-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VYxCc3tULKEgWZ6MQhF8CmhuzbKi9CwHoFp27tAPgFquLZZ9V19gOyaF8y6sHpip ltCgbISimDyLEkxxPsdHfw== 0001104659-09-036678.txt : 20090604 0001104659-09-036678.hdr.sgml : 20090604 20090604164902 ACCESSION NUMBER: 0001104659-09-036678 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090604 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090604 DATE AS OF CHANGE: 20090604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS HOLDINGS INC CENTRAL INDEX KEY: 0000806085 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 133216325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09466 FILM NUMBER: 09874589 BUSINESS ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: LEHMAN BROTHERS STREET 2: 745 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON HOLDINGS INC DATE OF NAME CHANGE: 19901017 8-K 1 a09-14697_18k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):
June 4, 2009

 

LEHMAN BROTHERS HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-9466

 

13-3216325

(State or other jurisdiction

 

(Commission

 

(IRS Employer

Of incorporation)

 

File Number)

 

Identification No.)

 

1271 Avenue of the Americas
New York, New York
10020

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant’s telephone number, including area code:
(212) 526-7000

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 7.01           Regulation FD Disclosure.

 

As previously disclosed, on September 15, 2008, Lehman Brothers Holdings Inc. (the “Registrant”) filed a voluntary petition for relief under Chapter 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Court”) in a jointly administered proceeding named In re Lehman Brothers Holdings Inc., et. al. under Case Number 08-13555 (the “Chapter 11 Proceeding”).  As further disclosed previously, certain of the Registrant’s subsidiaries (collectively with the Registrant, the “Debtors”) have also filed proceedings under Chapter 11 of the Bankruptcy Code. The Debtors’ Chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 101(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and the Debtors continue to operate as debtors-in-possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code.

 

On June 4, 2009, the Debtors filed with the Court a Monthly Operating Report (the “Monthly Operating Report”).  A copy of the Monthly Operating Report for the Debtors is attached hereto as Exhibit 99.1.  This Current Report (including the Exhibits hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

 

Limitation on Incorporation by Reference

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Cautionary Statements Regarding Financial and Operating Data

 

The Registrant cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, as it was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of any of the Debtors, or any other affiliate of the Registrant.  The Monthly Operating Report is not prepared in accordance with U.S. generally accepted accounting principles, was not audited or reviewed by independent accountants, will not be subject to audit or review by the Registrant’s external auditors at any time in the future, is in a format consistent with applicable bankruptcy laws, and is subject to future adjustment and reconciliation.  There can be no assurances that, from the perspective of an investor or potential investor in the Registrant’s securities, the Monthly Operating Report is accurate or complete.  The Monthly Operating Report contains a further description of limitations on the information contained therein. The Monthly Operating Report also contains information for periods which are shorter or otherwise different from those required in the Registrant’s reports pursuant to the Exchange Act, and such information might not be indicative of the Registrant’s financial condition or operating results for the period that would be reflected in the Registrant’s financial statements or in its reports pursuant to the Exchange Act.  Results set forth in the Monthly Operating Report should not be viewed as indicative of future results.

 

Cautionary Statement Regarding Forward-Looking Statements

 

This Current Report on Form 8-K and Exhibit 99.1 hereto may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the Registrant’s financial condition, results of operations, and business that is not historical information.  As a

 

2



 

general matter, forward-looking statements are those focused upon future or anticipated events or trends and expectations and beliefs relating to matters that are not historical in nature.  The words “believe,” “expect,” “plan,” “intend,” “estimate,” or “anticipate” and similar expressions, as well as future or conditional verbs such as “will,” “should,”  “would,” and “could,” often identify forward-looking statements.  The Registrant believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain, and the Registrant may not realize its expectations and its beliefs may not prove correct.  The Registrant undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.  The Registrant’s actual results and future financial condition may differ materially from those described or implied by any such forward-looking statements as a result of many factors that may be outside the Registrant’s control.  Such factors include, without limitation: (i) the ability of the Registrant to develop, prosecute, confirm, and consummate its plan of liquidation with respect to the Chapter 11 Proceeding or any other plan of reorganization or liquidation; (ii) the Registrant’s ability to obtain Court approval with respect to motions in the Chapter 11 Proceeding; (iii) risks associated with third parties seeking and obtaining court approval for the appointment of a Chapter 11 trustee; and (iv) the potential adverse impact of the Chapter 11 Proceeding on the Registrant’s liquidity or results of operations.  This list is not intended to be exhaustive.

 

The Registrant’s informational filings with the Court, including this Monthly Operating Report, are available to the public at the office of the Clerk of the Bankruptcy Court, Alexander Hamilton Custom House, One Bowling Green, New York, New York 10004-1408.  Such informational filings may be available electronically, for a fee, through the Court’s Internet world wide web site (www.nysb.uscourts.gov), and/or free of cost, at a world wide web site maintained by the Registrant’s Court-approved noticing agent (www.lehman-docket.com).

 

ITEM 9.01                                  Financial Statements and Exhibits.

 

(d)                                 Exhibits

 

99.1

 

Lehman Brothers Holdings Inc. – Monthly Operating Report filed with the Bankruptcy Court on June 4, 2009

 

3



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

LEHMAN BROTHERS HOLDINGS INC.

 

 

 

 

 

 

Date: June 4, 2009

 

By:

/s/ William J. Fox

 

 

Name:

William J. Fox

 

 

Title:

Chief Financial Officer and Executive Vice President

 

 

 

 

 

4



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Lehman Brothers Holdings Inc. – Monthly Operating Report filed with the Bankruptcy Court on June 4, 2009

 

5


EX-99.1 2 a09-14697_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

 

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.

 

 

By:

/s/ William J. Fox

 

 

William J. Fox

 

 

Executive Vice President

 

 

Lehman Brothers Holdings Inc.

 

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

 



 

TABLE OF CONTENTS

 

 

 

Schedule of Debtors

3

 

 

Lehman Brothers Commodity Services Inc.

 

Basis of Presentation

4

Balance Sheet

6

 

 

Lehman Brothers Commercial Corporation

 

Basis of Presentation

7

Balance Sheet

9

 

 

LB Rose Ranch LLC

 

Basis of Presentation

10

Balance Sheet

11

 

 

LB 2080 Kalakaua Owners LLC

 

Basis of Presentation

12

Balance Sheet

13

 

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(3)

 

08-13664

 

9/23/2008

Lehman Brothers Commodity Services Inc.

 

08-13885

 

10/3/2008

Lehman Brothers Finance SA(2)

 

08-13887

 

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

Fundo de Investimento Multimercado Credito Privado Navigator Investimento(1)

 

08-13903

 

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

 


(1)

 

Motion was granted on February 24, 2009 to dismiss the Chapter 11 case of this entity

 

 

 

(2)

 

On February 15, 2009, the Bankruptcy Liquidator and putative foreign representative for this entity, filed a Chapter 15 Petition seeking the dismissal of the Chapter 11 case

 

 

 

(3)

 

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

 

3



 

LEHMAN BROTHERS COMMODITY SERVICES INC.

 

BASIS OF PRESENTATION

 

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

 

DATED AS OF OCTOBER 2, 2008

 

The information and data included in this report are derived from sources available to Lehman Brothers Commodity Services Inc. (the “Company” or the “Debtor”), a 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 101(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 note 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 the LBHI’s annual and quarterly reports that are 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 quarterly adjustments that were generally recorded by the Company upon review of major accounts prior to the end of each quarterly accounting period.

 

b.              All information is as of October 2, 2008, unless otherwise indicated.

 

c.               This MOR does not include explanatory footnotes such as disclosures required under GAAP.

 

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

 

e.               Certain items presented in this MOR are under research and may be accounted for differently in future monthly reports.

 

f.                 Fair value is determined by utilizing observable prices or pricing models utilizing a series of inputs to determine the present value of future cash flows.

 

g.              Derivative related assets and Derivative related liabilities represents amounts due from or to counterparties related to matured, terminated and open trades and are recorded at fair value net of cash and securities collateral received. The Company determined the fair value for derivative related assets and liabilities as follows: (1) utilized the fair values as of September 30, 2008 for trades open as of September 30, 2008, (2) utilized the fair values at the date of maturity or termination where the counterparty notified the Company prior to September 30, 2008, or (3) utilized the last valuation recorded by the Company prior to the LBHI bankruptcy filing where a fair value was unable to be determined.

 

h.              Subsequent to the bankruptcy filing by LBHI, certain of the Company’s derivative trades were transferred to other Chicago Mercantile Exchange members and the financial impact to the Company is undetermined as of the date of this MOR filing.

 

i.                  Receivables from Affiliates and Payables to Affiliates consists of derivative contracts recorded at fair value in the Debtor’s books and records on September 14, 2008, the closing date just prior to the Chapter 11 filing of LBHI, and other intercompany receivables and payables derived from the normal course of business. Certain derivative contracts with Affiliates have been terminated subsequent to September 14, 2008.

 

j.                  This MOR does not reflect an estimate of costs, including certain administrative services and bankruptcy related costs, incurred by the Estate which will 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.

 

4



 

3.               This MOR has not been adjusted to reflect realizable or liquidation values. Impairment to the values of certain assets, as presented herein, may have occurred due to market conditions. Accordingly, future monthly reports may reflect write-down of such assets.

 

5



 

LEHMAN BROTHERS COMMODITY SERVICES INC.

 

Balance Sheet  (Unaudited)

 

October 2, 2008

(in millions)

 

Assets

 

 

 

Cash

 

$

20

 

Derivative Assets from Customers

 

2,735

 

Receivables from Affiliates

 

2,931

 

Other Assets

 

598

 

 

 

 

 

Total Assets

 

$

6,284

 

 

 

 

 

Liabilities and Stockholder’s Equity

 

 

 

Derivative Liabilities to Customers

 

$

2,303

 

Payables to Affiliates

 

2,510

 

Long-term Payables

 

696

 

Total Liabilities

 

5,509

 

 

 

 

 

Total Stockholder’s Equity

 

775

 

 

 

 

 

Total Liabilities and Stockholder’s Equity

 

$

6,284

 

 

6



 

LEHMAN BROTHERS COMMERCIAL CORPORATION

 

BASIS OF PRESENTATION

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

DATED AS OF OCTOBER 4, 2008

 

The information and data included in this report are derived from sources available to Lehman Brothers Commercial Corporation (the “Company” or the “Debtor”), a 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 101(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 note 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 the LBHI’s annual and quarterly reports that are 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 quarterly adjustments that were generally recorded by the Company upon review of major accounts prior to the end of each quarterly accounting period.

b.     All information is as of October 4, 2008, unless otherwise indicated.

c.     This MOR does not include explanatory footnotes such as disclosures required under GAAP.

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

e.     Certain items presented in this MOR are under research 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.     Fair value is determined by utilizing observable prices or pricing models utilizing a series of inputs to determine the present value of future cash flows.

h.     Derivative related assets and Derivative related liabilities represents amounts due from or to counterparties related to matured, terminated and open trades and are recorded at fair value net of cash collateral received. The Company determined the fair value for derivative related assets and liabilities as follows: (1) utilized the fair values as of September 30, 2008 for trades open as of September 30, 2008, (2) utilized the fair values was at the date of maturity or termination where the counterparty notified the Company prior to September 30, 2008, or (3) utilized the last valuation recorded by the Company prior to the LBHI bankruptcy filing where a fair value was unable to be determined.

i.      Receivables from affiliates and Payables to affiliates consists of derivative contracts recorded at fair value in the Debtor’s books and records on September 14, 2008, the closing date just prior to the Chapter 11 filing of LBHI, and other intercompany receivables and payables derived from the normal course of business. Certain derivative contracts with Affiliates have been terminated subsequent to September 14, 2008.

j.      This MOR does not reflect an estimate of costs, including certain administrative services and bankruptcy related costs, incurred by the Estate which will 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.

 

7



 

3.               This MOR has not been adjusted to reflect realizable or liquidation values. Impairment to the values of certain assets, as presented herein, may have occurred due to market conditions. Accordingly, future monthly reports may reflect write-down of such assets.

 

8



 

LEHMAN BROTHERS COMMERCIAL CORPORATION

 

Balance Sheet  (Unaudited)

 

October 4, 2008

(in millions)

 

Assets

 

 

 

Cash

 

$

11

 

Derivative Assets from Customers

 

1,395

 

Receivables from Affiliates

 

2,887

 

 

 

 

 

Total Assets

 

$

4,293

 

 

 

 

 

Liabilities and Stockholder’s Equity

 

 

 

Derivative Liabilities to Customers

 

$

778

 

Payables to Affiliates

 

3,015

 

Accrued Expenses

 

58

 

Total Liabilities

 

3,851

 

 

 

 

 

Total Stockholder’s Equity

 

442

 

 

 

 

 

Total Liabilities and Stockholder’s Equity

 

$

4,293

 

 

9



 

LB ROSE RANCH LLC

 

BASIS OF PRESENTATION

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

DATED AS OF FEBRUARY 8, 2009

 

The information and data included in this report are derived from sources available to LB Rose Ranch LLC (the “Company”) which has filed protection under Chapter 11 of the Bankruptcy Code along with Lehman Brothers Holdings Inc. (“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 101(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 businesses, 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 quarterly adjustments that are generally recorded by the Company upon review of major accounts prior to the end of each quarterly accounting period.

b.              All information is as of February 8, 2009, unless otherwise indicated.

c.               This MOR does not include explanatory footnotes such as disclosures required under GAAP.

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

e.               Certain items presented in this MOR are under research 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.              Real estate held for sale is recorded at fair value. 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 will 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 has not been adjusted to reflect realizable or liquidation values. Accordingly, future monthly reports may reflect additional write-downs of such assets.

 

10



 

LB ROSE RANCH LLC

 

Balance Sheet   (Unaudited)

 

February 8, 2009

(in thousands)

Assets

 

 

 

Cash

 

$

579

 

Real Estate Held for Sale

 

6,370

 

Other Assets

 

2,319

 

 

 

 

 

Total Assets

 

$

9,268

 

 

 

 

 

Liabilities and Stockholder’s Equity

 

 

 

Payables

 

$

578

 

Total Liabilities

 

578

 

 

 

 

 

Total Stockholder’s Equity

 

8,690

 

 

 

 

 

Total Liabilities and Stockholder’s Equity

 

$

9,268

 

 

11



 

LB 2080 KALAKAUA OWNERS LLC

 

BASIS OF PRESENTATION

BALANCE SHEET - MONTHLY OPERATING REPORT (“MOR”)

DATED AS OF APRIL 22, 2009

 

The information and data included in this report are derived from sources available to LB 2080 Kalakaua LLC (the “Company”) which has filed protection under Chapter 11 of the Bankruptcy Code along with Lehman Brothers Holdings Inc. (“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 101(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 businesses, 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 quarterly adjustments that are generally recorded by the Company upon review of major accounts prior to the end of each quarterly accounting period.

b.              All information is as of April 22, 2009, unless otherwise indicated.

c.               This MOR does not include explanatory footnotes such as disclosures required under GAAP.

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

e.               Certain items presented in this MOR are under research 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.              Real estate held for sale is recorded at fair value. 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 will 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.               The Company is presently in negotiation to sell its only asset and this MOR has not been adjusted to reflect the net realizable value. Accordingly, future monthly reports may reflect additional write-downs of such assets.

 

12



 

LB 2080 KALAKAUA OWNERS LLC

 

Balance Sheet   (Unaudited)

 

April 22, 2009

(in thousands)

 

 

Assets

 

 

 

Cash

 

$

63

 

Real Estate Held for Sale

 

3,650

 

Other Assets

 

118

 

 

 

 

 

Total Assets

 

$

3,831

 

 

 

 

 

Liabilities and Stockholder’s Equity

 

 

 

Payables

 

$

593

 

Payables to Affiliates

 

30,920

 

Total Liabilities

 

31,513

 

 

 

 

 

Total Stockholder’s Equity (Deficit)

 

(27,682

)

 

 

 

 

Total Liabilities and Stockholder’s Equity

 

$

3,831

 

 

13


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