TCR_Public/170407.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, April 7, 2017, Vol. 21, No. 96

                            Headlines

A2Z WIRELESS: S&P Assigns 'B' CCR; Outlook Stable
ADVANCED SOLIDS: Sale of Vehicles Through Enterprise Fleet Approved
AFFINION GROUP: Debt Exchange is Modest Credit Pos., Moody's Says
AIR METHODS: S&P Assigns 'B' CCR; Outlook Stable
ANGELICA CORP: 9W Halo Buying All Assets for $125 Million

ARCHROCK PARTNERS: Moody's Revises Outlook Stable & Affirms B1 CFR
ARMSTRONG ENERGY: S&P Cuts CCR to 'CCC-' on Potential Ch.11 Filing
AURORA DIAGNOSTICS: Incurs $29.1 Million Net Loss in 2016
AURORA DIAGNOSTICS: Inks Sixth Amendment to Cerberus Credit Pact
AUTUMN COVE: Wants Plan Filing Deadline Moved to June 3

BARSTOW MANAGEMENT: Has Interim Nod to Use Cash Collateral
BLAKE'S TRUCKING: Taps Case & DiGiamberardino as Legal Counsel
BLUCORA INC: Moody's Assigns B1 Corporate Family Rating
BLUE BEE: Intends to Continue Using Cash Collateral Through July 22
CANDY INTERMEDIATE: Moody's Lowers CFR to B3 Over Credit Metrics

CATASYS INC: Files Amendment No.2 to $15 Million Prospectus
CICERO INC: Reports Net Loss of $3.90 Million for 2016
COCRYSTAL PHARMA: Incurs $74.8 Million Net Loss in 2016
CONDADO RESTAURANT: Amends Plan to Address U.S. Trustee Objection
CSSH INC: Plan Outline Okayed, Plan Hearing Set for May 3

DOMINICA: Can No Longer Use Cash Collateral, Rents Paid to Endeavor
DOMINICA: Must Show Cause Not to Dismiss Case or Convert to Ch. 7
EASTERN OUTFITTERS: Stark & Stark Represents Franklin Shoppers
ESSEX CONSTRUCTION: Court Denies Exclusivity Extension Bid
EXCO RESOURCES: Appoints Randall King as Independent Director

FAMARCIAS FREDDY: Hires Torres as Financial Consultant
FARMHAND SUPPLY: Tax Claims to be Paid in Five Annual Installments
FORTERRA FINANCE: S&P Rates $1.25 Billion Term Loan 'B'
FOUNTAINS OF BOYNTON: May 3 Hearing on UST's Dismissal Bid
GARLAND FIDELITY: Taps Eric A. Liepins as Legal Counsel

GCI INC: S&P Puts 'BB-' CCR on CreditWatch Negative
GORDMANS STORES: Nearly 600 Workers to Lose Jobs in May
GREENSHIFT CORP: Delays Filing of 2016 Form 10-K
GRUPO ISOLUX: Two Developers Want Co. Liable for Highway Project
GULFMARK OFFSHORE: Receives Noncompliance Notice from NYSE

HIGHLANDS OF MEMPHIS: Hires Special Purpose Professionals
HILTZ WASTE: Has Until May 2 to Use Cash Collateral
HILTZ WASTE: May Use Cash Collateral Until May 2
ICTS INTERNATIONAL: Menachem Atzmon Has 14.3% Stake as of Dec. 31
INTERFACE SECURITY: S&P Affirms Then Withdraws 'CCC' CCR

INTERLEUKIN GENETICS: Will File Form 10-K Within Grace Period
IRASEL SAND: Hires Winstead PC as Counsel
JACK COOPER: Moody's Lowers Rating on $375MM Secured Notes to Ca
JIM HANKINS AIR: Sunny Days Buying Destin Condo Unit for $150K
JOSEPH HEATH: Sale of Alexandria Property to Zhang for $550K Denied

KANE COMPANY: Landlord to Remove Customer-Owned Property
KEMPER CORP: Fitch Affirms 'BB' Rating on $144MM Subordinated Notes
LANAI HOLDINGS: Moody's Revises Outlook to Neg. & Affirms B3 CFR
LAUREATE EDUCATION: S&P Raises CCR to 'B' on Improved Leverage
LEHMAN BROS: Hearing on Federal Home's Contract Breach on April 8

LIBERTY INTERACTIVE: S&P Puts 'BB' Unsec. Debt Rating on Watch Neg.
M.A. GONZALEZ: Hearing on Disclosure Statement Set for May 2
MAD CATZ: Files for Chapter 7 Liquidation
MARINA BIOTECH: Reports $837K Net Loss for 2016
MARRONE BIO: LSQ Funding May Purchase up to $7M Customer Invoices

MAXUS ENERGY: Unsecureds to Get 5.6%-100% Under Chapter 11 Plan
MEGA DEVELOPMENT: Case Summary & Unsecured Creditor
MHVC ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable
MIDWEST FARM: Hires Meland as Agricultural Financial Consultant
MONDO WINE: Hires Beall & Burkhardt as Counsel

N.F.K.A. CORP: Hires Medeiros as Counsel
NAKED BRAND: Hikes "At-The-Market" Offering to $5.5 Million
NEWLEAD HOLDINGS: Michail Zolotas Resumes Chairman & CEO Roles
OCEAN RIG: Hedge Fund Backer Takes Aim at Restructuring Plan
OMINTO INC: Promotes Raoul Quijada Chief Financial Officer

PACE DIVERSIFIED: Wants to Use USB Cash Collateral for April 2017
PARAGON OFFSHORE: Wants Exclusivity Extended to Allow Mediation
PARETEUM CORP: Hikes Saffelberg Promissory Note by 10%
PAYLESS HOLDINGS: Case Summary & 50 Largest Unsecured Creditors
PAYLESS HOLDINGS: Plans to Survive Bankruptcy

PAYLESS INC: Moody's Cuts PDR to D-PD Following Bankruptcy Filing
PEABODY ENERGY: Chapter 11 Plan Effective
POST GREEN: Voluntary Chapter 11 Case Summary
QUANTUM FOODS: Panel, Independent Purchasing Agree to Name Mediator
REDBOX AUTOMATED: Proposed Dividend No Impact on Moody's B1 CFR

REVOLUTION ALUMINUM: Creditors' Panel Hires Gold Weems as Counsel
ROZEL JEWELER'S: Plan Confirmation Hearing on May 4
RXI PHARMACEUTICALS: Reports 2016 Net Loss of $11.1 Million
SAAD INC: Has Until April 27 to Use Cash Collateral
SANDFORD AND SON: Sale of Philadelphia Property for $145K Approved

SEADRILL LTD: Warns of "Likely" Bankruptcy Filing in US or UK
SECURITY GLOBAL: Plan Confirmation Hearing on May 10
SEQUA CORP: S&P Lowers CCR to 'CC', On CreditWatch Negative
SHIFFER INC: Asks Court Approval to Use IRS Cash Collateral
SIRGOLD: Wants Maltz to Auction Manhattan and New Jersey Properties

SOTERA WIRELESS: Court Extends Exclusivity Through May 13
SPANISH BROADCASTING: Delays Form 10-K to Complete Disclosures
SPD LLC: Unsecureds to Get $1K Per Month or 100% from Sale Proceeds
SPE CAPITAL: Case Summary & 4 Unsecured Creditors
SUNEDISON INC: Secured Lenders Fight Unsecureds' Fraud Lawsuit

SUNEDISON INC: SMP Tries to Stop Sale of Solar Material Business
SUNEDISON INC: Wants Interest Cancellation in Partnership Assessed
SUNGEVITY INC: Financing, Cash Collateral Use Get Interim OK
TITAN CONSTRUCTION: Hires Hatter Harris as Accountant
TITAN CONSTRUCTION: Hires Schiffman Sheridan as Counsel

TLD BAR: Carousel, Rigdon Has Final Approval on Cash Collateral Use
TRANSGENOMIC INC: Delays Form 10-K for Review
TRINET HR: Moody's Hikes CFR to Ba3; Outlook Stable
TRUE AUTHORITY: Hires Crowe as Bankruptcy Attorney
TUBRO CONSTRUCTION: Can Use Wells Fargo Cash Collateral Until May 4

TUMBLEWEED CENTER: Hires R.O.I. Properties as Broker
UFC HOLDINGS: Add-On Term Loan No Impact on Moody's B2 CFR
WAGNER ENTERPRISES: Plan Outline Okayed, Plan Hearing on May 5
WALTER INVESTMENT: Jonathan Pedersen Quits as Chief Legal Counsel
YIELD10 BIOSCIENCE: Incurs $7.60 Million Net Loss in 2016

[^] BOOK REVIEW: The Rise and Fall of the Conglomerate Kings

                            *********

A2Z WIRELESS: S&P Assigns 'B' CCR; Outlook Stable
-------------------------------------------------
S&P Global Ratings said that it assigned its 'B' corporate credit
rating to Greenville, NC.-based independent Verizon retailer A2Z
Wireless Holdings Inc. (A Wireless).  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level ratings and '3'
recovery rating to the company's $510 million first-lien term loan
due 2023.  The '3' recovery rating reflects S&P's expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a payment default.  S&P do not rate the $70 million ABL revolver
due 2022.  The borrower of the debt is LSF9 Atlantis Holdings LLC.


"The ratings reflect our assessment of A Wireless' good position in
a narrow market, its dependence on a sole broadband provider
(Verizon) for its mobile revenue, the inherent execution risks we
associate with its recent rapid growth, and the aggressive
financial policy we anticipate it will pursue, given its private
equity sponsor ownership," said S&P Global Ratings' credit analyst
Adam Melvin.  "Further, given that the company's operating
performance is closely related to customer acceptance of Verizon
plans and original equipment manufacturers (OEM) products, we
believe the company is susceptible to product cycles that may
affect cash flows and profitability."

The stable outlook reflects S&P's expectation that A Wireless'
credit metrics will improve over the course of 2017, with adjusted
debt to EBITDA of around 5x at year end, since the company is
reasonably successful digesting the large number of stores it
acquired in 2016.

S&P could lower the corporate credit rating if it expects debt to
EBITDA to deteriorate and remain at around 6.5x or more, and if S&P
expects the company to generate limited free cash flow.  This could
occur if the company's EBITDA margin declines more than 200 basis
points as a result of a decline in demand from mobile phones or
unfavorable commission arrangements, and adjusted debt levels
remain constant.

S&P could raise the rating if the company's debt to EBITDA improves
to about 4.5x or less and S&P expects these improved measures to be
sustained.  Under this scenario, the company substantially benefits
from its relationships coupled with realizing additional growth
through new technology advancements in mobile phones (5G networks).
S&P would also need to believe the sponsor is unlikely take a
debt-funded dividend.  In addition, successful greenfield expansion
that drives additional growth outside of our expectations could
strengthen its business risk profile compared to pe


ADVANCED SOLIDS: Sale of Vehicles Through Enterprise Fleet Approved
-------------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for Western
District of Texas authorized Advanced Solids Control, LLC's sale of
014 Mercedes-Benz GL450 SUV, VIN 4JGDF7CEOEA352430, 2011 Chevrolet
Silverado Crew 2500 LTZ, VIN 1GC1KYC83BF152854, 2013 Dodge Ram 2500
(Diesel), VIN 3C6UR5PL3DG603179 and 2014 Dodge Ram 2500 (Diesel),
VIN 3C6UR5GL5EG164570 through Enterprise Fleet Management.

The sale through Enterprise is free and clear of all liens, claims
and encumbrances.

The Debtor has no liens against the vehicles, and it may use the
net sales proceeds to assist it with its reorganization efforts.

                 About Advanced Solids Control

Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.

Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex.
Case No. 16-52748) on Dec. 2, 2016.  The petition was signed by W.
Lynn Frazier, managing member.  The Debtor estimated assets in the
range of $0 to $50,000 and $500,001 to $1,000,000 in debt.

The Debtor tapped William R. Davis, Jr., Esq., at Langley &
Banack, Inc. as counsel.


AFFINION GROUP: Debt Exchange is Modest Credit Pos., Moody's Says
-----------------------------------------------------------------
Moody's Investors Service said Affinion Group Holdings, Inc.'s
(Caa1, Stable) plans to exchange several of its outstanding
unsecured notes for new series of notes and warrants will be credit
positive for its liquidity because it will extend maturities and
provide the company an option to pay interest on the new notes in
cash or in kind.

Affinion is a leading provider of loyalty and customer engagement
solutions. Affinion's products include subscription-based lifestyle
services, personal and insurance solutions that strengthen and
extend customer relationships for its 5,500 marketing partners
worldwide, including companies in financial services, retail,
travel, and Internet commerce. The company generated approximately
$969 million of net revenues for the twelve months ended December
31, 2016.



AIR METHODS: S&P Assigns 'B' CCR; Outlook Stable
------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Englewood, Colo.-based Air Methods Corp.  The outlook is stable.

Private equity firm American Securities LLC has announced that it
is acquiring air medical emergency transport company Air Methods
Corp. in a $2.6 billion equity and debt transaction.

At the same time, S&P assigned a 'B+' issue-level rating with a '2'
recovery rating to the company's proposed senior secured facility,
consisting of a $125 million revolving credit facility and a $1.07
billion term loan.  The '2' recovery rating reflects S&P's
expectation for substantial (70%-90%; rounded estimate: 70%)
recovery in the event of a payment default.

In addition, S&P assigned a 'CCC+' issue-level rating with a '6'
recovery rating to the $560 million senior secured notes.  The '6'
recovery rating reflects S&P's expectation for negligible (0%-10%;
rounded estimate: 0%) recovery in the event of a payment default.

"Our 'B' corporate credit rating on Air Methods Corp. reflects its
narrow focus, exposure to reimbursement risk, business operations
that exhibit some earnings volatility due to adverse weather, and
adjusted debt leverage that we expect will be maintained above 6.0x
for the next year," said S&P Global Ratings credit analyst Adam
Dibe.  These factors are slightly mitigated by Air Methods' strong
market position within its niche and moderate internally generated
free cash flow, which S&P expects will be enough to cover business
development initiatives and associated capital spending on
aircraft.

Air Methods is the largest independent provider of air medical
emergency transport services and systems throughout the U.S., with
306 bases providing service across 48 states.  The company's growth
strategy is based on regional expansion via the opening of new
greenfield bases and other organic initiatives.  Although
fragmented, the market for air ambulance services is led by Air
Methods and its main competitor, Air Medical Group Holdings Inc.
(B/Stable/--); the two companies operate approximately half of the
total air medical bases nationally in 2016.

In S&P's view, Air Methods' competitive strength stems from its
long-standing brand awareness and economies of scale that have
helped it establish partnerships with hospitals, health systems,
and local dispatchers; negotiate contracts; and increase its
customer base.  The company also benefits from a tourism segment
(11% of 2016 revenue), which improves revenue diversity compared to
its direct peers.  It also has a relatively young fleet (with an
average age of 11 years) and spent a significant amount on
rejuvenation from 2014 into 2016, which should limit required
expenditures for the next few years.  However, S&P believes the
company faces the same limitations as competitors, including
transport and revenue volatility caused by adverse weather and
exposure to reimbursement risk from Medicare, Medicaid, and
commercial payors.  These factors support S&P's assessment of a
weak business risk profile.

S&P's stable outlook on Air Methods reflects S&P's expectation that
the company will manage its expansion plans effectively, supporting
mid-single-digit revenue growth and moderate free cash flow
generation, despite expected volatility from adverse weather and
uncompensated care.

S&P could consider a downgrade if Air Methods experiences cash flow
deficits.  This could occur if the company is overly aggressive in
its expansion and new bases are unable to generate transport
volumes as quickly as expected, which combined with negative
weather trends would result in revenue growth well below S&P's base
case.  S&P estimates that revenue would need to fall by 7.5% with
some minor margin erosion to reach this point.

Although unlikely, S&P could consider an upgrade if Air Methods is
able to rapidly accelerate revenue and earnings growth, reducing
leverage below 5.0x.  S&P estimates that Air Methods would need to
surpass S&P's base-case scenario revenue growth by 10% and improve
margins by 250 basis points before leverage approaches 5.0x next
year.  S&P would also need confidence that the company is committed
to sustaining leverage below 5.0x, which it believes is unlikely
given financial sponsor ownership.


ANGELICA CORP: 9W Halo Buying All Assets for $125 Million
---------------------------------------------------------
Angelica Corp., and affiliates, ask the U.S. Bankruptcy Court for
the Southern District of New York to authorize bidding procedures
in connection with the sale of substantially all assets to 9W Halo
Holdings L.P. for approximately $125,000,000, subject to overbid.

Contemporaneously with the Motion, the Debtors have filed a motion
requesting joint administration of the chapter 11 cases pursuant to
Rule 1015(b) of the Federal Rules of Bankruptcy Procedure.

The consummation of a value-maximizing, job-preserving, going
concern sale of Angelica's assets through an expeditious process is
the primary purpose of these chapter 11 cases.  To that end,
Angelica entered into a stalking horse asset purchase agreement
("Stalking Horse APA") with the Buyer, an affiliate of KKR Credit
Advisors (US), LLC, a prepetition lender under the Term Loan Credit
Agreement for the sale of substantially all of Angelica's assets.

Through the Stalking Horse APA, the vast majority of Angelica's
approximately 3,900 employees should have the ability to keep their
jobs on substantially similar terms and conditions under which they
are currently employed.  The consideration offered by the Stalking
Horse Bidder is estimated at approximately $125,000,000, including
(i) $17,400,000 in the form of a credit bid of KKR's prepetition
debt and (ii) cash consideration, plus the assumption of certain
liabilities, subject to certain adjustments.  

The salient terms of the Stalking Horse APA are:

   a. Purchased Assets: The Stalking Horse Bidder will acquire all
of the Debtors' assets, other than the Excluded Assets.

   b. Purchase Price: Estimated at approximately $125 million,
including cash and cash consideration and a credit bid in the
amount of $17.4 million, plus the assumption of certain
liabilities.

   c. Expense Reimbursement: Reimbursement of the Stalking Horse
Bidder's reasonable and documented expenses up to an aggregate
amount of $750,000, payable on the conditions set forth in the
Stalking Horse APA.

   d. Treatment of Assumed Labor Agreements: With respect to
employees covered by certain Collective Bargaining Agreements to
which the Debtors are a party, the Stalking Horse Bidder will
engage in good faith discussions with each of the affected unions
to enter into new Collective Bargaining Agreements that are
acceptable to the Stalking Horse Bidder in the Stalking Horse
Bidder's sole discretion.

   e. Bankruptcy Milestones: The Court must enter (i) the Bidding
Procedures Order within 30 days following the Commencement Date and
(ii) the Sale Order within 60 days following the Court's entry of
the Bidding Procedures Order.

   f. Closing: Closing to occur no later than 90 days after
execution of the Stalking Horse APA.

   g. Records Retention: The Stalking Horse Bidder will acquire
certain books and records of the Debtors' and, subject to the terms
and conditions of the Stalking Horse APA, will allow reasonable
access to such books and records, which will be maintained
consistent with the Stalking Horse Bidder's retention and
destruction policy for six years following the Closing.

The assets proposed to be purchased include, among other things,
certain executory contracts and unexpired leases ("Purchased
Contracts") and certain real property, inventory, deposits,
furniture and equipment, intellectual property, books and records,
and permits.  In the event that the sale to the Stalking Horse
Bidder is consummated, the Debtors would assume and assign the
Purchased Contracts to the Stalking Horse Bidder.  The Stalking
Horse Bidder is responsible for paying any Cure Costs related to
the assumption and assignment of the Purchased Contracts.

Angelica conducted an extensive and robust prepetition marketing,
solicitation, and sale process over a several month period of time.
Those efforts culminated in Angelica entering into the Stalking
Horse APA. Given the exigencies of Angelica's business operations
and financial condition, and the milestones in the Stalking Horse
APA and the Debtors' DIP Agreement, the immediate sale of
Angelica's assets as a going concern is the best possible way to
avoid a piecemeal liquidation of the assets of Angelica's estates,
which would result in significantly less value for all stakeholders
and likely the loss of jobs for most, if not all, of Angelica's
employees.

Accordingly, in consultation with its various stakeholders,
Angelica and its advisors developed bidding and auction procedures
for the sale of substantially all of its assets.  Under the Bidding
Procedures, parties may submit bids for the purchase and sale of
substantially all of Angelica's assets ("Purchased Assets").  The
Bidding Procedures are intended to preserve jobs and the business
as a going concern, and generate the greatest level of interest in
purchasing the assets resulting in the highest or otherwise best
offer for the Purchased Assets.  

The salient terms of the Bidding Procedures are:

    a. Purchase Price; Minimum Bid: Each Bid submitted must (i) be
a Bid for the Purchased Assets, (ii) exceed the Purchase Price by
the Minimum Overbid Amount and the Expense Reimbursement, and (iii)
propose an alternative transaction that provides substantially
similar or better terms than the Stalking Horse Bid.

    b. Cancellation of the Auction: If no Qualified Bid other than
the Stalking Horse Bid is received in respect of the Purchased
Assets, the Debtors will cancel the Auction and seek approval of a
sale to the Stalking Horse Bidder at the Sale Hearing on May 30,
2017, at 10:00 a.m. (ET).

    c. Determination and Announcement of Baseline Bids: The Debtors
will make a determination regarding Baseline Bid to serve as the
starting point at the Auction.  On June 2, 2017, at 5:00 p.m. (ET),
the Debtors will file a notice designating the Baseline Bid on the
Court's docket and publish such notice on the website of their
claims and noticing agent and in the Data Room and/or distribute
the same at the Auction.

The Bidding Procedures establish the following key dates for the
sale process:

    a. May 8, 2017 - Deadline to Submit Non-Binding Indication of
Interest

    b. May 25, 2017 at 4:00 p.m. (ET) - Deadline to Object to Sale
Transaction/Deadline to Object to Assumption and Assignment of
Purchased Contracts to Stalking Horse Bidder, Including Proposed
Cure Costs

    c. May 29, 2017 at 5:00 p.m. (ET) - Deadline to Submit Bids

    d. June 1, 2017 - Sale Hearing if no Qualified Bid other than
Stalking Horse Bid received for Purchased Assets

    e. June 2, 2017 at 5:00 p.m. (ET) - Deadline for Debtors to
Designate and Publish Baseline Bid

    f. June 5, 2017 at 10:00 a.m. (ET) - Auction, if necessary, to
be conducted at the offices of Weil, Gotshal & Manges LLP; 767
Fifth Avenue, New York, New York

    g. June 7, 2017 - Deadline for Debtors to File and Serve Notice
of Successful Bidder and Back-Up Bidder

    h. June 10, 2017 at 4:00 p.m. (ET) - Deadline to File Adequate
Assurance Objection for Successful Bidder other than the Stalking
Horse Bidder

    i. June 11, 2017 at 4:00 p.m. (ET) - Debtors' Reply Deadline

    j. June 12, 2017 - Sale Hearing if Auction is Conducted

A copy of the Stalking Horse APA and Bidding Procedures attached to
the Motion is available for free at:

           http://bankrupt.com/misc/Angelica_Corp_17_Sales.pdf

The Debtors believe that the time periods set forth in the Bidding
Procedures are reasonable.  Under the proposed timeline, there will
be 52 days and 56 days between the filing of the Motion and the
Sale Objection Deadline and the Bid Deadline, respectively.  This
period will provide parties with sufficient time to formulate bids
to purchase the Purchased Assets.

The Bid Protections provided in the Bidding Procedures and the
Stalking Horse APA meet the "business judgment rule" standard.
These protections, individually and collectively, were a material
inducement for, and condition of, the Stalking Horse Bidder's entry
into the Stalking Horse APA. The Stalking Horse Bidder is unwilling
to commit to hold open its offer under the terms of the Stalking
Horse APA unless assured of payment of the Expense Reimbursement
under the conditions set forth in the agreement.

In connection with the Sale Transaction, the Debtors will assume
and assign the Purchased Contracts (i.e., the executory contracts
or unexpired leases included in the Stalking Horse Bid). In the
Sale Transaction, the Debtors' assumption of the Purchased
Contracts will be contingent upon payment of Cure Costs and
effective only upon the Closing.  

Angelica believes that the Stalking Horse APA and the Bidding
Procedures represent the best available option to maximize value
for Angelica's various stakeholders.  Accordingly, the Debtors ask
the Court to (i) approve the Bidding Procedure and Stalking Horse
APA in connection with the sale of the Purchased Assets free and
clear of liens, claims, interests, and other encumbrances to the
Buyer; (ii) schedule the auction for the Purchased Assets to be
held on June 5, 2017; (iii) approve the sale of the Purchased
Assets and notices related thereto for June 1, 2017, if the
Stalking Horse Bid is the only Qualified Bid received, or June 12,
2017, if more than one Qualified Bid is received and the Auction is
conducted; (iv) approve various deadlines in connection with the
sale of Purchased Assets; (v) approve the assumption and assignment
of certain executory contracts and unexpired leases of the Debtors
in connection therewith; and (vi) grant related relief.

In light of the current circumstances and financial condition of
the Debtors, the Debtors believe that in order to maximize value
and presere jobs, the sale of the Purchased Assets pursuant to the
Sale Transaction must be consummated as soon as practicable.
Accordingly, the Debtors request that the Bidding Procedures Order
and the Sale Order be effective immediately upon entry of each such
order and that the 14-day stay periods under Bankruptcy Rules
6004(h) and 6006(d) be waived.

The Purchaser can be reached at:

          9W HALO HOLDINGS L.P.
          555 California Street, 50th Floor
          San Francisco, CA 94104
          Attn: General Counsel
          Facsimile: (415) 391-3077
          E-mail: creditlegal@kkr.com

The Purchaser is represented by:

          PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
          1285 Avenue of the Americas
          New York, NY 10019
          Attn: Brian S. Hermann, Esq.
          Facsimile: (212) 373-3545
          E-mail: bhermann@paulweiss.com
          Attn: Lauren Shumejda, Esq.
          Facsimile: (212) 492-0559
          E-mail: lshumejda@paulweiss.com

                       About Angelica

Angelica Corp., headquartered in Alpharetta, Georgia, is a national
provider of medical laundry and linen management services,
supplying approximately 3,800 healthcare providers in 25 states,
including approximately 850 hospitals, 350 long-term care
facilities, and 2,600 outpatient medical practices.  Angelica
provides its laundry and linen management services through a
network of over 30 laundry plants and depots located across the
nation and a fleet of over 220 delivery vehicles.  Angelica
currently employs approximately 3,900 employees, roughly 69% of
whom are unionized.

Angelica Corp., formerly known as Angelica, Angelica Healthcare,
and Angelica Image Apparel, sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 17-10870) on April 3, 2017.  The petition was
signed by John Makuch, interim chief financial officer.

The Debtor disclosed assets at $208 million and liabilities at
$216.8 million as of Dec. 24, 2016.

Judge James L. Garrity Jr. is assigned to the case.

The Debtor tapped Jill Frizzley, Esq., Kevin Bostel, Esq., and
Matthew S. Barr, Esq., at Weil, Gotshal & Magnes LLP as counsel.
Houlihan Lokey Capital, Inc. serves as the Debtor's investment
banker, while Alvarez & Marshal North America, LLC serves as its
financial advisor.


ARCHROCK PARTNERS: Moody's Revises Outlook Stable & Affirms B1 CFR
------------------------------------------------------------------
Moody's Investors Service changed the rating outlook of Archrock
Partners, L.P. (Archrock or APLP) to stable from negative. Moody's
also affirmed Archrock's B1 Corporate Family Rating (CFR), B1-PD
Probability of Default Rating (PDR), B3 senior unsecured rating and
SGL-3 Speculative Grade Liquidity Rating.

"The stable outlook is supported by Archrock's leading position in
US compression services, 60+% gross margins, a 50% distribution cut
and cost reduction initiatives that were undertaken during 2016,"
stated RJ Cruz, Vice President and Senior Analyst. "These strengths
are offset by the large proportion of short-term contracts, a fair
amount of non-investment grade customers and total leverage
remaining persistently high at almost 5x."

Rating Affirmations:

Issuers: Archrock Partners, L.P.

-- Corporate Family Rating, affirmed B1

-- Probability of Default rating, affirmed B1-PD

-- Senior Unsecured Notes, affirmed B3 (LGD 5)

-- Speculative Grade Liquidity Rating, affirmed SGL-3

Outlook Action:

-- Outlook, changed to Stable from Negative

RATINGS RATIONALE

Archrock has the largest fleet among outsourced compression
services providers. At the end of 2016, it had a fleet of 5,567
compressor units with 3.1 million aggregate horsepower. The company
also benefits from geographic diversification within the US by
serving all major producing basins. However, earnings came under
pressure last year as average horsepower utilization declined to
87% from 91% in 2015, stemming from slashed capital expenditure
budgets of customers. While utilization levels have been slow to
recover, they have ticked up sequentially in 4Q16 and Moody's
expects utilization to be in the high 80s in 2017.

In 2016, the company managed to increase its gross margin to 63%
from 61%, reduced its SG&A run rate by 22%, lowered its capex by
73%, and cut its distributions by 50%. As a result, the company
generated $166 million in free cash flow thereby allowing $92
million of distributions and $71 million in debt repayment. As for
2017, Moody's expects the company to generate less than $15 million
in positive free cash flow before distributions as capex picks up
from $62 million to about $170 million. Also, Moody's expects the
company's total leverage to edge up slightly from 4.7x to 4.9x by
year-end. Note that higher growth capex this year should lead to
higher EBITDA in 2018.

The B1 CFR reflects Archrock's scale, basin diversity, fairly
stable gross margins, high leverage and narrow focus on compression
services. The company fortunes are largely tied to natural gas,
where 79% of its fleet is utilized. US natural gas demand is
expected to grow in the next five years driven by LNG and Mexican
exports as well as higher expected consumption from industrial and
power sectors.

The SGL-3 Speculative Grade Liquidity Rating reflects adequate
liquidity supported by access to a new $1.1 billion asset-based
revolving credit facility. The facility will mature on the earlier
of March 30, 2022 or December 2, 2020 if any portion of the
unsecured notes due April 2021 are outstanding on such date.
Availability was $315.5 million as of December 31, 2016. Current
applicable financial covenants include a maximum 5.95x Total Debt
to EBITDA and a maximum 3.5x Senior Secured Debt to EBITDA, as
defined in the new credit agreement. Moody's expects the company to
remain in covenant compliance through 2017. Alternate sources of
liquidity are limited as its assets are pledged as collateral to
the revolver.

The stable outlook reflects Moody's expectation that gross margins
will stay relatively flat at 60% and leverage will not exceed 5x.
The ratings could be considered for an upgrade if Archrock is able
to sustain total leverage under 4x. If Archrock's total leverage
approaches 5.5x or coverage falls below 1x, then the ratings could
be downgraded.

Archrock Partners, L.P. is a Delaware limited partnership formed in
June 2006 and a leading provider of natural gas contract
compression services to customers throughout the United States.
Archrock Inc. (AROC) owns all of the General Partner (GP) and IDR
interest in APLP. AROC owns a 43% limited partner interest in APLP
while public unit holders own a 55% limited partner interest in
APLP.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.


ARMSTRONG ENERGY: S&P Cuts CCR to 'CCC-' on Potential Ch.11 Filing
------------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Armstrong Energy Inc. to 'CCC-' from 'CCC'.  The outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's senior secured notes to 'CCC-' from 'CCC'.  The recovery
rating on the notes is unchanged at '4', indicating S&P's
expectation of meaningful (50%-70%, rounded estimate: 45%)
recovery, in the event of payment default.

"The negative outlook reflects our view that a default,
restructuring, or debt exchange is inevitable in the next six
months," said S&P Global Ratings credit analyst Vania Dimova.  "We
anticipate that free operating cash flow will remain negative,
which will continue to erode liquidity and increase the risk to a
successful restructuring of the senior secured notes."

S&P could lower the rating if it views default as a virtual
certainty, which S&P believes would occur if change of control
dispute is decided unfavorably to the company or if the company
announces a distressed exchange.  Further, S&P would lower the
rating to 'D' or 'SD' if the company misses an interest payment or
files a Chapter 11 petition.

"We are unlikely to revise our negative outlook to stable unless
the change of control dispute with its bondholders is resolved in
favor of the company.  In such a situation, we expect that ratings
could also be raised as risks of reorganization abate.
Notwithstanding the overarching financial and credit risks
associated with the potential senior notes default or acceleration,
the company remains exposed to volatile and weak market conditions
for coal," S&P said.


AURORA DIAGNOSTICS: Incurs $29.1 Million Net Loss in 2016
---------------------------------------------------------
Aurora Diagnostics Holdings, LLC, filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $29.14 million on $284.03 million of net revenue for the
year ended Dec. 31, 2016, compared to a net loss of $83.43 million
on $263.74 million of net revenue for the year ended
Dec. 31, 2015.

As of Dec. 31, 2016, Aurora Diagnostics had $239.79 million in
total assets, $459.58 million in total liabilities and a total
members' deficit of $219.78 million.

As of Dec. 31, 2016, the Company's total indebtedness was $397.1
million, including $200 million outstanding under its 10.750%
senior notes due 2018 and $197 million outstanding under its senior
secured credit facility, consisting of $162 million outstanding
under the term loan and $35 million outstanding under the delayed
draw term loans.  In addition, as of Dec. 31, 2016, the Company was
obligated to pay contingent consideration in connection with its
acquisitions up to $17.7 million.  The Company's amended senior
secured credit facility is scheduled to mature on July 14, 2019,
but is subject to an accelerated maturity date of October 14, 2017,
and will require repayment in full on such date, if the Company's
Senior Notes are not refinanced or their maturity is not extended
prior to Oct. 14, 2017.  The Company's Senior Notes are scheduled
to mature in Jan. 15, 2018.

"Our ability to meet our obligations as they become due in the
ordinary course of business for the next 12 months will depend on
our ability to refinance our Senior Notes or our ability to
otherwise refinance or extend the maturity of our senior secured
credit facility and our ability to generate cash from our
operations," the Company said in the report.

A full-text copy of the Form 10-K is available for free at:

                     https://is.gd/VHvMZD

                   About Aurora Diagnostics

Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers.  The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013.  The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.

                          *    *    *

In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Aurora Diagnostics to 'Caa3' from 'Caa2' and the
Probability of Default Rating to 'Caa3-PD' from 'Caa2-PD'.  The
downgrade reflects Moody's heightened expectation that Aurora will
pursue some transaction within the next 12 months which the rating
agency would consider a default.  This could include a transaction
which Moody's considers a distressed debt exchange, or a
bankruptcy
filing.

As reported by the TCR on Nov. 28, 2016, S&P Global Ratings
lowered its corporate credit rating on Palm Beach Gardens,
Fla.-based Aurora Diagnostic Holdings LLC to 'CCC' from 'CCC+'.
"Our rating actions reflect the shortening window of time during
which the company must refinance its capital structure," said S&P
Global Ratings credit analyst Shannan Murphy.  "While the earliest
stated maturity is Aurora's senior notes, which mature in 2018, the
company's senior secured credit facilities are subject to a
springing maturity in October 2017 if its senior notes are not
refinanced by that time."


AURORA DIAGNOSTICS: Inks Sixth Amendment to Cerberus Credit Pact
----------------------------------------------------------------
Aurora Diagnostics Holdings, LLC, its subsidiary Aurora
Diagnostics, LLC, as borrower, and certain other subsidiaries of
the Company, as guarantors, entered into a sixth amendment to the
Financing Agreement, dated as of July 31, 2014, with Cerberus
Business Finance, LLC, as administrative agent and collateral
agent.

The sixth amendment amends the definition of "Permitted
Acquisition" under the Financing Agreement to permit the Company to
consummate certain additional acquisitions upon the payment of a
$225,000 consent fee.

The sixth amendment provides a 60-day extension to the Company's
obligation to deliver its audited financial statements for the year
ended Dec. 31, 2016, pursuant to the Financing Agreement.  In
connection with the extension, the sixth amendment provides that,
beginning on April 1, 2017, until the date on which the financial
statements have been delivered, the Applicable Margin will increase
to 7.125%, in the case of Reference Rate Loans, and 8.125%, in the
case of LIBOR Rate Loans.  The Company intends to deliver its
audited financial statements for the year ended Dec. 31, 2016, on
March 31, 2017, and therefore, does not expect an increase in the
Applicable Margin.

The sixth amendment contains customary representations and
warranties applicable to the Company and its subsidiaries.

                   About Aurora Diagnostics

Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers.  The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013.  The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.

Aurora Diagnostics reported a net loss of $29.14 million on $284.03
million of net revenue for the year ended Dec. 31, 2016, compared
to a net loss of $83.43 million on $263.74 million of net revenue
for the year ended Dec. 31, 2015.  As of Dec. 31, 2016, Aurora
Diagnostics had $239.79 million in total assets, $459.58 million in
total liabilities and a total members' deficit of $219.78 million.


                        *    *    *

In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Aurora Diagnostics to 'Caa3' from 'Caa2' and the
Probability of Default Rating to 'Caa3-PD' from 'Caa2-PD'.  The
downgrade reflects Moody's heightened expectation that Aurora will
pursue some transaction within the next 12 months which the rating
agency would consider a default.  This could include a transaction
which Moody's considers a distressed debt exchange, or a bankruptcy
filing.

As reported by the TCR on Nov. 28, 2016, S&P Global Ratings
lowered its corporate credit rating on Palm Beach Gardens,
Fla.-based Aurora Diagnostic Holdings LLC to 'CCC' from 'CCC+'.
"Our rating actions reflect the shortening window of time during
which the company must refinance its capital structure," said S&P
Global Ratings credit analyst Shannan Murphy.  "While the earliest
stated maturity is Aurora's senior notes, which mature in 2018, the
company's senior secured credit facilities are subject to a
springing maturity in October 2017 if its senior notes are not
refinanced by that time."


AUTUMN COVE: Wants Plan Filing Deadline Moved to June 3
-------------------------------------------------------
Autumn Cove Apartments, LLC, et al., ask the U.S. Bankruptcy Court
for the Northern District of Georgia to extend their exclusive plan
filing period and exclusive solicitation period through and
including June 3, 2017 and August 2, 2017, respectively.

The Debtors' initial plan filing period was slated to expire on
April 4, 2017, and initial solicitation period will expire on June
3, 3017, absent an extension.

The Debtors assert that cause exists to grant the extension.  The
Detbors note that they have significantly increased their rents
across the board and have increased occupancy at Oakley Woods.
They have begun the process of rehabbing Shannon Woods and should
have a rehab budget finalized shortly.  They have also made
adequate protection payments to their secured lender, COMM
2014-LC17 Georgia Properties, LLC.  

Furthermore, the Debtors believe there is a prospect for a
successful resolution, possibly consensual, and no harm to
creditors will occur with an extension of their exclusive periods.

                 About Autumn Cove Apartments

Autumn Cove Apartments, LLC (Bankr. N.D. Ga. 16-71783); Oakley
Woods Apartments, LLC (Bankr. N.D. Ga. Case No. 16-71787); Pine
Knoll Apartments, LLC filed its Chapter 11 petition (Bankr. N.D.
Ga. Case No. 16-71788); and Garden Gate Apartments, LLC (Bankr.
N.D. Ga. Case No. 16-12455), filed separate bankruptcy petitions on
Dec. 5, 2016.  Affiliate Shannon Woods Apartments, LLC filed its
Chapter 11 petition (Bankr. N.D. Ga. Case No. 16-71790) on Dec. 6,
2016.  The petitions were signed by Mike Kohn, manager, STOWA
Member, LLC.  At the time of filing, each of the Debtors estimated
assets at $1 million to $10 million, and liabilities at $10 million
to $50 million.   

The Debtors are represented by Frank G. Nason, IV, Esq., at
Lamberth, Cifelli, Ellis & Nason, P.A.  

No creditors' committee has been appointed in this case.  No
trustee or examiner has likewise been appointed.

Autumn Cove Apartments, LLC, is based in 6200 Hillandale Drive,
Lithonia, GA., and is a single asset real estate business.


BARSTOW MANAGEMENT: Has Interim Nod to Use Cash Collateral
----------------------------------------------------------
Judge Stacey G. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas authorized Barstow Management, LLC, to
use cash collateral on an interim basis.

Judge Jernigan acknowledged that an immediate and critical need
exists for the Debtor to obtain funds in order to continue the
operation of its business.  She further acknowledges that at this
time, the Debtor's ability to use Cash Collateral is vital to the
confidence of the Debtor's insurance providers and to the
preservation and maintenance of the going concern value of the
Debtor's estate.

American Life Savings and Compass Bank may claim that substantially
all of the Debtor's assets are subject to their respective
prepetition liens, including liens on rents.

The Debtor is authorized to collect and receive all cash funds, and
is directed to account each month to American Life Savings and
Compass Bank for all funds received. All cash accounts of the
Debtor and all accounts receivable collections by the Debtor
postpetition will be deposited in a separate cash collateral
account, being the Debtor's debtor-in-possession accounts.

American Life Savings and Compass Bank are granted valid, binding,
enforceable, and perfected liens co-extensive with their respective
prepetition liens in all currently owned or hereafter acquired
property and assets of the Debtor, and all proceeds and products,
including, all accounts receivable, general intangibles, inventory,
and deposit accounts coextensive with their prepetition liens.

American Life Savings and Compass Bank are also granted replacement
liens and security interests coextensive with their prepetition
liens, as adequate protection for the diminution in value of their
interests in the cash collateral.

The Debtor is directed to maintain insurance on American Life
Savings' and Compass Bank's collateral and pay taxes when due,
during the pendency of the Interim Order.

A full-text copy of the Interim Order, entered on March 30, 2017,
is available at https://is.gd/w334Dl

                About Barstow Management LLC

Barstow Management LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-30401) on Feb. 3,
2017.  The petition was signed by Michael Robinson, president. The
case is assigned to Judge Stacey G. Jernigan.  At the time of the
filing, the Debtor estimated its assets and liabilities at $1
million to $10 million.

The Debtor formerly hired Joyce W. Lindauer, Esq., at Joyce W.
Lindauer Attorney, PLLC, to represent it in its Chapter 11
proceeding.  The Debtor currently hires Gregory W. Mitchell, Esq.
at The Mitchell Law Firm, L.P., as substitute counsel.

No request has been made for the appointment of a trustee or
examiner and no official committee has yet been appointed.


BLAKE'S TRUCKING: Taps Case & DiGiamberardino as Legal Counsel
--------------------------------------------------------------
Blake's Trucking LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to hire legal counsel.

The Debtor proposes to hire Case & DiGiamberardino, P.C. to assist
in the preparation of a Chapter 11 plan of reorganization and
provide other legal services related to its bankruptcy case.

The firm received a retainer in the amount of $2,000 for its
services.

John DiGiamberardino, Esq., disclosed in a court filing that he
does not hold or represent any interest adverse to the Debtor or
its bankruptcy estate.

The firm can be reached through:

     John A. DiGiamberardino, Esq.
     Case & DiGiamberardino, P.C.
     845 North Park Road, Suite 101
     Wyomissing, PA 19610
     Phone: 610-372-9900
     Fax: 610-372-5469
     Email: jad@cdllawoffice.com

                   About Blake's Trucking LLC

Based in Reading, Pennsylvania, Blake's Trucking LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 17-12182) on March 29, 2017.  The Debtor estimated assets
of less than $50,000 and liabilities of less than $500,000.  The
case is assigned to Judge Richard E. Fehling.


BLUCORA INC: Moody's Assigns B1 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has assigned a B1 Corporate Family Rating
(CFR) to Blucora, Inc. (Blucora) and B1 rating to its proposed new
$375 million senior secured term loan and $50 million revolving
credit facility. Blucora is the holding company of TaxAct Holdings,
Inc. (B1 stable) and HDV Holdings, Inc. (unrated). The revolver
will be undrawn and the proceeds from the new loan, combined with
company cash, will be used to refinance the existing $260 million
credit facility at TaxAct, Inc. (B1 stable) and Blucora's $172
million convertible notes. At the closing of the transaction,
Moody's will withdraw the TaxAct, Inc. and TaxAct Holdings, Inc.
ratings. The rating outlook is stable.

Moody's assigned the following ratings at Blucora, Inc.

-- LT Corporate Family Rating, Assigned B1

-- LT Senior Secured Bank Credit Facility and revolver, Assigned
    B1

-- Outlook, Assigned Stable

Moody's will withdraw the following ratings at TaxAct Holdings,
Inc. upon the close of this transaction:

-- LT Corporate Family Rating of B1

-- The stable outlook will be removed at this entity

Moody's will withdraw the following ratings at TaxAct, Inc. upon
the close of this transaction:

-- LT Senior Secured Bank Credit Facility and revolver of B1

-- The stable outlook will be removed at this entity

RATINGS RATIONALE

Moody's said the B1 ratings are supported by the growing and
diversified activities of Blucora's two business segments and their
strong cash flow generation. These two operations are TaxAct,
Blucora's online tax preparation business, and H.D. Vest an
independent retail brokerage that offers technology, training,
financial products, compliance and support services to tax
professionals to allow them in turn to offer financial advice and
investment products to their clients.

Blucora will have a debt/EBIDTA of roughly 5.3x at close of the
transaction (including capitalization of operating leases). Moody's
expects Blucora's credit positive deleveraging strategy of 2016, to
persist into 2017 as the firm focuses on reducing its debt burden
aided by its strong cash flow generation. This strategy is also
motivated by the benefits of reducing interest expense and
utilizing the firm's extensive tax loss carry forwards that could
minimize cash taxes paid. The majority of the tax loss carry
forward benefits will start expiring between 2020 and 2024.

What Could Change the Rating - Up

Moody's said a substantial pay-down of the credit facilities funded
by internal cash flows would drive upward rating pressure. Ongoing
evidence of a successful implementation of Blucora's operational
strategies resulting in rising profitability and improved margins
could result in an upgrade.

What Could Change the Rating -- Down

The absence of anticipated deployment of cash towards debt
reduction, particularly if it becomes less likely that the firm
will be able to de-lever below 5x by early 2018. Increasing
competitive pressures on the tax preparation business resulting in
significantly reduced revenues. An increased leverage or reduced
financial flexibility at Blucora could also lead to a downgrade.

The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2017.


BLUE BEE: Intends to Continue Using Cash Collateral Through July 22
-------------------------------------------------------------------
Blue Bee, Inc. d/b/a Angl, seeks authorization from the U.S.
Bankruptcy Court for the Central District of California to continue
using cash collateral through July 22, 2017.

Pursuant to the Second Cash Collateral Order, the Debtor's
authority to use cash collateral will expire on April 21, 2017.

The Debtor now seeks authorization to continue using cash
collateral in accordance its operating budget for the 13-week
period from April 22, 2017 through and including July 22, 2017,
which reflects total disbursements of approximately $1,780,894.

The Budget reflects the projected sales revenue and operating
expenses related to the operation of the thirteen Remaining Retail
Stores and includes the aggregate estimated cure amount of $88,407
that will be required to be paid on or about May 17, 2017 in
connection with the assumption of the leases for the Remaining
Retail Stores, except for the Glendale Lease, which has already
been assumed.

The Debtor believes that the Pacific City Bank, Fashblvd., Inc. and
the California State Board Of Equalization are the only parties
that may potentially have a perfected security interest in its
cash.

The Debtor believes that the total amount owed to the Pacific City
Bank, Fashblvd., Inc. and the California SBOE is approximately
$3,632,160, calculated as follows:

     (a) approximately $3,602,000 to the Pacific City Bank,

     (b) $6,000 to Fashblvd., Inc., and

     (c) $24,160.38 to the California SBOE.

The Debtor asserts that Pacific City Bank, Fashblvd., Inc. and the
California SBOE are adequately protected by an equity cushion of
approximately 21.5%, given the aggregate value of the Debtor's
assets, which is approximately $4,413,292, and the total estimated
amount owed to Pacific City Bank, Fashblvd., Inc. and the
California SBOE, which is more than the 20% equity cushion that the
Ninth Circuit has indicated constitutes clear adequate protection
of a secured creditor's interest in cash collateral.

The Debtor further asserts that Pacific City Bank, which is by far
the largest secured creditor of the Debtor, is protected not just
by its security interest in the Debtor's assets, but also by its
security interest in the Affiliate Commercial Property. The Debtor
contends that the sale of the Affiliate Commercial Property, which
is expected to close in mid-April, 2017, will result in the full
satisfaction and payoff of, among other things, the Second Term
Loan and the First Term Loan with Pacific City Bank.

The Debtor contends that upon the closing of the sale of the
Affiliate Commercial Property, the only remaining secured debts
against the Debtor's cash and other assets will be: (a) Pacific
City Bank's SBA Loan, in the approximate sum of $1,660,000, (b) the
loan from Fashblvd, in the approximate sum of $6,000, and (c) the
tax lien held by the California SBOE, in the approximate sum of
$24,160. The Debtor also contends that at that point, that Pacific
City Bank, Fashblvd., Inc. and the California SBOE will be
adequately protected by an equity cushion of more than 160%.

Furthermore, the Debtor submits that the value of Pacific City
Bank's, Fashblvd., Inc.'s and the California SBOE's interest in its
cash collateral will be adequately protected by, among other
things, the maintenance and continued operation of the Debtor's
business.

The Debtor also proposes to provide Pacific City Bank, Fashblvd.,
Inc. and the California SBOE with replacement liens and security
interests against its post-petition assets, with such replacement
liens to have the same extent, validity, and priority as their
respective pre-petition liens held against the Debtor's assets.

A hearing  to consider the Debtor's motion to use cash collateral
will be held on April 27, 2017 at 8:30 a.m.

A full-text copy of the Debtor's Motion, dated March 31, 2017, is
available at https://is.gd/0lmnQe

                   About Blue Bee, Inc.

Blue Bee, Inc., d/b/a ANGL, is headquartered near downtown Los
Angeles, California in Vernon, California and, as of its bankruptcy
filing, has a workforce of approximately 110 employees.  In 2015,
it generated annual gross revenues of more than $24 million

Blue Bee is a retailer doing business under the "ANGL" brand,
offering stylish and contemporary women's clothing at reasonable
prices to its fashion-savvy customers.  As of the bankruptcy
filing, it owns and operates 21 retail stores located primarily in
shopping malls throughout the state of California.  Since the
opening of its first Retail Store in 1992 along Melrose Avenue in
Los Angeles, California, Blue Bee has focused on bringing designer
fashion to a wider audience.

Blue Bee, Inc., filed a chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-23836) on Oct. 19, 2016.  The petition was signed by Jeff
Sungkak Kim, president.  The Debtor is represented by Juliet Y. Oh,
Esq., at Levene, Neale, Bender, Yoo & Brill LLP.  The case is
assigned to Judge Sandra R. Klein.  The Debtor estimated assets and
liabilities at $1 million to $10 million.


CANDY INTERMEDIATE: Moody's Lowers CFR to B3 Over Credit Metrics
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
(CFR) and Probability of Default Rating (PDR) of Candy Intermediate
Holdings, Inc. (a wholly owned subsidiary of Ferrara Candy Company
Holdings, Inc.) to B3 from B2 and to B3-PD from B2-PD,
respectively. As a result of this rating action, the company's $535
million principal first lien term loan due 2023 was downgraded one
notch to B3 from B2. The rating outlook has been changed to
negative from stable.

The downgrade of the CFR is largely driven by the relatively rapid
deterioration in credit metrics that occurred during the company's
fiscal fourth quarter and Moody's expectation that metrics will
remain challenged through at least the first half of FY17 before
improving thereafter. The downgrade also incorporates Moody's
expectation that the company will maintain an adequate liquidity
profile supported by its $150 million ABL facility. Moody's expects
that the facility will be more than two-thirds drawn for much of
the year owing to the company's peak working capital season
spanning the May to September timeframe prior to being partially
paid down by FYE17 when net working capital requirements ease.

The company's leverage for the twelve months ended December 31,
2016 (FY16) was approximately 6.4 times as measured by
debt-to-EBITDA (all ratios are Moody's adjusted unless otherwise
stated). However, this EBITDA calculation includes $60 million of
add-backs for non-recurring charges including approximately $10
million for network optimization (i.e. plant realignment), organic
start-up costs of nearly $18 million, other corporate costs of
roughly $9.5 million, dividend refinancing and dual track sale/IPO
process expenses of $18 million, and non-cash asset write-downs of
$2 million.

"Ferrara Candy experienced a number of operational challenges in
late 2016 that impacted both its top-line and profitability. Some
were non-recurring, and management is taking action to address the
other matters, but Moody's need to see their efforts gain traction
prior to stabilizing the rating outlook" said Moody's Vice
President Brian Silver. "Also, the company remains highly reliant
on its ABL facility. While Moody's continues to anticipate
liquidity will remain adequate over the next twelve months,
additional operational missteps could weaken liquidity and lead to
a downgrade," added Silver.

The following ratings have been downgraded at Candy Intermediate
Holdings, Inc.:

Corporate Family Rating to B3 from B2;

Probability of Default Rating to B3-PD from B2-PD;

$535 million principal senior secured first lien term loan B due
2023 to B3 (LGD3) from B2 (LGD3).

The rating outlook has been changed to negative.

RATINGS RATIONALE

The B3 Corporate Family Rating reflects Candy Intermediate
Holdings, Inc.'s (a wholly owned subsidiary of Ferrara Candy
Company Holdings, Inc. or "Ferrara") high leverage and moderate
size relative to the rated packaged goods universe, and Moody's
expectation that leverage will remain elevated through at least the
first half of FY17 before improving thereafter. The company is also
expected to maintain an adequate liquidity profile over the next 12
months, supported by maintenance of at least $30 million of total
liquidity under its $150 million ABL at all times. Ferrara's
business is characterized by a high degree of seasonality in its
earnings and cash flow generation. Also, the company competes
against both private label and larger players with greater
financial resources and brand recognition in a challenging consumer
spending environment. The rating also considers the company's
private equity ownership and aggressive financial policy,
highlighted by the relatively large dividend payment made in
connection with the June 2016 recapitalization, as well as possible
event risk from future dividend payments. At the same time, the
rating recognizes the company's good scale and market position in
the US non-chocolate confectionary category. Ferrara maintains a
solid product portfolio with a number of well-recognized brands
while maintaining good channel diversification and a moderate
degree of customer concentration.

The negative outlook reflects Moody's expectation that
profitability will remain challenged through at least the first
half of the year and that the company's liquidity position could
weaken from adequate levels if operating performance does not
improve. In order to change the outlook to stable Moody's would
require evidence of stabilization of operating performance and
improved liquidity.

The ratings could be upgraded if Moody's adjusted debt-to-EBITDA
improves such that it approaches 5.5 times and EBIT-to-interest
improves and is sustained above 1.5 times. Also, the company would
be expected to reduce its ABL reliance prior to any upward rating
movement.

The ratings could be downgraded if Moody's adjusted debt-to-EBITDA
is sustained above 7.0 times and if EBIT-to-interest approaches 1.0
time. Also, if ABL reliance increases and cash flow generation does
not materialize as anticipated, the ratings could be downgraded.

The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.

Ferrara Candy Company Holdings, Inc. (Ferrara), parent holding
company of Candy Intermediate Holdings, Inc., is primarily a
manufacturer of branded non-chocolate products, private label
confectionary products as well as a participant in various
co-manufacturing programs. Ferrara was formed in May 2012 through
the merger of Farley's and Sathers Inc. (F&S) and Ferrara Pan Candy
Co, Inc. (Ferrara Pan). The company is understood to be the third
largest US based non-chocolate confectionary company with one of
the broadest product portfolios in the category. Ferrara's brands
include Brach's, Bob's, Black Forest, Trolli, Lemonheads,
Jujyfruits, Atomic Fireballs, Boston Baked Beans, Chuckles, and Now
and Later. The company is majority owned by Catterton Partners.
Preliminary unaudited net sales for the twelve months ended
December 31, 2016 were approximately $859 million.


CATASYS INC: Files Amendment No.2 to $15 Million Prospectus
-----------------------------------------------------------
Catasys, Inc. filed with the Securities and Exchange Commission an
amended Form S-1 registration statement in connection with the
offering of $15,000,000 shares of common stock, $0.0001 par value
per share.  The Company amended the Registration Statement to delay
its effective date.

The Company's common stock is quoted on the OTCQB Marketplace under
the symbol "CATS".  On March 30, 2017, the last reported sale price
for the Company's common stock as reported on the OTCQB Marketplace
was $1.61 per share.  The Company has applied to list its common
stock on The NASDAQ Capital Market under the symbol "CATS".  No
assurance can be given that its application will be approved.

A full-text copy of the Form S-1/A is available for free at:

                     https://is.gd/wbyUe1

                      About Catasys, Inc.

Catasys, Inc. provides big data based analytics and predictive
modeling driven behavioral healthcare services to health plans and
their members through its OnTrak solution. Catasys' OnTrak
solution--contracted with a growing number of national and regional
health plans--is designed to improve member health and, at the same
time, lower costs to the insurer for underserved populations where
behavioral health conditions cause or exacerbate co-existing
medical conditions.  The solution utilizes proprietary analytics
and proprietary enrollment, engagement and behavioral modification
capabilities to assist members who otherwise do not seek care
through a patient-centric treatment that integrates evidence-based
medical and psychosocial interventions along with care coaching in
a 52-week outpatient treatment solution.

Catasys reported a net loss of $17.93 million on $7.07 million of
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $7.22 million on $2.70 million of revenues for the year ended
Dec. 31, 2015.  As of Dec. 31, 2016, Catasys had $3.10 million in
total assets, $28.43 million in total liabilities and a total
stockholders' deficit of $25.32 million.

The Company's independent accounting firm Rose, Snyder & Jacobs
LLP, in Encino, California, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that the Company has continued to incur
significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2016, and continues to
have negative working capital at Dec. 31, 2016.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


CICERO INC: Reports Net Loss of $3.90 Million for 2016
------------------------------------------------------
Cicero Inc. filed with the Securities and Exchange Commission its
annual report on Form 10-K disclosing a net loss applicable to
common stockholders of $3.90 million on $1.25 million of total
operating revenue for the year ended Dec. 31, 2016, compared to a
net loss applicable to common stockholders of $3.81 million on
$1.94 million of total operating revenues for the year ended
Dec. 31, 2015.

As of Dec. 31, 2016, the Company had $412,000 in total assets,
$11.54 million in total liabilities and a total stockholders'
deficit of $11.13 million.

The Company's cash was $91,000 on Dec. 31, 2016, compared with
$1,009,000 on Dec. 31, 2015, a decrease of $918,000.  The Company
incurred a net loss of $3,908,000 for the year ended Dec. 31, 2016,
compared to net loss of $2,843,000 for the previous fiscal year.
The Company has experienced negative cash flows from operations for
fiscal 2016 and 2015.  At Dec. 31, 2016, the Company had a working
capital deficiency of $11,142,000.

Operating activities utilized $1,949,000 in cash, which was
primarily comprised of the loss from operations of $3,908,000, a
gain on the write of old liabilities of $87,000, an increase in
accounts receivable of $22,000 and a decrease in trade payables and
other accruals of $224,000.  This was offset by non-cash charges
for depreciation of $5,000 and stock-based compensation expense of
$3,000, impairment of goodwill of $1,658,000, amortization of debt
discount of $268,000, a decrease in prepaid expenses of $201,000
and an increase in deferred revenue of $157,000.

The Company utilized approximately $3,000 in cash updating the
Company's network and computer equipment.

Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has suffered
recurring losses from operations and has a working capital
deficiency as of Dec. 31, 2016.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

A full-text copy of the Form 10-K is available for free at:

                    https://is.gd/fNxnHZ
   
                      About Cicero Inc.

Cary, N.C.-based Cicero, Inc., provides business integration
software solutions and also provides technical support, training
and consulting services as part of its commitment to providing
customers with industry-leading solutions.

The Company focuses on the customer experience management market
with emphasis on desktop integration and business process
automation with its Cicero XM(TM) products.  Cicero XM enables the
flow of data between different applications, regardless of the
type and source of the application, eliminating redundant entry
and costly mistakes.


COCRYSTAL PHARMA: Incurs $74.8 Million Net Loss in 2016
-------------------------------------------------------
Cocrystal Pharma, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$74.87 million on $0 grant revenues for the year ended Dec. 31,
2016, compared to a net loss of $50.12 million on $78,000 of grant
revenues for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, Cocrystal Pharma had $124.88 million in total
assets, $22.56 million in total liabilities and $102.31 million in
total stockholders' equity.

"The Company has no pharmaceutical products approved for sale, has
not generated any revenues to date from pharmaceutical product
sales, and has incurred significant operating losses since
inception.  The Company has never been profitable and has incurred
losses from operations of $105.8 million, $53.9 million and $5.8
million in the years ended December 31, 2016, 2015 and 2014,
respectively.  The Company does not believe that its cash and cash
equivalents of $3.6 million as of December 31, 2016 are sufficient
to fund its operations for the next twelve months.  The ability of
the Company to continue as a going concern is dependent on the
Company obtaining adequate capital to fund operating losses until
it becomes profitable.  The Company can give no assurances that any
additional capital that it is able to obtain, if any, will be
sufficient to meet its needs, or that any such financing will be
obtainable on acceptable terms.  If the Company is unable to obtain
adequate capital, it could be forced to cease operations or
substantially curtail its commercial activities.  The Company
believes these conditions raise substantial doubt as to the
Company's ability to continue as a going concern.

"In order to continue as a going concern, the Company will need,
among other things, additional capital resources.  Management plans
to obtain such resources for the Company include obtaining capital
from the sale of its equity securities during 2017. However,
management cannot provide any assurance that the Company will be
successful in accomplishing any of its plans."

A full-text copy of the Form 10-K is available for free at:

                    https://is.gd/LXkIHT

                    About Cocrystal Pharma

Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases.  Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs.  These technologies and the Company's market-
focused approach to drug discovery are designed to efficiently
deliver small molecule therapeutics that are safe, effective and
convenient to administer.

The Company's primary business going forward is to develop novel
medicines for use in the treatment of human viral diseases.
Cocrystal has been developing novel technologies and approaches to
create first-in-class and best-in-class antiviral drug candidates
since its initial funding in 2008.  Subsequent funding was
provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals
Industries, Ltd., or Teva, in 2011.  The Company's focus is to
pursue the development and commercialization of broad-spectrum
antiviral drug candidates that will transform the treatment and
prophylaxis of viral diseases in humans.  By concentrating the
Company's research and development efforts on viral replication
inhibitors, the Company plans to leverage its infrastructure and
expertise in these areas.


CONDADO RESTAURANT: Amends Plan to Address U.S. Trustee Objection
-----------------------------------------------------------------
Condado Restaurant Group, Inc., and Restaurant Associates of Puerto
Rico, Inc., filed with the U.S. Bankruptcy Court for the District
of Puerto Rico an amended disclosure statement dated April 1, 2017,
explaining their amended plan of reorganization.

Class 4 equity security and other interest holders includes Chef
Dayn and Nancy Moon Smith who hold the stock of the Debtors and
will continue to own the equity security in the reorganized
Debtors.  This class will not receive dividends distribution under
the Amended Plan until all senior classes have been paid in full.


The Amended Disclosure Statement addressed the U.S. Trustee's
objection.  The Debtors stated that while the U.S. Trustee
indicated in paragraph 10 of its objections to Debtors' Disclosure
Statement that the Debtors' "Plan and Disclosure Statement advocate
for the Debtors' principal, which may create a conflict of interest
as neither the Debtors nor their attorneys, represent the
individual interests of the Debtors' principals or officers," the
Debtors contend that their interests and the interests of the
non-Debtor principals are so inextricably intertwined that without
the services of Chef Dayn, Chef Lindell, Nancy Moon Smith, and
Angel Maldonado, the Debtors would have no chance of promulgating a
feasible or confirmable plan or of successfully reorganizing their
businesses.

This is particularly true because both Chef Dayn and Nancy Moon
Smith, the co-owners of Glen Gordon Manor and its nearly $2 million
in equity, have agreed to provide a second mortgage on Glen Gordon
Manor (which has some $2 million in equity), pari passu, to
Hacienda and the IRS for their respective allowed priority claims
(in the case of Hacienda, for what may ultimately be determined by
the Bankruptcy Court to be the amount of Hacienda's priority claim,
the Debtors said.  That mortgage constitutes a capital contribution
by the Debtors' equity security holders to the Debtors and their
reorganization and thereby absolves any perceived violation of the
Absolute Priority Rule set forth in Section 1129 of the U.S.
Bankruptcy Code, the Debtors assert.

A copy of the Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/prb16-01329-140.pdf

The Debtors' Plan filed last year proposed to pay general unsecured
creditors 75% of their allowed claims of over 72 months.

                     About Condado Restaurant

Condado Restaurant Group, Inc., and Restaurant Associates of Puerto
Rico filed for Chapter 11 bankruptcy protection (Bankr. D. P.R.
Case Nos. 16-01329 and 16-01330) on Feb. 24, 2016.  The petitions
were signed by Dayn Smith, president.  The Debtors' cases were
consolidated on May 12, 2016, in lead Case No. 16-01329.

The Debtors are represented by Javier A. Vega Villalba, Esq., at
Weinstein Bacal & Miller, PSC.  The Debtor hired Acosta & Ramirez
as financial consultant.

Condado Restaurant Group, Inc., estimated assets and liabilities at
between $1 million and $10 million.  Restaurant Associates of
Puerto Rico, Inc., estimated assets at $100,000 to $500,000 and
liabilities at $1 million to $10 million.


CSSH INC: Plan Outline Okayed, Plan Hearing Set for May 3
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan will
consider approval of the Chapter 11 plan of reorganization of CSSH,
Inc., at a hearing on May 3, at 11:00 a.m.

The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on March 30.

The order set an April 26 deadline for creditors to file their
objections and cast their votes accepting and rejecting the
proposed plan.

The plan filed on March 28 proposes to pay Class 4 unsecured
creditors 20% of their claims over five years, with the first pro
rata distribution due 12 months from confirmation of the plan.
Unsecured creditors are owed $58,238.29.

A projection of CSSH's future income and expenses for the
restructuring plan shows that the company has the ability to meet
the obligations set forth by the plan.  The plan contemplates
monthly payment obligations while the projections reflect
profitability on an ongoing basis in excess of that amount.

A copy of the proposed plan is available for free at:

                https://is.gd/RmqNBV

                  About CSSH Inc.

CSSH, Inc., operates a Mediterranean Restaurant in Flint, Michigan.
The restaurant is operated by the corporation's sole shareholder
Carmel Halloun.  The restaurant, which also does some catering,
employs 12 full and part-time employees.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Mich. Case No. 16-32129) on September 14, 2016.

The case is assigned to Judge Daniel S. Oppermanflint.

The Debtor is represented by George E. Jacobs, Esq.


DOMINICA: Can No Longer Use Cash Collateral, Rents Paid to Endeavor
-------------------------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts prohibited Dominica, LLC from further using cash
collateral and from collecting the rents.

Endeavor Capital North, LLC is authorized to have the rents
currently being paid by all three tenants of the Debtors to be paid
directly to Endeavor Capital pursuant to its Assignment of Leases
and Rents commencing with the payments due April 1, 2017.

Endeavor Capital North, LLC believes that at present, the Debtor is
collecting rental payments at the Debtor's property which, based
upon what the Debtor has submitted, total $4,375 per month.

Endeavor Capital relates that the Debtor has previously been
allowed by the Court to use cash collateral but the Court did not
order any adequate protection payments.  Endeavor Capital asserts
that it is the only lien holder with a contractual right to collect
rents from the tenants at the Property.  While both Endeavor
Capital and Santander Bank have liens against the Debtor's
property, Endeavor Capital, however, has a recorded Assignment of
Leases and Rents and Santander Bank does not.  Santander Bank's
mortgage is with the Debtor's principal who is the prior owner of
the Property and, therefore, Santander Bank has no contractual
claim to any of the lease payments being made by any of the tenants
in the Property.

                    About Dominica LLC

Dominica LLC owns and manages the three family house known and
numbered as 20 Sutton Street, Boston (Mattapan) Massachusetts.

Dominica LLC filed a Chapter 11 petition (Bankr. D. Mass. Case No.
16-13461) on Sept. 8, 2016.  The petition was signed by Evangeline
Martin, manager.  The Debtor estimated assets and liabilities at
$500,001 to $1 million at the time of the filing.

Michael Van Dam, Esq., at Van Dam Law LLP, is serving as
bankruptcy
counsel to the Debtor.


DOMINICA: Must Show Cause Not to Dismiss Case or Convert to Ch. 7
-----------------------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts, on March 28, 2017 ordered the Debtor to show
cause, in writing, within 21 days of the date of the Order, why its
case should not be dismissed or converted to a case under Chapter
7, or why the Court should not appoint a Chapter 11 Trustee.

The Court will schedule a hearing to consider the Debtor's
response.

                    About Dominica LLC

Dominica LLC owns and manages the three family house known and
numbered as 20 Sutton Street, Boston (Mattapan) Massachusetts.

Dominica LLC filed a Chapter 11 petition (Bankr. D. Mass. Case No.
16-13461) on Sept. 8, 2016.  The petition was signed by Evangeline
Martin, manager.  The Debtor estimated assets and liabilities at
$500,001 to $1 million at the time of the filing.

Michael Van Dam, Esq., at Van Dam Law LLP, is serving as
bankruptcy
counsel to the Debtor.


EASTERN OUTFITTERS: Stark & Stark Represents Franklin Shoppers
--------------------------------------------------------------
John R. Weaver, Jr., local counsel for Stark & Stark, P.C., and
Thomas S. Onder, Esq., and Joseph H. Lemkin, Esq., pro hac vice
counsel acting for and on behalf of Stark & Stark, filed on April
3, 2017, an amended verified statement pursuant to Fed. R. Bankr.
Pro. 2019 of multiple representation in the Chapter 11 cases of
Eastern Outfitters, et al., informing the U.S. Bankruptcy Court for
the District of Delaware that a third commercial landlord has been
added.

As reported by the Troubled Company Reporter on March 15, 2017, the
Firm previously filed with the Court a verified statement pursuant
to Fed. R. Bankr. Pro. 2019 of multiple representation in the
Chapter 11 cases, listing only Levin Management Corporation and
Charles River Realty as its clients.

The Firm now represents approximately three commercial landlords,
Levin Management Corporation as Agent for Somerset County Shopping
Center, Charles River Realty as Agent for Nashua 281 Ventures
Realty and Franklin Shoppers Fair, Inc., against the Debtors.

The name, address and lease date for Landlords as to their claims
against Debtors as of the Petition date are:

     a. Levin Management Corporation
        Agent for Somerset County Shopping Center
        Somerset County Shopping Center
        347 US Highway 202/206 South
        Bridgewater, NJ 08807
        Date of Lease: April 25, 1999

     b. Charles River Realty
        Agent for Nashua 281
        Realty Ventures, LLC
        281 Daniel Webster Highway
        Nashua, NH 03060
        Date of Lease: Feb. 16, 2012

     c. Franklin Shoppers Fair, Inc.
        Horace Mann Plaza
        Route 140 and Chestnut Street
        Franklin, MA 02038
        Date of Lease: July 12, 2004

Each of the Landlords has a lease with the Debtors and potential
claim for unpaid rent and rejection damages.

The Landlords have been represented by the Firm for varying lengths
of time.  Each Landlord retained the Firm to represent it in this
bankruptcy case.  The Firm has an hourly fee, plus expenses, for
each Landlord.
The filing of the Verified Statement does not waive any rights
including:

     i. Landlords' rights to have final orders in non-core matters

        entered only after de novo review by a district judge;

    ii. Landlords' rights to trial by jury in any proceeding and
        any trial on their claims;

   iii. Landlords' rights to have the reference withdrawn by the
        District Court in any matter subject to mandatory or
        discretionary withdrawal or abstention to the extent not
        previously directed;

    iv. Landlords' rights in not submitting themselves to the
        jurisdiction of the Court; and

     v. any other rights, claims, actions, defenses, reclamations,

        setoffs, or recoupments to which Landlords are or may be
        entitled under any agreement, in law or in equity, all of
        which rights, claims, actions, defenses, reclamations,
        setoffs, and recoupments Stark & Stark’s Landlords'
        expressly reserve.

                  About Eastern Outfitters

Headquartered in Meriden, Connecticut, Eastern Outfitters, LLC,
is the holding company of outdoor sports apparel and equipment
retailers Bob's Stores and Eastern Mountain Sports.

Eastern Outfitters, LLC, aka Subortis Retail Group, LLC, along
with affiliates, filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Lead Case No. 17-10243) on Feb. 5, 2017.  The
petitions were signed by Mark Walsh, chief executive officer.

Judge Laurie Selber Silverstein presides over the cases.

Eastern Outfitters, Subortis IP Holdings, and Eastern Mountain
Sports each estimated its assets and liabilities at between $100
million and $500 million each.

Robert G Burns, Esq., Jennifer Feldsher, Esq., and David M Riley,
Esq., and Mark E. Dendinger, Esq., at Bracewell LLP serve as the
Debtors' restructuring counsel.

Norman L. Pernick, Esq., Marion M Quirk, Esq., and Katharina
Earle, Esq., at Cole Schotz P.C. serve as the Debtors' Delaware
counsel.

Alixpartners, LLP, is the Debtors' turnaround advisor.  Lincoln
Partners Advisors LLC is the Debtors' financial advisor.  Kurtzman
Carson Consultants is the Debtors' claims and noticing agent.


ESSEX CONSTRUCTION: Court Denies Exclusivity Extension Bid
----------------------------------------------------------
Judge Thomas J. Catliota has denied Essex Construction, LLC's
exclusivity request.  

As previously reported by The Troubled Company Reporter, the Debtor
sought a 120-day extension of its exclusive plan filing period and
exclusive solicitation period through July 6, 2017, and  October 3,
2017, respectively.

                   About Essex Construction

Essex Construction, LLC, filed a Chapter 11 petition (Bankr. D. Md.
Case No. 16-24661) on Nov. 4, 2016.  The petition was signed by
Roger R. Blunt, president and chief executive officer.  The case is
assigned to Judge Thomas J. Catliota.  At the time of filing, the
Debtor estimated assets to be less than $50,000 and liabilities at
$1 million to $10 million.

The Debtor hired Kim Y. Johnson, Esq., at the Law Offices of Kim Y.
Johnson, and N. William Jarvis, Esq., as legal counsel.

The Debtor has tapped Robert Wrightson as executive vice president;
Marc Hunter as executive assistant to the President and CEO; Mr.
Curtis Bowers as marketing director; and BradyRenner and Company,
LLC as accountant.

The Office of the U.S. Trustee appointed Bradford F. Englander,
Esq., as Chapter 11 trustee on March 17, 2017.  The court confirmed
the appointment on March 21.  Whiteford, Taylor & Preston, LLP
represented the Chapter 11 Trustee.


EXCO RESOURCES: Appoints Randall King as Independent Director
-------------------------------------------------------------
The Board of Directors of Exco Resources, Inc., acting upon the
recommendation of the Nominating and Corporate Governance Committee
of the Board, appointed Randall E. King as a member of the Board
effective March 29, 2017.  Mr. King will also serve on the Audit
Committee and Compensation Committee of the Board.  

Mr. King is a founding member and managing partner of Anderson King
Energy Consultants, LLC.  Prior to forming AK in 2012, Mr. King was
a managing director for Bank of America Merrill Lynch's oil and gas
divestiture business and supervised a team of professionals based
in Houston.  Mr. King joined Petrie Parkman at its founding in 1989
and was extensively involved in closing over $65B of transactions
at the firm.  His experience includes advising clients on over 130
divestitures with Petrie Parkman, as well as numerous acquisition,
merger, fairness opinion, and restructuring assignments for public
and private companies of all sizes.  He has a long history of
working with the public and private upstream independent sector in
providing liquidity options and strategic transaction services.  A
registered petroleum engineer, Mr. King is a former vice president
of Netherland, Sewell & Associates, an engineering consulting firm
based in Dallas, Texas.  Prior to joining Netherland Sewell in
1981, Mr. King held several management and engineering positions
with Exxon Company U.S.A.'s production and corporate planning
departments.  His experience in the oil and gas industry includes a
heavy emphasis on reservoir engineering and reserve and economic
evaluation of oil and gas properties.  Mr. King received his B.S.
(honors) in Petroleum Engineering from the University of Alabama.
Mr. King is an active member of the Society of Petroleum Evaluation
Engineers.

                        About EXCO

EXCO Resources, Inc. is an oil and natural gas exploration,
exploitation, acquisition, development and production company
headquartered in Dallas, Texas with principal operations in Texas,
Louisiana and Appalachia.

Additional information about EXCO Resources, Inc. may be obtained
by contacting Tyler Farquharson, EXCO's vice president of strategic
planning, acting chief financial officer and treasurer, at EXCO's
headquarters, 12377 Merit Drive, Suite 1700, Dallas, TX 75251,
telephone number (214) 368-2084, or by visiting EXCO's Web site at
http://www.excoresources.com/            

As of Sept. 30, 2016, the Company had $685.99 million in total
assets, $1.52 billion in total liabilities and a total
shareholders' deficit of $837.59 million.

Exco Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.

KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that probable failure to comply with a
financial covenant in its credit facility as well as significant
liquidity needs, raise substantial doubt about the Company's
ability to continue as a going concern.

                        *    *    *

The TCR reported in December 2016 that Moody's Investors Service
downgraded EXCO Resources' (XCO) Corporate Family Rating to 'Ca'
from 'Caa2'.  "XCO's downgrade reflects its eroded liquidity
position which is insufficient to fully fund development
expenditures at the level required to stem ongoing production
declines," commented Andrew Brooks, Moody's vice president.
"Absent an injection of additional liquidity, the source of which
is not readily identifiable, EXCO could face going concern risk as
it confronts an unsustainable capital structure."

As reported by the TCR on March 27, 2017, that S&P Global Ratings
raised its corporate credit rating on Dallas-based E&P company EXCO
Resources Inc. to 'CCC-' from 'SD' (selective default).  The rating
outlook is negative.


FAMARCIAS FREDDY: Hires Torres as Financial Consultant
------------------------------------------------------
Famarcias Freddy, seeks authority from the U.S. Bankruptcy Court
for the District of Puerto Rico to employ Anibal Torres as
financial consultant to the Debtor.

Famarcias Freddy requires Torres to:

   a. assist the Debtor in the financial restructuring of its
      affairs;

   b. provide advice in strategic planning and the preparation of
      the Debtor's Monthly Operating Reports.

Torres will be paid at the hourly rate of $50.

Torres will be paid a retainer in the amount of $450.

Torres will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Anibal Torres, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Torres can be reached at:

     Anibal Torres
     Calle Jose C. Barbosa, Suite 165 Altos
     Las Piedras, PR 00771
     Tel: (787) 733-4581
     Fax: (787) 733-2670
     E-mail: anibalboly@gmail.com

                   About Famarcias Freddy

Famarcias Freddy, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-03150) on April 21, 2016.  Bankruptcy
Judge Brian K Tester dismissed the case in an order dated Aug. 24,
2016.  The case was terminated Sept. 16, 2016.

Farmacias Freddy, Inc., based in Naguabo, Puerto Rico, filed
another Chapter 11 bankruptcy petition (Bankr. D. P.R. Case No.
16-09980) on December 23, 2016.  Judge Tester presides over the
second case.  Jesus Enrique Batista Sanchez, Esq., at The Batista
Law Group, PSC, serves as Chapter 11 counsel.  In its petition, the
Debtor listed $646,094 in total assets and $1.05 million in total
liabilities.  The petition was signed by Ivan Garcia, president.


FARMHAND SUPPLY: Tax Claims to be Paid in Five Annual Installments
------------------------------------------------------------------
Farmhand Supply, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of Missouri a second amended disclosure statement
dated April 1, 2017, and accompanying second amended plan of
reorganization.

Class 2 will include claims for taxes incurred prior to the
commencement of the reorganization case by the United States of
America, any state taxing authority, by Stoddard County, Dunklin
County, Missouri, or any other public taxing authority.  The Class
2 claimants, if any claims are filed and approved by the Court,
will receive deferred cash payments in five equal annual
installments starting within 60 days after confirmation of the
plan and then one year from that date and on each succeeding annual
anniversary of that date to pay out in full the amount of any
allowed and approved claim including interest at the rate provided
for by applicable Missouri statutes and regulations governing the
payment of taxes or by Section 6621 of the Internal Revenue Code in
the event of a claim by the United States of America.  If there is
a disputed claim not yet resolved when the first annual payment is
due, the annual payment or payments will be escrowed until the
Court rules on the claim(s) and objection(s) to same.  

Under the First Amended Plan, the Class 2 claimants would receive
deferred cash payments in six equal annual installments beginning
within 60 days after Confirmation of the Plan and then one year
from that date and on each succeeding annual anniversary of that
date to pay out in full the amount of any allowed and approved
claim including interest at the rate provided for by applicable
Missouri statutes and regulations governing the payment of taxes or
by Section 6621 of the Internal Revenue Code in the event of a
claim by the United States of America.

The Second Amended Disclosure Statement says that in no event will
it take longer than five years from the original due date of each
respective tax obligation to pay all Class 2 claims in full
including interest.  In the event that the Missouri Department of
Revenue's Allowed Administrative Expenses, Allowed Secured Claims,
Allowed Priority Tax Claims, and Allowed General Unsecured Claims
are not paid in accordance with the terms of the Plan of
Reorganization or confirmation court order, the Debtor will be in
default.  The Department will provide Debtor with written notice of
the default by mail.  If default is not made good within 15 days
after notification, the entire principal and accrued interest will
at once become due and payable without further notice.  The
Department may thereafter proceed with either or all of the
following remedies: (a) enforce the entire amount of its claim
under Missouri law; (b) exercise any and all its  rights  and
remedies under Missouri law; (c) seek relief as may be appropriate
in the Court.

Class 4 consists of the fully secured claim of Linhai Powersports.
This claim is for an inventory of ATVs and UTVs floor planned for
Debtor by this Class 4 Creditor.  The total amount owed is $25,245.
The Debtor will pay this claim in full with the agreed contract
interest rate by paying $5,000 by Nov. 1, 2017, $5,000 by Nov. 1,
2018, and $5,000 by Nov. 1, 2019.  The final balance, including all
principal and interest still owing will be paid in full by Nov. 1,
2020.

A copy of the Second Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/moeb16-10742-57.pdf

Farmhand Supply, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. E.D. Mo. Case No. 16-10742) on Sept. 9, 2016, estimating
its assets and liabilities at $0 to $50,000 each.  J. Michael
Payne, Esq., at Limbaugh, Russell, Payne & Howard, serves as the
Debtor's bankruptcy counsel.


FORTERRA FINANCE: S&P Rates $1.25 Billion Term Loan 'B'
-------------------------------------------------------
S&P Global Ratings said that it assigned its 'B' issue-level rating
(the same as the corporate credit rating) to Dallas-based Forterra
Inc.'s first-lien term loan (aggregate face value of $1.25 billion
pro forma for the transaction).  The recovery rating is '3'.  The
'3' recovery rating indicates S&P's expectation of meaningful
(50%-70%; rounded estimate: 65%) recovery in the event of payment
default.

Forterra Inc. is repricing its existing $1.05 billion first-lien
term loan due 2023.  Forterra is also proposing to issue a $200
million incremental first-lien term loan under its wholly owned
subsidiary, Forterra Finance LLC, in conjunction with the
transaction.  It will use the proceeds of the incremental term loan
to pay borrowings under its $300 million asset-based lending (ABL)
credit facility due 2021.

The corporate credit rating on Forterra Inc. is 'B' with a stable
outlook.

                      RECOVERY ANALYSIS

Key analytical factors

S&P Global Ratings' simulated default scenario contemplates a
reorganization value for the company of $1 billion, reflecting
emergence EBITDA of about $205 million and a 5x multiple.  S&P's
emergence EBITDA assumption contemplates a significant rebound in
profitability following the sharp cyclical downturn that S&P
believes is required for the company to default with the proposed
capital structure.  As a result, S&P's EBITDA assumption does not
purport to represent a default-level EBITDA, which S&P thinks could
be substantially lower.  The 5x multiple is within the 5x to 6x
range that S&P generally uses for building products companies.

S&P's simulated default scenario contemplates a default in 2020
stemming from a construction downturn in the company's core
residential and nonresidential end markets, increased competition,
increased operating costs, and the failure to perform at
expectations.  These factors would hamper margins and cash flow,
resulting in an inability to meet fixed charges and prompting the
need for a bankruptcy filing or restructuring.

For purposes of S&P's default scenario, it assumed aggregate
borrowings of about $165 million under the ABL facility,
representing 60% usage of the $300 million commitment less
approximately $10 million in undrawn letters of credit.

Simulated default assumptions

   -- Year of default: 2020
   -- EBITDA at emergence: $205 million
  -- Implied enterprise valuation (EV) multiple: 5x
   -- Gross EV: $1 billion

Simplified waterfall

   -- Net EV (after 5% administrative costs): $985 million
   -- Estimated priority claims (60% usage of $300 million
      ABL facility, net of about $10 million of undrawn letters of

      credit): $165 million
   -- Remaining value: $820 million
   -- Estimated senior secured claims: $1.25 billion
      -- Recovery expectation: 50% to 70% (Rounded estimate: 65%)

Ratings List

Forterra Inc.
  Corporate credit rating              B/Stable/--

New Rating On Repricing And Upsizing Of The Term Loan

Forterra Finance LLC
Senior Secured
  $1.25 bil term loan due 2023         B
   Recovery Rating                     3(65%)


FOUNTAINS OF BOYNTON: May 3 Hearing on UST's Dismissal Bid
-----------------------------------------------------------
The Clerk of Court of the U.S. Bankruptcy Court for the Southern
District of Florida announced on the record in open court during
the hearing on April 5 that the request of the U.S. Trustee for
dismissal or conversion of the Chapter 11 case to a Chapter 7
liquidation will again be taken up at a hearing scheduled for May
3, 2017, at 2:00 p.m. in West Palm Beach, Florida.

At the hearing on April 5, the Court considered:

     -- the Motion to Continue Confirmation Hearing and Related
Deadlines filed by Debtor Fountains of Boynton Associates, Ltd.;

     -- the Motion to Sell Free and Clear of Liens (Substantially
All of the Debtor's Assets), in addition to Motion to Approve
Bidding Procedures; Approve the Notice of Sale; Scheduling an
Auction to Accept Higher and Better Bids; and Scheduling Hearing to
Approve Sale Arising Out of Auction Filed by Debtor Fountains of
Boynton Associates, Ltd.;

     -- Renewed Motion to Compel Debtor to Assume or Reject
Executory Contract or, Alternatively, for Relief From the Automatic
Stay Filed by Creditor Future Energy Solutions Contracts No. 1
LLLP.

In a motion filed March 31, Fountains of Boynton Associates, Ltd.,
asked the Bankruptcy Court for the Southern District of Florida to
extend its exclusive plan solicitation period through and including
April 6, 2017.  

The Debtor filed a Second Amended Plan of Reorganization and
Disclosure Statement on February 21, 2017 and was scheduled for a
confirmation hearing on April 5.

According to the Debtor, given that no ballots have been filed
rejecting the Plan, it appears likely that the Plan will be
confirmed on April 5. It is thus reasonable to extend the
Solicitation Period through April 6 so that the Plan can confirmed,
the Debtor asserts.

In February 2017, Brian Bandell, Senior Reporter at South Florida
Business Journal, reported that the $53 million sale of the
Publix-anchored Fountains of Boynton shopping center to a New
Jersey company has fallen through, potentially leading to an
auction.  The sale of the 185,372-square-foot retail center near
Boynton Beach to Cedar Holdings, managed by Mark Tress in New
Jersey, was requested by Fountains of Boynton Associates on Jan. 9.
The plan was confirmed on Jan. 23 with the sale was anticipated to
close by Feb. 9.  

However, on Jan. 27 Fountains of Boynton Associates filed an
emergency motion for the bankruptcy court to declare the sales
agreement with Cedar Holding "not in effect."  According to the
Business Journal, Fountains of Boynton Associates said at that time
it will soon file an amended plan calling for a bankruptcy auction.
It would allow its mortgage holder, Hanover Acquisition, to credit
bid up to $50.5 million. If the sale price is less than $54.1
million, Hanover would accept a $50.5 million payoff, but any
proceeds over that amount would be split between Hanover and the
debtor.

             About Fountains of Boynton Associates

Fountains of Boynton Associates, Ltd., a single asset limited
partnership, owns real property that is part a shopping mall
commonly known as the Fountains of Boynton, which is located at the
northwest corner of Jog Road and Boynton Beach Boulevard, in
Boynton Beach, Florida.

The Debtor sought Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-11690) on Feb. 5, 2016.  The petition was signed
by John B. Kennelly, manager.  The Hon. Erik P. Kimball oversees
the case. The Debtor disclosed total assets of $71,421,648 and
total liabilities of $53,672,029 at the time of filing.  Bradley S
Shraiberg, Esq., and Patrick Dorsey, Esq., at Shraiberg, Ferrara, &
Landau, serve as the Debtor's counsel.  

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Fountains of Boynton Associates, Ltd.


GARLAND FIDELITY: Taps Eric A. Liepins as Legal Counsel
-------------------------------------------------------
Garland Fidelity Services, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire legal
counsel.

The Debtor proposes to hire Eric A. Liepins, P.C. to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.

Eric Liepins, Esq., will be paid $275 per hour for his services.
The hourly rates charged by the firm for its paralegals and legal
assistants range from $30 to $50.

Mr. Liepins disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor's bankruptcy estate.

The firm can be reached through:

     Eric A. Liepins, Esq.
     Eric A. Liepins, P.C.
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Telephone: (972) 991-5591
     Fax: (972) 991-5788
     Email: eric@ealpc.com

                 About Garland Fidelity Services

Based in Garland, Texas, Garland Fidelity Services, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Texas Case No. 17-31105) on March 28, 2017.  The case is assigned
to Judge Harlin DeWayne Hale.

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.


GCI INC: S&P Puts 'BB-' CCR on CreditWatch Negative
---------------------------------------------------
S&P Global Ratings said that it placed its 'BB-' corporate credit
rating and 'BB+' senior secured debt rating on Anchorage,
Alaska-based diversified telecommunications provider GCI Inc. on
CreditWatch with negative implications.

At the same time, S&P placed the 'BB-' issue-level rating on GCI's
senior unsecured debt on CreditWatch with developing implications.


The CreditWatch placement follows GCI's announcement that it
entered into an agreement to be acquired by Liberty Interactive
Corp. (BB/Negative/--) through a reorganization.  Certain Liberty
Venture Group (Liberty Ventures) assets and liabilities will be
contributed to GCI in exchange for controlling interest in GCI.
Liberty Interactive will then effect a tax-free separation of its
controlling interest in the combined company, which will be renamed
GCI Liberty Inc., to the holders of Liberty Ventures common stock
in full redemption of all outstanding shares of that stock.  The
transaction represents an enterprise value of about $2.7 billion
and equity value of $1.2 billion and is expected to close in the
first quarter of 2018.

The CreditWatch negative placement is based on S&P's view that the
additional debt is likely to result in higher leverage,
notwithstanding the improvement in asset coverage for GCI
creditors.  As a result, S&P believes that adjusted debt to
EBITDA--which is above 5x following the company's recent draw on
the revolving credit facility, compared to 4.9x as of Dec. 31,
2016--is likely to be above our 5x threshold for the 'BB-' rating,
depending on whether S&P incorporates the new debt in its adjusted
credit metrics for GCI.

The CreditWatch developing listing on GCI's senior unsecured debt
reflects S&P's view that recovery prospects for unsecured creditors
are likely to improve because of the increased asset value
associated with the equity stakes in the other entities being
contributed to GCI Liberty.  As a result, ratings on the unsecured
debt depend on the extent of asset value S&P attributes and the
final outcome of GCI's issuer credit rating.

Other assets that will be included in GCI Liberty are equity stakes
in Charter Communications Inc., Liberty Broadband Corp, Evite, and
LendingTree Inc.  

Before the split-off of GCI Liberty, it intends to execute and draw
down in full on a $500 million margin loan against its
42.7 million Series C shares of Liberty Broadband.  Liberty
Interactive will also offer to exchange its 1.75% Charter
exchangeable notes due in 2046 for mirror debentures of GCI
Liberty, which S&P expects will total about $750 million.

S&P believes the exchangeable debentures will be structurally
subordinate to GCI's existing credit facility and notes but will be
serviced by the entire GCI Liberty complex, including GCI's
operating subsidiaries.  Since the other subsidiaries of GCI
Liberty constitute equity stakes in other companies, S&P believes
that GCI's cash flows will be used to service this debt.  S&P
believes the margin loan will be nonrecourse to GCI, although GCI
will have a junior claim with respect to the residual value at that
entity.

CreditWatch

S&P expects to give further guidance on the CreditWatch resolution
before acquisition closes.  S&P's CreditWatch resolution will
partially depend on its view of the new debt that will be a part of
the GCI Liberty structure and whether S&P consolidates this debt in
our adjusted credit measures.  S&P will also consider the company's
longer-term financial policy, including the potential for
debt-financed acquisitions or shareholder returns.  S&P expects a
downgrade, if any, will likely be limited to one or two notches.


GORDMANS STORES: Nearly 600 Workers to Lose Jobs in May
-------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that Gordmans
Stores, Inc., sent notices saying that it will be laying off almost
to 600 workers in May when it closes its headquarters and
distribution centers.  According to Law360, the Debtor told state
regulators that it will shut down its Omaha headquarters and
distribution center, as well as another distribution center in
Indiana.

                 About Gordmans Stores, Inc.

Gordmans, Inc. -- http://www.gordmans.com/-- is a retail company  

engaged in the sale of apparel, home goods, and other merchandise.
Founded in 1915, Gordmans operates 106 stores in 62 markets and 22
states throughout the United States and through e-commerce
operations.

Gordmans Stores, Inc., and five of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case
No. 17-80304) on March 13, 2017.  The petitions were signed by
Andrew T. Hall, president, CEO and secretary.  The cases are
assigned to Judge Thomas L. Saladino.

At the time of the filing, the Debtors disclosed $274 million in
assets and $131 million in liabilities.

The Debtors engaged Patrick J. Nash, Jr., Esq., Brad Weiland, Esq.,
and Jamie R. Netznik, Esq. of Kirkland & Ellis LLP, as bankruptcy
counsel.  The Debtors also hired Joyce A. Dixon, Esq. at Kutak Rock
LLP as local counsel, Duff & Phelps as financial advisor, and Epiq
Bankruptcy Solutions LLC as claims and noticing agent.

The Office of the U.S. Trustee on March 15 appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.  The committee members are: (1) Werner
Enterprises, Inc.; (2) Marketplace on First, LC; (3) GGP Limited
Partnership; (4) Catalyst Westowne, LLC; (5) Kellermeyer Bergensons
Services, LLC; (6) DDR Corp.; and (7) Ezrasons Inc.


GREENSHIFT CORP: Delays Filing of 2016 Form 10-K
------------------------------------------------
GreenShift Corporation filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its annual
report on Form 10-K for the year ended Dec. 31, 2016,  because
there was a delay in completing the procedures necessary to close
the books for the year.

                   About Greenshift Corporation

Headquartered in New York, GreenShift Corporation develops and
commercializes clean technologies designed to integrate into and
leverage established production and distribution infrastructure to
address the financial and environmental needs of its clients by
decreasing raw material needs, facilitating co-product reuse, and
reducing waste and emissions.

Greenshift reported net income of $15.8 million on $9.46 million of
revenue for the year ended Dec. 31, 2015, compared to net income of
$941,000 on $12.8 million of revenue for the year ended Dec. 31,
2014.  As of Sept. 30, 2016, Greenshift had $7.03 million in total
assets, $20.34 million in total liabilities and a total
stockholders' deficit of $13.30 million.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has incurred operating losses, and current liabilities
exceeded current assets by approximately $11.4 million as of
Dec. 31, 2015.  In addition, the Company has guaranteed significant
debt of its parent company.  These conditions raise substantial
doubt about its ability to continue as a going concern.


GRUPO ISOLUX: Two Developers Want Co. Liable for Highway Project
----------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that developers
I-69 Development Partners LLC and ROADIS Transportation Holding SLU
want to hold Grupo Isolux Corsan SA liable for its obligations
related to the design, construction, financing, operation and
maintenance of an interstate highway project in Indiana's Morgan
and Monroe counties.

Law360 relates that I-69 Development and ROADIS Transportation have
asked the U.S. Bankruptcy Court for the Southern District of New
York to clarify its recognition of the Debtor's foreign bankruptcy.
The Debtor has various obligations related to the project that
should not be subject to a stay, the report states, citing the two
developers.

                 About Grupo Isolux Corsan

Grupo Isolux Corsan SA is a Spanish construction company.  Isolux
Corsan -- http://www.isoluxcorsan.com/en-- specializes in energy,
construction and concession of large infrastructure projects in
Spain and internationally.

Isolux Corsan said on March 31 , 2017, it had activated the formal
process aimed at avoiding insolvency, as it battles to secure
enough money to remain in business.  

In December 2016, Isolux agreed to a debt restructuring deal with
bondholders and banks, such as Banco Santander, Caixabank and
Bankia, taking 95 percent of the company in a debt for equity swap,
according to Reuters.

The Debtor has over $2.1 billion in restructured debt.


GULFMARK OFFSHORE: Receives Noncompliance Notice from NYSE
----------------------------------------------------------
GulfMark Offshore, Inc., announced that the Company was notified on
March 27, 2017, by the New York Stock Exchange that the trading
price of GulfMark's Class A common stock is not in compliance with
the Exchange's continued listing standard.  The standard requires a
minimum average closing price of $1.00 per share over a period of
30 consecutive trading days.  The NYSE notification has no impact
on the Company's business operations or its ongoing SEC reporting
requirements.  As required by the NYSE, the Company plans to notify
the NYSE, within 10 business days of receipt of such notice,
regarding its intent to cure this deficiency or be subject to the
NYSE's suspension and delisting procedures.

In addition, under the NYSE's rules, the NYSE will promptly
initiate suspension and delisting procedures with respect to the
Company if the NYSE determines that the Company has average global
market capitalization over a consecutive 30 trading-day period of
less than $15 million.  The Company's global market capitalization
is currently significantly less than $15 million, and has been
since March 15, 2017.  Accordingly, the Company may be subject to
suspension and delisting under this NYSE standard.  If the Company
is suspended from trading pending delisting, it is anticipated that
the common stock would be quoted in the "Pink Sheets" of the OTC
Markets Group, Inc.

                          About Gulfmark

GulfMark Offshore, Inc., a Delaware corporation, was incorporated
in 1996.  The Company provides offshore marine support and
transportation services primarily to companies involved in the
offshore exploration and production of oil and natural gas.  The
Company's vessels transport materials, supplies and personnel to
offshore facilities, and also move and position drilling and
production facilities.  The majority of the Company's operations
are conducted in the North Sea, offshore Southeast Asia and
offshore the Americas.  The Company currently operates a fleet of
73 owned or managed offshore supply vessels, or OSVs, in the
following regions: 30 vessels in the North Sea, 13 vessels offshore
Southeast Asia, and 30 vessels offshore the Americas.  The
Company's fleet is one of the world's youngest, largest and most
geographically balanced, high specification OSV fleets.  The
Company's owned vessels have an average age of approximately nine
years.

GulfMark incurred a net loss of $202.97 million in 2016 following a
net loss of $215.23 million in 2015.  The Company's balance sheet
at Dec. 31, 2016, showed $1.05 billion in total assets, $604.3
million in total liabilities and $449.6 million in total
stockholders' equity.

KPMG LLP, in Houston, Texas, issued a "going concern" qualification
in its report on the consolidated financial statements for the year
ended Dec. 31, 2016, noting that the Company expects to be in
violation of certain of their financial covenants which will result
in the Company's debt becoming subject to acceleration, which raise
substantial doubt about its ability to continue as a going
concern.

                          *     *     *

In March 2017, S&P Global Ratings lowered its corporate credit
rating on U.S.-based offshore service provider GulfMark Offshore
Inc. to 'D' from 'CCC-'.  "Gulfmark has entered into a 30-day-grace
period to make the March 15 interest payment on its 6.375% senior
unsecured notes due 2022," said S&P Global Ratings credit analyst
Kevin Kwok.  "The 'D' corporate credit and issue-level ratings
reflect our expectation that company will not make the interest
payment within the 30-day-grace period, and will instead seek a
debt restructuring," he added.

In February 2016, that Moody's Investors Service downgraded
GulfMark Offshore's Corporate Family Rating (CFR) to 'Caa3' from
'B3', Probability of Default Rating (PDR) to 'Caa3-PD' from
'B3-PD', and senior unsecured notes to 'Ca' from 'Caa1'.

Moody's Investors Service downgraded GulfMark Offshore Inc.'s
Corporate Family Rating (CFR) to Ca from Caa3, Probability of
Default Rating (PDR) to Ca-PD from Caa3-PD, and senior unsecured
notes to C from Ca, according to a TCR report dated March 24, 2017.


HIGHLANDS OF MEMPHIS: Hires Special Purpose Professionals
---------------------------------------------------------
The Highlands of Memphis, et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Tennessee to employ
special purpose professionals to the Debtors.

Highlands of Memphis intend to hire these special purpose
professionals:

     a. Hummingbird Risk Advisors; and

     b. Hagwood Adelman Tipton, PC.

Highlands of Memphis requires the special purpose professionals to
represent the Debtors in miscellaneous professional and general
negligence matters arising in the ordinary course of the Debtor's
business, unrelated to the Chapter 11 case.

Hummingbird Risk Advisors will be paid as follows:

   -- Monthly maintenance of all general           $5,000 annual
      and professional liability programs
      and periodic loss reporting

   -- Per claims fees relating to record           $500-$5,000
      requests, potentially compensable
      event, and notice of intent

   -- Services relating to coordination of         $125-$175
      discovery materials necessary for any
      lawsuit, mediation and arbitration

Hummingbird Risk Advisors will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Hagwood Adelman Tipton, PC, will be paid at the hourly rate of
$95-$205.

Kymberlee Dougherty Tysk, member of Hummingbird Risk Advisors, and
Rebecca Adelman, partner of Hagwood Adelman Tipton, PC, assured the
Court that their respective firm are a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.

The special purpose professionals can be reached at:

     Kymberlee Dougherty Tysk
     HUMMINGBIRD RISK ADVISORS
     8300 Donwoody Place, Suite 310
     Atlanta, GA 30350
     Tel: (770) 321-2221

     Rebecca Adelman, Esq.
     HAGWOOD ADELMAN TIPTON, PC
     647 South Main Street
     Memphis, TN 38103
     Tel: (901) 529-9313

                   About The Highlands of Memphis

The Highlands of Memphis, LLC, d/b/a The Highlands of Memphis
Health & Rehab, The Highlands of Dyersburg, LLC, and Regional
Healthcare Services, LLC, each filed Chapter 11 petitions (Bankr.
W.D. Tenn. Case No. 16-30025, 16-30096, and 16-30027,
respectively), on Oct. 31, 2016.  The petitions were signed by
Denny R. Barnett, chief manager. The cases are assigned to Judge
David S. Kennedy.

At the time of filing, The Highlands of Memphis estimated assets
and liabilities at $1 million to $10 million each, while Regional
Healthcare Services estimated assets and liabilities at $0 to
$50,000.

The Highlands of Memphis is a Tennessee limited liability company
whose activities are centered on the delivery of long term
healthcare and skilled nursing care to individual patient
residents.


HILTZ WASTE: Has Until May 2 to Use Cash Collateral
---------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts has extended Hiltz Waste Disposal, Inc.'s use of
cash collateral on an interim basis through May 2, 2017.

The Debtor is authorized to expend cash, deposits, and cash
equivalents for its operations consistent with and up to the
amounts set forth in the Debtor's most recent cash flow projection,
and only through the date of a further hearing on the Motion and
subject to further order of the Court as provided.  

Until further Order of the Court, the Debtor is directed to make
adequate protection payments to secured creditor First Ipswich
Bank, beginning Dec. 1, 2016 in the amount of $34,000 per month.
The application and allocation of the adequate protection payments
will be subject to further order of the Court.

Unless and until otherwise ordered by the Court, the Debtor is
authorized to pay monthly rent of $10,000 to Kondelin Road, LLC for
its use and occupancy of premises located at 24 and 25 Kondelin
Road, Gloucester, Massachusetts.

The Debtor will provide weekly reports to the Secured Creditor and
the Official Committee of Unsecured Creditors by 5:00 p.m. each
Wednesday reflecting the relevant activity through the prior
Friday, with a detailed comparison against the budget where
applicable.

A final hearing on the Motion will be held May 2, 2017 at 10:00
a.m.  Any objection to the Motion must be filed by April 28, 2017
at 4:30 p.m.  

The Debtor will file and serve an actual income and expense
financial statement, compared to its budget for the period of April
1, 2017 through April 28, 2017 by 12:00 p.m. on May 1, 2017.

                  About Hiltz Waste Disposal

Hiltz Waste Disposal, Inc., filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-13459) on Sept. 7, 2016.  The petition was
signed
by Deborah S. Hiltz, president.  The case is assigned to Judge
Joan
N. Feeny.  At the time of the filing, the Debtor estimated assets
and liabilities at $1 million to $10 million.  

The Debtor is represented by Aaron S. Todrin, Esq., at Sassoon &
Cymrot, LLP.  The Debtor employed Silverman, Avila & Gershaw, CPAs

as accountants.

The Official Committee of Unsecured Creditors of Hiltz Waste
Disposal, Inc., employed Morrissey Wilson & Zafiropoulos, LLP, as
counsel to the Committee, effective as of Oct. 19, 2016.


HILTZ WASTE: May Use Cash Collateral Until May 2
------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts has extended Hiltz Waste Disposal, Inc.'s use of
cash collateral through the continued hearing which will be held on
May 2, 2017 at 10:00 a.m.

Any objections must be filed by April 28, 2017 at 4:30 p.m.  The
Debtor will submit updated financials by May 1, 2017, at 12:00 p.m.
for the period ending April 28, 2017.  A separate order was
entered.

The Debtor is authorized to expend cash, deposits, and cash
equivalents for its operations consistent with and up to the
amounts set forth in the Debtor's most recent cash flow projection,
and only through the date of a further hearing on the Debtor's
request and subject to further court order.

Judge Feeney previously entered interim orders authorizing the
Debtor to use cash collateral on an interim basis, for its
operations consistent with and up to the amounts set forth in the
Debtor's most recent cash flow.  The Court directed the Debtor to
make adequate protection payments to First Ipswich Bank, starting
Dec. 1, 2016, in the amount of $34,000 per month.  It also
authorized the Debtor to pay monthly rent of $10,000 to Kondelin
Road, LLC, for its use and occupancy of premises located at 24 and
25 Kondelin Road, Gloucester, Massachusetts.

                  About Hiltz Waste Disposal

Hiltz Waste Disposal, Inc., filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-13459) on Sept. 7, 2016.  The petition was
signed
by Deborah S. Hiltz, president.  The case is assigned to Judge
Joan
N. Feeny.  At the time of the filing, the Debtor estimated assets
and liabilities at $1 million to $10 million.  

The Debtor is represented by Aaron S. Todrin, Esq., at Sassoon &
Cymrot, LLP.   The Debtor employed Silverman, Avila & Gershaw,
CPAs
as accountants.

The Official Committee of Unsecured Creditors of Hiltz Waste
Disposal, Inc., retained Morrissey Wilson & Zafiropoulos, LLP, as
counsel to the Committee, effective as of Oct. 19, 2016.


ICTS INTERNATIONAL: Menachem Atzmon Has 14.3% Stake as of Dec. 31
-----------------------------------------------------------------
Menachem Atzmon disclosed in a Schedule 13D filed with the
Securities and Exchange Commission that as of Dec. 31, 2016, he
beneficially owns 3,000,000 shares of common stock of ICTS
International N.V. representing 14.29 percent based on 21,000,000
shares of Common Stock outstanding as of Feb. 28, 2017.  A
full-text copy of the regulatory filing is available for free at:

                   https://is.gd/4JXh1O

                 About ICTS International

ICTS International N.V. is a public limited liability company
organized under the laws of The Netherlands in 1992.

ICTS specializes in the provision of aviation security and other
aviation services.  Following the taking of its aviation security
business in the United States by the TSA in 2002, ICTS, through
its subsidiary Huntleigh U.S.A. Corporation, engages primarily in
non-security related activities in the USA.

ICTS, through I-SEC International Security B.V., supplies aviation
security services at airports in Europe and the Far East.

In addition, I-SEC Technologies B.V. including its subsidiaries
develops technological systems and solutions for aviation and non-
aviation security.

ICTS reported a net loss of $4.70 million on $187 million of
revenue for the year ended Dec. 31, 2015, compared to net income of
$1.43 million on $173 million of revenue for the year ended Dec.
31, 2014.

As of June 30, 2016, ICTS International had $58.77 million in total
assets, $104.13 million in total liabilities and a total
shareholders' deficit of $45.36 million.

Mayer Hoffman McCann CPAs, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, noting that the Company has a history of
losses from continuing operations, negative cash flows from
operations and a working capital and shareholders' deficit.
Collectively, these conditions raise substantial doubt about the
Company's ability to continue as a going concern, the auditors
said.


INTERFACE SECURITY: S&P Affirms Then Withdraws 'CCC' CCR
--------------------------------------------------------
S&P Global Ratings said it affirmed its 'CCC' corporate credit
rating, with a negative outlook, on Earth City, Mo-based Interface
Security Systems Holdings Inc.

At the same time, S&P affirmed the 'CCC' issue-level rating on the
company's $230 million senior secured notes due in 2018 and 'CC'
issue-level rating on Interface Master Holdings Inc.'s $115 million
senior unsecured notes due in 2018.  The '3' recovery rating on the
senior secured notes indicates S&P's expectation of meaningful
(50%-70%; rounded estimate: 55%) recovery and the '6' recovery
rating on the unsecured debt indicates negligible (0%-10%; rounded
estimate: 0%) recovery in the event of default.

Subsequently, S&P withdrew all its ratings on Interface at the
issuer's request.


INTERLEUKIN GENETICS: Will File Form 10-K Within Grace Period
-------------------------------------------------------------
Interleukin Genetics, Inc. filed with the Securities and Exchange
Commission a Form 12b-25 Notification of Late Filing relating to
its annual report on Form 10-K for the year ended
Dec. 31, 2016, as it was unable to file the Form 10-K by its
March 31, 2017, due date.  Pursuant to SEC regulations, the Company
will have until April 17, 2017, to timely file its Form 10-K.

According to the Company, "The compilation, dissemination and
review of the information required to be presented in the Annual
Report on Form 10-K for the year ended December 31, 2016 has
imposed time constraints that have rendered the timely filing of
such Form 10-K impracticable without undue hardship, effort and
expense as the Registrant was focused on seeking strategic
relationships and the March 31, 2017 restructuring.  The Registrant
also needs additional time to assess the impact of the March 31,
2017 restructuring on its disclosure in such Form 10-K. The
Registrant currently anticipates that it will file such Form 10-K
within the grace period of fifteen (15) calendar days provided by
Exchange Act Rule 12b-25."

The Company anticipates that in its statement of operations for the
year ended Dec. 31, 2016, it will report total revenues of
approximately $2.5 million, up from approximately $1.4 million for
the year ended Dec. 31, 2015.  Net loss for the year ended
Dec. 31, 2016, is estimated at approximately $7.4 million, down
from a net loss of approximately $7.9 million for the year ended
Dec. 31, 2015.  Cash at Dec. 31, 2016, was approximately $2.7
million, as compared to approximately $4.7 million as of Dec. 31,
2015.

The Company's expectation regarding the timing of the filing of the
Form 10-K and the anticipated changes from its statement of
operations and cash reported in the previous Form 10-K are
forward-looking statements as defined in the Private Securities
Litigation Reform Act of 1995, and actual events may differ from
those contemplated by these statements.  These statements are
subject to certain risks and uncertainties, including the
Registrant's inability to complete the work required to file such
Form 10-K in the time frame that is anticipated or due to
unanticipated changes being required in its reported operating
results.

                      About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin reported a net loss of $7.89 million on $1.44 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $6.33 million on $1.81 million of total revenue for the
year ended Dec. 31, 2014.

As of Sept. 30, 2016, Interleukin had $5.80 million in total
assets, $7.14 million in total liabilities and a total
stockholders' deficit of $1.33 million.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
recurring losses from operations and has an accumulated deficit
that raise substantial doubt about the Company's ability to
continue as a going concern.


IRASEL SAND: Hires Winstead PC as Counsel
-----------------------------------------
Irasel Sand, LLC, seeks authority from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Winstead PC, as
counsel to the Debtor.

Irasel Sand requires Winstead PC to:

   (a) provide legal advice with respect to the Debtor's powers
       and duties as debtor-in-possession in the continued
       operation of its business;

   (b) take all necessary action to protect and preserve the
       Debtor's estate, including the prosecution of actions on
       behalf of the Debtor, the defense of any actions commenced
       against the Debtor in the bankruptcy Court, negotiations
       concerning litigation in which the Debtor is involved, and
       objections to claims filed against the Debtor's estate;

   (c) prepare, on behalf of the Debtor, all necessary motions,
       answers, orders, reports, and other legal papers in
       connection with the administration of its estate;

   (d) assist the Debtor in preparing and filing a disclosure
       statement in accordance with Section 1125 of the
       Bankruptcy Code;

   (e) assist the Debtor in preparing and filing a plan of
       reorganization at the earliest possible date and in
       accordance with the orders of the bankruptcy Court;

   (f) perform any and all other legal services for the Debtor in
       connection with the Debtor's chapter 11 case;

   (g) perform such legal services as the Debtor may request with
       respect to any matter, including, but not limited to,
       corporate finance and governance, tax, and contracts;

   (h) provide other legal services necessary to fully prosecute
       the Bankruptcy Case.

Winstead PC will be paid at these hourly rates:

     Philip L. Lamberson           $625
     Rakhee Patel                  $560
     Sean B. Davis                 $450
     Devin B. Han                  $375
     Annmarie Chiarello            $375

Winstead PC received a retainer funds as an advance payment in the
amount of $31,000, out of the agreed amount of $50,000, from
certain of the Debtor's shareholders, which funds Winstead PC
deposited into its trust account.

On February 28, 2017, Winstead PC applied $15,090 from the advance
payment retainer as payment for pre-petition fees and expenses, as
well as $1,717 for the chapter 11 filing fee, leaving a balance of
$14,193 of the advance payment retainer.

Winstead PC will also be paid the remaining balance of $19,000 from
the agreed amount of $50,000.

Winstead PC will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Sean B. Davis, member of Winstead PC, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

Winstead PC can be reached at:

     Sean B. Davis, Esq.
     WINSTEAD PC
     600 Travis Street
     Houston, TX 77002
     Tel: (713) 650-8400
     Fax: (713) 650-2400

                   About Irasel Sand, LLC

Irasel Sand, LLC is a Texas limited liability company, organized in
2014 as a joint venture between Irabel, Inc. and Select Sand LLC.

Irasel Sand, LLC filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 17-31148) on February 27, 2017. The Petition was signed by
Louis R. Butler, managing member. The case is assigned to Judge
Jeff Bohm. The Debtor is represented by Sean B Davis, Esq. at
Winstead PC. At the time of filing, the Debtor estimated both
assets and liabilities to be between $1 million and $10 million
each.

No request for the appointment of a trustee or examiner has been
made in the Debtor's Chapter 11 case, and no statutory committees
have been appointed or designated.


JACK COOPER: Moody's Lowers Rating on $375MM Secured Notes to Ca
----------------------------------------------------------------
Moody's Investors Service downgraded the rating of the
$375 million senior secured notes due 2020 (issued by Jack Cooper
Holdings Corp.) to Ca from Caa3. All other ratings remain unchanged
at this time, including the Ca-PD Probability of Default Rating
(PDR) and Caa3 Corporate Family Rating (CFR) of Jack Cooper
Enterprises, Inc. ("Jack Cooper") and the C rating on its senior
unsecured PIK notes due 2019. The SGL-4 speculative grade liquidity
rating also is unchanged and the ratings outlook remains negative.

The rating action follows the company's recent announcement that it
has begun exchange offers for the $375 million senior secured notes
and the remaining roughly $59 million of senior unsecured PIK
notes. In Moody's view, the proposed transactions will constitute a
distressed exchange. Moody's expects to append a "LD" to the
post-transaction PDR to indicate a limited default upon completion
of the exchange offers. This is expected to occur on May 2, 2017,
unless extended. The secured notes are to be exchanged for cash and
warrants (to purchase Class B non-voting common stock) with the
holders recouping about 30% of the original value in cash. The
offer on the PIK notes would return about 15% of the original value
in cash to the holders. These exchange offers are conditioned on
the issuance of new secured notes due 2023, the proceeds of which
would be used to fund the associated cash portion and transaction
fees.

RATINGS RATIONALE

The downgrade of the senior secured debt rating to Ca reflects the
estimated recovery on the notes based on the exchange terms and the
meaningful economic loss under the offer compared to the original
legal promise for the notes.

The Caa3 CFR reflects Moody's expectation of continued top-line
pressures amidst moderating demand in the auto sector and the
potential for additional business losses as customers remain
concerned with Jack Cooper's untenable capital structure. Moreover,
the company's liquidity remains weak with typically low cash
balances and a heavy reliance on (asset based) revolver borrowings
for normal business requirements, leaving limited effective
borrowing availability.

Moody's made the following changes:

Issuer: Jack Cooper Holdings Corp.

-- Senior Secured Notes due 2020, downgraded to Ca (LGD5) from
    Caa3 (LGD3)

Jack Cooper Enterprises, Inc. is the direct parent of Jack Cooper
Holdings Corp., based in Kansas City, MO, a leading provider of
over-the-road transportation of automobiles, SUVs and light trucks
in the U.S. and Canada. Total revenues were approximately $670
million for the fiscal year ended December 31, 2016.

The principal methodology used in this rating was Global Surface
Transportation and Logistics Companies published in April 2013.


JIM HANKINS AIR: Sunny Days Buying Destin Condo Unit for $150K
--------------------------------------------------------------
Jim Hankins Air Service, Inc., asks the U.S. Bankruptcy Court for
the Southern District of Mississippi to authorize the sale of
condominium unit C-2, Building III Southbay by the Gulf
Condominium, located at 940 Hwy 98 East, 31, Destin, Florida,
outside the ordinary course of business, to Sunny Days, LLC for
$150,000.

The Debtor has made the decision that liquidation of the Real
Property is in its best interest and in the best interest of all
creditors.  The fair market value of the Real Property is $150,000.


In the exercise of its best business judgment, the Debtor has made
the business judgment decision to market and try to sell the Real
Property to the general public.

The Buyer is a good faith purchaser and the sale transaction is an
arms-length transaction, for cash.  The ad valorem taxes will be
prorated at closing on the Real Property.  The Debtor agrees to
contribute $4,000 of closing costs from the sale proceeds.

A copy of the Contract for Sale attached to the Motion is available
for free at:

            http://bankrupt.com/misc/Jim_Hankins_Air_56_Sales.pdf

The Debtor asks authority of the Court to execute such deed,
transfer of title or other related documents which are reasonably
necessary to consummate and close the sale of the Real Property.

There are no valid liens, claims and security interests in, to or
upon the Real Property (other than ad valorem tax claims).

The Debtor asks that the Court approves the sale for the fair,
reasonable and appropriate contract price of $150,000.  Other
grounds are to be assigned upon a hearing.

The Purchaser can be reached at:

          SUNNY DAYS, LLC
          300 Colonial Center Parkway
          Suite 100N
          Roswell, GA 30076
          Telephone: (678) 602-6633
          E-mail: jc@clhold.com

                  About Jim Hankins Air Service

Jim Hankins Air Service, Inc. sought protection under Chapter 11
of
the Bankruptcy Code (Bankr. S.D. Miss. Case No. 17-00678) on
Feb. 24, 2017.  The petition was signed by Bruce Moss,
vice president.  At the time of the filing, the Debtor estimated
assets of less than $1 million and liabilities of less than
$50,000.


JOSEPH HEATH: Sale of Alexandria Property to Zhang for $550K Denied
-------------------------------------------------------------------
Judge Klinette H. Kindred of the U.S. Bankruptcy Court for the
Eastern District of Virginia denied Joseph F. Heath's sale of real
property known as 2449 Huntington Park Drive, Alexandria, Virginia,
to Andy Zhang for $550,000, with a $5,000 credit to the Buyer.

A hearing on the Amended Motion was held on March 31, 2017.

The Debtor was ordered to amend its Motion to provide further
information on the settlement distributions.

                      About Joseph F. Heath

Joseph F. Heath sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 07-14107) on Dec. 27, 2007.  The Debtor estimated assets in
the range of $0 to $50,000 and $100,001 to $500,000 in debt.  The
Debtor tapped Bennett A. Brown, Esq., at The Law Office of Bennett
A. Brown, as counsel.


KANE COMPANY: Landlord to Remove Customer-Owned Property
--------------------------------------------------------
WWIV KDC, LLC and KDC Investors, LLC, owners of the premises
formerly leased by debtor, The Kane Company, located at 6500 Kane
Way, in Elkridge, Maryland, sought and obtained permission from the
U.S. Bankruptcy Court for the District of Maryland to enter into an
agreement with a moving and storage company to facilitate removal
of customer-owned property from the Premises.

Consistent with an order entered by the Bankruptcy Court on March
24, 2017, the Landlord engaged Hoffberger Moving Services, LLC.
HMS is on-site at the Premises and may be reached at:

     Courtney Carr
     Hoffberger Moving Services, LLC
     Tel: (410) 825-3344 or
          (410) 320-6619
     E-mail: ccarr@hmsmovers.com

All persons who had property stored at the premises were given
until April 6, 2017, to retrieve the property or to finalize
alternative storage arrangements.  Otherwise, the Landlord has
petitioned the Bankruptcy Court to deem the property as abandoned
and, although the Landlord has no duty to the Debtor's customers,
the Landlord also has requested that the Bankruptcy Court order
that the Landlord may dispose of, remove, sell or discard any such
abandoned property in any manner, in its sole discretion, without
any liability.

The Notice was posted in the Washington Post on April 4, 2017.

Inquiries regarding this Notice may be directed to counsel for the
Landlord:

     Gary S. Posner, Esq.
     Whiteford, Taylor & Preston L.L.P.
     Seven Saint Paul Street
     Baltimore, MD 21202
     Telephone: 410-347-9406
     Email: gposner@wtplaw.com

The Kane Company, a family-owned moving company based in Elkridge,
Maryland, filed a Chapter 7 bankruptcy petition (Bankr. D. Md. Case
No. 16-26665) on Dec. 22, 2016.  Affiliated companies Office
Movers, Office Shredders, Kane Office Archives, Kane 3PL and Circle
K-1 Realty also sought bankruptcy protection.

Kane Co., listed nearly $15.8 million in assets and $8.8 million in
liabilities.

A chapter 7 trustee has been appointed to handle the cases.  The
Chapter 7 trustee can be reached at:

        Monique D. Almy
        CROWELL & MORING
        1001 Pennsylvania Avenue, N.W., 10th Fl
        Washington, DC 20004-2595
        Tel: (202) 508 8749
        E-mail: malmytrustee@crowell.com

The Debtor is represented by:

        Maria Ellena Chavez-Ruark
        SAUL EWING LLP
        500 East Pratt Street, Suite 900
        Baltimore, MD 21202
        Tel: 410-332-8797
        Fax : 410-332-8074
        E-mail: mruark@saul.com

founded in 1969, The Kane Company provided commercial relocation,
third-party logistics services, hospitality services and
information security in the Mid-Atlantic region.  Office Movers
provided professional commercial relocation and storage services.
Kane 3PL provided delivery, inventory tracking, warehousing, order
fulfillment and supply chain and logistics management.  Kane
Office
Archives provided professional records and asset management and
storage.  Office Shredders provided secure and confidential
document destruction and recycling.

In early December 2016, owner John Kane announced that the Kane
Company would shut down most of its operations and would be laying
off at least 900 workers.

According to a report by the Baltimore Sun, Kane and its
affiliates
owe about $8.8 million to more than 700 entities, including nearly
$6.5 million in unsecured claims.  About $233,400 of those
unsecured claims are tied to employees.

The firm also faces several pending lawsuits over contracts.

Separate Baltimore-area companies that are owned by John Kane's
siblings, including Kane Construction, Kane Real Estate and
International Limousine Service, are not affected by the Kane Co.
closure, according to The Baltimore Sun.


KEMPER CORP: Fitch Affirms 'BB' Rating on $144MM Subordinated Notes
-------------------------------------------------------------------
Fitch Ratings has affirmed Kemper Corporation's holding company
ratings, including the senior debt rating at 'BBB-'. Fitch has also
affirmed the Insurer Financial Strength (IFS) ratings of Kemper's
operating subsidiaries at 'A-'. The Rating Outlook is Stable.

KEY RATING DRIVERS

Kemper's property/casualty (P/C) ratings reflect deterioration in
2016 underwriting results, volatile earnings profile caused by
natural catastrophe exposures and weakened debt servicing
capability. The ratings also consider the company's strong
capitalization and business profile as a midsize personal lines
writer with a competitive position consistent with the company's
IFS rating.

Kemper's life/health segment (United Insurance Co. of America and
its subsidiaries) ratings reflect continued stable underlying
earnings, strong capitalization, and effective niche in the home
service market, albeit a slow-growth market. The group has been a
steady source of capital for Kemper, with dividend capacity to
support parent objectives. Fitch views United's ratings as limited
by its modest business profile relative to larger, national peers.

Kemper Corporation reported a GAAP 2016 calendar-year combined
ratio of 105.6%, up from 103.6% in 2015. Results deteriorated
largely as the result of higher incurred catastrophe losses and
higher net operating losses at Alliance United Group. Kemper
reported catastrophe losses of $110 million (6.8% of earned
premium) in 2016, primarily related to two hailstorm events in
Texas, up from $65 million (4.6% of earned premium) in the prior
year.

Capitalization at the P/C operating company level scored 'Strong'
on Fitch's proprietary capital model, Prism, based on year-end 2015
data. Other measures of capital strength also suggest Kemper is
strongly capitalized. The NAIC RBC ratio for Kemper's lead P/C
subsidiary, Trinity Universal Insurance Company, was 322% of the
company action level at year-end 2016. RBC for Kemper's lead life
insurance company, United Insurance Co. of America, was 391% at
year-end 2016. Financial leverage at Dec. 31, 2016 was 29.5% and
remains within median guidelines for the current rating category.

Kemper's GAAP fixed-charge coverage ratio dropped to 1.1x in 2016
from 2.6x for full-year 2015, as earnings included a $77.8 million
pre-tax ($50.5 million after-tax) charge to recognize the impact of
using death verification databases.

The life/health segment reported a sizeable decline in net
operating income to $30 million in 2016, down from $72 million in
2015, largely as a result of the charge to recognize the impact of
using death verification databases. This follows a decline from $92
million in 2014. As a result, statutory return on assets fell to
0.9% in 2016 compared to 2.6% in 2015, while return on capital
declined to 7.5% in 2016 from 14.8% in 2015.

During 2017, Kemper's operating subsidiaries are permitted to pay
approximately $133 million in dividends to the parent without prior
regulatory approval, which would cover Kemper's interest expense by
approximately 3x.

RATING SENSITIVITIES

Factors that could lead to an upgrade of Trinity Universal
Insurance Co. and Kemper's holding company ratings include:

-- Sustained underwriting profit;
-- GAAP fixed charge coverage at or above 7x.
-- Maintaining a Prism score of at least 'strong'.

Factors that could lead to a downgrade of Trinity Universal
Insurance Co. and Kemper's holding company ratings include:

-- GAAP fixed charge coverage below 3x;
-- A combined ratio above 106% for a sustained period;
-- Deterioration in capitalization with a P/C Prism capital model

    score below 'strong';
-- RBC for the P/C entities below 200%;
-- Financial leverage ratio that exceeds 30%.

Factors that could lead to an upgrade for the United Insurance Co.
and its subsidiaries include:

-- Sustained improvement profitability as measured by return on
    statutory total adjusted capital above 15%.

Factors that could lead to a downgrade for the United Insurance Co.
and its subsidiaries include:

-- A decline in RBC below 300% of the company action level;
-- A sustained decline in profitability resulting in a return on
    capital below 5%.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings with a Stable Outlook:

Kemper
-- Issuer Default Rating at 'BBB';
-- $359 million senior notes 6% due 2017 at 'BBB-';
-- $248 million senior notes 4.35% due 2025 at 'BBB-';
-- $225 million credit facility at 'BBB-';
-- $144 million subordinated notes due 2054 at 'BB'.

Trinity Universal Insurance Co.
United Insurance Co. of America
Union National Life Insurance Co.
Reliable Life Insurance Co.

-- IFS rating at 'A-'.


LANAI HOLDINGS: Moody's Revises Outlook to Neg. & Affirms B3 CFR
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook of Lanai
Holdings III, Inc. to negative from stable. At the same time,
Moody's affirmed the company's existing ratings, including its B3
Corporate Family Rating, its B2 secured first lien bank revolver
and term loan ratings and its Caa2 secured second lien term loan.

The negative outlook reflects Moody's belief that Lanai's leverage
will remain very high and free cash flow will remain constrained
due largely to expenses related to its Performance Health
acquisition and the transition to a standalone company.

"Lanai's high financial leverage and very limited free cash flow
are not consistent with Moody's expectations," said Diana Lee, a
Moody's Senior Credit Officer.

Ratings affirmed:

Lanai Holdings III, Inc.

Corporate Family Rating at B3

Probability of Default at B3-PD

$80 million senior secured revolving credit facility at B2 (LGD3)

$630 million senior secured first lien term loan at B2 (LGD3)

$255 million senior secured second lien term loan at Caa2 (LGD5)

The rating outlook is negative.

RATINGS RATIONALE

The B3 Corporate Family Rating reflects Lanai's high pro-forma
financial leverage in excess of 7.0 times and its small scale
compared to other broad line medical distributors. The rating also
considers ongoing execution risks as the company completes its
transition as a standalone company and also integrates its
acquisition of Performance Health. The rating is supported by
Lanai's leadership in its niche distribution market, and the fact
that a significant percentage of revenues are from relatively
stable, low cost consumables and single use products. The rating
also reflects Moody's expectation for better profitability and cash
flow associated with Performance Health's manufactured products.
Lanai benefits from favorable long term industry dynamics,
underscored by rising demand due to the aging population in the
U.S.

Moody's expects Lanai to maintain good liquidity over the next 12
to 18 months, although free cash flow will be very limited because
of integration expenses.

Moody's could downgrade the ratings if Lanai experiences major
operational disruptions related to its transition to a standalone
company or its integration of Performance Health. Moody's could
also downgrade the ratings if the company's debt/EBITDA does not
approach 6.5 times, or if free cash flow remains negative.
Deterioration in liquidity for any reason could also result in a
rating downgrade. Moody's could upgrade if the company reduces
debt/EBITDA to below 5.5 times, maintains its leading market
position, increases its scale, and diversifies its business.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

Lanai, through its ownership of Patterson Medical (now Performance
Health), is a specialty distributor serving the rehabilitation
supply market. Following the acquisition of Performance Health, the
company is also a marketer and manufacturer of branded health,
wellness and self-care products both in the US and international
markets. The company is primarily owned by private equity firm
Madison Dearborn Partners and has annualized revenue of
approximately $600 million.


LAUREATE EDUCATION: S&P Raises CCR to 'B' on Improved Leverage
--------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on Baltimore, Md.-based global for-profit higher education company
Laureate Education Inc. to 'B' from 'B-'.  The rating outlook is
stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed senior secured credit
facility, which comprises a $325 million revolving credit facility
and a $1.6 billion term loan.  The '3' recovery rating indicates
S&P's expectation for meaningful recovery (50%-70%; rounded
estimate: 65%) of principal in the event of a payment default.

Additionally, S&P raised its issue-level rating on the company's
senior secured first-lien revolving credit facility and term loans
to 'B' from 'B-'.  The '3' recovery rating is unchanged, indicating
S&P's expectation for meaningful recovery (50%-70%; rounded
estimate: 60%) of principal in the event of a payment default.

S&P also raised its issue-level rating on the company's senior
unsecured debt to 'CCC+' from 'CCC'.  The '6' recovery rating is
unchanged, indicating S&P's expectation for negligible recovery
(0%-10%; rounded estimate: 5%) of principal in the event of a
payment default.

Laureate plans to issue $800 million in senior unsecured debt in
addition to the proposed senior secured credit facility.  And it
intends to use the proceeds, along with a portion of its cash
balances, to repay its existing debt, including the credit facility
borrowings and certain senior unsecured notes due 2019 and seller
notes.

"The upgrade reflects our expectation that Laureate's 2017
lease-adjusted leverage, pro forma for the proposed refinancing and
debt repayments will decline to 5.7x from almost 6.3x in 2016 and
over 7x in 2015," said S&P Global Ratings' credit analyst Vishal
Merani.  "We also expect that with the proposed refinancing,
Laureate will improve its liquidity by paying down a large portion
of its significant 2019 debt maturities."

The stable rating outlook reflects S&P's expectation that Laureate
will maintain adequate liquidity and lower its lease-adjusted debt
leverage in the mid- to high-5x range in 2017 and to the high-4x
area in 2018 after it exchanges $250 million senior unsecured notes
due 2019 for equity.  S&P also expects that Laureate's free
operating cash flow to debt will improve to 5% levels by the end of
2018.

S&P could lower the corporate credit rating if it believes
Laureate's lease-adjusted leverage could increase to over 6x or if
it generates FOCF below $50 million on a sustained basis.  A
tightening of the company's covenant cushion to below 15% could
also result in a downgrade.  This scenario could occur if Laureate
faces significant adverse currency movements, or an economic
downturn in Mexico, Brazil, or Chile result in material reduction
in student intake in these countries.

Although unlikely over the next 12 months, an upgrade would be
contingent on Laureate materially lowering its lease-adjusted
leverage to below 4x and improving its FOCF to debt to above 10%.
S&P would also look for evidence of the company and its financial
sponsors adopting a less aggressive financial policy, with the
company prioritizing free cash flows over significant debt-funded
acquisitions and organic expansion plans.


LEHMAN BROS: Hearing on Federal Home's Contract Breach on April 8
-----------------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that a trial in
federal court is set for April 8, 2017, on Lehman Bros. Holdings
Inc.'s accusation that Federal Home Loan Bank of New York cheated
it out of more than $150 million by undervaluing numerous interest
rate swaps that went belly up after the investment bank collapsed
in 2008.  According to Law360, Lehman Bros. maintained in its
pretrial brief FHLB breached the contract and cost it millions.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the

fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and  individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases were assigned to Judge James M.
Peck.  Judge Shelley Chapman took over the case after Judge Peck
retired from the bench to join Morrison & Foerster.

A team of Weil, Gotshal & Manges, LLP, lawyers led by the late
Harvey R. Miller, Esq., serve as counsel to Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, served
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., served as the
Committee's  investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)).  James W. Giddens was appointed as trustee for
the SIPA liquidation of the business of LBI.  He is represented by
Hughes Hubbard & Reed LLP.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.


LIBERTY INTERACTIVE: S&P Puts 'BB' Unsec. Debt Rating on Watch Neg.
-------------------------------------------------------------------
S&P Global Ratings placed its 'BB' issue level rating on the
unsecured debt of Liberty Interactive LLC on CreditWatch with
negative implications following the announcement that its parent,
Liberty Interactive Corp. (Liberty Interactive), will acquire
General Communications Inc. (GCI; Alaska's largest communications
provider), combine it with Liberty Ventures Group and split-off the
combined company from Liberty Interactive.  The 'BB' corporate
credit rating on the parent is unaffected and the outlook remains
negative.

The transaction is subject to various approvals from regulatory
authorities as well as from shareholders from both Liberty Ventures
and GCI.  The company expects the transaction to close in first
quarter of fiscal 2018.

Liberty Interactive will contribute its equity interest in a number
of assets as part of the transaction including Liberty Broadband,
Charter, LendingTree Inc., and the Evite operating business.  Upon
completion of the transaction, Liberty Interactive will rename
itself QVC Group Inc. and will retain operating assets of QVC and
zulily, as well as other assets.

The CreditWatch placement reflects S&P's expectation that if the
proposed transaction is completed as announced, recovery prospects
in a default scenario would be lower for the unsecured lenders.
This is because the majority of the equity investment assets held
under Liberty Interactive LLC are to be contributed into the new
and independent GCI Liberty.  As part of the transaction, the
company is proposing to redeem its $750 million 1.75% exchangeable
debentures that were issued by Liberty Interactive LLC with a new
issuance at GCI.  If all of it is redeemed, it will leave about
$2.1 billion in aggregate unsecured debt at Liberty Interactive
LLC.

Following the proposed transaction, S&P expects to revise the '3'
recovery rating (indicating S&P's expectation for meaningful
recovery (in the 50%-70% range; expected recovery: 60%)) downward
and lower the 'BB' issue-level ratings on the unsecured debt issued
at Liberty Interactive LLC.  Under S&P's current assumptions, it
believes a recovery rating of '5', indicating S&P's expectation for
modest recovery (10%-30%), and a one-notch downgrade to 'BB-' for
the unsecured debt, is the most likely scenario.  S&P do not expect
the '1' recovery rating (indicating our expectations for very high
recovery (in the 90%-100% range; expected recovery: 95%)) and
'BBB-' issue-level rating on QVC Inc.'s secured debt will be
impacted.

S&P plans to review the final terms of the transaction as the
closing date approaches and would, at that time, also consider
S&P's other recovery assumptions in resolving the CreditWatch
placement.

The 'BB' corporate credit rating and negative outlook on Liberty
Interactive reflects its soft consolidated operating performance
lately.  However, S&P expects management's strategies at QVC, which
accounts for a majority of Liberty Interactive's consolidated
revenues and profits, to yield better results in the coming
quarters.  These strategies include offering more attractive and
differentiated product categories at competitive prices and
stemming the decline in certain product categories such as jewelry
and electronics.  S&P believes Liberty Interactive has substantial
flexibility to manage its credit metrics.  It generates substantial
amounts of annual free cash flows, which totaled about $1.2 billion
in fiscal 2016.  It has the ability to reduce share repurchases if
required, and it has a prepayable capital structure that includes
outstanding borrowings under its revolver.  The company's EBITDA
margins average slightly above 19% over the last three years and
its debt to EBITDA ratio was 3.9x at Dec. 31, 2016.  S&P has
indicated that sustained leverage above 4x could result in a lower
corporate credit rating.  

RATINGS LIST

Ratings Unchanged

Liberty Interactive Corp.
Corporate credit rating       BB/Negative/--

CreditWatch Action
                               To               From
Liberty Interactive LLC
Senior unsecured              BB/Watch Neg     BB
  Recovery rating              3(60%)           3(60%)


M.A. GONZALEZ: Hearing on Disclosure Statement Set for May 2
------------------------------------------------------------
The Hon. Elizabeth W. Magner of the U.S. Bankruptcy Court for the
Eastern District of Louisiana will hold on May 2, 2017, at 11:00
a.m. the hearing to consider the approval of M.A. Gonzalez
Properties, LLC's disclosure statement dated March 21, 2017,
referring to the Debtor's plan of reorganization dated March 21,
2017.

Objections to the Disclosure Statement must be filed by April 23,
2017.

                     About M. A. Gonzalez Properties

M. A. Gonzalez Properties, LLC., based in Metairie, LA, filed a
Chapter 11 petition (Bankr. E.D. La. Case No. 16-12851) on Nov. 21,
2016.  The Hon. Elizabeth W. Magner presides over the case.  Markus
E. Gerdes, Esq., at Gerdes Law Firm, L.L.C., as bankruptcy
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Mario A.
Gonzalez, manager.


MAD CATZ: Files for Chapter 7 Liquidation
-----------------------------------------
On March 30, 2017, after considering all strategic alternatives,
Mad Catz Interactive, Inc., and its Canadian subsidiary, 1328158
Ontario Inc., ceased operations and made voluntary assignments in
bankruptcy pursuant to the provisions of the Bankruptcy and
Insolvency Act (Canada), the Company disclosed in a regulatory
filing with the U.S. Securities and Exchange Commission dated March
31, 2017.

Pursuant to the assignments in bankruptcy, PricewaterhouseCoopers
Inc. has been appointed as the trustee in bankruptcy of the
Company's estate.

The Company's wholly-owned US subsidiary, Mad Catz, Inc., also has
ceased operations and concurrently filed a voluntary petition for
relief under the provisions of Chapter 7 of Title 11 of the United
States Code, 11 U.S.C. 101 et seq. in the United States Bankruptcy
Court for the District of Delaware to initiate an orderly
liquidation of assets.  A Chapter 7 trustee will be appointed by
the Bankruptcy Court and will assume control of the US subsidiary.
In addition, certain of the Company's other foreign subsidiaries
have filed, or intend to file in the immediate future, for
liquidation under comparable legislation in their countries of
origin.  The assets of the Company will be liquidated and claims
paid in accordance with applicable laws.

The voluntary assignments in bankruptcy pursuant to the provisions
of the Bankruptcy and Insolvency Act (Canada) by the Company and
1328158 Ontario Inc., the filing of the Chapter 7 case by Mad Catz,
Inc., and the filings for liquidation by the Company's other
foreign subsidiaries constitute an event of default under the Loan
and Security Agreement dated as of June 30, 2015 among the Company,
Mad Catz, Inc., 1328158 Ontario Inc. and New Star Business Credit,
LLC, as amended, as well as the Master Facilities Agreement, dated
as of June 30, 2015 among FGI Worldwide LLC and Mad Catz Europe
Limited.  An event of default under the Loan Agreement and the
Master Facilities Agreement entitles the Lenders to pursue certain
remedies, as described in the Loan Agreement and Master Facilities
Agreement.

In connection with the Company's voluntary assignment in
bankruptcy, PWC will assume control over the assets and liabilities
of the Company, effectively eliminating the authority and powers of
the Board of Directors of the Company and its executive officers to
act on behalf of the Company.  Accordingly, on March 30, 2017, John
Nyholt, Scott Guthrie, Carlo Chiarello, and Karen McGinnis resigned
from their positions as directors of the Company.  The resignations
are not the result of any disagreement with the Company regarding
the Company's operations, policies, or practices, but are because
of the voluntary assignment in bankruptcy.  The executive officers
of the Company ceased to be officers and employees of the Company,
effective March 30, 2017.

The American Bankruptcy Institute, citing Mike Freeman of the San
Diego Union Tribune, said former Chief Executive Karen McGinnis
said the board of directors decided to shut down after failing "to
find a satisfactory solution to its cash liquidity problems."

The company hired a financial adviser and considered several
options, said Mr. McGinnis, including more debt, asset sales and
the sale of the entire company, the report further related.  None
panned out, the report said.  The company's lenders declined to
increase the amount of credit facilities, the report added.

                        About Mad Catz

Mad Catz Interactive, Inc. (NYSEMKT: MCZ), designs, manufactures,
markets, and distributes innovative interactive entertainment
products marketed under its Mad Catz(R) (gaming), Tritton(R)
(audio), and Saitek(R) (simulation) brands.  Mad Catz headsets,
mice, keyboards, controllers, specialty controllers, and other
accessories, cater to gamers and simulation enthusiasts.


MARINA BIOTECH: Reports $837K Net Loss for 2016
-----------------------------------------------
Marina Biotech, Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$837,143 on $0 of revenue for the year ended Dec. 31, 2016,
compared with a net loss of $1.11 million on $0 of revenue for the
year ended Dec. 31, 2015.

As of Dec. 31, 2016, Marina Biotech had $6.18 million in total
assets, $2.96 million in total liabilities and $3.21 million in
total stockholders' equity.

"We have sustained recurring losses and negative cash flows from
operations.  At December 31, 2016, we had an accumulated deficit of
approximately $2 million, negative working capital of approximately
$2.7 million, and $105,347 in cash.  We have been funded through a
combination of licensing payments and debt and equity offerings.

"We believe that our current cash resources, including the
remaining balance available to us under the Line Letter, will
enable us to fund our intended operations through the 3rd or 4th
quarter of 2017.  Our ability to execute our operating plan beyond
such date depends on our ability to obtain additional funding.

"The volatility in our stock price, as well as market conditions in
general, could make it difficult for us to raise capital on
favorable terms, or at all.  If we fail to obtain additional
capital when required, we may have to modify, delay or abandon some
or all of our planned activities, or terminate our operations.
There can be no assurance that we will be successful in any such
endeavors.  The accompanying consolidated financial statements do
not include any adjustments that might result from the outcome of
this uncertainty," the Company said in the report.

Squar Milner LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has suffered
recurring losses and negative cash flows from operations and has
had recurring negative working capital.  This raises substantial
doubt about the Company's ability to continue as a going concern.

A full-text copy of the Form 10-K is available for free at:

                     https://is.gd/mQJ1Rm

                     About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients.  The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.


MARRONE BIO: LSQ Funding May Purchase up to $7M Customer Invoices
-----------------------------------------------------------------
Marrone Bio Innovations, Inc., entered into an invoice purchase
agreement with LSQ Funding Group, L.C., pursuant to which LSQ may
elect to purchase up to $7,000,000 of eligible customer invoices
from the Company.  The Company's obligations under the LSQ
Financing are secured by a lien on substantially all of the
Company's personal property.  Such lien is first priority with
respect to the Company's accounts receivable, inventory, and
related property, pursuant to an intercreditor agreement, dated
March 22, 2017, with Gordon Snyder, on behalf of the lenders party
to the underlying loan agreement, and the agent for the holders of
senior secured promissory notes issued in August 2015 in the
aggregate principal amount of $40,000,000.

Advances by LSQ may be made at an advance rate of 80% of the face
value of the receivables being sold.  The Company also pays to LSQ
(i) an invoice purchase fee equal to 1% of the face amount of each
purchased invoice, at the time of the purchase, and (ii) a funds
usage fee equal to 0.035%, payable monthly in arrears.  An aging
and collection fee is charged at the time when the purchased
invoice is collected, calculated as a percentage of the face amount
of such invoice while unpaid (which percentage ranges from 0% to
0.35% depending upon the duration the invoice remains outstanding).
The LSQ Financing agreement will be effective for one year with
automatic one year renewals thereafter unless terminated within a
30-day window near the end of the then-effective term; a
termination fee is due upon early termination by the Company if
such termination is not requested within such 30-day window.  The
events of default under the LSQ Financing include failure to pay
amounts due, failure to turn over amounts due to LSQ within a cure
period, breach of covenants, falsity of representations, and
certain insolvency events.

                      About Marrone Bio

Marrone Bio makes bio-based pest management and plant health
products.  Bio-based products are comprised of naturally occurring
microorganisms, such as bacteria and fungi, and plant extracts. The
Company's current products target the major markets that use
conventional chemical pesticides, including certain agricultural
and water markets, where the Company's bio-based products are used
as alternatives for, or mixed with, conventional chemical products.
The Company also targets new markets for which (i) there are no
available conventional chemical pesticides or (ii) the use of
conventional chemical pesticides may not be desirable or
permissible either because of health and environmental concerns
(including for organically certified crops) or because the
development of pest resistance has reduced the efficacy of
conventional chemical pesticides.  All of the Company's current
products are approved by the United States Environmental Protection
Agency and registered as "biopesticides."

The Company reported a net loss of $43.7 million in 2015, a net
loss of $51.7 million in 2014, and a net loss of $31.2 million in
2013.

As of Sept. 30, 2016, Marrone Bio had $50.24 million in total
assets, $73.47 million in total liabilities and a total
stockholders' deficit of $23.23 million.

Ernst & Young LLP, in Sacramento, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
losses since inception, has a net capital deficiency, and has
restrictive debt covenants that raise substantial doubt about its
ability to continue as a going concern.


MAXUS ENERGY: Unsecureds to Get 5.6%-100% Under Chapter 11 Plan
---------------------------------------------------------------
Maxus Energy Corp. filed with the U.S. Bankruptcy Court for the
District of Delaware its latest disclosure statement, which
explains its proposed Chapter 11 plan of liquidation.

Under the latest liquidation plan, Class 4 general unsecured claims
are divided into two groups:

                           Projected Approximate
                           Amount of Allowed Claims/   Projected
Class   Designation        Equity Interests ($000s)    Recovery
-----   -----------        -----------------------     --------
   4    General Unsecured            $5,718                5.6%
        Claims (Creditors
        Electing Cash Option)

   4    General Unsecured          $708,243          60.1 –100%
        Claims (LT Class A)

In its original liquidating plan, Maxus Energy expected Class 4
general unsecured creditors to recover up to 25% of their claims.

A copy of the amended disclosure statement filed on March 28 is
available for free at https://is.gd/OvG7GF

                 About Maxus Energy Corporation

Maxus Energy Corporation and four of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 (Bankr. D.
Del., Case No. 16-11501) on June 17, 2016.  The Debtors intend to
use the breathing spell afforded by the Bankruptcy Code to decide
whether their existing environmental remediation operations and oil
and gas operations can be restructured as a sustainable,
stand-alone enterprise.

The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as
local counsel, Morrison & Foerster LLP as general bankruptcy
counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC
as claims and noticing agent, all are subject to the Bankruptcy
Court's approval.

The Debtors hired Keen-Summit Capital Partners LLC as real estate
broker.  The Debtors also engaged Hilco Steambank to market and
sell their internet protocol numbers and other internet number
resources, and EnergyNet.com to market and sell the Debtors'
rights, title, and interest in and to the oil and gas properties.

On July 7, 2016, the United States Trustee for the District of
Delaware filed Notice of Appointment of Committee of Unsecured
Creditors.  The Committee selected Schulte Roth & Zabell LLP as
counsel, and Cole Schotz as Delaware co-counsel.  Berkeley Research
Group, LLC, serves as financial advisor for the Committee.

Andrew Vara, acting U.S. Trustee for Region 3, appointed the
following to a committee of retirees: John Leslie Jackson, Sr.,
Gerald G. Carlton, and Robert E. Garbesi.  The Retirees Committee
retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby &
Geddes, P.A., as co-counsel.


MEGA DEVELOPMENT: Case Summary & Unsecured Creditor
---------------------------------------------------
Debtor: Mega Developement Group LLC
        23 Corporate Plaza Ste 150
        Newport Beach, CA 92660

Case No.: 17-11334

Business Description: Mega Development is a single asset real
                      estate as defined in 11 U.S.C. Section
                      101(51B).  The Company owns a real property
                      located at 33932 Valencia Place, Dana Point,
                      California valued at $2 million.

Chapter 11 Petition Date: April 5, 2017

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Hon. Mark S Wallace

Debtor's Counsel: Greg M Mortensen, Esq.
                  LAW OFFICES OF GREG M MORTENSEN
                  10326 Avendale Dr
                  Cedar Hills, UT 84062-8552
                  Tel: 801-602-2183
                  E-mail: gmortlaw@gmail.com

Total Assets: $2 million

Total Liabilities: $845,000

The petition was signed by Lee Durst, manager.

The Debtor's list of 20 largest unsecured claims contains a single
entry: Morrie Zagha, holding a claim estimated at $0.

A full-text copy of the petition is available for free at:

         http://bankrupt.com/misc/cacb17-11334.pdf


MHVC ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors Service has assigned initial ratings to MHVC
Acquisition Corp., including a Corporate Family Rating of B3 and
first lien debt rating of B1. The rating outlook is stable. MHVC is
the vehicle for Vertias Capital's acquisition of the government IT
services business from Harris Corporation for $675 million,
excluding fees and one-time standalone costs.

RATINGS RATIONALE

The B3 CFR considers MHVC's backlog and established track record as
a US federal services contractor, with opportunity for improved
revenue performance from overhead cost reductions. MHVC has a long
history serving the US Navy, Air Force, NASA and intelligence
agencies where a favorable budgetary outlook exists. The company's
multi-year backlog of $3 billion offers revenue visability. Beyond
a presence on large, multi-award and government-wide vehicles, the
contract portfolio contains a notable degree of single award and
sole-source work, where the opportunity for strong operating margin
potential and revenue resilience typically exists. Through the
buy-out, MHVC may ultimately become a leaner business, more
effectively capitalizing on its technical capabilities within
communications systems and solid contract execution track record.

The rating also factors in risk associated with high financial
leverage, the brief history of audited financial results, revenue
contraction over the past two years and a range of planned
operational enhancements that carry execution challenge. Pro forma
for the planned buy-out reported debt to EBITDA would be about 6x
at 12/31/16. The development of information technology and
administrative systems and an overhead rationalization program --to
boost price competitiveness and bidding prospects-are scheduled.
Implementation of these initiatives will be important to achieving
revenue/income growth and de-leveraging.

The rating outlook is stable. Moody's anticipates a free cash flow
deficit near term but the initial $40 million cash on hand should
cover the anticipated needs. While the $40 million revolver,
expected to be undrawn at transaction close, is rather small versus
the revenue base, the amount is adequate for back-up needs and the
scheduled term loan amortization will be low at $3.5 million p.a.
After the company's first year, the free cash flow generation level
should expand.

Upward rating momentum would depend on revenue growth, debt/EBITDA
closer to 5x with free cash flow to debt in the high single digit
percentage range.

Downward rating pressure would mount with backlog decline, other
negative contract developments, or liquidity profile weakness such
as with ongoing revolver dependence.

The following summarizes rating action:

Assignments:

Issuer: MHVC Acquisition Corp.

-- Probability of Default Rating, Assigned B3-PD

-- Corporate Family Rating, Assigned B3

-- Senior Secured Bank Credit Facility, Assigned B1 (LGD 2)

Outlook Actions:

Issuer: MHVC Acquisition Corp.

-- Outlook, Assigned Stable

MHVC Acquisition Corp., headquartered in Herdon, VA, is an
acquisition vehicle through which entities of Vertias Capital will
acquire Harris Corporation's Government IT Services business.
Revenues for the twelve months ended December 31, 2016 were about
$1 billion.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.


MIDWEST FARM: Hires Meland as Agricultural Financial Consultant
---------------------------------------------------------------
Midwest Farm, L.L.C., seeks authority from the U.S. Bankruptcy
Court for the District of South Dakota to employ Kathy Meland as
agricultural financial consultant to the Debtor.

Midwest Farm requires Meland to:

   a. assist the Debtor in preparing cash flow statements,
      balance sheets, income statements and other financial
      statements or financials; and

   b. assist in researching agricultural prices;

   c. provide agricultural counseling;

   d. testify if needed; and

   e. perform other duties as may be necessary to achieve a
      successful reorganization under Chapter 11.

Meland will be paid at the hourly rates of $100-$175.

Meland will be paid a retainer in the amount of $5,000.

Meland will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Kathy Meland, assured the Court that she is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Meland can be reached at:

     Kathy Meland
     43812 156th Street
     Wallace, SD 57272
     Tel: (605) 520-2808

                   About Midwest Farm, L.L.C.

Midwest Farm, L.L.C., is engaged in the business of grain farming
and custom farming with facilities located in and around Aurora,
South Dakota, and farms real estate located in Brookings County,
South Dakota; Moody County, South Dakota; and Lincoln County,
Minnesota. Each of Douglas Stein and Dana Stein owns a 50%
membership interest in the Debtor.

Midwest Farm, L.L.C., filed a Chapter 11 petition (Bankr. D. S.D.
Case No. 17-40091) on March 24, 2017.

The case is assigned to Judge Charles L. Nail, Jr.

Gerry & Kulm Ask, Prof. LLC, is serving as bankruptcy counsel, with
the engagement led by Laura L. Kulm Ask, Esq.

At the time of filing, the Debtor had $9.69 million in total assets
and $6.66 million in total liabilities.

A meeting of creditors pursuant to 341(a) of the Bankruptcy Code
has been set for April 25, 2017, at 2:00 p.m. at Suite 300, 314 S
Main Ave, Sioux Falls. Proofs of claim are due on June 26, 2017.



MONDO WINE: Hires Beall & Burkhardt as Counsel
----------------------------------------------
Mondo Wine Estate, LLC, seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ Beall &
Burkhardt, APC, as counsel to the Debtor.

Mondo Wine requires Beall & Burkhardt to:

   a. advise the Debtor generally concerning the rights, duties,
      and obligations of a debtor-in-possession under the
      Bankruptcy Code, the Federal Rule of Bankruptcy Procedure,
      and the requirements of the U.S. Trustee;

   b. meet with the Debtor concerning the initial filing
      requirements of a Chapter 11 case;

   c. represent the Debtor in all hearings and meetings before
      the Bankruptcy Court;

   d. prosecute and defend appropriate adversary proceedings in
      the Bankruptcy Court;

   e. prosecute any claim objections;

   f. prepare and prosecute a Disclosure Statement and Plan of
      Reorganization; and

   g. provide other matters as shall normally arise in the
      conduct of the Chapter 11 case.

Beall & Burkhardt will be paid at these hourly rates:

     William C. Beall                 $475
     Eric W. Burkhardt                $400
     Carissa Horowitz                 $300

Beall & Burkhardt will be paid a retainer in the amount of
$31,800.

Beall & Burkhardt will also be reimbursed for reasonable
out-of-pocket expenses incurred.

William C. Beall, partner of Beall & Burkhardt, APC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Beall & Burkhardt can be reached at:

     William C. Beall, Esq.
     BEALL & BURKHARDT, APC
     1114 State Street, La Arcada Bldg., Suite 200
     Santa Barbara, CA 93101
     Tel: (805) 966-6774
     Fax: (805) 963-5988

                   About Mondo Wine Estate, LLC

Mondo Wine Estate LLC, based in Paso Robles, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 17-10509) on March 24, 2017.
The Hon. Peter Carroll presides over the case. William C. Beall,
Esq., at Beall & Burkhardt, APC, to serve as bankruptcy counsel.

In its petition, the Debtor estimated $2.7 million in assets and
$2.24 million in liabilities. The petition was signed by Carl
Douglas Mondo, managing member.


N.F.K.A. CORP: Hires Medeiros as Counsel
----------------------------------------
N.F.K.A. Corp., d/b/a Acappella, seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
the Law Offices of Lorraine M. Medeiros, Esq., as counsel to the
Debtor.

N.F.K.A. Corp. requires Medeiros to:

   a. advise the Debtor with respect to the Debtor's powers and
      duties as a debtor-in-possession;

   b. assist the Debtor in the bankruptcy case and take all
      necessary legal steps to facilitate such processes;

   c. prepare and file on behalf of the Debtor all necessary
      applications, motions, orders, reports, adversary
      proceedings and other pleadings and documents;

   d. appear in the Bankruptcy Court, and to protect the interest
      of the Debtor and its estate before the Bankruptcy Court;

   e. analyze claims and negotiate with creditors on behalf of
      the Debtor; and

   f. perform all other legal services to the Debtor, necessary
      in the bankruptcy proceedings.

Medeiros will be paid at these hourly rates:

     Lorraine M. Medeiros               $350
     Paralegals                         $65

Medeiros will be paid a retainer in the amount of $5,000.

Medeiros will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Lorraine M. Medeiros, sole member of the Law Offices of Lorraine M.
Medeiros, Esq., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Medeiros can be reached at:

     Lorraine M. Medeiros, Esq.
     LAW OFFICES OF LORRAINE M. MEDEIROS, ESQ.
     56 Ferry Street, Suite 1
     Newark, NJ 07105
     Tel: (973) 589-1785
     Fax: (973) 589-0603

                   About N.F.K.A. Corp.

NFKA Corporation, dba Acappella, based in New York, NY, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13474) on December
13, 2016.  The Hon. Mary Kay Vyskocil presides over the case.
Lorraine M. Medeiros, Esq., at the Law Offices of Lorraine M.
Medeiros, Esq., to serve as bankruptcy counsel.

In its petition, the Debtor estimated $51,000 in assets and $4.30
million in liabilities. The petition was signed by Sergio N.
Zherka, president.


NAKED BRAND: Hikes "At-The-Market" Offering to $5.5 Million
-----------------------------------------------------------
Naked Brand Group Inc. and Maxim Group LLC entered into amendment
no. 1 to At The Market Offering Agreement on March 30, 2017.

As previously disclosed in the Company's Current Report on Form 8-K
filed with the U.S. Securities and Exchange Commission on Feb. 10,
2017, the Company entered into an At The Market Offering Agreement
with Maxim pursuant to which the Company may sell shares of the
Company's common stock, par value $0.001 per share, through Maxim,
as sales agent, in connection with the Company's "at-the-market"
equity offering program.  Prior to March 30, 2017, an aggregate of
$4,999,978 of Shares had been sold in the ATM Offering.  

The Amendment, among other things, increases the number of Shares
that may be sold in the ATM Offering to an aggregate of $5,500,000.
Except as specifically amended by the Amendment, the Original
Agreement remains in full force and effect and all other terms of
the Original Agreement remain unchanged.

                      About Naked Brand

Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada.  It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants under
the Naked brand, as well as under the NKD sub-brand for men. The
company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com.  Naked
Brand Group Inc. is based in New York.

Naked Brand reported a net loss of US$19.06 million on US$1.38
million of net sales for the year ended Jan. 31, 2016, compared to
a net loss of US$21.07 million on US$557,000 of net sales for the
year ended Jan. 31, 2015.  As of July 31, 2016, Naked Brand had
US$2.99 million in total assets, US$1.44 million in total
liabilities and US$1.55 million in total stockholders' equity.

BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2016, noting that the Company incurred a net loss of
$19,063,399 for the year ended Jan. 31, 2016, and the Company
expects to incur further losses in the development of its business.
This condition raises substantial doubt about the Company's
ability to continue as a going concern, the auditors said.


NEWLEAD HOLDINGS: Michail Zolotas Resumes Chairman & CEO Roles
--------------------------------------------------------------
NewLead Holdings Ltd. announced that Michail S. Zolotas has resumed
his role as Chairman of the Board of Directors and president and
chief executive officer of the Company.  Mr. Zolotas submitted his
resignation on Oct. 19, 2016, following the developments at that
time in a strictly personal legal matter which is wholly unrelated
to NewLead and its operations.

                About NewLead Holdings Ltd.

NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns and
manages product tankers and dry bulk vessels.  NewLead currently
controls 22 vessels, including six double-hull product tankers and
16 dry bulk vessels of which two are newbuildings.  NewLead's
common shares are traded under the symbol "NEWL" on the NASDAQ
Global Select Market.

NewLead Holdings reported a net loss attributable to the Company's
common shareholders of US$97.1 million on US$27.8 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
attributable to Holdings' common shareholders of US$100 million on
US$12.07 million of revenues for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, NewLead had US$122 million in total assets,
US$297 million in total liabilities, and a total shareholders'
deficit of US$175 million.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred a net
loss and utilized cash in operating activities for the year ended
December 31, 2015 and as of December 31, 2015, has both a working
capital deficiency and shareholders' deficit and, in addition, is
in default on a significant portion of its outstanding obligations.
All such events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


OCEAN RIG: Hedge Fund Backer Takes Aim at Restructuring Plan
------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that a creditor of Ocean Rig UDW Inc. is using the New
York courts to attempt to short-circuit the offshore drilling
contractor's restructuring proceedings in the Cayman Islands,
lawyers said.

According to the report, under pressure from slumping oil prices,
Ocean Rig filed in New York for Chapter 15 protection from
creditors, the section of the U.S. bankruptcy code covering foreign
insolvency cases.  Now, Ocean Rig is gearing up for a fight with
Highland Capital Management LP, a creditor and shareholder that has
accused Chief Executive George Economou of using it as a piggy bank
for his other enterprises, the report related.

The company met with its creditors in New York in the courtroom of
U.S. Bankruptcy Judge Martin Glenn, who will decide whether to
"recognize" Ocean Rig's Cayman Islands restructuring proceedings
and block creditors from suing in the U.S. court system, the report
further related.  But Highland wants permission to commence an
involuntary bankruptcy petition against Ocean Rig, according to the
hedge fund's attorney, Jeffrey Sabin, Esq., of the Venable LLP law
firm, the report added.

Judge Glenn said the law doesn't clearly say whether creditors of a
Chapter 15 debtor may commence an involuntary bankruptcy case
before the foreign insolvency proceeding is recognized, the report
noted.  He scheduled an April 20 hearing on the matter, the report
added.

                    About Ocean Rig UDW Inc.

Ocean Rig. (NASDAQ: ORIG)  -- http://www.ocean-rig.com/-- is an  
international offshore drilling contractor providing oilfield
services for offshore oil and gas exploration, development and
production drilling, and specializing in the ultra-deepwater and
harsh-environment segment of the offshore drilling industry.

Ocean Rig (Bankr. S.D.N.Y., Case No. 17-10736) and its three
affiliates, Drill Rigs Holdings Inc. (Bankr. S.D.N.Y., Case No.
17-10737), Drillships Financing Holding Inc. (Bankr. S.D.N.Y., Case
No. 17-10738) and Drillships Ocean Ventures Inc. (Bankr. S.D.N.Y.,
Case No. 17-10739), filed Chapter 15 petitions on March 27, 2017.

Simon Appell and Eleanor Fisher of AlixPartners, LLP, serve as
joint provisional liquidators and authorized foreign
representatives.

The Debtors' U.S. Counsel are Evan C. Hollander, Esq., and Raniero
D'Aversa Jr., Esq., at Orrick, Herrington & Sutcliffe LLP, in New
York.


OMINTO INC: Promotes Raoul Quijada Chief Financial Officer
----------------------------------------------------------
Ominto, Inc., announced that Raoul Quijada has been promoted to
chief financial officer from interim chief financial officer,
effective March 7, 2017.

Mr. Quijada joined the company in June 2016 with over 20 years of
experience, bringing with him a significant record of leadership
from several Fortune 500 Companies.  Mr. Quijada started his career
at Price Waterhouse Coopers LLP.  Immediately prior to joining the
company, Mr. Quijada worked at Afligo Marketing Services, Inc. a
division of Systemax Inc. (NYSE: SYX) a Fortune 600 company, where
he served as Senior VP of Finance and Operations and was
responsible for leading the functions of financial management and
strategic planning as well as operations.

"We are fortunate to have found an executive of the highest caliber
with global experience to join Ominto.  He has been a great
contributor to our team and was instrumental in the application
process and our approval in uplisting to Nasdaq," stated Michael
Hansen, founder and CEO of Ominto.  "We are excited to have him
join our management team permanently and look forward to his future
with our company."

On March 30, 2017, the Company executed an employment agreement
with Mr. Quijada whereby Mr. Quijada will receive an annual base
salary of $220,000, eligibility for an annual bonus which will be
determined and made at the sole discretion of the Board, and other
fringe benefits including reimbursement of business expenses and
paid time off.

From 2005 through 2007, Mr. Quijada was the senior director of
finance at Newell Rubbermaid, the director of Strategic Planning &
Analysis from 2003 to 2005, and the director of Finance -LAC
Division from 1998 to 2003.  As a Certified Six Sigma Black Belt
and proficient in the Six Sigma/Lean Principles, Mr. Quijada has
used his expertise in Operational Excellence to lead several
initiatives to increase efficiencies through the implementation of
different mechanisms designed to improve core processes and measure
operational effectiveness.  Mr. Quijada attended New York
University and Concordia University with a double major in Business
Administration & Finance and holds a Master of Business
Administration from the University of St. Thomas -- Graduate School
of Business in Minneapolis MN, and a Certificate of Professional
Achievement in Leadership & Management from the Kellogg School of
Management - Evanston, IL.

                         About Ominto

Ominto, Inc. -- http://inc.ominto.com/-- was incorporated under
the laws of the State of Nevada on June 4, 1999, as Clamshell
Enterprises, Inc., which name was changed to MediaNet Group
Technologies, Inc. in May 2003, then to DubLi, Inc. on Sept. 25,
2012, and finally to Ominto, Inc. as of July 1, 2015.  The DubLi
Network was merged into the Company, as its primary business in
October 2009.

Ominto reported a net loss of $10.30 million on $17.69 million of
revenues for the year ended Sept. 30, 2016, compared to a net loss
of $11.69 million on $21.28 million of revenues for the year ended
Sept. 30, 2015.

As of Dec. 31, 2016, Ominto had $65.84 million in total assets,
$44.01 million in total liabilities, $6.62 million in stockholders'
equity and $15.19 million in non-controlling interest.


PACE DIVERSIFIED: Wants to Use USB Cash Collateral for April 2017
-----------------------------------------------------------------
Pace Diversified Corporation asks the U.S. Bankruptcy Court for the
Eastern District of California for interim authorization to use
cash collateral for April 2017, and ultimately for the use in May
and June 2017.

The Debtor intends to use cash collateral in the form of bank
deposits, accounts receivable, and proceeds received from the sale
of crude oil in the ordinary course of business. The Debtor intends
to use cash collateral in the total amount of $42,799 for the
period April 1-30, 2017 as set forth in its Budget. The expenses
include operating expenses, royalties, payroll, insurance,
maintenance, and other expenses critical to the operations of the
Debtor.

The Debtor believes that the only creditor asserting a lien on its
production is United Security Bank.

The Debtor has two loans with United Security Bank, one in the
amount of $66,000 that is asserted to be secured by a bond in the
amount of $70,000, and another in the amount of $95,000. In 2016,
the Debtor has entered into a Security Agreement and Loan Amendment
that extended the loan for one year and changed the security to a
blanket lien on the Debtor's personal property.

The Debtor relates that it sells its oil exclusively to Shell and
gets paid on or about the 20th of each month for prior month
deliveries. However, the Debtor anticipates payroll, which will be
due on April 7, 2017, as its only expense pending the hearing of
the Motion, since other expenses can await the 20th payment.

A preliminary hearing to consider the Debtor's use of cash
collateral will be held on April 13, 2017 at 9:30 a.m.

A full-text copy of the Debtor's Motion, dated March 31, 2017, is
available at https://is.gd/TR451u

                     About Pace Diversified Corporation

Pace Diversified Corporation was incorporated in 2001 by its owners
Dwayne and Patricia Roach. Pace is engaged in the production and
distribution of oil and gas.  The Company was founded in 2000 and
is based in Bakersfield, California.

Pace Diversified Corporation filed a Chapter 11 petition (Bankr.
E.D. Cal. Case No. 17-11028), on March 23, 2017.  The petition was
signed by Dwayne Roach, President. The case is assigned to Judge
Rene Lastreto II.  The Debtor is represented by T. Scott Belden,
Esq. at Belden Blaine Raytis, LLP.  At the time of filing, the
Debtor had $10 million to $50 million in estimated assets and $1
million to $10 million in estimated liabilities.


PARAGON OFFSHORE: Wants Exclusivity Extended to Allow Mediation
---------------------------------------------------------------
Paragon Offshore plc, et al., filed with the Bankruptcy Court a
fifth motion seeking an extension of their exclusive periods to
file a bankruptcy plan and solicit acceptances for that plan
through and including June 5, 2017, and August 4, 2017,
respectively.

The Debtors tell the Court that since they last obtained an
exclusivity extension, they have made meaningful progress towards
bringing their cases to a conclusion.  The Debtors have requested,
and the Court has agreed to appoint, a mediator in the hopes of
resolving the parties' differences regarding the Third Joint
Chapter 11 Plan of Paragon Offshore plc and Its Affiliated Debtors
and arriving at a restructuring plan supported by all key creditor
constituencies.  The mediation is scheduled to proceed on April 5
and 6, 2017, and its outcome may materially impact the future of
these cases for the better.

Judge Kevin J. Carey was appointed on February 27, 2017, to mediate
issues related to the Debtors' Plan.

Should the mediation prove successful, the Debtors expect to
propose, file, and expeditiously prosecute a new chapter 11 plan
-- one that would reflect a global agreement among the Debtors,
their Secured Lenders, and the Creditors' Committee.

If the mediation is unsuccessful, the Debtors are prepared to move
forward without delay with the current restructuring plan supported
by their Secured Lenders. In late March 2017, the Debtors obtained
the Court's approval of the Disclosure Statement for Third Joint
Plan.  In the absence of a global deal, the Debtors will be poised
to begin the solicitation process for the Third Plan shortly after
the conclusion of the mediation.

From there, it will be only a few weeks to the start of the
confirmation hearing on June 5, 2017.

The Debtor maintain that no matter which path these cases take,
they cannot afford to accommodate any unnecessary distractions and
delays. An expeditious resolution of these cases is essential to
Paragon remaining as a going concern.  The Debtors say that a short
extension of exclusivity will allow them to focus their efforts on
either reaching a global deal over the next few weeks or seeking
confirmation of the Third Plan as quickly as possible, without
wasting additional estate resources litigating over a competing
plan.  Moreover, allowing other parties to file a competing plan at
this stage would be of questionable benefit to the estates, the
Debtors point out. Any such plan would be required to cram up
secured creditors holding over $1.4 billion of debt; a difficult,
if not impossible, task under the current circumstances, the
Debtors say.

The Debtors' current plan filing period was slated to expire March
31, 2017, and the current solicitation period will expire on May
30, 2017, absent an extension.

The Court will convene a hearing on April 28 to consider the
Debtors' current exclusivity extension request.

                      About Paragon Offshore

Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel;
Richards, Layton & Finger, P.A. as local counsel; Lazard Freres &
Co. LLC as financial advisor; Alixpartners, LLP, as restructuring
advisor; PricewaterhouseCoopers LLP as auditor and tax advisor; and
Kurtzman Carson Consultants as claims and noticing agent.

No request has been made for the appointment of a trustee or an
examiner in the cases.

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent
under the Senior Secured Revolving Credit Agreement, dated as of
June 17, 2014, and (b) as collateral agent under the Guaranty and
Collateral Agreement, dated as of July 18, 2014, are Sandeep Qusba,
Esq., and Kathrine A. McLendon, Esq., at Simpson Thacher & Bartlett
LLP.

Delaware counsel to JPMorgan Chase Bank, N.A. are Landis Rath &
Cobb LLP's Adam G. Landis, Esq.; Kerri K. Mumford, Esq.; and
Kimberly A. Brown, Esq.

Counsel to Cortland Capital Market Services L.L.C. as
administrative agent under the Senior Secured Term Loan Agreement,
dated as of July 18, 2014, are Arnold & Porter Kaye Scholer LLP's
Scott D. Talmadge, Esq.; Benjamin Mintz, Esq.; and Madlyn G.
Primoff, Esq.

Delaware counsel to Cortland Capital Market Services L.L.C. are
Potter Anderson & Corroon LLP's Jeremy W. Ryan, Esq.; Ryan M.
Murphy, Esq.; and D. Ryan Slaugh, Esq.

Counsel to Deutsche Bank Trust Company Americas as trustee under
the Senior Notes Indenture, dated as of July 18, 2014, for the
6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024,
are Morgan, Lewis, & Bockius LLP's James O. Moore, Esq.; Glenn E.
Siegel, Esq.; and Joshua Dorchak, Esq.

                           *     *     *

Paragon Offshore plc, et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a third joint Chapter 11 plan and
disclosure statement.  Each holder of an allowed Class 5 General
Unsecured Claim will be entitled to receive cash in the amount
equal to the lesser of (a) 26% of the amount of the holder's
allowed claim and (b) its pro rata share of $5,000,000, or a higher
amount as may be agreed between the Debtors and the requisite
lenders.  This class is impaired by the Plan.  Plan distributions
of cash will be funded from the Debtors' and the Reorganized
Debtors' cash collateral or unencumbered cash, as the case may be,
in accordance with the terms of the Plan.

A copy of the Third Joint Plan is available at:

        http://bankrupt.com/misc/deb16-10386-1234.pdf   


PARETEUM CORP: Hikes Saffelberg Promissory Note by 10%
------------------------------------------------------
Pareteum Corporation entered into an agreement with Saffelberg
Investments NV on March 30, 2017, pursuant to which the Company and
the Holder amended the terms of, redeemed or effected conversion,
as the case may be, of certain convertible promissory notes and
warrants previously issued by the Company to Saffelberg.

Pursuant to the Agreement, the Company and Saffelberg agreed to
modify certain terms of the Notes whereby (i) the principal amount
of one Note, in the initial amount of $723,900, will be increased
by 10% and subsequently converted into 530,860 shares of common
stock, par value $0.00001 per share, of the Company and (ii) the
Company will immediately repay in cash another Note in the
principal amount of $350,000, plus interest of $59,304.

The Agreement also provides (i) for a 10% increase in the number of
shares of Common Stock issuable upon the exercise of a Warrant,
exercisable for an initial amount of 96,520 shares of Common Stock,
as well as a change in the exercise price of the Warrant to $1.87
per share, (ii) a change in the exercise price of a second Warrant
for 80,000 shares of Common Stock to $1.87 per share and an
extension of the expiration date to Aug. 31, 2021, and (iii) a
change in the exercise price of a third Warrant for 40,000 shares
of Common Stock to $1.87 per share and extension of the expiration
date to Aug. 31, 2021.  Further, the provisions contained in all of
the Warrants granting the Holder anti-dilution protection, and
re-pricing and cashless exercise provisions have also been removed
pursuant to the Agreement.
   
The issuance of the shares of the Company's common stock under the
Agreement is pursuant to an exemption from registration under
Section 4(a)(2) and Regulation D of the Securities Act.

                     About Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Elephant Talk reported a net loss of $5.00 million on $31.0 million
of revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.9 million on $20.4 million of revenues for the year
ended Dec. 31, 2014.  As of Sept. 30, 2016, Pareteum had $15.26
million in total assets, $21.66 million in total liabilities and a
total stockholders' deficit of $6.40 million.

Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda &
Williamson, LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, has an accumulated deficit of
$256 million and has negative working capital.  This raises
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


PAYLESS HOLDINGS: Case Summary & 50 Largest Unsecured Creditors
---------------------------------------------------------------
Affiliated debtors that filed separate Chapter 11 bankruptcy
petitions:

    Debtor                                           Case No.
    ------                                           --------
    Payless Holdings LLC                             17-42267
    3231 Southeast Sixth Avenue
    Topeka, ks 66607

    Payless ShoeSource, Inc.                         17-42257
    Collective Licensing, LP                         17-42279
    Collective Brands Franchising, LLC               17-42280
    Payless NYC, Inc.                                17-42281
    PSS Delaware Company 4, Inc.                     17-42282
    Payless ShoeSource Merchandising, Inc.           17-42283
    Payless International Franchising, LLC           17-42284
    Payless ShoeSource Canada GP Inc.                17-42285
    Payless Finance, Inc.                            17-42286
    Eastborough, Inc.                                17-42287
    Payless ShoeSource Worldwide, Inc.               17-42288
    Payless Collective GP, LLC                       17-42290
    Collective Brands Services, Inc.                 17-42291
    Payless Gold Value Co, Inc.                      17-42292
    Payless ShoeSource Canada LP                     17-42293
    Dynamic Assets Limited                           17-42294
    PSS Canada, Inc.                                 17-42296
    Payless Purchasing Services, Inc.                17-42297
    Payless Inc                                      17-42298
    Collective Brands Logistics, Limited             17-42299
    PaylessShoeSource Distribution, Inc.             17-42300
    Payless Intermediate Holdings LLC                17-42301
    Collective Licensing International, LLC          17-42302
    Shoe Sourcing, Inc.                              17-42303
    Payless ShoeSource Canada Inc.                   17-42304
    WBG-PSS Holdings LLC                             17-42305
    Payless Collective GP, LLC                       17-42306
    Clinch, LLC                                      17-42307
    Payless ShoeSource of Puerto Rico, Inc.          17-42308

Business Description: Payless -- http://www.payless.com-- was  
                      founded as a private company in 1956 as an
                      everyday footwear retailer with a strategy
                      of selling low-cost, high-quality, fashion-
                      forward family footwear.  It currently
                      employs approximately 22,000 people.
                      Payless first traded publicly in 1962, and
                      was taken private in May 2012.  Payless
                      Holdings, LLC currently owns, directly or
                      indirectly, each of Payless' 91
                      subsidiaries.

Chapter 11 Petition Date: April 4, 2017

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Debtors' Local
Restructuring
Counsel:            Steven N. Cousins, Esq.
                    Erin M. Edelman, Esq.
                    ARMSTRONG TEASDALE LLP
                    7700 Forsyth Boulevard, Suite 1800
                    St. Louis, MO 63105
                    Tel: (314) 621-5070
                    Fax: (314) 612-2239
                    E-mail: scousins@armstrongteasdale.com
                            eedelman@armstrongteasdale.com

Debtors'
Attorneys:          Nicole L. Greenblatt, P.C.
                    Cristine F. Pirro, Esq.
                    Jessica Kuppersmith, Esq.
                    KIRKLAND & ELLIS LLP
                    KIRKLAND & ELLIS INTERNATIONAL LLP
                    601 Lexington Avenue
                    New York, NY 10021
                    Tel: (212) 446-4800
                    Fax: (212) 446-4900
                    E-mail: nicole.greenblatt@kirkland.com
                            cristine.pirro@kirkland.com
                            jessica.kuppersmith@kirkland.com

                       - and -

                    James H.M. Sprayregen, P.C.
                    William A. Guerrieri, Esq.
                    KIRKLAND & ELLIS LLP
                    KIRKLAND & ELLIS INTERNATIONAL LLP
                    300 North LaSalle Street
                    Chicago, Illinois 60654
                    Tel: (312) 862-2000
                    Fax: (312) 862-2200
                    E-mail: will.guerrieri@kirkland.com
                            james.sprayregen@kirkland.com

Debtors'
Conflicts
Counsel:            MUNGER, TOLLES & OLSON LLP

Debtors'
CCAA
Counsel:            OSLER, HOSKIN & HARCOURT LLP

Debtors'
Financial
Advisor &
Investment
Banker:             GUGGENHEIM SECURITIES, LLC

Debtors'
Restructuring
Advisor:            ALVAREZ & MARSAL NORTH AMERICA, LLC
                    600 Madison Avenue, 8th Floor
                    New York, NY 10022
                    https://www.alvarezandmarsal.com/
                    Tel: 212.759.4433
                    Fax: 212.759.5532

Debtors'
Notice,
Claims,
Balloting &
Administrative
Agent:              PRIME CLERK LLC

Estimated Assets: $500 million to $1 billion

Estimated Debts: $1 billion to $10 billion

The petitions were signed by Paul J. Jones, chief executive
officer.

Debtors' Consolidated List of 50 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Morgan Stanley Senior Funding Inc.   Second Lien     $145,000,000
1585 Broadway, 4th Floor             Term Loans
New York, NY 10036
Attn: Christina Ames
Tel: 212-761-2975
Email: christina.ames@morganstanley.com

Ever-Rite International Co. Ltd.    Trade Payable-    $23,335,212
6F~5, No. 8, 609 Lane, Sec. 5        Merchandise
Chung-Hsien Rd., San Chung
New Taipei City, Taiwan
Attn: Albert Wang, owner
Tel: 886-2-2999-8888
     Ext. 313
Email: sharon@mail.everrite.com

Huge International Ltd.              Trade Payable-   $18,233,578
8F., No. 101, Sec 2 Taiwan Blvd.      Merchandise
Taichung City, Taiwan
Attn: Joseph Lin, CEO
Tel: 886-4-23051789
Fax: 886-4-23051471
Email: joseph@hugeintl.com

Moda Shoe Limited                    Trade Payable-    $14,913,224
Suite 3810-11, 38/F, Tower 6          Merchandise
The Gateway, Harbour City
9 Canton Road
Tsim Sha Tsui, Kowloon
Hong Kong
Attn: Anthony Brian Cox, Director
Tel: 852-27368092
Fax: 852-27303799
Email: Tony@moda-shoebiz.com

800 N. Sepulveda Blvd               
El Segundo, CA 90245                 
Attn: Jack Silvera
CEO and Founder
Tel: 310-647-6700
Email: Jacks@dynashoe.com

The Asean Corp. Ltd.                 Trade Payable-    $13,878,451
Room 1102-5, 11/F                     Merchandise
9 Wing Hong Street, Cheung
Sha Wan
Kowloon, Hong Kong
Hong Kong
Attn: Clarence Choi
Tel: 852-39637026
Email: clarence_choi@toplinecorp.com

5126 Barnett Ave.                   
Long Island City, NY 11104          
Att: Edward Rosenfeld, CEO
Tel: 718-308-2263
Email: Edrosenfeld@stevemadden.com

Qingdao Doublestar Mingren           Trade Payable-     $8,723,045
Imp 7 Exp Co.                         Merchandise
No. 45 Qutangxia Road
Qingdao, Shandong 26602
China
Attn: Yu Qunli, CEO
Tel: 86-532-82664688
Email: yuqunli777@gmail.com

Fortune Way International Co., Ltd.  Trade Payable-     $7,902,747
No. 241, Ping His Rd Shalu Town       Merchandise
Taichung, Taiwan, Taiwan
Attn: Johnsen Wu
Tel: 86-13925830888
Email: johnsen@hexintai.com

Xiamen C and D Light Industry        Trade Payable-     $5,620,764
Co Ltd.                               Merchandise
Yandai Industry Area,
Chendai
JinJiang, Fujian, China
Attn: Mr. Jian Ning Lin GMM
Tel: 86-18016508888
Email: 18016508888@189.cn

Santak Corporation                   Trade Payable-     $5,560,500
No. 20, LN. 11, Shang'an Rd.,         Merchandise
Xitun Dist.
Taichung 407
Taiwan
Attn: Lu.Huei-Ting, owner
Fax: 886-4-24529155
Email: cory_chen@santakcorp.com.tw

Highcom International Limited        Trade Payable-     $5,545,609
9F-1, No. 73, Jhongyi Street,         Merchandise
Situn Dist.
Taichung 407 Taiwan
Attn: Lisa Chen
Tel: 886-935-396822
Fax: 886-4-23585366
Email: lisa@highchain.com.tw








Fila USA Inc.                        Trade Payable-     $5,172,156
1411 Broadway 30th Fl.                Merchandise
New York, NY 10018
Attn: Jon Epstein, President
Tel: 646-265-3053
Email: jepstein@fila.com

Best Paramount                       Trade Payable-     $4,928,119
International Limited                 Merchandise
Fl. 12, No. 309, Sung Chiang Road
Taipei, Taiwan
Attn: Vincent Chien
Tel: 886-912-578-853
Fax: 886-2-25010459
Email: vincent@ljoinc.com.tw

TCFE International Co., Ltd.         Trade Payable      $4,652,602
No. 1102 Room, Fugui Building
Ronghus Homestead, No. 635
Dongzhen Rd
Putian City, Fujian China
Attn: Bruce Cagner, CEO
Tel: 86-516-8646404
Email: bcagncer@bcnyintl.com

25 Newbridge Rd., Ste 405            
Hicksville, NY 11801                  
Attn: Bruce Cagner
Chairman
Tel: 212-695-5959
Email: bcagner@bcnyintl.com

Putian City Hui Sheng                Trade Payable-     $3,988,072
Trading Co. Ltd.                      Merchandise
Chengxiang District
Putian City, Fujian China
Attn: Dennis Weng
Tel: 86-13599023599
Email: dennis.weng@ptwangsheng.com

Topsmart International Co. Ltd.      Trade Payable-     $3,890,369
No. 31, 3/F                           Merchandise
Wentanzhuanyao Industrial
Park Dongcheng District
Dongguan, Guangdong China
Attn: George Liao GMM
Tel: 1-212-2394530
Email: george.liao@jacksonbags.com

330 5th Ave., 11th FL               
New York, NY 10001
Attn: Jackson Liao President
Tel: 212-239-4530
Email: jackson.liao@jacksonbags.com

C & C Accord Ltd.                    Trade Payable-     $3,625,442
6F-2, No. 66                          Merchandise
Shih-Cheng N. 5th Rd., Xitun
Dist.
Taichung, Taiwan 407
Taiwan
Attn: Annie Chang, CFO
Tel: 886-917-224-588
Fax: 886-4-2254-0976
Email: annie@dibafareast.com
       annie@dbaccord.com

Ascendant (Hong Kong)                Trade Payable-     $3,557,601
Trade Co Limited                       Merchandise
UnitD, F/3, Bamboos Centre
52 Hong to Road, Kwun Tong
Kowloon, Hong Kong, China
Attn: Mr. Lin Guofu
Tel: 86-594-2782821
Fax: 86-594-2792540
Email: guofu_lin@kiafa.com

MIA Worldwide Co. Ltd.               Trade Payable-     $3,505,764
1F, No. 370-17, Sec. 4 Henan Rd.      Merchandise
Nantun Dist
Taichung City 40874, Taiwan
Attn: Yang Chin Yuan, CEO
Tel: 886-933-557755
Fax: 886-4-22584158
Email: johhny0696@126.com

9985 NW 19th St.
Miami, FL 33172
Attn: Richards Strauss, CEO
Tel: 305-455-2600
Email: rlstrauss@miashoes.com

Dongyi-Shoes Co. Ltd.                Trade Payable-     $3,165,197
Shuangyuqianchen                      Merchandise
Lucheng District, Wenzhou
325007
China
Attn: Stephen Chen
Tel: 86-1396880599
Fax: 86-577-88050111
Email: stephen@dongyishoes.com

Glory China Footwear Co Limited      Trade Payable-     $2,921,600
Unit A B, 6th Floor, Fuguang Bldg.    Merchandise
No. 567 Qianpu Donglu
Xiamen, Fujian 361008
China
Attn: John Chai
Tel: 86-13806050221
Fax: 86-592-82666798
Email: john@glory-china.net

800 N. Sepulveda Blvd
El Segundo, CA 90245
Attn: Jack Silvera
CEO & Founder
Tel: 310-647-6700 x737
Email: jacks@dynashoe.com

Kenth Productions LLC               Trade Payable-      $2,499,551
603 W 50th St                        Merchandise
New York, NY 10019
Attn: Marc Schneider, CEO
Tel: 212-265-1500
Email: mschneider@kennethcole.com

Ever Spotlight Ltd.                 Trade Payable-      $2,264,404
No. 50, Nanbei Road                   Merchandise
Thaipao City
Chiayi, Taiwan
Attn: Mr. Kau Hsiu Sung, President
Tel: 86-13850273505
Email: jason_kuo@shoeharvest.com

Peds Legwear USA Inc.               Trade Payable-      $2,246,572
9451 Neuville Avenue                 Merchandise
Hildebran, NC 28637
Attn: Michael Penner
President and CEO
Tel: 514-875-5575 X12
Email: mpenner@peds.com

Gish, J. Stephen                        SERP            $2,187,354
Attn: Gish, J. Stephen

First Service Networks Inc.          Trade Payable-     $2,169,172
11333 N. Scottsdale Road                Store
Suite 260                             Maintenance
Scottsdale, AZ 85254
Attn: Michael Ferreira
President
Tel: 480-614-4559

Fortune Creation Co. Ltd.           Trade Payable-      $2,033,490
Fuxiang, Nan-Sir New                 Merchandise
Industrial Zone
Cha-Shan Town
Dongguan, Guangdong, China
Attn: Henry Hong
Tel: 86-13922974456
Email: henry@fortunecreation.com.cn

Marc USA Chicago                    Trade Payable-      $2,025,298
325 North La Salle                   Merchandise
Suite 750
Chicago, IL 60654
Attn: Michele Fabrizi
President & CEO
Tel: 312-321-9000
Fax: 312-321-1736
Email: chicago@marcusa.com

Everything Legwear LLC               Trade Payable-     $1,980,997
4885 Alpha Rd., Ste 125               Merchandise
Dallas, TX 75244
Attn: Lisa Sizemore, President
Tel: 469-374-7600
Email: lisa@elegwear.com

SHI International Corp.              Trade Payable-     $1,830,360
290 Davidson Ave.                         IT
Somerset, NJ 08873
Attn: Thai Lee
President and CEO
Tel: 888-764-8888

Putian Xinlong Footwear Co. Ltd.     Trade Payable-     $1,686,971
Shuinan Village                       Merchandise
Huangshi Town, Licheng Putian
China
Attn: Bobin Lin, President
Tel: 86-13599888853
Email: robinliu@xinlong.com.cn

34th Street Penn Association LLC     Lease Contract   Undetermined
c/o Jenel Management Corp.             Rejection
275 Madison Avenue, Suite 1100
New York, NY 10016
Attn: David Dushey, CEO
Tel: 212-889-6405 Ext. 18
Email: dd@jenet.net

Seyfarth Shaw LLP                    
620 Eight Avenue                       
New York, NY 10018
Attn: Marc J. Gurell, Esq.
Partner
Tel: 212-218-5569
Fax: 212-218-5569
Email: mgurell@seyfarth.com

Aider Company Limited                Trade Payable-     $1,477,543
9/F Xinghu Commercial Bldg.           Merchandise
No. 46 of Hu Li Da Dao
Xiamen 361000
China
Attn: Gina Yao
Tel: 86-13358385236
Fax: 86-592-5691700
Email: gina@aider-xm.com

South China Shoes Products           Trade Payable-     $1,459,131
Company Ltd.                          Merchandise
5 Fung Yip St.
Chaiwan, Hong Kong
Attn: Michelle Tang
Tel: 852-25056662
Fax: 852-25581196
Email: michelle@scshoes.com.hk

Fuqing Jia Cheng Trading              Trade Payable-    $1,424,104
Corporation Ltd.                        Merchandise
Wudian, Honglu Town
Fuqing, Fujian Province
350301
China
Attn: Kim Lim
Tel: 86-13115912000
Fax: 86-591-85370793
Email: hf88@fjhf.com

MC Sign Company                      Trade Payable-     $1,419,637
8959 Tyler Blvd                      Construction
Mentor, OH 44060                        Vendor
Attn: President or General Counsel
Tel: 440-209-6200
Email: sales@mcsign.com

Champion Athleticwear                  Licensing        $1,414,407
1000 East Hames Mills Rd.              Agreement
Winston-Salem, NC 27105
Attn: Don Burton
Marketing Director
Tel: 336-519-3562
Email: don.burton@hames.com

Taizhou Baolite Shoes Co Ltd.        Trade Payable-     $1,407,343
Muyuzeguo Town                        Merchandise
Wenling City, Zhejiang
Province, China
Attn: Carol Chen
Tel: 86-13575860808
Email: carol@baolite.com

Ho Wang Tai Group Co. Ltd.           Trade Payable-     $1,307,816
No. 241, Ping His Rd Shalu Town       Merchandise
Taichung, Taiwan
Taiwan
Attn: Johnsen Wu
Tel: 86-13925830888
Email: johnsen@hexintai.com

Cognizant Technology Solutions       Trade Payable-     $1,293,290
US Corp                                  IT
500 Frank W. Burr Boulevard
Teaneck, NJ 07666
Attn: President or General Counsel
Tel: 201-801-0233
Fax: 201-801-0243
Email: inquiry@cognizant.com

Racon Footwear Limited               Trade Payable-     $1,292,525
No. 241, Ping His Rd.                 Merchandise
Shalu Town, Taichung Taiwan
Attn: Johnsen Wu
Tel: 86-13925830888
Email: johnsen@hexintai.com

E.S. Originals, Inc.                   Licensing        $1,252,736
Room 401, 4/F., Tower II               Agreement
Silvercord
30 Canton Road
Tsimhatsui, Kowloon
Hong Kong
Attn: Peter Lewis Portia Khoo
Tel: 852-22428383
Fax: 852-23756363
Email: Eso@barterhk.com

440 9th Ave., 7th FL     
New York, NY 10001
Attn: Joey Safdeye, CEO
Tel: 212-845-3511
Email: jsafdeye@esoriginals.com

Topline Imports Inc.                  Trade Payable-    $1,233,785
13150 32nd Street                       Merchandise
Bellevue, WA 98005-4436
Attn: Bryan Collins
Tel: 425-643-3003
Fax: 425-643-3846
Email: bryan_collins@toplinecorp.com

5216 Barnett Ave.
Long Island City, NY 11104
Attn: Edward Rosenfeld, CEO
Tel: 718-308-2263
Email: edrosenfeld@stevemadden.com

U.S. Continental Marketing Inc        Trade Payable-    $1,149,564
310 Reed Circle                         Merchandise
Corona, CA 92879
Attn: David Williams
President
Tel: 951-808-888 X 218
Email: dwilliams@uscontinental.com

Interloop Limited                     Trade Payable-    $1,146,885
633 W. 4th St., Ste 201                 Merchandise
Winston-Salem, NC 27101
Attn: Shelley Rider
President
Tel: 336-770-1666
Email: srider@il-na.com

Dibang Shoes Co. Ltd.                 Trade Payable-   $1,143,780
30 Area of China Shoe City             Merchandise
Wenshou, China
Attn: Xie Renxing
President
Tel: 86-13806696888
Email: fsd@dibangshoes.com

Fitron Industries Limited             Trade Payable-    $1,132,979
42/F., Central Plaza                   Merchandise
18 Harbour Road
Wan Chai
Hong Kong
Attn: Eddy Dumarey, Owner
Tel: 1-3255335668
Fax: 852-21557443
Email: eddy.dumarey@cortina.be

42F Central Plaza
Hong Kong
Hong Kong
Attn: Nick Breakman, COO
Tel: +32 55 33 5696
Email: nickbreakeman@cortina.be

Inter-Pacific Corp                    Trade Payable-    $1,121,258
2257 Colby Ave.                       Merchandise
Los Angeles, CA 90064
Attn: Frank Arnstein, CEO
Tel: 310-473-7591
Email: farnstein@ipcls.com

King Industry Co. Ltd.                Trade Payable-    $1,084,335
No. 50 Nanbei Road                     Merchandise
Thaipao City
Chiayi, Taiwan
Attn: Kau Hsiu Sung
President
Tel: 86-13850273505
Email: jason_kuo@shoeharvest.com

Santana Shoes                         Trade Payable-      $997,825
800 N. Sepulveda Blvd.                 Merchandise
El Segundo, CA 90245
Attn: President or General Counsel
Tel: 310-647-6700
Email: info@dynashoe.com

Performance Team Freight              Trade Payable-      $869,214
Systems Inc.                           Merchandise
11204 Norwalk Boulevard
Santa Fe Springs, CA 96070
Attn: Cliff Katab, President
Tel: 562-345-9833
Fax: 562-741-2500
Email: marketing@performanceteam.net


PAYLESS HOLDINGS: Plans to Survive Bankruptcy
---------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal Pro
Bankruptcy, reported that Payless ShoeSource Inc., has said that it
differs from many other recent bankrupty-seeking retailers in that
it plans to survive its restructuring.

According to the Journal, country's largest footwear chain said in
court filings that it is closing some 400 underperforming stores
but its debt-cutting and financing deals will help it emerge from
Chapter 11 as a still-operating business.

"Unlike many retailers with challenged business models that have
liquidated through the bankruptcy process in recent months,
Payless' business continues to be highly relevant with a deeply
loyal customer base," Chief Financial Officer Michael Schwindle
said in court papers, the Journal related.

During the company's courtroom debut, Payless attorney Nicole
Greenblatt, Esq., told a St. Louis bankruptcy judge that "our
number one plan is to not be that liquidating retail story, and we
are not," the report further related.

The report said, citing court papers, lenders holding nearly
two-thirds of senior and junior loan debt -- including funds
managed by Alden Global Capital, Axar Capital Management, Credit
Suisse Asset Management, GSO Capital Partners and Octagon Credit
Investors -- support the restructuring terms.  Senior lenders that
have signed onto the deal are represented by lawyers from King &
Spalding LLP, the report noted.

The restructuring terms call for existing lenders to provide $385
million in bankruptcy financing, some of which is new money but
some of which will refinance existing debt, the report said.  Judge
Kathy Surratt-States on Wednesday granted Payless preliminary
access to the funding, the report further noted, citing an audio
recording of the court hearing. She will review the loan on a final
basis at a May 9 hearing, the report noted.

                        About Payless

Payless -- http://www.payless.com/-- was founded as a private
company in 1956 as an everyday footwear retailer with a strategy of
selling low-cost, high-quality, fashion-forward family footwear.
It currently employs approximately 22,000 people.  Payless first
traded publicly in 1962, and was taken private in May 2012. Payless
Holdings, LLC, currently owns, directly or indirectly, each of
Payless' 91 subsidiaries.

Payless operates in more than 30 countries through its three
business segments (North America, Latin America, and franchised
stores), producing approximately 110 million pairs of shoes per
year across the world.  Payless' North American business represents
a majority of the Debtors' store base, with more than 3,500
wholly-owned stores in the United States, Puerto Rico, and Canada.
Worldwide, Payless had approximately $2.3 billion in net sales in
2016.

Payless' franchised segment consists of stores operated by
franchisees in countries like the Philippines, Indonesia, India,
South Korea, Thailand, Ghana, and Libya.  Since opening their first
franchised stores in 2009, the Debtors' franchise business has
grown to nearly 400 stores across 17 countries.

On April 4, 2017, Payless Holdings and 28 of its subsidiaries,
including Payless ShoeSource, Inc.,
commenced Chapter 11 cases in St. Louis, Missouri (Bankr. E.D.
Mo.), with plans to immediately close 389 of 4,400 brick and mortar
store locations.  The cases are pending before the Honorable Kathy
A, Surratt-States and are jointly administered under Case No.
17-42267.

Payless has engaged Great American Group, LLC, and Tiger Capital
Group, LLC, to perform the large-scale liquidation sales.  At the
time of the filing, Payless said it intends to further evaluate for
closure approximately 3,000 additional stores out of their existing
fleet and negotiate significant rent concessions with the landlords
of other stores.

Armstrong Teasdale LLP, is serving as the Debtors' local
restructuring counsel, with the engagement led by Steven N.
Cousins, Esq., and Erin M. Edelman, Esq.

Kirkland & Ellis LLP is the Debtors' bankruptcy attorneys, with the
engagement led by Nicole L. Greenblatt, P.C., Cristine F. Pirro,
Esq., and Jessica Kuppersmith, Esq., from the New York office, and
James H.M. Sprayregen, P.C., from the Chicago office.

Munger, Tolles & Olson LLP is the Debtors' conflicts counsel.

Osler, Hoskin & Harcourt LLP is the Debtors' CCAA counsel.

Guggenheim Securities, LLC, is the financial advisor and investment
banker.

Alvarez & Marsal North America, LLC, is the Debtors' restructuring
advisor.

Prime Clerk LLC is the claims and noticing agent and the
administrative agent.


PAYLESS INC: Moody's Cuts PDR to D-PD Following Bankruptcy Filing
-----------------------------------------------------------------
Moody's Investors Service downgraded Payless Inc.'s Probability of
Default Rating (PDR) to D-PD from Caa2-PD. The downgrade was
prompted by Payless' April 4, 2017 announcement that it had
initiated Chapter 11 bankruptcy proceedings. The outlook was
changed to stable from negative.

RATINGS RATIONALE

Subsequent to actions, Moody's will withdraw the ratings due to
Payless' bankruptcy filing.

The following ratings were downgraded and will be withdrawn:

Issuer: Payless Inc.

-- Corporate Family Rating, Downgraded to Ca from Caa2

-- Probability of Default Rating, Downgraded to D-PD from Caa2-PD

-- $520 million Sr. Secured 1st Lien Term Loan due 2021,
    Downgraded to Ca (LGD4) from Caa1 (LGD3)

-- $145 million Sr. Secured 2nd Lien Term Loan due 2022,
    Downgraded to C (LGD5) from Caa3 (LGD4)

The outlook has been changed to stable from negative.

In the application of Moody's Loss Given Default Methodology, the
family recovery rate was revised to 35% (from the previous 50%)
signaling what Moody's believes is the current valuation of the
company. As a result, the first lien term loan was downgraded to
Ca, with an expected loss rate of 64% and the second lien term loan
was downgraded to C, with an expected loss rate of 84%.

The principal methodology used in these ratings was Retail Industry
published in October 2015.

Payless Inc. operates approximately 4,400 family footwear stores
(including joint-ventures and franchisees) in approximately 30
countries with LTM revenues as of October 29, 2016 of over $2.3
billion. The company is controlled by funds affiliated with Golden
Gate Capital and Blum Capital.


PEABODY ENERGY: Chapter 11 Plan Effective
-----------------------------------------
On March 17, 2017, the U.S. Bankruptcy Court for the Eastern
District of Missouri, Eastern Division, entered an order confirming
the Second Amended Joint Plan of Reorganization of Peabody Energy
Corporation, et al., as Revised March 15, 2017.

At 4:01 p.m. (Eastern Time), on April 3, 2017, the Effective Date
of the Plan occurred.

The Troubled Company Reporter, citing Reuters, previously reported
that rebel creditors of Peabody's reorganization plan have said
they intend to appeal a bankruptcy judge's decision to allow the
world's largest private sector coal producer to exit Chapter 11
protection.

U.S. Bankruptcy Judge Barry Schermer in St. Louis approved a plan
by Peabody, which has valuable coal assets both in the United
States and Australia, to emerge from bankruptcy in early April with
about $2 billion of debt.

In a notice of appeal filed with the Bankruptcy Court in St.
Louis,
about a dozen money managers who voted against the plan asked an
appellate court to review six issues decided by Schermer in
approving Peabody's reorganization.

Their complaints mostly center around the terms of a private stock
sale that formed part of Peabody's plan to slash more than $5
billion of debt and exit bankruptcy. To participate in the private
offering, Peabody required creditors to support the reorganization
plan. The objecting creditors have said this "premature" buy-in
violated the U.S. bankruptcy code.

In an e-mailed statement, Peabody said its reorganization plan had
received a creditor approval rate of 93 percent and that it did
not
expect this appeal to derail its plans to emerge from Chapter 11.

"The bar for appeals in these types of cases is typically very
high. Absent a court-ordered stay, we continue to expect to emerge
in early April," Peabody said.

A group of hedge funds, including Elliott Management and Aurelius
Capital Management, is expected to reap hundreds of millions of
dollars in gains from Peabody's $750 million private placement of
new shares at a 35 percent discount to the estimated value of its
reorganized stock.

               About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and
the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.

On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code.  The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
(Bankr. E.D. Mo. Case No. 16-42529).

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors.  The Committee retained Morrison
& Foerster LLP as counsel, Spencer Fane LLP as local counsel,
Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel,
Blackacre LLC as its independent expert, and Berkeley Research
Group, LLC, as financial advisor.


POST GREEN: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Post Green Fell LLC
        3336 Dvisaero Street
        San Francisco, CA 94123

Case No.: 17-30314

About the Debtor: Post Green is an affiliate of 624 Stanyan
                  Street, LLC that sought bankruptcy protection
                  on Sept. 1, 2016 (Bankr. N.D. Cal. Case No. 16-
                  30965).  A first meeting of creditors in
                  accordance with 341(a) of the Bankruptcy Code
                  will held on May 9, 2017, at 10:30 a.m. at
                  Office of the U.S. Trustee Office 450.  Proofs
                  of claim are due by Aug. 7, 2017.

Chapter 11 Petition Date: April 4, 2017

Court: United States Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Hon. Dennis Montali

Debtor's Counsel: Michael St. James, Esq.
                  ST. JAMES LAW, P.C.
                  22 Battery St. #888
                  San Francisco, CA 94111
                  Tel: (415) 391-7566
                  Email: ecf@stjames-law.com
                         michael@stjames-law.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Laurence F. Nasey, manager.

The Debtor says it has no unsecured creditors.  

A full-text copy of the petition is available for free at:

        http://bankrupt.com/misc/canb17-30314.pdf


QUANTUM FOODS: Panel, Independent Purchasing Agree to Name Mediator
-------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Quantum Foods,
LLC, et al., and Independent Purchasing Cooperative, Inc., signed a
stipulation regarding the appointment of a mediator.

They agree that the adversary proceeding against Independent
Purchasing is referred to mediation before Mark Felger, Esq.

As reported by the Troubled Company Reporter on March 6, 2017, the
Committee signed a stipulation with Greater Omaha Packing Co.,
Inc., for the appointment of a new mediator in case the Committee
filed against GOPC.  The creditors' committee and Greater Omaha
both agreed for the appointment of Ian Connor Bifferato as new
mediator in the adversary case.  Mr. Bifferato will replace Mark
Felger.

Independent Purchasing is represented by:

     Thomas J. Francella, Jr., Esq.
     Stephen B. Gerald, Esq.
     WHITEFORD TAYLOR & PRESTON LLC
     The Renaissance Centre
     405 North King Street, Suite 500
     Wilmington, DE 19801-3700
     Tel: (302) 357-3252
     E-mail: tfrancella@wtplaw.com
             sgerald@wtplaw.com

          -- and --

     Leyza F. Blanco, Esq.
     GRAYROBINSON, P.A.
     333 S.E. 2nd Avenue, Suite 3200
     Miami, FL 33131
     Tel: (305) 416-6880
     E-mail: Leyza.Blanco@gray-robinson.com

                       About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum
Foods, LLC -- http://www.quantumfoods.com/-- provides protein
products made from beef, poultry and pork.

Quantum Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Daniel J.
McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr,
Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq.,
Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, serve as local counsel.  City
Capital Advisors is the investment banker.  FTI Consulting, Inc.
also serves as advisor. BMC Group is the claims and notice agent.

The U.S. Trustee for Region 3 appointed five members to the
official committee of unsecured creditors in the case.  The
Committee has retained Triton Capital Partners, Ltd. as financial
advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq.,
Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert
C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel.

Raging Bull is represented in the case by Van C. Durrer II, Esq.,
at Skadden Arps Slate Meagher & Flom LLP.  Crystal Finance LLC is
represented by David S. Berman, Esq., at Riemer & Braunstein LLP.


REDBOX AUTOMATED: Proposed Dividend No Impact on Moody's B1 CFR
---------------------------------------------------------------
Moody's Investors Service said that Redbox Automated Retail, LLC's
proposed $35 million dividend to shareholders, which is in addition
to the company's restricted payments basket and allowed to be
distributed over the next six months, was credit negative although
Moody's does not believe it impacts the company's B1 corporate
family rating. The company will not be able to start distributing
the $35 million dividend until an additional $35 million is used to
pay down debt. Moody's believes the voluntary debt repayment only
slightly neutralizes the credit negative distribution to
shareholders, since it likely would have occurred anyhow after the
fiscal year-end due to the excess cash flow recapture provision in
the credit agreement. Both the voluntary debt repayment and the
dividend will be paid with cash on the balance sheet - $35 million
now and $ 35 million over the next six months - which in Moody's
view reduces the company's overall liquidity. Moody's believes the
company still has good liquidity, as evidences by its positive free
cash flow and undrawn $40 million revolver. Redbox has performed
better than expected in 2016 as they continue to combat the secular
decline of the physical DVD rental business model. Moody's still
believes the company will decline slowly going forward as
subscription video on-demand ("SVOD") and other streaming services
provide a more convenient source of home entertainment. However,
Redbox's ability to distribute via its rental kiosks fresh
box-office movies sooner than SVOD and streaming services, as well
as at a low cost to the consumer, allows the physical DVD rental
business to sustain a long enough medium-term tail in its current
state to reduce debt to stay ahead of the revenue decline.

Redbox, headquartered in Bellevue, Washington, operates over 40,000
self-service kiosks providing physical DVD and video game rentals
to consumers across the United States.


REVOLUTION ALUMINUM: Creditors' Panel Hires Gold Weems as Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Revolution
Aluminum Propco, LLC, seeks authorization from the U.S. Bankruptcy
Court for the Western District of Louisiana to retain Gold Weems
Bruser Sues & Rundell, APLC, as counsel to the Committee.

The Committee requires Gold Weems to:

   (a) consult with the Debtors' professionals or representatives
       concerning the administration of the bankruptcy Case;

   (b) prepare and review pleadings, motions and correspondence;

   (c) appear at and be involved in proceedings before the
       Bankruptcy Court;

   (d) provide legal counsel to the Committee in its
       investigation of the acts, conduct, assets, liabilities,
       and financial condition of the Debtors, the operation of
       the Debtor's businesses, and any other matters relevant to
       the bankruptcy Case;

   (e) analyze the Debtors' proposed use of cash collateral
       and debtor-in-possession financing;

   (f) advise the Committee with respect to its rights, duties
       and powers in the bankruptcy Case;

   (g) assist the Committee in analyzing the claims of the
       Debtors' creditors and in negotiating with such creditors;

   (h) assist the Committee in its analysis of and negotiations
       with the Debtors or any third party concerning matters
       related to, among other things, the terms of a sale, plan
       of reorganization or other conclusion of the bankruptcy
       Case;

   (i) assist and advise the Committee as to its communications
       to the general creditor body regarding significant matters
       in the bankrupcy Case;

   (j) assist the Committee in determining a course of action
       that best serves the interests of the unsecured creditors;
       and

   (k) perform such other legal services as may be required under
       the circumstances of the bankruptcy Case and are deemed to
       be in the interests of the Committee in accordance with
       the Committee's powers and duties as set forth in the
       Bankruptcy Code.

Gold Weems will be paid at these hourly rates:

     Bradley L. Drell, Partner                 $350
     B. Gene Taylor, III, Partner              $225
     Evelyn I. Breithaupt, Associate           $220
     Paralegals                                $90

Gold Weems will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Bradley L. Drell, partner of Gold Weems Bruser Sues & Rundell,
APLC, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and (a) is not creditors, equity security holders or insiders of
the Debtor; (b) has not been, within two years before the date of
the filing of the Debtor's chapter 11 petition, directors, officers
or employees of the Debtor; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtor, or for any other reason.

Gold Weems can be reached at:

     Bradley L. Drell, Esq.
     GOLD WEEMS BRUSER SUES & RUNDELL, APLC
     2001 MacArthur Drive
     Alexandria, LA 71307-6118
     Tel: (318) 445-6471
     Fax: (318) 445-6476
     E-mail: bdrell@goldweems.com

                About Revolution Aluminum Propco, LLC

Ryan & Associates, Inc., Engineered Products, Inc., and Tina J.
Hertzel filed an involuntary Chapter 11 case (Bankr. W.D. La., Case
No. 16-81024) against Revolution Aluminum Propco, LLC, on Sept. 15,
2016.  The Petitioning Creditors are represented  by Bradley L.
Drell, Esq., at Gold, Weems, Bruser, Sues & Rundell, in Alexandria,
Louisiana.

The Petitioning Creditors asked the Bankruptcy Court to enter an
order directing the appointment of a Chapter 11 Trustee for the
Debtor.

The Court entered an Order for Relief officially placing the Debtor
in bankruptcy on Feb. 1, 2017.

Henry G. Hobbs, Jr., Acting U.S. Trustee for Region 5, on March 16,
2017, appointed three creditors to serve on the official committee
of unsecured creditors in the Chapter 11 case of Revolution
Aluminum Propco, LLC.  The Committee hired Gold Weems Bruser Sues &
Rundell, APLC, as counsel.


ROZEL JEWELER'S: Plan Confirmation Hearing on May 4
---------------------------------------------------
The Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has conditionally approved Rozel
Jeweler's, Inc.'s disclosure statement dated March 23, 2017,
referring to the Debtor's amended plan of reorganization.

The final hearing to consider the approval of the Disclosure
Statement and the confirmation of the Plan will be held on May 4,
2017, at 10:00 a.m.

Objections to the Disclosure Statement must be filed by April 28,
2017.

On or before April 28, 2017, ballots accepting or rejecting the
Amended Plan will be served on the attorney for the Debtor.  The
Debtor will file a summary of the balloting no later than three
days before the plan confirmation hearing.

General unsecured creditors of the Debtor will get 10.65% of their
claims under the company's latest plan to exit Chapter 11
protection.

An earlier version of the company's plan of reorganization proposed
to pay 17% of general unsecured claims.  

Under the latest plan, Class 2 general unsecured creditors will
receive a total distribution of $17,188.33 or approximately 10.65%
of their claims over the life of the plan, according to Rozel's
amended disclosure statement filed on March 23 with the U.S.
Bankruptcy Court for the Western District of Pennsylvania.

A copy of the amended disclosure statement is available for free
at:

                   https://is.gd/pBNIY4

                      About Rozel Jeweler's

Headquartered in Conneaut Lake, Pennsylvania, Rozel Jeweler's,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Case No. 16-10291) on March 31, 2016.  The Debtor
is represented by Daniel P. Foster, Esq., at Foster Law Offices.

On Jan. 25, 2017, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.

No official committee of unsecured creditors has been appointed in
the case.


RXI PHARMACEUTICALS: Reports 2016 Net Loss of $11.1 Million
-----------------------------------------------------------
RXi Pharmaceuticals Corporation reported its financial results for
the fourth quarter and year ended Dec. 31, 2016, and provided a
business update.

"We believe RXi is well positioned for a strong business and
development performance in 2017 due to the acquisition of MirImmune
Inc. and the strengthening of our balance sheet through a financing
at the end of 2016.  As a result, the Company has already initiated
programs in the immuno-oncology and cell therapy space, an exciting
therapeutic area in health care today," said Dr. Geert Cauwenbergh,
president and CEO of RXi Pharmaceuticals. He further added that,
"The capital that we received from our shareholders allows us to
put a strong focus on these immuno-oncology programs while
completing and reporting our ongoing clinical trials in dermatology
and ophthalmology in the second half of 2017."

RXi reported a net loss applicable to common stockholders of $11.06
million on $19,000 of net revenues for the year ended
Dec. 31, 2016, compared to a net loss applicable to common
stockholders of $10.43 million on $34,000 of net revenues for the
year ended Dec. 31, 2015.  The increase in net loss applicable to
common stockholders for the quarter and year ended Dec. 31, 2016,
as compared to the same prior year periods was due to the one-time
charge related to the beneficial conversion feature of the
Company's Series B convertible preferred stock offset by a decrease
in operating expenses.

As of Dec. 31, 2016, RXi had $13.39 million in total assets, $2.54
million in total liabilities, all current, and $10.85 million in
total stockholders' equity.

"We expend substantial funds to develop our technologies, and
additional substantial funds will be required for further research
and development, including preclinical testing and clinical trials
of any product candidates, and to manufacture and market any
products that are approved for commercial sale.  Because the
successful development of our products is uncertain, we are unable
to precisely estimate the actual funds we will require to develop
and potentially commercialize them.  In addition, we may not be
able to generate enough revenue, even if we are able to
commercialize any of our product candidates, to become profitable.

"If we are unable to achieve or sustain profitability or to secure
additional financing, we may not be able to meet our obligations as
they come due, raising substantial doubts as to our ability to
continue as a going concern.  Any such inability to continue as a
going concern may result in our common stockholders losing their
entire investment.  There is no guarantee that we will become
profitable or secure additional financing.  Our financial
statements contemplate that we will continue as a going concern and
do not contain any adjustments that might result if we were unable
to continue as a going concern.  Changes in our operating plans,
our existing and anticipated working capital needs, the
acceleration or modification of our expansion plans, increased
expenses, potential acquisitions or other events will all affect
our ability to continue as a going concern."

    Select Fourth Quarter and Fiscal 2016 Financial Highlights

Cash Position

On Dec. 21, 2016, the Company closed an underwritten public
offering of (i) 2,131,111 Class A Units, at a public offering price
of $0.90 per unit, consisting of one share of the Company's common
stock, and a five-year warrant to purchase one share of common
stock at an exercise price of $0.90 per share and (ii) 8,082 Class
B Units, at a public offering price of $1,000 per unit, consisting
of one share of Series B convertible preferred stock, which is
convertible into 1,111.11 shares of common stock, and 1,111.11
warrants.  The offering included an over-allotment option for the
underwriters to purchase an additional 1,666,666 Class A Units,
which the underwriters fully exercised.  The total net proceeds of
the offering, including the exercise of the over-allotment option,
was $10.1 million after deducting underwriting discounts and
commissions and offering expenses paid by the Company.

At Dec. 31, 2016, the Company had cash of $12.9 million, compared
with cash, cash equivalents and short-term investments of $10.6
million at Dec. 31, 2015.  The Company believes that its existing
cash should be sufficient to fund operations for at least the next
twelve months.

Research and Development Expenses

Research and development expense for the quarter ended Dec. 31,
2016, was $1.3 million, which included less than $0.1 million of
non-cash stock-based compensation expense, as compared with $1.7
million for the quarter ended Dec. 31, 2015, which included $0.1
million of non-cash stock-based compensation expense.

Research and development expense for the year ended Dec. 31, 2016,
was $5.4 million, which included $0.2 million of non-cash
stock-based compensation expense, as compared with $6.9 million for
the year ended Dec. 31, 2015, which included $0.6 million of
non-cash stock-based compensation expense.

The decrease in research and development expense quarter over
quarter and year over year was primarily due to cash and equity
fees payable to Hapten Pharmaceuticals, LLC upon the close of the
Samcyprone licensing agreement and manufacturing expenses for the
RXI-109 drug product, both of which occurred in 2015. Additionally,
the Company saw a decrease in stock-based compensation expense due
to the full vesting of stock options in 2016 from stock options
that had been granted in 2012.

General and Administrative Expenses

General and administrative expense for the quarter ended Dec. 31,
2016, was $1.0 million, which included $0.1 million of non-cash
stock-based compensation expense, as compared with $0.9 million for
the quarter ended Dec. 31, 2015, which included $0.2 million of
non-cash stock-based compensation expense.

General and administrative expense for the year ended Dec. 31,
2016, was $3.6 million, which included $0.5 million of non-cash
stock-based compensation expense, as compared with $3.3 million for
the year ended Dec. 31, 2015, which included $0.9 million of
non-cash stock-based compensation expense.

The increase in general and administrative expense quarter over
quarter and year over year was primarily due to the Company's focus
on business development activities and an increase in legal
expenses due to the Company's acquisition of MirImmune Inc.  These
increases in general and administrative expense were offset by a
decrease in stock-based compensation expense due to the full
vesting of stock options in 2016 from stock options that had been
granted in 2012.

Convertible Preferred Stock

Accretion of convertible preferred stock and dividends were $2.1
million for the quarter ended Dec. 31, 2016.  There was no such
expense for the quarter ended Dec. 31, 2015.

Accretion of convertible preferred stock and dividends were $2.1
million for the year ended Dec. 31, 2016, compared with $0.2
million for the year ended Dec. 31, 2015.

The increase quarter over quarter and year over year was due to the
one-time charge related to the beneficial conversion feature of the
Series B convertible preferred stock issued in connection with the
completion of the Company's December 2016 underwritten public
offering offset by a decrease related to the fair value of
dividends on the Company's Series A and Series A-1 convertible
preferred stock.  The Company no longer had any Series A or Series
A-1 convertible preferred stock authorized, issued or outstanding
as of Dec. 31, 2016 and 2015.

Net Loss Applicable to Common Stockholders

Net loss applicable to common stockholders for the quarter ended
Dec. 31, 2016, was $4.4 million, compared with $2.6 million for the
quarter ended Dec. 31, 2015.

   Select Fourth Quarter 2016 and Recent Corporate Highlights

Select Business and Corporate Highlights

Building on the pioneering discovery of RNAi by RXi founder and
Nobel Laureate, Dr. Craig Mello, scientists at RXi have harnessed
the naturally occurring RNAi process which has the ability to
"silence" or down-regulate the expression of a specific gene that
may be overexpressed in a disease condition.  RXi developed a
robust RNAi therapeutic platform, including self-delivering RNA
compounds, that have the ability to highly selectively block the
expression of any target in the genome, thus providing
applicability to many therapeutic areas.

Immuno-Oncology

In March 2015, MirImmune Inc., a privately-held company focused on
the development of next generation immunotherapies for the
treatment of cancer, entered into an exclusive license agreement
for use of RXi's sd-rxRNA technology in developing innovative
cell-based cancer immunotherapies.  MirImmune's progress in cell
therapy using RXi's technology formed a strong foundation for
therapeutic development in the immuno-oncology space. As a result,
RXi entered into an agreement to acquire MirImmune which was
completed earlier this year.  The Company's goal, through internal
research and external partnerships, is to develop more effective
treatments resulting in better quality of life and extended
survival for patients.

The Company has initiated a program developing cell-based
immunotherapies to treat cancer based on its proprietary sd-rxRNA
therapeutic compounds.  To date, the unique applicability of
sd-rxRNA for immune checkpoint modulation in cellular
immuno-oncology therapies has been demonstrated, including:

   * Selection of lead sd-rxRNA compounds against six different
     extracellular and intracellular immune check points

   * Demonstrated silencing of all tested checkpoint targets in
     vitro, singly and in combinations

  * Efficient and long-lasting silencing of immune checkpoints in
    vivo

  * Applicability of sd-rxRNA transfection in cell therapy to
    solid tumors

  * Filing of intellectual property that covers the use of RNAi
    compounds for use in cell therapy

To support this ongoing initiative, Alexey Eliseev, PhD has been
appointed as RXi's chief business officer.  Dr. Eliseev is a highly
accomplished leader with over 20 years of experience in academia,
biotechnology industry and venture capital and most recently was
the founder and CEO of MirImmune Inc.  In addition, RXi has
appointed two leading oncology experts to its Scientific Advisory
Board.  RXi's new SAB members are Dr. Rolf Kiessling, Professor in
Experimental Oncology at Karolinska Institutet and Senior Chief
Physician of Radiumhemmet at Karolinska Hospital as well as medical
oncology expert Dr. James D. Griffin, Chairman, Department of
Medical Oncology, Dana-Farber Cancer Institute.  Dr. Griffin also
serves as Professor, Medicine, Harvard Medical School and Director,
Medical Oncology, Brigham and Women’s Hospital.

Dermatology

The Company's ongoing Phase 2 clinical trial, RXI-109-1402, is
being conducted to evaluate its first clinical candidate RXI-109,
an sd-rxRNA compound targeting connective tissue growth factor
(CTGF) to reduce scar formation in the skin following scar revision
surgery.  This study is now fully enrolled and the Company will
provide full read-out, for Cohorts 3 and 4, H2-2017.

Samcyprone, the Company's second clinical candidate, is a topical
immunotherapy currently being evaluated in a Phase 2a clinical
trial. RXI-SCP-1502 is a multi-center, multi-dose trial conducted
in subjects with at least one cutaneous, plantar or periungual
wart.  The Company expects to share early read-outs H2 2017.

Consumer Health Program

RXi's consumer health compound RXI-231 targets tyrosinase, a key
player in the production of melanin.  A formulation has been
developed at RXi that allows delivery of the compound into the
epidermis.  The Company is in the process of finalizing the first
two protocols for testing in volunteers.  To support these initial
studies, RXI-231 was manufactured and is being formulated for
topical use.

Ophthalmology

As in dermal scarring, CTGF is known to play a role in retinal
scarring.  Reduction of CTGF in the eye by RXI-109 treatment may
reduce the formation of retinal fibrosis that often accompanies
late stage AMD and contributes to permanent vision loss. Enrollment
in the first two cohorts in the Company's Phase 1/2 trial,
RXI-109-1501, is complete.  RXI-109 has been well-tolerated in the
eye to date; enrollment into the third cohort at the next higher
dose level is ongoing.

A full-text copy of the Form 10-K is available for free at:

                   https://is.gd/xT0xgq

                         About RXi

RXi Pharmaceuticals Corporation, a biotechnology company, focuses
on discovering and developing therapies primarily in the areas of
dermatology and ophthalmology.  The company develops therapies
based on siRNA technology and immunotherapy agents.  Its clinical
development programs include RXI-109, a self-delivering RNAi
compound, which is in Phase IIa clinical trial that is used to
prevent or reduce dermal scarring following surgery or trauma, as
well as for the management of hypertrophic scars and keloids; and
Samcyprone, an immunomodulation agent, which is in Phase IIa
clinical trial for the treatment of various disorders, such as
alopecia areata, warts, and cutaneous metastases of melanoma.  The
company's preclinical program includes the development of products
for ocular indications with RXI-109, including retinal and corneal
scarring.  Its discovery stage development programs include a
dermatology franchise for the discovery of collagenase and
tyrosinase targets for its RNAi platform; and ophthalmology
franchise, a program for the discovery of sd-rxRNA compounds for
oncology indications, including retinoblastoma.  The company was
incorporated in 2011 and is headquartered in Marlborough, Mass.


SAAD INC: Has Until April 27 to Use Cash Collateral
---------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts authorized Saad, Inc. to use cash collateral
through the continued hearing on April 27, 2017 at 10:00 a.m.

Any objections must be filed by April 24, 2017 at 4:30 p.m.  The
Debtor will submit updated financials by April 26, 2017, at 12:00
p.m. for the period ending May 31, 2017.

The Debtor's use of cash collateral is necessary to permit the
Debtor to continue its usual operations and to preserve the value
of the buildings and its bankruptcy estate.

The Court previously entered an order authorizing the Debtor to use
cash collateral from Jan. 31, 2017 through March 31, 2017.  The
Debtor's proposed Budget provides for total expenses in the amount
of $4,220 for January, $4,735 for February, and $5,098 for March.
The Budget also provides for monthly debt service payments to TD
Bank in the amount of $5,108.

                   About Saad Inc.

Saad, Inc., owns and operates a gas station located at 899 Belmont
Street, Brockton, Massachusetts.

Saad, Inc. filed a chapter 11 petition (Bankr. D. Mass. Case No.
16-13691) on Sept. 27, 2016.  The petition was signed by Yacoub G.
Saad, president.  The Debtor is represented by Norman Novinsky,
Esq., at Novinsky & Associates.  The case is assigned to Judge
Joan
N. Feeney.  The Debtor disclosed total assets at $1.26 million and
total liabilities at $734,638.

The Debtor continues to operate as a debtor-in-possession pursuant
to Sections 1107 and 1108 of the Bankruptcy Code.  No official
committee of creditors has been appointed in the case.


SANDFORD AND SON: Sale of Philadelphia Property for $145K Approved
------------------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Sandford and Son's and
Jay Sandford's private sale of real property located at 7106 North
Broad Street, Philadelphia, Pennsylvania, to Saalim A. Rashiyd for
$145,000 in accordance with the Purchase Agreement dated Jan. 10,
2017.

The sale is free and clear of all liens, claims, interests, and
encumbrances.

The proceeds generated by the sale will be distributed at closing
and in the order of priority under applicable law to the applicable
Creditors where there is no dispute between the Debtors and
Creditors as to payment to be made.  Where there is a dispute about
the order or amount of a payment, the proceeds will be held in
escrow until the dispute is resolved.

The sale is subject to realty transfer taxes, and all realty
transfer taxes will be paid at closing according to applicable
law.

The Order will be effective immediately upon entry, and the 14-day
stay under Fed. R. Bankr. P. 6004(h) is waived.

                  About Sandford and Son

Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014.  Jay Sandford also sought Chapter
11 protection (Case No. 14-18364).

Jay Sandford started buying investment properties in Philadelphia
in the 1970s with his late father, Walter Sandford (former jointly
administered debtor in this case), which they rented out to
tenants.

The Hon. Jean K. FitzSimon presides over the cases.

Sandford and Son estimated assets and liabilities of $1 million to
$10 million.


SEADRILL LTD: Warns of "Likely" Bankruptcy Filing in US or UK
-------------------------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal Pro
Bankruptcy, reported that offshore drilling services company
Seadrill Ltd. said it is planning a comprehensive debt
restructuring that will likely include a bankruptcy filing in the
U.S. or the U.K.

"We expect the implementation of a comprehensive restructuring plan
will likely involve schemes of arrangement or chapter 11
proceedings, and we are preparing accordingly," the Bermuda-based
company said in statement, according to the report.

The publicly traded Seadrill is controlled by shipping magnate John
Fredriksen, the report related.  It has been in talks with
bondholders and lenders over restructuring more than $10 billion in
debt, the report further related.

Seadrill also said it reached a deal with its banks to extend
several key dates tied to its restructuring, the report said.
Those extensions include pushing out the deadline to implement a
restructuring plan to July 31 from the end of this month as well as
extending the maturity dates until August and September on $2.85
billion in loans, the report added.

The company, which operates a fleet of 68 rigs and drillships, said
any restructuring plan will require a "substantial impairment or
conversion" of its bonds, as well as "impairment, losses or
substantial dilution" for other stakeholders, the report further
cited the company statement.

"As a result, the company currently expects that shareholders are
likely to receive minimal recovery for their existing shares," the
statement said, the report added.


SECURITY GLOBAL: Plan Confirmation Hearing on May 10
----------------------------------------------------
The Hon. Brian K. Tester of the U.S. Bankruptcy Court for the
District of Puerto Rico has conditionally approved Security Global
Solutions, Inc.'s disclosure statement dated March 29, 2017,
referring to the Debtor's plan of reorganization.

A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan will be held
on May 10, 2017, at 2:00 p.m.

Objections to the final approval of the Disclosure Statement and
plan confirmation must be filed on or before 10 days prior to the
date of the hearing on confirmation of the Plan.

Acceptances or rejections of the Plan must be filed on or before 10
days prior to the date of the hearing on confirmation of the Plan.

General unsecured creditors are classified in Class 1, and will
receive a distribution of 25% of their allowed claims.  This class
is impaired.  Holders will receive 48 monthly payments of $279.97
each until year 2021.  Total payout amount is$13,439.

Payments and distributions under the Plan will be funded by the
continued operation of the business of the Debtor.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/prb16-06970-51.pdf

                     About Security Global

Security Global Solutions, Inc., sought the Chapter 11 protection
(Bankr. D.P.R. Case No. 16-06970) on Aug. 31, 2016, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Nilda M. Gonzalez Cordero, Esq., at Gonzalez Cordero
Law Offices, as bankruptcy counsel.  The petition was signed by
Sharon Marie Rodriguez Crespo, president.

No official committee of unsecured creditors has been appointed in
the case.


SEQUA CORP: S&P Lowers CCR to 'CC', On CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings said that it has lowered its corporate credit
rating on Sequa Corp. to 'CC' from 'CCC' and placed the rating on
CreditWatch with negative implications.

At the same time, S&P lowered its issue-level rating on the
company's $350 million senior subordinated notes to 'C' from 'CC'
and placed the rating on CreditWatch with negative implications.
The '6' recovery rating remains unchanged, indicating S&P's
expectation for minimal (0%-10%; rounded estimate: 0%) recovery in
a payment default scenario.

Additionally, S&P assigned its 'B-' issue-level rating and '4'
recovery rating to the company's proposed $135 million revolving
credit facility and $600 million first-lien term loan.  The '4'
recovery rating indicates S&P's expectation for meaningful recovery
(30%-50%; rounded estimate: 35%) in a default scenario.

S&P also assigned its 'CCC' issue-level rating and '6' recovery
rating to the second-lien term loan issued by Sequa Mezzanine
Holdings LLC.  The '6' recovery rating indicates S&P's expectation
for minimal recovery (0%-10%; rounded estimate: 0%) in a default
scenario.

The issue-level ratings S&P assigned to the new debt are based on
its expectation that S&P will upgrade Sequa to 'B-' after the
transaction closes.  S&P did not place these ratings on
CreditWatch.

"The downgrade and CreditWatch placement follow Sequa's
announcement of an exchange offer for its $350 million senior
unsecured notes," said S&P Global credit analyst Tennille Lopez.
"We view the proposed offer as a distressed exchange because
investors will receive less than what was promised on the original
securities."  In addition, Sequa is technically in default on its
credit agreement due to concerns about its ability to continue as a
going concern in its audit report; however, S&P don't expect that
its lenders will accelerate payment due to the pending transaction.
S&P's ratings on the company's other debt (except the $350 million
unsecured notes) remain unchanged because S&P do not consider those
issues to be distressed and expect the debt to be repaid when the
transaction closes.

The CreditWatch negative placement reflects S&P's expectation that
it will lower its corporate credit rating on Sequa to 'SD' and
S&P's issue-level rating on the company's senior subordinated notes
to 'D' when the distressed exchange is complete.  Shortly
thereafter, S&P expects to raise its corporate credit rating on the
company to 'B-' if its capital structure is as proposed.


SHIFFER INC: Asks Court Approval to Use IRS Cash Collateral
-----------------------------------------------------------
Shiffer, Inc., asks the U.S. Bankruptcy Court for the Middle
District of Pennsylvania for approval to use cash collateral upon
which the United States of America, Internal Revenue Service may
assert a lien.

The Debtor is operating and needs to retain employees to continue
operations. Currently, the Debtor has sixteen employees.  The
Debtor also needs cash for the payment of utilities, insurance,
payroll and other operating expenses.  In addition to the items set
forth on the budget, the Debtor will incur additional expenses as a
result of the Chapter 11 filing, including additional payments for
professionals and for quarterly fees owed to the Office of the U.S.
Trustee.  The proposed Budget for 2017 reflects total expenses
amounting to $2,005,303.

The Debtor relates that the IRS has filed these liens for these
amounts:

         Date            Amount         Serial No.
      ----------        --------        ----------
      07/02/2012        $102,582        876267912
      08/28/2013        $5,516          956224113
      11/14/2013        $60,672         967388513
      02/19/2014        $24,177         983314814
      08/23/2016        $28,878         224924316
      01/23/2017        $27,210         246399117

The Debtor proposes to provide the Internal Revenue Service with a
replacement lien in postpetition cash collateral, and to the extent
that the IRS is secured in prepetition cash collateral.  The
replacement lien will only be effective to the extent there is a
diminution in the cash collateral postpetition.

The IRS will also be granted an administrative claim superior in
priority to all other administrative claims to such extent that the
replacement lien is insufficient to protect the interests of the
IRS with respect to the cash collateral and to the extent of any
diminution resulting from the Debtor's use of Cash Collateral.

A full-text copy of the Debtor's Motion, dated March 30, 2017, is
available at https://is.gd/r0NBmz

A copy of the Debtor's Budget is available at https://is.gd/HhAFqX

                     About Shiffer, Inc.

Shiffer, Inc., filed a Chapter 11 petition (Bankr. M.D. Pa. Case
No. 17-01234) on March 29, 2017.  The Debtor is represented by
Robert E. Chernicoff, Esq. at Cunningham, Chernicoff & Warshawsky,
P.C.

The Debtor's attorney can be reached at:

          Robert E. Chernicoff, Esq.
          CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C.
          2320 North Second Street
          P.O. Box 60457
          Harrisburg, PA 17106-0457
          Phone: (717) 238-6570



SIRGOLD: Wants Maltz to Auction Manhattan and New Jersey Properties
-------------------------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New Yor will convene a hearing on April 27,
2017 at 11:00 a.m. to consider the public sale by Salvatore
LaMonica, as Trustee of the estate of Sirgold, Inc., of the
Debtor's interest in the real properties located at: (i) 62 West
47th Street, Units 309 and 309A, New York, New York ("Manhattan
Property"); and (ii) 22 Meridian Road, Unit 11, Edison, New Jersey
("New Jersey Property") to be conducted by Maltz Auctions, Inc.

The objection deadline is April 20, 2017 by 5:00 p.m.

As of the Petition Date, the Debtor was the fee owner of Manhattan
Property and New Jersey Property.  Pursuant to a deed dated Aug.
14, 2006, and recorded Sept. 27, 2006, the Debtor purchased the
Manhattan Property for the sum of $700,000.

Pursuant to a mortgage dated Aug. 17, 2006, and recorded on Sept.
27, 2006, the Debtor granted a mortgage secured against the
Manhattan Property in favor of Unity Bank in the principal amount
of $570,000.  According to the Debtor's schedules, the outstanding
balance on the Manhattan Mortgage is $388,491.  Upon information
and belief, the actual amounts outstanding are somewhat greater;
however the scheduled amounts are approximately accurate.  

Upon information and belief, there is a lien against the Manhattan
Property in the amount of $79 for unpaid taxes.  Further, as of the
Petition Date, according to the Debtor's schedules, the Board of
Managers of the Diamond and Jewelry Industry Commercial Condominium
held a lien against the Manhattan Property in the amount of
$36,688.

As of the Petition Date, according to the Debtor's schedules, the
fair market value of the Manhattan Property was $945,000.

As of the Petition Date, Unit 309 of the Manhattan Property was
rented, and the rental term has not expired.

As of the Petition Date, the Debtor occupied Unit 309A.  The
Manhattan Property will be sold subject to the current tenancy in
Unit 309, however, Unit 309A will be delivered vacant.

Pursuant to a deed dated Oct. 26, 2005, and recorded on Nov. 29,
2005, the Debtor purchased the New Jersey Property for the sum of
$268,000.

Pursuant to a mortgage dated Oct. 26, 2005, and recorded on Nov.
29, 2005, the Debtor granted a mortgage secured against the New
Jersey Property in favor of Unity Bank in the principal amount of
$210,000.  Pursuant to a mortgage dated Aug. 17, 2006, and recorded
on Sept. 15, 2006, the Debtor granted a subordinate, second
mortgage against the New Jersey Property in favor of Unity Bank in
the principal amount of $570,000.

The Manhattan Mortgage and New Jersey Second Mortgage were both
granted in connection with a mortgage note dated Aug. 17, 2006.
According to the Debtor's schedules, the outstanding balance on the
New Jersey First Mortgage, as of the Petition Date, is $134,234 and
the amount outstanding on the New Jersey Second Mortgage is
$388,491.  Upon information and belief, the actual amounts
outstanding are somewhat greater, however the scheduled amounts are
approximately accurate.

Additionally, upon information and belief, there are liens against
the New Jersey Property in the amount of $22 and $5,725, each for
unpaid taxes.  

Further, as of the Petition Date, according to the Debtor's
schedules, the HN Plaza Condominium Association, Inc. held a lien
against the New Jersey Property in the amount of $2,250.

As of the Petition Date, according to the Debtor's schedules, the
fair market value of the New Jersey Property $250,000.  

By Order of the Court, dated March 27, 2017, the Trustee has
retained Maltz, doing business as Maltz Auctions, as the Trustee's
broker to market the Real Properties and conduct the Auction Sale
of the Real Properties.  According to Maltz, the actual fair market
value of the Real Properties is less than the amounts reflected in
the Debtor's schedules, but is likely greater than the total amount
of liens against the Real Properties.

The Trustee believes that it is in the best interests of the estate
and its creditors to move forward with a public sale of the Real
Properties.  

Subject to the Court's approval, the Trustee will include the Real
Properties in a multi-property public auction to be conducted by
Maltz on May 24, 2017 at 11:00 a.m., to be held at the NY LaGuardia
Airport Marriott Hotel, 102-05 Ditmars Boulevard, East Elmhurst,
New York ("Public Sale").

Maltz will actively market the Public Sale of the Real Properties.
In order to facilitate the Public Sale of the Real Properties, the
Trustee prepared the Terms and Conditions of Sale for the Real
Properties which will govern the submission of competing offers at
the Public Sale.  The Trustee submits that the proposed Terms and
Conditions of Sale are customary, reasonable and in the best
interests of the Debtor's estate and its creditors.

Briefly, the salient provisions of the proposed Terms and
Conditions of Sale are:

   a. The Real Properties will be offered for sale.

   b. Prior to the commencement of the Public Sale, bidders must
deposit $65,000 to bid on the Manhattan Property and $25,000 to bid
on the New Jersey Property.

   c. Within 48 hours of the Public Sale, the successful bidder(s)
must post an amount equal to 10% of the accepted highest or best
bid(s) at the Public Sale, plus a 5% buyer's premium with the
Trustee.

   d. The successful bidder(s) must close on the Real Properties
within 30 days from the entry of an Order approving the Trustee's
sale of the Real Properties to the successful bidder(s).

   e. The Real Properties are being sold "as is, where is" "with
all faults," without any representations, covenants, guarantees or
warranties of any kind or nature and free and clear of all Liens,
with any such Liens to attach to the proceeds from the sale.

A copy of the Terms and Conditions of Sale attached to the Motion
is available for free at
http://bankrupt.com/misc/Sirgold_Inc_101_Sales.pdf

Here, the Trustee is exercising sound business judgment by selling
the Real Properties at the proposed Public Sale.  The Trustee has
determined that the proposed Public Sale will ensure that the
highest and best offer is received for the Real Properties.
Accordingly,  the Trustee asks that the Court enter an Order: (i)
authorizing the Trustee to proceed with the Public Sale of the
Debtor's interest in the Real Properties; (ii) approving the Terms
and Conditions of Sale; (iii) scheduling the Sale Confirmation
Hearing; and (iv) granting the Trustee such other and further
relief as the Court deems just and proper under the circumstances.

The Trustee asks that the Court waives the requirement under
Bankruptcy Rule 6004(h).

The Trustee is represented by:

          LAMONICA HERBST & MANISCALCO, LLP
          3305 Jerusalem Avenue, Suite 201
          Wantagh, NY 11793

                      About Sirgold Inc.

An involuntary petition was filed on October 21, 2016, against
Sirgold, Inc. by petitioning creditors, B.H.C. Diamonds (USA)
Inc.,
Diacurve USA LLC, and JKS Diamond Inc. for relief under Chapter 7.

The case was converted to one under Chapter 11 (Bankr. S.D.N.Y.
Case No. 16-12963) on November 17, 2016.

The case is assigned to Judge Shelley C. Chapman.  Gary M.
Kushner,
Esq. and Scott D. Simon, Esq. of Goetz Fitzpatrick LLP serve as
bankruptcy counsel.

On Dec. 8, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee is
represented by Pick & Zabicki, LLP. Citrin Cooperman & Company LLP
serves as its accountant.

Salvatore LaMonica, Esq., has been appointed as Chapter 11 trustee
for the Debtor.


SOTERA WIRELESS: Court Extends Exclusivity Through May 13
---------------------------------------------------------
The Hon. Christopher B. Latham extended Sotera Wireless, Inc., et
al.'s exclusive right to file a bankruptcy plan and solicit
acceptances for that plan through and including May 13, 2017.

As previously reported by The Troubled Company Reporter, the
Debtors have filed a Chapter 11 Plan of Reorganization and a
confirmation hearing is tentatively set for April 13, 2017.  The
Debtors are however seeking an extension of their exclusive period
to allow them to seek a resolution of the $15,500,000 claim
asserted by Masimo Corporation on allegations of trade secret
misappropriation.

The Debtors believe that a resolution of the Masimo Claim would be
necessary prior to confirmation of the Plan in order to secure the
due process rights of all parties and to accommodate the Debtors'
limited funding for continued operations.

                   About Sotera Wireless

Sotera Wireless, Inc., and Sotera Reseach, Inc., filed Chapter 11
petitions (Bankr. S.D. Cal. Case Nos. 16-05968 and 16-05969) on
Sept. 30, 2016.  The cases are assigned to Judge Laura S. Taylor.

The Debtors are represented by Victor A. Vilaplana, Esq. and
Marshall J. Hogan, Esq., at Foley & Lardner LLP.  Piper Jaffray &
Co. serves as the Debtors' investment banker; Ernst & Young, LLP as
auditor; and Cooley LLP as special counsel.    

At the time of the filing, Sotera Wireless estimated assets and
liabilities at $10 million to $50 million, while Sotera Research
estimated assets at $1 million to $10 million and liabilities at
$10 million to $50 million.

On Oct. 20, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Sullivan Hill Lewin
Rez  & Engel, APLC serves as the committee's legal counsel.


SPANISH BROADCASTING: Delays Form 10-K to Complete Disclosures
--------------------------------------------------------------
Spanish Broadcasting System, Inc., filed Form 12b-25 notifying the
Securities and Exchange Commission that additional time is needed
for the Company to complete its Annual Report on Form 10-K for the
fiscal year ended Dec. 31, 2016, which was due on March 31, 2017.
The Company was unable to file its Form 10-K prior to the filing
deadline without unreasonable effort or expense due to its needing
more time to analyze and complete the disclosures regarding its
12.5% Senior Secured Notes due 2017, which mature on April 15,
2017, and related matters.  The Company expects to file the Form
10-K no later than the fifteenth calendar day (or since the
fifteenth calendar day falls on a Saturday, the next business day
after the fifteenth calendar day) following the required filing
date, as permitted by Rule 12b-25.  

                 About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. (OTCQX:SBSAA) -- http://www.spanishbroadcasting.com/

-- owns and operates 21 radio stations targeting the Hispanic
audience.  The Company also owns and operates Mega TV, a television
operation with over-the-air, cable and satellite distribution and
affiliates throughout the U.S. and Puerto Rico.  Its revenue for
the twelve months ended Sept. 30, 2010, was approximately $140
million.

As of Sept. 30, 2016, Spanish Broadcasting had $451.7 million in
total assets, $569.4 million in total liabilities and a total
stockholders' deficit of $117.7 million.

                       *     *     *

As reported by the TCR on Feb. 1, 2016, Moody's Investors Service
downgraded Spanish Broadcasting System's Corporate Family Rating to
'Caa2' from 'Caa1', Probability of Default Rating to 'Caa3-PD' from
'Caa1-PD', and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3.  Spanish Broadcasting's 'Caa2' Corporate Family
Rating and Caa3-PD Probability of Default Rating reflect very high
debt+preferred stock-to-EBITDA of 10.4x estimated for LTM December
2015 (including Moody's standard adjustments, 6.9x excluding
preferred stock and accrued dividends), the need to address the
Voting Rights Triggering Event, and the heightened potential of a
payment default given the near term maturity of the 12.5% senior
secured notes due April 2017.

The TCR reported on Feb. 20, 2017, that S&P Global Ratings  lowered
its corporate credit rating on U.S. Spanish-language broadcaster
Spanish Broadcasting System Inc. (SBS) to 'CCC-' from 'CCC'.  The
rating outlook is negative.  "The downgrade reflects our view that
it's unlikely that SBS was able to raise enough proceeds from the
recent spectrum auction to repay its 12.5% notes due April 2017,"
said S&P Global Ratings' credit analyst Scott Zari.


SPD LLC: Unsecureds to Get $1K Per Month or 100% from Sale Proceeds
-------------------------------------------------------------------
SPD, LLC, fka SPD NEXT, LLC filed with the U.S. Bankruptcy Court
for the Central District of Illinois a disclosure statement dated
April 2, 2017, referring to the Debtor's plan of reorganization.

The Plan provides that Class Four, Unsecured Claims in the
approximate amount of $73,000, will receive 100% of the allowed
amount of their claims from the proceeds of the sale of the 32 Unit
Affordable Housing Complex that is located at 100-130 N McReynolds
Court and 831-841 W. Hurlburt Street in Peoria, Illinois.  Class
Four will also receive monthly payments of $1,000 per month to be
distributed to Class Four Pro Rata until the Housing Complex is
sold.

In the event the Housing Complex is not sold in one year and the
Class One Creditor proceeds to a judicial sale of the Housing
Complex, the Class Four Creditors will not receive any distribution
other than the monthly payment of $1,000 per month.  In the event
the Housing Complex is not sold in one year, Class Four Creditors
will receive less than 100% of the allowed amount of their claims.


The rental income from the Housing Complex will be sufficient to
pay the monthly payment of $4,000 per month to the Class One
Creditor and the monthly payment of $1,000 per month to the Class
Four Creditors.

Class Four is impaired by the Plan.

The payments to creditors under the Plan will be funded by the
rental income from the Housing Complex, the rental income from the
Single Family Homes and the proceeds of the sale of the Housing
Complex.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/ilcb16-81454-131.pdf

                           About SPD LLC

SPD, LLC fka SPD NEXT, LLC, owns a 32 Unit Affordable Housing
Complex that is located at 100 – 130 N McReynolds Court and 831
-841 W. Hurlburt Street in Peoria, Illinois.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. C.D. Ill
Case No. 16-81454) on Oct. 11, 2016.  The petition was signed by
Fulton L. Bouldin, manager and sole member.  The Debtor is
represented by Karen J. Porter, Esq., at Porter Law Network.  The
case is assigned to Judge Thomas L. Perkins.  The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.


SPE CAPITAL: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: SPE Capital, LLC
        2902 State Rte 55
        White Lake, NY 12786
Case No.: 17-35544

Type of Business: The Debtor owns a fee simple in an undeveloped
                  real property located in Sullivan County, New
                  York valued at $44.2 million.

Chapter 11 Petition Date: April 4, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Poughkeepsie)

Judge: Hon. Cecelia G. Morris

Debtor's Counsel: Ira Richard Abel, Esq.
                  LAW OFFICE OF IRA R. ABEL
                  305 Broadway, 14th Floor
                  New York, NY 10007
                  Tel: 212-799-4672
                  E-mail: iraabel@verizon.net

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Scott Morgan, managing member.

A full-text copy of the petition is available for free at:

          http://bankrupt.com/misc/nysb17-33544.pdf

Debtor's List of Four Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Natural Living Holdings                                 $695,000
7500 W Lake Mead Blvd
Las Vegas, NV 89128

Romspen Investment                                    $9,200,000
162 Cumberland St. #300
Toronto, Ontario, M5R 3N5

SMD Associates LLC                                      $800,000

Sullivan County                                         $574,000
Property Tax


SUNEDISON INC: Secured Lenders Fight Unsecureds' Fraud Lawsuit
--------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, Law360 states that
SunEdison, Inc.'s secured lenders -- dozens of financial investment
groups that had taken part in a $725 million financing agreement
with SunEdison, including BlackRock Financial Management Inc. and
Citigroup Financial Products Inc. -- urged the U.S. Bankruptcy
Court for the Southern District of New York to dismiss fraud and
other allegations launched by the Debtor's unsecured creditors.

According to Law360, the secured lenders fought back against the
unsecured creditors' accusations that the lenders benefited from
hundreds of millions of dollars in fraudulent transfers used to
mask SunEdison's deteriorating finances.  The report states that
the secured lenders called the claims rooted in dismay over the
prospect of getting no return.

                     About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as
their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNEDISON INC: SMP Tries to Stop Sale of Solar Material Business
----------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that SMP Ltd. --
a joint venture founded by SunEdison, Inc. unit SunEdison Products
Singapore Pte. Ltd. and a former Samsung subsidiary -- asked the
U.S. Bankruptcy Court for the Southern District of New York to look
further into its objection to a $150 million sale of the Debtor's
solar material business.  SMP is complaining that its intellectual
property is wrapped up in the agreement, the report states.

                     About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNEDISON INC: Wants Interest Cancellation in Partnership Assessed
------------------------------------------------------------------
SunEdison, Inc., et al., ask the U.S. Bankruptcy Court for the
Southern District of New York to authorize discovery examinations
from EverStream Solar Infrastructure Fund I LP, EverStream Solar
Infrastructure Fund I, G.P.LP, EverStream Energy Capital Management
LLC, and Bruce Pflaum.

A hearing on the Debtors' request is set for April 20, 2017, at
10:00 a.m. (Prevailing Eastern Time).  Objections must be filed by
April 13, 2017, at 4:00 p.m. (Prevailing Eastern Time).

The Debtors seek limited discovery from the EverStream Parties to
enable them to evaluate the validity of EverStream's purported
cancellation of Debtors' interest in the Partnership for no
consideration and, should the cancellation be invalid, to determine
the value of that interest so that the Debtors may market and
ultimately monetize that interest for the benefit of its creditors.


Prior to the Petition Date, debtor EverStream HoldCo invested
approximately $19 million into the Partnership pursuant to a
partnership agreement.  Under the Partnership Agreement, EverStream
HoldCo agreed to invest capital in certain energy projects when
called upon to do so by the Partnership in exchange for a right to
a percentage of the profits and future distributions.  First in
November 2015 and next in March 2016 -- at times when the Debtors
could not pay their debts as they came due -- the EverStream
Parties called for capital.  But the Debtors could not fund the
approximately $3.75 million that was requested.  Thereafter, the
EverStream Parties purported to extinguish the Debtors' entire
interest in the Partnership for what they admittedly and repeatedly
stated was for no consideration.  

To assess whether the cancellation of the Debtors' property
interest is valid and to determine whether any wrongdoing occurred,
the Debtors requested that EverStream provide information regarding
the decision to extinguish the Debtors' interest and the value of
the Partnership and its investments.
Conscious of costs, the Debtors first sought this information on an
informal basis and invited discussion as to scope.  EverStream
refused to produce a single piece of information.

The Debtors request entry of an order, pursuant to Bankruptcy Rule
2004:

     (a) directing the EverStream Parties to produce responsive,
         non-privileged documents requested for examination by the

         Debtors no later than 14 days within entry of an order
         approving the Debtors' request;

     (b) directing Bruce Pflaum to submit to an examination under
         oath on the date and time and at a location in New York
         City as designated in writing by the Debtors on not less
         than 14 days' notice; and

     (c) directing EverStream, the General Partner, and EverStream
         Management each to appoint an appropriate representative
         pursuant to Rule 30(b)(6) of the Federal Rules of Civil
         Procedure to submit to an examination under oath on the
         topics set forth on the attached Exhibit A(2) on the date

         and time and at a location in New York City as designated

         in writing by the Debtors on not less than 14 days'
         notice.

A copy of the Debtors' request is available at:

          http://bankrupt.com/misc/nysb16-10992-2694.pdf

Alex Wolf, writing for Bankruptcy Law360, reports that SunEdison
hope to clear up any concerns that could affect plans for
reorganization.  SunEdison, Law360 relates, asked the Court for a
round of discovery to investigate claims that it and its clean
energy yieldcos owe $231 million under a 2014 wind energy deal.
SunEdison sought authorization to serve investors D.E. Shaw
Composite Holdings LLC and Madison Dearborn Capital Partners IV LP
with requests to produce documents pertaining to the investors'
claims, the report adds.

According to Law360, SunEdison also sought permission from the
Court to vote its shares in its clean energy yieldcos TerraForm
Power Inc. and TerraForm Global Inc. to support the companies' $2.5
billion transactions with Brookfield Asset Management, saying they
"will form the cornerstone of the debtors' eventual plan of
reorganization."  The report states that SunEdison hopes to move
along Brookfield Asset's acquisition of yieldcos.

                     About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as
their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNGEVITY INC: Financing, Cash Collateral Use Get Interim OK
------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware has entered an interim order approving Sungevity, Inc.,
et al., to obtain postpetition financing on a super-priority,
senior secured basis and use cash collateral.

Final hearing to consider the entry of the final court order on the
Debtors' DIP Credit Agreement is on April 7, 2017, at 2:00 p.m.

The milestones are approved as adequate protection for the benefit
of the Prepetition Secured Parties, provided, however, that (i) the
deadline to object to the approval of the sale transaction to the
stalking horse bidders will be April 7, 2017, (ii) if qualifying
bids are received in accordance with the bidding procedures court
order, the credit parties will hold an auction with respect to the
bankruptcy sale by April 10, 2017, and (ii) the sale hearing will
be April 17, 2017.

As reported by the Troubled Company Reporter on March 30, 2017, the
Debtors sought permission from the Court to obtain postpetition
financing from LSHC Solar Holdings LLC, consisting of secured term
loans in the aggregate principal amount of up to $20 million and
use the cash collateral of Hercules, MMA Energy Capital LLC, MHA
Trust, LLC, and Wilmington Fund Society, FSB, as agent, to finance
the Debtors' operations, administer and preserve value to the
Debtors' estates and complete sales process.  The Debtor will use
the loan from LSHC Solar to fund working capital and other general
corporate expenses of the Debtors, including the payment of
administrative expenses and other costs as described in certain DIP
Loan and Security Agreement by and among the DIP Lender, as lender,
Sungevity, Inc., and Sungevity Development, LLC, as borrowers, and
Sungevity SD, LLC, and Sungevity International Holdings LLC as
guarantors and Wilmington Trust, N.A., as the administrative agent
for the DIP Lender, of which amount $10 million will be available
on an interim basis with an initial draw of $5 million at the
closing.  The delayed draw term loans are $15 million, of which $10
million will be available after the entry of the final court order,
subject to the terms of the DIP Loan Agreement.  Fixed rate is
equal to 15% per annum, payable in kind.  An additional fixed rate
of interest is equal to 4% per annum.

A copy of the interim court order is available at:

            http://bankrupt.com/misc/deb17-10561-45.pdf
              
                      About Sungevity

Sungevity, Inc, Sungevity SD, LLC, Sungevity Development, LLC,
Sungevity International Holdings, LLC and their subsidiaries and
affiliates -- http://www.sungevity.com/-- provide sales,   
marketing, system design, installation, maintenance, financing
services, and post-installation services for solar energy systems
in the U.S., the U.K., and Europe.  Sungevity is a privately-held
technology company that, until relatively recently, was
successfully pursuing growth strategies.

Sungevity Inc. and three of its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del., Case No. 17-10561) on
March 13, 2017.  The petitions were signed by Andrew Birch,
chief executive officer.  The Debtors estimated $100 million to
$500 million in both assets and debts.  Hon. Laurie Selber
Silverstein presides over the case.  

The Debtors have tapped Morrison & Foerster LLP as general
counsel; Young Conaway Stargatt & Taylor LLP as local counsel;
AlixPartners LLC as financial advisor; Ducera Securities LLC as
investment banker; and Kurtzman Carson Consultants LLC as claims
and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, on March 22, 2017,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Sungevity, Inc., and
its affiliates.


TITAN CONSTRUCTION: Hires Hatter Harris as Accountant
-----------------------------------------------------
Titan Construction & Maintenance, LLC, seeks authority from the
U.S. Bankruptcy Court for the Middle District of Pennsylvania to
employ Hatter Harris & Beittel, LLP, as accountant to the Debtor.

Titan Construction requires Hatter Harris to:

   a. prepare all necessary federal and state corporate tax
      returns;

   b. consult with the Debtor regarding the federal and state
      corporate tax returns;

   c. consult with the Debtor regarding preparation of reports
      required for the bankruptcy case;

   d. consult with the Debtor regarding the preparation of
      projections for disclosure statement and plan in the
      bankruptcy case;

   e. prepare the year end compilations; and

   f. provide accounting services and other accounting needs, as
      needed by the Debtor.

Hatter Harris will be paid at these hourly rates:

     Lewis Doub                                  $135-$195
     Staff assistance with bookkeeping           $96
     Software training/support                   $96
     Para-professional support                   $75
     Secretarial                                 $45

Hatter Harris will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Lewis Doub, member of Hatter Harris & Beittel, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Hatter Harris can be reached at:

     Lewis Doub
     HATTER HARRIS & BEITTEL, LLP
     32A E. Roseville Road
     Lancaster, PA 17601
     Tel: (717) 569-2601

                   About Titan Construction & Maintenance, LLC

Titan Construction & Maintenance, LLC, filed a Chapter 11 petition
(Bankr. M.D. Pa. Case No. 1:17-bk-01228) on March 29, 2017. Deborah
A. Hughes, Esq., at Schiffman Sheridan & Brown, PC, serves as
bankruptcy counsel to the Debtor.


TITAN CONSTRUCTION: Hires Schiffman Sheridan as Counsel
-------------------------------------------------------
Titan Construction & Maintenance, LLC, seeks authority from the
U.S. Bankruptcy Court for the Middle District of Pennsylvania to
employ Schiffman Sheridan & Brown, PC, as counsel to the Debtor.

Titan Construction requires Schiffman Sheridan to:

   a. prepare a plan and have it confirmed;

   b. give the Debtor legal advice with respect to its powers and
      duties as Debtor-in-Possession in the continued operation
      of its business and management of its property;

   c. take necessary action to avoid any liens against Debtor's
      property obtained by attachment within 90 days before the
      filing of said petition, under Chapter 11;

   d. prepare on behalf of the Debtor, as Debtor-in-Possession,
      necessary applications, answers, orders, reports,
      disclosure statements, plans and other legal papers;

   e. prepare any necessary motions to sell assets; and

   f. perform all other legal services for the Debtor-in-
      Possession which may be necessary herein.

Schiffman Sheridan will be paid at these hourly rates:

     Partners                  $300
     Associates                $250
     Paralegals                $150

The Debtor has paid into Schiffman Sheridan's trust account a
general retainer of $27,875 of which $17,377.75 was earned
pre-petition and the filing fee of $1,717 was paid.

Schiffman Sheridan will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Deborah A. Hughes, partner of Schiffman Sheridan & Brown, PC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Schiffman Sheridan can be reached at:

     Deborah A. Hughes, Esq.
     SCHIFFMAN SHERIDAN & BROWN, PC
     2080 Linglestown Road, Suite 201
     Harrisburg, PA 17110
     Tel: (717) 651-1772

                   About Titan Construction & Maintenance, LLC

Titan Construction & Maintenance, LLC, filed a Chapter 11 petition
(Bankr. M.D. Pa. Case No. 1:17-bk-01228) on March 29, 2017.
Deborah A. Hughes, Esq., at Schiffman Sheridan & Brown, PC, serves
as bankruptcy counsel to the Debtor.


TLD BAR: Carousel, Rigdon Has Final Approval on Cash Collateral Use
-------------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas signed an final order authorizing Bettye Rigdon,
Carousel Properties, LLC, and TLD Bar Ranch, LP, to use cash
collateral on a final basis through and including, April 30, 2017.


The approved April 2017 Budget for Carousel Properties reflects
total expenses of $11,380 and $18,595 for Bettye Rigdon.

All other terms and provisions of the Interim Orders, including the
grant of replacement liens to  the Internal Revenue Service and
First State Bank – Chico to compensate for any diminution in its
interest in the cash collateral, will remain in full force and
effect.

Carousel Properties will make an adequate protection payment to
First State Bank on May 3, 2017, in the amount of the excess rents
exceeding $1,000 if on April 30, 2017, the excess rents for the
month of April exceed the sum of $1,000.  However, this adequate
protection payment will not exceed $8,326, and which maximum amount
of the monthly adequate protection payments will be increased to
$14,426 commencing with the payment for the May budget period.

Bettye Rigdon will also make monthly adequate protection payments
to the IRS and First State Bank in the amount of $1,000 each on or
before April 20, 2017.

In addition, Bettye Rigdon will use her best efforts to place her
house located at 7300 Overhill Road, Fort Worth, Texas 76116 on the
market no later than May 31, 2017. The net proceeds from any sale
of the Fort Worth Property, will be paid to the IRS and applied to
reduce the balance of the IRS' secured tax claim, after payment of
closing costs, property taxes, and all valid and perfected liens
with priority over the IRS' tax lien.

The Debtors will submit to the IRS and First State Bank, at least
ten calendar days prior to the end of the current Budget period, a
proposed subsequent monthly budget detailing the proposed continued
use of Cash Collateral to pay expenses.

A full-text copy of the Final Order, dated March 30, 2017, is
available at https://is.gd/hBvNaM

First State Bank – Chico is represented by:

          Matthew Taplett, Esq.
          Pope, Hardwicke, Christie, Schell, Kelly & Ray, L.L.P.
          500 West 7th Street, Suite 600
          Fort Worth, Texas 76102

                    About TLD Bar Ranch

TLD Bar Ranch, L.P., and its affiliate Carousel Properties, LLC,
filed Chapter 11 petitions (Bankr. N.D. Tex. Case No. 16-44622 and
16-44621, respectively) on Dec. 2, 2016. The petitions were signed
by Bettye Jean Rigdon, manager of BJR Re Management, LLC, as the
general partner of TLD Bar Ranch L.P. and president of Carousel
Properties, LLC.

Bettye Jeanne Rigdon also filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 16-44620) on Dec. 2, 2016.  

The cases are jointly administered under Bettye Jeanne Rigdon, Case
No. 16-44620, and are assigned to Judge Mark X. Mullin.

TLD Bar Ranch estimated assets at $1 million to $10 million and
liabilities at $500,000 to $1 million at the time of the filing.
Carousel Properties estimated $1 million to $10 million in assets
and liabilities.

Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, is serving as
counsel to the Debtors.


TRANSGENOMIC INC: Delays Form 10-K for Review
---------------------------------------------
Transgenomic, Inc., filed a Notification of Late Filing on Form
12b-25 with respect to its annual report on Form 10-K for the
fiscal year ended Dec. 31, 2016.  

As disclosed in the Company's Form 8-Ks dated as of Jan. 19, 2017,
and Feb. 24, 2017, effective Jan. 12, 2017, Ernst & Young LLP was
dismissed as the Company's auditor and subsequent thereto on
Feb. 24, 2017, the Company engaged Marcum LLP to replace E&Y as the
Company's auditor to audit the Company's consolidated financial
statements for the fiscal year ended Dec. 31, 2016.  The Company
requires additional time for compilation and review of its Form
10-K to ensure adequate disclosure of certain information required
to be included in such Form 10-K.  Accordingly, the Company's
preparation of its Form 10-K cannot be accomplished in order to
permit a timely filing without undue hardship and expense.  The
Form 10-K will be filed as soon as possible following the
prescribed due date.

                     About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

Transgenomic reported a net loss available to common stockholders
of $34.3 million on $1.65 million of net sales for the year ended
Dec. 31, 2015, compared to a net loss available to common
stockholders of $15.08 million on $1.24 million of net sales for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Transgenomic had $2.07 million in total
assets, $19.90 million in total liabilities and a total
stockholders' deficit of $17.82 million.


TRINET HR: Moody's Hikes CFR to Ba3; Outlook Stable
---------------------------------------------------
Moody's Investors Service upgraded TriNet HR Corporation's
Corporate Family Rating ("CFR") to Ba3 from B1 and Probability of
Default Rating ("PDR") to Ba3-PD from B1-PD. Moody's also upgraded
the company's senior secured bank facility to Ba3 from B1. The
rating upgrades were driven by continued improvement in TriNet's
operating performance and Moody's expectation for further
reductions in debt leverage as the company continues to drive net
customer growth and realize a recovery in profitability metrics
following a period of softness stemming from elevated medical
insurance claims in 2015. The outlook remains stable.

Moody's upgraded the following ratings:

Corporate Family Rating, Upgraded to Ba3 from B1

Probability of Default Rating, Upgraded to Ba3-PD from B1-PD

Senior Secured Revolving Credit Facility expiring 2019 -- Upgraded
to Ba3 (LGD3) from B1 (LGD3)

Senior Secured Term Loan A due 2019 -- Upgraded to Ba3 (LGD3) from
B1 (LGD3)

Senior Secured Term Loan A-2 due 2019 -- Upgraded to Ba3 (LGD3)
from B1 (LGD3)

Moody's affirmed the following ratings:

Speculative Grade Liquidity Rating, affirmed at SGL-1

Outlook is stable

RATINGS RATIONALE

The Ba3 CFR reflects TriNet's moderate leverage and good business
visibility provided by the company's recurring revenue model as
consistent net worksite employee ("WSE") growth trends have helped
TriNet improve its market presence and generate net service revenue
growth of 18% in 2016. This top-line expansion, coupled with modest
capital expenditures, has also supported the company's healthy free
cash flow ("FCF") production which should approach 17% of total
debt (Moody's adjusted) over the next year. The rating is
constrained by the significant client attrition among the company's
SMB customers and potential for a leveraging acquisition as TriNet
seeks to expand its limited scale in the fragmented and highly
competitive Professional Employer Organization ("PEO") sector
relative to industry leader Automatic Data Processing (through its
TotalSource division) as well as traditional payroll processors
such as Ceridian and Paychex (which also has a PEO operation). The
rating also considers uncertainties related to potential shifts in
TriNet's financial policy following the purchase of approximately
26% of the parent company's stock by Atairos Group, Inc.
("Atairos") in February 2017, bringing over 40% of the equity
ownership under the control of Atairos and the parent company's
management.

Moody's believes TriNet's liquidity will be very good over the next
year, as indicated by the SGL-1 speculative grade liquidity rating.
Liquidity will be supported by $184 million of cash on TriNet's
balance sheet (excluding restricted cash) as of December 31, 2016,
nearly $60 million of revolver availability, and Moody's
expectation of FCF in excess of $80 million over the next year.
Borrowings under the credit facility are subject to financial
covenants including a consolidated interest coverage ratio of at
least 3.50 to 1.00 and a maximum leverage ratio test which
currently stands at 3.75x and is scheduled to step down to 3.5x in
early 2018. Moody's expects TriNet to remain comfortably in
compliance with these covenants over the next 12-18 months.

The stable outlook reflects Moody's expectation that the company
will generate high single digit net services sales growth over the
next 12 months. This top-line expansion should be driven in
particular by strong gains in net insurance revenue as TriNet
continues to benefit from favorable pricing trends and lower fixed
administration costs while new customer additions and expanding
payrolls of existing clients concurrently fuel moderate
professional services growth. This enhanced scale should also
produce modest improvement in profit margins as well as reduce debt
to EBITDA (Moody's adjusted) to the mid 2x range.

What Could Change the Rating -- Up

The ratings could be upgraded if TriNet's revenue scale
meaningfully expands while the company sustains debt to EBITDA
(Moody's adjusted) below 2x.

What Could Change the Rating -- Down

The ratings could be downgraded if TriNet's revenues and profit
margins decline, evidencing a loss of market share or increasing
client attrition. The rating could also be lowered if TriNet
engages in shareholder-friendly actions prior to meaningful
deleveraging, or if Moody's expects that debt to EBITDA (Moody's
adjusted) will be sustained above 3.5x and FCF/debt could fall
below 10%.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

TriNet is a PEO which provides outsourced human resource functions,
including payroll, benefits acquisition, and regulatory compliance
management to small and mid-sized businesses. Moody's expects
TriNet to generate net service revenues (net of insurance costs)
and FCF of more than $700 million and $80 million, respectively in
2017.


TRUE AUTHORITY: Hires Crowe as Bankruptcy Attorney
--------------------------------------------------
True Authority Church International, seeks authority from the U.S.
Bankruptcy Court for the District of Nevada to employ the Thomas E.
Crowe, Professional Law Corporation, as attorney to the Debtor.

True Authority requires Crowe to:

   a. perform all services relating to the completion of the
      Chapter 11 proceedings, including the 341 meeting;

   b. prepare all appropriate orders;

   c. file all evidence of insurance;

   d. file monthly operating reports; and

   e. provide all other necessary and essential items to the
      successful completion of the Chapter 11 proceeding.

Crowe will be paid at these hourly rates:

     Attorney                    $425
     Paralegal                   $175

The Debtor paid Crowe the amount of $2,500, plus filing fee of
$1,717.

Crowe will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Thomas E. Crowe, partner of Thomas E. Crowe, Professional Law
Corporation, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Crowe can be reached at:

     Thomas E. Crowe, Esq.
     THOMAS E. CROWE, PROFESSIONAL LAW CORPORATION
     2830 S. Jones Blvd., Suite 3
     Las Vegas, NV 89146
     Tel: (702) 794-0373
     E-mail: tccrowe@thomascrowelaw.com

                   About True Authority Church International

True Authority Church International filed a Chapter 11 bankruptcy
petition (Bankr. D. Nev. Case No. 17-11407) on March 23, 2017,
disclosing under $1 million in both assets and liabilities.  The
Debtor is represented by Thomas E. Crowe, Esq., at Thomas E. Crowe,
Professional Law Corporation.


TUBRO CONSTRUCTION: Can Use Wells Fargo Cash Collateral Until May 4
-------------------------------------------------------------------
Judge Marc Barreca of the U.S. Bankruptcy Court for the Western
District of Washington authorized Tubro Construction Inc. to use
the cash collateral, in which Wells Fargo Bank, N.A. has an
interest, on an interim basis through May 4, 2017.

The Debtor will provide adequate protection as follows:

     (a) Insurance. Upon request of Wells Fargo Bank, Debtor shall
immediately provide proof of all hazard insurance for the personal
property, and will maintain adequate insurance on that property at
all times.

     (b) Maintenance. Debtor will maintain its personal properties
in good condition and repair.

     (c) Bank Account. Debtor will maintain its bank accounts with
Wells Fargo Bank and deposit accounts receivable in those
accounts.

     (d) Payment. Debtor will pay $1,555 per month to Wells Fargo
Bank, to be paid no later than the 20th day of each month.

     (e) Budget. During the relevant time period, the Debtor will
ensure that no expenditure exceeds the amount by more than 10%, and
that overall expenditures not exceed 5%. The approved Budget for
April 2017 shows total expenses in the amount of $161,236.

     (f) Replacement Liens. Wells Fargo Bank will have a lien on
postpetition accounts receivable and cash.  Such lien would be
subordinated to the compensation and expense reimbursement allowed
to any trustee, if any, hereafter appointed in the case.

A Final Hearing on the Debtor's motion for authorization to use
cash collateral will commence on May 4, 2017, at 9:30 a.m.

A full-text copy of the Interim Order, dated March 30, 2017, is
available at https://is.gd/8VrY1w

               About Tubro Construction Inc.

Tubro Construction Inc. filed a Chapter 11 petition (Bankr. W.D.
Wash. Case No. 17-10390), on Jan. 30, 2017.  The petition was
signed by Richard Tietjen, president.  The case is assigned to
Judge Marc Barreca.  At the time of filing, the Debtor estimated
assets of less than $500,000 and liabilities of $1 million to  $10
million.

The Debtor is represented by Jeffrey B. Wells, Esq. and Emily
Jarvis, Esq. at Wells and Jarvis, P.S.

The Office of the U.S. Trustee on March 21 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Tubro Construction Inc.


TUMBLEWEED CENTER: Hires R.O.I. Properties as Broker
----------------------------------------------------
Tumbleweed Center for Youth Development seeks authority from the
U.S. Bankruptcy Court for the District of Arizona to employ R.O.I.
Properties as real estate broker to the Debtor.

The Debtor owns certain pieces of improved real property: (a) 1340
E. Desert Cove, Phoenix, Arizona 85020; (b) 1733, 1725, and 1719 W.
Mountain View, Phoenix, Arizona 85021; (c) 505 West University
Drive, Tempe, Arizona 85281; and (d) 323 E. Willetta Street,
Phoenix, Arizona 85004.

Tumbleweed Center requires R.O.I. Properties to:

   (a) list and market the Properties;

   (b) locate and secure one or more purchasers for the
       Properties at the highest and best prices possible;

   (c) broker the court-supervised sale of each of the
       Properties; and

   (d) take any other action reasonably necessary to perform
       the foregoing acts.

R.O.I. Properties will be paid 6% sales commission of the cash
proceeds of each sale of the Property.

R.O.I. Properties will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Beth Jo Zeitzer, member of R.O.I. Properties, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

R.O.I. Properties can be reached at:

     Beth Jo Zeitzer
     R.O.I. PROPERTIES
     2001 E. Campbell Ave, Suite 202
     Phoenix, AZ 85016
     Tel: (602) 319-1326
     Fax: (602) 522-2014

                   About Tumbleweed Center for Youth Development

Tumbleweed Center for Youth Development sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
16-14181) on December 16, 2016. The petition was signed by Paula
Adkins, interim chief executive officer.

The case is assigned to Judge Paul Sala. The Debtor is represented
by Perkins Coie LLP.

At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.

The U.S. Trustee has appointed two creditors, Onsite Technical
Services LLC and Accounting Rescue Inc., to serve on the official
committee of unsecured creditors.


UFC HOLDINGS: Add-On Term Loan No Impact on Moody's B2 CFR
----------------------------------------------------------
Moody's says UFC Holdings LLC's B2 corporate family rating and
stable outlook are unchanged following the proposed $100 million
first lien add on term loan. The add on term loan is expected to be
fungible with the existing 1st lien term loan with the proceeds
used to fund part of the initial $175 million of deferred
acquisition payments related to the acquisition of the company. The
balance of the payment is expected to be funded with cash on the
balance sheet and a draw on the revolver.

UFC Holdings, LLC (aka Zuffa, LLC) is the world's leading promoter
of mixed martial arts (MMA) sports competition events. MMA is an
individual combat sport with international appeal, which combines
techniques from various combat sports and martial arts, including
boxing, karate, judo, jiu-jitsu, kickboxing, and wresting and is
governed by the "Unified Rules of MMA". Revenues for 2016 were
approximately $700 million.



WAGNER ENTERPRISES: Plan Outline Okayed, Plan Hearing on May 5
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Montana will consider
approval of the Chapter 11 plan of reorganization of Wagner
Enterprises LLC at a hearing on May 5.

The hearing will be held at 9:00 a.m., at the Bankruptcy Courtroom,
Russell Smith Courthouse, 201 East Broadway, Missoula, Montana.

The court will also consider at the hearing the final approval of
Wagner's disclosure statement, which it conditionally approved on
March 28.

The order set an April 28 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.

              About Wagner Enterprises

Wagner Enterprises LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mont. Case No. 16-60622) on June 17,
2016.  The petition was signed by Ronald Wagner, managing member.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.

The case is assigned to Judge Benjamin P. Hursh.  Edward Murphy,
Esq., at Murphy Law Offices as bankruptcy counsel.


WALTER INVESTMENT: Jonathan Pedersen Quits as Chief Legal Counsel
-----------------------------------------------------------------
Jonathan F. Pedersen resigned from his positions as chief legal
officer, general counsel and secretary of Walter Investment
Management Corp., effective March 24, 2017.  In order to assist
with any necessary transition, Mr. Pedersen will remain an employee
of the Company in a non-officer capacity through April 30, 2017, or
until such earlier date as may be mutually agreed between the
Company and Mr. Pedersen.  John J. Haas, assistant general counsel
of the Company, has been elected acting chief legal officer and
general counsel of the Company, effective March 29, 2017.

In connection with Mr. Pedersen's resignation, the Company and Mr.
Pedersen executed a Resignation Letter Agreement, dated March 24,
2017, pursuant to which Mr. Pedersen is eligible to receive the
following rights and benefits through the Termination Date, subject
to his complying with the terms of his non-competition,
non-solicitation and non-disparagement covenants (as modified by
the Resignation Letter Agreement) and any other terms and
conditions to which he is subject: (i) his current base salary and
employee benefits through the Termination Date, pursuant to his
employment letter agreement with the Company dated Oct. 16, 2013;
(ii) the retention bonus contemplated by the retention letter
agreement between Mr. Pedersen and the Company, dated Feb. 17,
2017, to be paid on March 31, 2017 provided that Mr. Pedersen
remains an employee of the Company through March 31, 2017; and
(iii) all cash and equity incentive awards outstanding as of March
24, 2017, will remain outstanding and will continue to vest through
the Termination Date, which will be Mr. Pedersen's final date of
employment for all purposes under the award agreements applicable
to the Incentive Awards.

                    About Walter Investment

Walter Investment Management Corp. and its subsidiaries --
http://www.walterinvestment.com/-- is a leading independent
servicer and originator of mortgage loans and servicer of reverse
mortgage loans.  The Company services a wide array of loans across
the credit spectrum for its own portfolio and for GSEs, government
agencies, third-party securitization trusts and other credit
owners.  Through the consumer, correspondent and wholesale lending
channels, the Company originates and purchases residential mortgage
loans that are predominantly sold to GSEs and government agencies.
The Company also operates two supplementary businesses; asset
receivables management and real estate owned property management
and disposition.

Walter Investment reported a net loss of $529.15 million for the
year ended Dec. 31, 2016, compared to a net loss of $263.19 million
for the year ended Dec. 31, 2015.  As of Dec. 31, 2016, the Company
had $16.75 billion in total assets, $16.47 billion in total
liabilities and $280.26 million in total stockholders' equity.

                       *    *    *

As reported by the TCR on March 22, 2017, S&P Global Ratings said
it lowered its long-term issuer credit rating on Walter Investment
Management Corp. to 'CCC' from 'B'.  The outlook is negative.  At
the same time, S&P also lowered the rating on the company's senior
secured term loan to 'CCC' from 'B' and the rating on its senior
unsecured notes to 'CC' from 'CCC+'.

Walter Investment carries a 'Caa1' Corporate Family Rating from
Moody's Investors Service.


YIELD10 BIOSCIENCE: Incurs $7.60 Million Net Loss in 2016
---------------------------------------------------------
Yield10 Bioscience, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$7.60 million on $1.15 million of total revenue for the year ended
Dec. 31, 2016, compared to a net loss of $23.68 million on $1.35
million of total revenue for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, Yield10 had $10.74 million in total assets,
$4.37 million in total liabilities and $6.36 million in total
stockholders' equity.

The Company said that it currently requires cash to fund its
working capital needs, to purchase capital assets, to pay its
operating lease obligations and other operating costs.  The primary
sources of the Company's liquidity have historically included
equity financings, government research grants and income earned on
cash and short-term investments.

Since its inception, the Company has incurred significant expenses
related to our research, development and commercialization efforts.
With the exception of 2012, when we recognized $38,885,000 of
deferred revenue from a terminated joint venture, the Company has
recorded losses since its initial founding, including its fiscal
year ended December 31, 2016.  As of Dec. 31, 2016, we had an
accumulated deficit of $333,357,000.  The Company's total
unrestricted cash and cash equivalents as of
Dec. 31, 2016, were $7,309,000 as compared to $12,269,000 at
Dec. 31, 2015.  As of Dec. 31, 2016, the Company had had no
outstanding debt.

PricewaterhouseCoopers LLP, in Boston, Massachusetts, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations and has
insufficient capital resources, which raises substantial doubt
about its ability to continue as a going concern.

A full-text copy of the Form 10-K is available for free at:

                    https://is.gd/Au8B5C

                  About Yield10 Bioscience

Yield10 Bioscience, Inc. is focused on developing new technologies
for producing step-change improvements in crop yield to enhance
global food security.  Yield10 is leveraging an extensive track
record of innovation based around optimizing the flow of carbon
intermediates in living systems.  By working on new approaches to
improve fundamental elements of plant photosynthetic efficiency and
optimizing carbon metabolism to direct more carbon to seed
production, Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and corn.
Yield10 is based in Woburn, MA.  For more information visit
www.yield10bio.com

Metabolix changed its name to Yield10 Bioscience, Inc., effective
Jan. 9, 2017, to reflect the new mission and strategic direction of
the business.


[^] BOOK REVIEW: The Rise and Fall of the Conglomerate Kings
------------------------------------------------------------
Author:     Robert Sobel
Publisher:  Beard Books
Softcover:  240 pages
List Price: $34.95
Review by David Henderson

Order your personal copy today at http://is.gd/1GZnJk

The marvelous thing about capitalism is that you, too, can be a
Master of the Universe.  If you are of a certain age, you will
recall that is the name commandeered by Wall Street bond traders
in their Glory Days.  Being one is a lot like surfing: you have to
catch the crest of the wave just right or you get slammed into the
drink, and even the ride never lasts forever.  There are no
Endless Summers in the market.

This book is the behind-the-scenes story of the financial wizards
and bare-knuckled businessmen who created the conglomerates, the
glamorous multi-form companies that marked the high noon of post-
World War II American capitalism.  Covering the period from the
end of the war to 1983, the author explains why and how the
conglomerate movement originated, how it mushroomed, and what
caused its startling and rapid decline.  Business historian Robert
Sobel chronicles the rise and fall of the first Masters of the
Universe in the U.S. and describes how the era gave rise to a
cadre of imaginative, bold, and often ruthless entrepreneurs who
took advantage of a buoyant stock market to create giant
enterprises, often through the exchange of overvalued paper for
real assets.  He covers the likes of Royal Little (Textron), Text
Thornton (Litton Industries), James Ling (Ling-Temco-Vought),
Charles Bludhorn (Gulf & Western) and Harold Geneen (ITT).  This
is a good read to put the recent boom and bust in a better
perspective.

While these men had vastly different personalities and processes,
they had a few things in common: ambition, the ability to seize
opportunities that others were too risk-averse to take, willing
bankers, and the expansive markets of the 1960s.  There is
something about an expansive market that attracts and creates
Masters of the Universe.  The Greek called it hubris.

The author tells a good joke to illustrate the successes and
failures of the period.  It seems the young son of a
Conglomerateur brings home a stray mongrel dog.  His father asks,
"How much do you think it's worth?" To which the boy replies, "At
least $30,000." The father gently tries to explain the market for
mongrel dogs, but the boy is undeterred and the next afternoon
proudly announces that he has sold the dog for $50,000.  The
father is proudly flabbergasted,  "You mean you found some fool
with that much money who paid you for that dog?"  "Not exactly,"
the son replies, "I traded it for two $25,000 cats."

While it lasted, the conglomerate struggles were a great slugfest
to watch: the heads of giant corporations battling each other for
control of other corporations, and all of it free from the rubric
of "synergy."  Nobody could pretend there was any synergy between
U.S. Steel and Marathon Oil.  This was raw capitalist power at
work, not a bunch of fluffy dot.commies pretending to defy market
gravity.

History repeats itself, endlessly, because so few people study
history.  The stagflation of the 1970s devalued the stock of
conglomerates and made it useless a currency to keep the schemes
afloat.  The wave crashed and waiting on the horizon for the next
big wave: the LBO Masters of the 1980s.

Robert Sobel was born in 1931 and died in 1999.  He was a prolific
chronicler of American business life, writing or editing more than
50 books and hundreds of articles and corporate profiles.  He was
a professor of business history at Hofstra University for 43 years
and he a Ph.D. from NYU.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

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., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2017.  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
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each.  For subscription information, contact Peter A.
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                   *** End of Transmission ***