts prior to the end of each period-end accounting period.

b.     All information is as of December 21, 2009, unless otherwise indicated.

c.     This MOR does not include explanatory footnotes and other disclosures required under GAAP.

d.     This MOR is not presented in a GAAP-based SEC reporting format.

e.     Certain items presented in this MOR remain under continuing review and may be accounted for differently in future monthly reports.

f.      In preparation of this MOR, in certain cases the Company has relied on certain financial information related to the Debtors and their financial condition provided by one or more third parties. Such information has not been verified in any manner.

g.     Investment in Somerset Associates, LLC, the parent of Somerset Properties SPE, LLC which owns real estate properties, is recorded at fair value, which as of the date of the filing is zero. Fair value is determined by a valuation model based on the net present value of estimated cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

h.     This MOR does not reflect an estimate of costs, including certain administrative services and bankruptcy related costs, incurred by the Debtor’s estate which might be allocated to the Company in future monthly reports.

 

2.     This MOR is not audited and will not be subject to audit or review by the Company’s external auditors at any time in the future.

 

3.     This MOR does not reflect off-balance sheet commitments and other agreements, contingencies and guarantees made by the Company prior to the Debtors’ Chapter 11 cases.

 

8



 

LB SOMERSET LLC

 

Balance Sheet (Unaudited)

 

December 21, 2009

 

(in thousands)

 

Assets

 

 

 

 

Investment in Somerset Associates, LLC, at fair value

 

$

-    

 

 

Total Assets

 

$

-    

 

 

 

 

 

 

 

Liabilities and Member’s Deficit

 

 

 

 

Payable to PAMI, LLC

 

$

7,468

 

 

Accrued Expenses

 

26

 

 

Total Liabilities

 

7,494

 

 

Total Member’s Deficit

 

(7,494

)

 

Total Liabilities and Member’s Deficit

 

$

-    

 

 

 

9



 

LB PREFERRED SOMERSET LLC

 

BASIS OF PRESENTATION

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

DATED AS OF DECEMBER 21, 2009

 

The information and data included in this report are derived from sources available to LB Preferred Somerset LLC (the “Company”), an indirect subsidiary of  Lehman Brothers Holdings Inc. (“LBHI”), which has filed protection under Chapter 11 of the Bankruptcy Code along with LBHI and certain of its subsidiaries (collectively, the “Debtors”).  The Debtors’ Chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure. The Company has prepared this presentation, as required by the Office of the United States Trustee, based on the information available to the Company at this time, but notes that such information may be incomplete and may be materially deficient in certain respects.  This MOR is not meant to be relied upon as a complete description of the Company, its business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Company reserves all rights to revise this report.

 

1.               This MOR is not prepared in accordance with U.S. generally accepted accounting principles (GAAP). This MOR should be read in conjunction with previously filed financial statements and accompanying notes in LBHI’s annual and quarterly reports that were filed with the United States Securities and Exchange Commission.  The MOR does not comply with GAAP and certain, but not all, of the deviations from GAAP are listed below:

 

a.               This MOR does not reflect normal period-end adjustments that are generally recorded by the Company upon review of major accounts prior to the end of each period-end accounting period.

b.              All information is as of December 21, 2009, unless otherwise indicated.

c.               This MOR does not include explanatory footnotes and other disclosures required under GAAP.

d.              This MOR is not presented in a GAAP-based SEC reporting format.

e.               Certain items presented in this MOR remain under continuing review and may be accounted for differently in future monthly reports.

f.                 In preparation of this MOR, in certain cases the Company has relied on certain financial information related to the Debtors and their financial condition provided by one or more third parties. Such information has not been verified in any manner.

g.              The Company recorded a receivable for the dividends earned on the preferred equity of Somerset Associates, LLC (“Somerset Associates”) not received. Due to the Company’s assessment of its ability to collect, the Company has fully reserved the receivable balance.

h.              Investment in Somerset Associates, the parent of Somerset Properties SPE, LLC which owns real estate properties, is recorded at fair value, which as of the date of the filing is zero. Fair value is determined by a valuation model based on the net present value of estimated cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

i.                  Under the terms of the Somerset Associates Limited Liability Company Agreement (the “Agreement”), the Company received requests to fund renovations to the real estate properties owned and working capital in exchange for preferred equity. The Company had total commitments under the Agreement of $14,546,276 of which $10,043,818 was funded to date. The Company has recorded a liability for $2,123,660 representing the amount submitted of $2,584,200 less the amount of $460,540 which was unapproved due to the Company’s assessment of non-compliance with the Agreement.

j.                  This MOR does not reflect an estimate of costs, including certain administrative services and bankruptcy related costs, incurred by the Debtor’s estate which might be allocated to the Company in future monthly reports.

 

2.               This MOR is not audited and will not be subject to audit or review by the Company’s external auditors at any time in the future.

 

3.               This MOR does not reflect off-balance sheet commitments and other agreements, contingencies and guarantees made by the Company prior to the Debtors’ Chapter 11 cases.

 

10



 

LB PREFERRED SOMERSET LLC

 

Balance Sheet  (Unaudited)

 

December 21, 2009

 

(in thousands, unless noted otherwise)

 

Assets

 

 

 

 

Receivable - Preferred Dividends, net of reserve of $2.0 million

 

$

-    

 

 

Investment in Somerset Associates, LLC, at fair value

 

 

-    

 

 

Total Assets

 

$

-    

 

 

 

 

 

 

 

Liabilities and Member’s Deficit

 

 

 

 

Payable to Somerset Associates, LLC

 

$

2,124

 

 

Payable to PAMI, LLC

 

9,657

 

 

Accrued Expenses

 

64

 

 

Total Liabilities

 

11,844

 

 

Total Member’s Deficit

 

(11,844

)

 

Total Liabilities and Member’s Deficit

 

$

-    

 

 

 

11