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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, April 18, 2017, Vol. 21, No. 107

                            Headlines

ACE CASH: Moody's Hikes LT Corporate Family Rating to Caa3
ACOSTA INC: Bank Debt Trades at 7% Off
ADAMSVILLE PROPERTIES: Plan Filing Deadline Moved to July 19
AGENT PROVOCATEUR: Case Summary & 20 Largest Unsecured Creditors
ALLSTATE CORP: Fitch Affirms BB+ Preferred Stock Rating

ANSWERS HOLDINGS: Court OKs Disclosures, Confirms Joint Plan
ANTERRA ENERGY: Court Extends CCAA Protection Until June 2
APEX PROPERTIES: Case Summary & 2 Unsecured Creditors
APOLLO ENDOSURGERY: Director Will Not Stand for Re-Election
APPLIANCES PLUS: Gets Exclusivity to File Plan Through May 25

ARIZONA ACADEMY: Latest Plan Changes Unsecureds’ Recovery to
35.82%
ARMSTRONG ENERGY: Ernst & Young LLP Raises Going Concern Doubt
AVAYA INC: Files Plan to Reduce Debt by $4 Billion
AVAYA INC: US Trustee Objects to Key Employee Incentive Program
AVSC HOLDING: S&P Affirms 'B' CCR & Lowers Revolver Rating to 'B'

BASS PRO: Bank Debt Trades at 3% Off
BCBG MAX: Aims to End Employment Contract Fight With Founder & Wife
BELK INC: Bank Debt Trades at 15% Off
BERNARD L. MADOFF: Court OKs Trustee's Denial of $392K in Claims
BERNARD L. MADOFF: Royal Bank Fights Appeal in Clawback Fight

BERNARD L. MADOFF: Trustee Tries to Limit Financier's Testimony
BLUEHIPPO FUNDING: Founder in Contempt of Court, Must Pay $13.4M
BON-TON STORES: Incurs $63.4 Million Net Loss in Fiscal 2016
BREITBURN ENERGY: Trial on Jay Field Royalty Dispute Bifurcated
BRIGHT MOUNTAIN: Amends Preliminary Form S-1 Prospectus

BROWN'S CHRISTIANWAY: Files Chapter 11 Plan of Reorganization
BURTEK ENTERPRISES: Closing in Chesterfield, Auction on April 26-27
BUY WHOLESALE: May Pay Unsecureds $100,000 Per Month for 10 Yrs.
C & R EVENTS: Case Summary & Unsecured Creditor
CAL NEVA LODGE: Busick, et al., File Latest Plan Outline

CALADRI DEVELOPMENT: Voluntary Chapter 11 Case Summary
CALIFORNIA PROTON: Resolves Scripps Medical's Sale Objection
CARTER TABERNACLE: Wants Exclusivity Extended Amid Valuation Trial
CARTESIAN INC: Grant Thornton LLP Raises Going Concern Doubt
CHANTICLEER HOLDINGS: Cherry Bekaert LLP Casts Going Concern Doubt

CHESAPEAKE ENERGY: 'Done More, Doing More ... More to Do'
CHINA FISHERY: Two Affiliates' Case Summary & Unsecured Creditors
CLAYTON WILLIAMS: Sets Election Deadline in Noble Merger Deal
COBALT INTERNATIONAL: Appraisal President James Painter Resigns
COMPETITIVE COMPANIES: Akin Doherty Raises Going Concern Doubt

CORENO MARBLE: Plan Payments to be Funded by Continued Operations
CSSH INC: State of Michigan to Get $500 Per Month at 4.5%
CYTORI THERAPEUTICS: Prices $9.5 Million Public Stock Offering
DAILY HAVEN: May 18 Plan Confirmation Hearing
DAVIS HOLDING: May 2 Disclosure Statement Hearing

DILLARD'S INC: Fitch Affirms 'BB' Capital Securities Rating
DR. BOTT: Wants Review on Freeing Markowitz Herbold From Suit
EAST VILLAGE: Has Stipulation on Use of EVF1 Cash Collateral
ELRAY RESOURCES: Posts $199K Net Income for 2016
ESPLANADE HL: Court Extends Plan Filing Deadline Through June 14

ESPLANADE HL: Court Sets June 21 Status Hearing for Filing of Plan
ESSAR STEEL: Secured Creditors Launch Website for Stakeholders
EVERI PAYMENTS: Moody's Rates Proposed $820MM Sr. Sec. Notes B1
EVERI PAYMENTS: S&P Affirms 'B' CCR; Outlook Stable
FANTASY JEWELRY: Unsecured Creditors to Get 100% Under Plan

FARMER'S MECHANICAL: Unsecureds to Be Paid $12,000 Over Five Years
FOREST CITY: Fitch Withdraws BB- IDR for Commercial Reasons
GALLANT CAPITAL: Case Summary & 20 Largest Unsecured Creditors
GASTAR EXPLORATION: Preferred Shares Delisted from NYSE
GATOR EQUIPMENT: DLL Blocks Approval of Disclosure Statement

GATOR EQUIPMENT: Synergy Bank Tries to Block Disclosures Approval
GATOR EQUIPMENT: Wells Fargo Wants Disclosure Statement Denied
GENERAL NUTRITION: Bank Debt Trades at 13% Off
GENON ENERGY: Appoints Mac McFarland as President and CEO
GETTY IMAGES: Bank Debt Trades at 12% Off

GRAND CARD: Case Summary & Top Unsecured Creditors
GRIER BROS.: Case Summary & 5 Unsecured Creditors
GULFMARK OFFSHORE: Common Stock Delisted from NYSE
H-D ACQUISITION: Plan Confirmation Hearing on May 8
HALT MEDICAL: Case Summary & 20 Largest Unsecured Creditors

HALT MEDICAL: Files Voluntary Chapter 11 Bankruptcy Petition
HEATHER HILLS: Plan Confirmation Hearing on June 8
HERCULES OFFSHORE: Objections to Axon's Claims Overruled
HILLDALE PARTNERS: Case Summary & 3 Unsecured Creditors
HT INTERMEDIATE: HoldCo Notes Redemption Credit Pos, Moody's Says

INLAND ENVIRONMENTAL: Unsecureds to Get 30% of Sale Proceeds
J. CREW: Bank Debt Trades at 38% Off
JACK COOPER: Expects Lower Consolidated Revenue in Fiscal 2017
JC PENNEY: Fitch Affirms B+ IDR; Outlook Stable
KAISER ALUMINUM: S&P Raises CCR to 'BB+'; Outlook Stable

KUEHG CORP: Moody's Revises Outlook to Pos. & Affirms B3 CFR
LAW-DEN NURSING: Disclosures Has Prelim Nod; Plan Hearing on June 9
LEWIS HEALTH: BRT Fin'l to Get $2K for 97 Months at 5.25%
LIBERTY TOWERS: Sale Price of Assets is $14.5MM Under Amended Plan
LINCOLN RESTAURANTS: Unsecureds to Recoup 0.80% Under Plan

LITHO-TECH INC: Disclosures Has Prelim OK; Plan Hearing on May 11
LUTER ENTERPRISES: Directed to Amend Disclosure Statement
MADISON SQUARE TAVERN: Files Chapter 11 Plan to Sell Restaurant
MARCO POLO CAPITAL: Unsecureds May Get Up to 50% Under Plan
MDC HOLDINGS: S&P Affirms 'BB+' CCR & Revises Outlook to Stable

MELODY GOOD GIRL: Plan Confirmation Hearing on May 18
MEN'S WEARHOUSE: Moody's Lowers CFR to B1; Outlook to Stable
METRO NEWSPAPER: Loss of Clients, Print Media Slump Led to Woes
MFR RENTAL: Has Until July 13 to File Plan, Disclosure Statement
MOSAIC MANAGEMENT: Has Control of Chapter 11 Case Thru May 15

MTN INC: Wants to Use Cash Collateral on Interim Basis
MTX LEASING: Case Summary & 9 Unsecured Creditors
NAHID M F INT'L: May 23 Disclosure Statement Hearing
NAVISTAR INTERNATIONAL: Believes to Have Satisfied Term Loan
NDB COMPAY: Completes Liquidation Distribution

NEWBURY COMMON: Holders of Settling Lender Claims to Recoup 23%
NEWSTAR FINANCIAL: Fitch Affirms BB- IDR; Outlook Stable
NOVATION COMPANIES: 100% in 10Yrs for RMBS Litigation Claimholders
NUSTAR ENERGY: Fitch Affirms BB IDR After Navigator Acquisition
NUVERRA ENVIRONMENTAL: Inks RSA, Filing for Ch. 11 by April 24

NYMOX PHARMACEUTICAL: Insufficient Funds Raise Going Concern Doubt
OCEAN RIG: Committee Objects to Bid Procedures For Asset Auction
OM SHANTI: Fifth Third to Get $686.35 a Month for 20 Yrs. at 5%
OMNITEK ENGINEERING: Sadler Gibb Raises Going Concern Doubt
ORANGE PEEL: Seeks Exclusivity Extension to Negotiate ERC Claim

PAWN AMERICA: Case Summary & 20 Largest Unsecured Creditors
PAYLESS SHOESOURCE: Liquidators Hold GOB Sales at 389 Stores
PETCO ANIMAL: Bank Debt Trades at 7% Off
PETSMART INC: Bank Debt Trades at 5% Off
PHI INC: Moody's Lowers CFR to B2, Outlook Stable

RANCHO REAL: Unsecureds to Recover 2% Under Plan
RATAMESS CHIROPRACTIC: Court Denies Plan Outline Approval
RENNOVA HEALTH: Incurs $32.6 Million Net Loss in 2016
RUBY TUESDAY: S&P Lowers CCR to 'CCC+' on Capital Structure
S&H AUTO: Disclosure Statement Hearing Set for May 10

SAGE COLLEGE: Moody's Alters Outlook to Neg. & Affirms B3 Rating
SAMUEL E. WYLY: May Withdraw 2nd Circuit Appeal on Securities Fraud
SANITARY AND IMPROVEMENT: Chapter 9 Voluntary Case Summary
SANUWAVE HEALTH: Cherry Bekaert LLP Raises Going Concern Doubt
SHIROKIA DEVELOPMENT: Sale of New York Property to Fund Plan

SNYDER VIRGINIA: Court Denies Approval of Plan Outline
SPRINT INDUSTRIAL: S&P Lowers CCR to 'SD' Over Loans Amendment
STANDARDAERO AVIATION: Moody's Affirms B3 CFR; Outlook Stable
SUNGEVITY INC: Court Amends Orders for $50M Minimum Ch. 11 Sale
SUPERVALU INC: Unified Grocers Purchase Neutral to Fitch's 'B' IDR

SYNIVERSE HOLDINGS: Moody's Assigns B3 Rating to New Revolver Loan
TERRACE MANOR: Unsecureds to Recover 100% Under Plan
TORCHLIGHT ENERGY: Briggs & Veselka Co. Casts Going Concern Doubt
ULTRA PETROLEUM: Completes Restructuring, Exits Chapter 11
ULTRA RESOURCES: Fitch Assigns BB- IDR Following Ch. 11 Emergence

UNILIFE CORP: Will Sell Wearable Injector Business
UNIT CORPORATION: Fitch Affirms B+ IDR & Revises Outlook to Stable
UNIVISION COMMUNICATIONS: Fitch Affirms Then Withdraws B IDR
WARRIOR MET: S&P Withdraws 'B-' Rating on Proposed $350MM Loan
WE'RE STEAMED: Case Summary & 20 Largest Unsecured Creditors

WINDMILL RESERVE: Wants Plan Filing Deadline Moved to May 8
WINDSTREAM SERVICES: Broadview Deal No Impact on Moody's B1 CFR
YORK RISK: Bank Debt Trades at 3% Off
[*] Bankruptcy Court Fines Bank of America $45M for Stay Violation
[*] Buchalter Adds Four Lawyers to New Sacramento Office

[*] CFTC Wants $8M Judgment for Pastor for Duping Churchgoers
[^] Large Companies with Insolvent Balance Sheet

                            *********

ACE CASH: Moody's Hikes LT Corporate Family Rating to Caa3
----------------------------------------------------------
Moody's Investors Service upgraded Ace Cash Express, Inc.'s
corporate family and senior secured ratings to Caa3 from Ca. The
outlook on the ratings is developing.

Issuer: Ace Cash Express, Inc.

-- LT Corporate Family Rating, Upgraded to Caa3, Developing from
    Ca, Stable

-- Senior Secured Regular Bond/Debenture, Upgraded to Caa3,
    Developing from Ca, Stable

Outlook Actions:

-- Outlook, Changed To Developing From Stable

RATINGS RATIONALE

The rating action reflects a reduced risk of a distressed exchange
for Ace given that the company is not likely to execute a
restructuring of its obligations similar to its debt exchange
proposal in the fall of 2016. While Ace could attempt to
restructure its balance sheet before the notes mature in February
2019, a potential restructuring would likely be executed at a
meaningfully lower discount to par.

Ace's Caa3 rating reflects a substantial execution risk related to
the company's transition to underwriting-based lending to comply
with the CFPB's proposed rules published in 2016, further
exacerbated by its unsustainable capital structure, with a large
deficit of tangible common equity.

The developing outlook reflects the presence of both upgrade and
downgrade rating pressures stemming from the uncertainty
surrounding the timing of the issuance of the CFPB final rules for
payday lenders and their ultimate stringency, as well as
refinancing and restructuring opportunities available to the
company in the next eighteen months.

Ace's ratings could be upgraded if the company successfully
refinances or extends the maturity of its obligations. The ratings
could also be upgraded if the CFPB's final rules place fewer
limitations on payday lenders' current activities, which would
reduce the company's transition risk.

Ace's ratings could be downgraded if the company fails to refinance
or restructure its obligations at least six months prior to their
maturity.

The principal methodology used in these ratings was Finance
Companies published in December 2016.


ACOSTA INC: Bank Debt Trades at 7% Off
--------------------------------------
Participations in a syndicated loan under Acosta Inc. is a borrower
traded in the secondary market at 93.10 cents-on-the-dollar during
the week ended Friday, April 14, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents a decrease of
0.35 percentage points from the previous week.  Acosta Inc pays 325
basis points above LIBOR to borrow under the $2.06 billion
facility. The bank loan matures on Sept. 26, 2021 and carries
Moody's B2 rating and Standard & Poor's B rating.  The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended April 14.


ADAMSVILLE PROPERTIES: Plan Filing Deadline Moved to July 19
------------------------------------------------------------
Adamsville Properties, LLC, sought and obtained an order from the
U.S. Bankruptcy Court for the Western District of Pennsylvania
extending the exclusive period by which it may file a plan through
July 19, 2017.

The Debtor's current plan filing period is slated to expire on
April 20, absent the extension.

The Debtor sought the extension to allow time for the Court to rule
on its Motion to Sell Real Property and, if approved, to allow time
for the proposed sale to close.  The hearing on the Sale Motion was
set for April 17, 2017.  

The proposed sale is contingent upon the Buyer successfully
procuring a Pennsylvania business license, which is anticipated to
occur in May or June of 2017. So long as this sale is approved by
the Court, a closing will occur as soon as possible after the Buyer
procures its business license, the Debtor noted.

In addition, the Debtor is not currently generating any income to
support the funding of any Plan of Reorganization.  The Debtor said
that until its proposed Lease Agreement with an affiliate of the
Buyer is reviewed and, if appropriate, approved by the Court, it
would be an exercise in futility to file any Plan of Reorganization
without funding.  The hearing on the Lease Agreement Motion is set
for May 4, 2017.

Barring any unforeseen circumstances, the Debtor expects that the
proceeds of proposed sale would generate enough funds to pay all of
its creditors in full.

                 About Adamsville Properties

Adamsville Properties, LLC, sought Chapter 11 protection (Bankr.
W.D. Pa. Case No. 16-10923) on Sept. 22, 2016.  The petition
was signed by its President, John Medas.  At the time of filing,
the Debtor's assets and liabilities were estimated to be between
$100,000 to $500,000 each.

The Debtor is a single asset real estate business that, in the
past, has not earned income. The Debtor is a Pennsylvania Limited
Liability Company with a principal place of business located at
3982 Main Street, Adamsville, Pennsylvania 16110.

The Debtor is represented by Michael P. Kruszewski, Esq., at The
Quinn Law Firm.  The Debtor tapped Re/Max Hometown Realty as its
real estate broker.

An official committee of unsecured creditors has not been
appointed in the Debtor's case.


AGENT PROVOCATEUR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Affiliated Debtors that filed separate Chapter 11 bankruptcy
petitions:

     Debtor                                      Case No.     
     ------                                      --------
     Agent Provocateur, Inc.                     17-10987
     675 Madison Avenue
     New York, NY 10065

     Agent Provocateur, LLC                      17-10989
     3500 Las Vegas Blvd
     South Room R18
     Las Vegas, NV 89109

Business Description: Agent Provocateur, Inc. owns and operates a  
         
                      retail store selling lingerie, nightwear,
                      and swimwear products.  The company was
                      incorporated in 2000 and is based in New
                      York, New York.  Agent Provocateur
                      operates as a subsidiary of Agent
                      Provocateur Limited.
   
                      Web site: http://www.agentprovocateur.com

Chapter 11 Petition Date: April 11, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Michael E. Wiles

Debtors' Counsel: William H. Schrag, Esq.
                  THOMPSON HINE LLP
                  335 Madison Avenue, 12th Floor
                  New York, NY 10019
                  Tel: (212) 344-5680
                  Fax: (212) 344-6101
                  E-mail: William.Schrag@ThompsonHine.com

Debtors'
Restructuring
Consultants:      APPLIED BUSINESS STRATEGY, LLC

                                       Estimated   Estimated
                                        Assets    Liabilities
                                       ---------  -----------
Agent Provocateur, Inc.                $1M-$10M    $10M-$50M
Agent Provocateur, LLC                 $1M-$10M    $1M-$10M

The petitions were signed by Amanda Brooks, global retail
director.

Debtors' List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
US Customs and Border Protection    Custom Duties       $689,993
1100 Raymond Boulevard
NJ, Newark, 07102
Goachim Mele
Goachim.mele@cbp.dhs.gov
Tel: 973-368-6819

Agent Provocateur IP Limited         Trade Debts        $282,082
(previously known as SDI (Acqco 7)
Limited)
154 Clerkenwell Road
London EC1R 5AB
Charles Perez
charles.perez@agentprovocateur.com
Tel: 44-(0)020-7923-5200

Larstrand Corp. / 675 Madison LLC        Rent           $172,583
Email: hchang@friedlandproperties.com

Barclays Bank plc                        Rent           $167,698
Email: daniel.yang@tych.com.cn

China National Consumer               Trade Debts       $107,788
Electrics & Electronics
Email: daniel.yang@tych.com.cn

Hamburger Properties,                     Rent           $81,198
Email: bob.beber@gmail.com

Short Hills Associates LLC              Rent            $79,956
Email: NPartee@Taubman.com

Professional Retail Outlet            Services          $79,453
Services, LLC
Email: PJendrowski@proservicecall.com

Grunfeld Desiderio Lebowitz          Professional       $64,889
Silverman Klestadt LLP                  Services
Email: RSilverman@gdlsk.com

Ala Moana Center Acquisition LLC         Rent           $62,849
Email: Pan.Liu@generalgrowth.com

Desert Hills Premium Outlets             Rent           $53,589
Email: JHermesch@simon.com

133 Mercer Street, LLC                   Rent           $45,200
Email: bookkeeper@fleishergroup.com

CPI-Phipps LLC, Phipps Plaza             Rent           $44,217
Email: JHermesch@simon.com

The Bowerman Group                       Rent           $39,790
Email: treasurer@bowermangroup.com

The Shoppes at The Palazzo               Rent           $35,721
Email: Sophia.lin@generalgrowth.com

Keenpac / Bunzl Distribution Midcentral  Rent           $34,831
Email: annhallberg@keenpac.com

Newbury 123 Investment LLC               Rent           $33,606
Email: patrick.brown@cbre-ne.com

Brickell City Centre Retail LLC          Rent           $28,289
Email: Vincent.Ash@simon.com

7961 Melrose Associates, LLC             Rent           $26,609
Email: inov@sbcglobal.net

259 Elizabeth Street - Katherine Chou    Rent           $24,857
Email: mingc@aol.com


ALLSTATE CORP: Fitch Affirms BB+ Preferred Stock Rating
-------------------------------------------------------
Fitch Ratings has affirmed the 'A-' Issuer Default Rating (IDR) of
the Allstate Corporation (Allstate) as well as the 'A+' Insurer
Financial Strength (IFS) ratings of Allstate Insurance Co. and its
property/casualty (P/C) affiliates with a Stable Outlook.
Additionally, Fitch has affirmed the IFS ratings of Allstate Life
Insurance Co. and its subsidiaries (collectively referred to as
ALIC) at 'A' and revised the Rating Outlook to Stable from
Negative. Finally, Fitch affirmed American Heritage Life Insurance
Co.'s (AHLIC) IFS rating at 'A' with a Stable Outlook.

KEY RATING DRIVERS

Fitch's affirmation of P/C affiliates and holding company long-term
ratings is supported by Allstate's top-tier market position in
personal lines insurance, and solid underwriting results in P/C
insurance. The capitalization of Allstate's P/C operations remains
consistent with the current rating category.

Allstate has a 'Very Strong' business profile that would be
consistent with Fitch's guidelines for a higher rating category.
Allstate is the second-largest personal lines insurance writer in
the U.S. behind State Farm Mutual Automobile Insurance Company
(State Farm). Allstate's market position in private auto is third
behind Government Employees Insurance Co. (GEICO) and State Farm,
while its homeowners insurance remains the second largest after
State Farm.

Allstate's consolidated profitability remains modestly better than
the current rating category despite a recent downward trend. Return
on equity averaged 11.1% over the most recent three-year period
(2014-2016), comparing favorably to industry averages. Allstate's
good profitability is the result of solid P/C underwriting, below
average catastrophe losses and a restructured life operation.
Allstate continues to be challenged by modest investment return, in
a difficult investment environment.

Auto insurance reported a combined ratio of 99.2% for 2016
improving 70 basis points (bps) from 2015. Reserve development was
favorable for the year at 0.7% of earned premium, while catastrophe
losses increased and amounted to 2.7% of earned premium. The
underlying combined ratio, adjusting for the impact of reserve
development and catastrophe losses, was 97.2% for 2016 relative to
98.8% for 2015.

Homeowners' insurance reported a combined ratio of 85.2% for 2016,
worse by 530 bps from 2015. Catastrophe losses increased to 24.4%
of earned premium in 2016 compared to 18.4% in 2015, while reserve
development remained modestly favorable in both periods.

Combined statutory surplus was up a modest 2% to $16.8 billion at
year-end 2016, but still well below its $19.1 billion peak in 2006.
Operating company risk-adjusted capitalization would materially
benefit if the $2.4 billion of liquid investments at the holding
company level were included in the calculation.

Allstate's 2015 score on Fitch's Prism capital model was 'Strong',
which coincides with the company's current rating. Peers at higher
ratings have better capitalization at the operating company level.

It is not unusual for a personal lines writer to report an
operating leverage ratio that exceeds industry norms. In contrast,
Allstate's net leverage ratio is stronger given the short-tail
nature of its liabilities. Allstate's net leverage ratio was 3.8x
at Dec. 31, 2016, or 4.6x excluding surplus from the life insurance
operations. Net leverage was consistent with Fitch's median
guideline for the 'A' rating categories of 5.0x.

Despite a modest decline in 2016, ALIC's operating results have
been fairly stable in recent years, as the company continues to
shift away from spread-based business, while focusing on mortality
and morbidity-based business.

ALIC's investment portfolio is among the riskiest in Fitch's rated
life universe with a risky assets-to-TAC ratio of 227% at year-end
2016 and 241% at year-end 2015. ALIC's Risky Assets ratio is
considered very high relative to the peers, the industry, and
Fitch's median guidelines for the current rating category. Further
deterioration in the risky asset ratio could lead to a downgrade of
ALIC's standalone assessment.

More recently, Allstate's P/C sector has increased its allocation
to risky assets in an effort to improve investment returns in the
prevailing low interest rate environment. Allocations to equity
securities, private equity investments and below investment grade
bonds have all increased over the last couple years. Allstate's
consolidated risky assets ratio was 121% of shareholders' equity at
Dec. 31, 2016, which is considerably below Fitch's median guideline
of 100% for the 'BBB' rating category.

Allstate's life operations have a materially lower standalone
rating than the P/C operations given its relatively moderate scale
and market position as well as its lower strategic importance.
Consequently, ALIC receives a four-notch uplift for parent support,
elevating its IFS rating to 'A'.

Fitch views ALIC's strategic importance within the Allstate
enterprise as 'Very Important' and considers the various strategic
actions taken to strengthen its risk profile. The ratings continue
to benefit from the Capital Support Agreement from Allstate
Insurance Co. and its access to the holding company credit
facility. Based upon its standalone assessment and strategic
importance, ALIC's final rating is capped at one notch below its
parent, and further deterioration in its standalone assessment
could result in a downgrade.

AHLIC's 'standalone' IFS rating of 'A-' reflects an 'Important'
strategic category within the Allstate enterprise. While Fitch
views AHLIC's financial metrics more favorably than ALIC's, the
company is seen as less synergistic to the Allstate enterprise.
Thus, AHLIC receives a one-notch uplift in its rating.

RATING SENSITIVITIES

Key rating triggers for Allstate that could lead to an upgrade
include:

-- Sustainable capital position measured by net leverage
    excluding life company capital below 3.8x and a score
    approaching 'Very Strong' on Fitch's Prism capital model;

-- No material deterioration in underwriting profitability of the

    property/casualty operations from current levels.

Key rating triggers that could result in an upgrade of ALIC's
rating include:

-- An improvement in statutory Risky Assets/TAC ratio to below
    200% with operating performance remaining stable;

-- Fitch's view of its strategic importance changes to 'Core'
    from 'Very Important.'

Given its relatively small size and scale, AHLIC is unlikely to be
upgraded in the near- to intermediate-term, but the following could
result in an upgrade over the longer term:

-- Fitch's view of its strategic importance changes to 'Very
    Important' from 'Important' or if the agency's view of parent
    support merits a greater degree of uplift.

Key rating triggers for Allstate that could lead to a downgrade
include:

-- A prolonged decline in underwriting profitability that is
    inconsistent with industry averages or is driven by an effort
    to grow market share during soft pricing conditions;

-- Significant deterioration in capital strength as measured by
    Fitch's capital model, NAIC risk-based capital, and statutory
    net leverage. Specifically, if net leverage excluding life
    company capital approached 5.0x it would place downward
    pressure on ratings;

-- Significant increases in financial leverage ratio to greater
    than 30%;

-- Liquid assets at the holding company of less than one year's
    interest expense, and preferred and common dividends.

Key rating triggers that could lead to a downgrade for ALIC
include:

-- Deterioration in ALIC's standalone assessment such that it
    falls more than five notches below the parent;

-- Fitch's view of its strategic importance weakens.

Key rating triggers that could lead to a downgrade for AHLIC
include:

-- Financial performance or capitalization deteriorates
    significantly;

-- Fitch's view of its strategic importance weakens.

Fitch affirms the following ratings for Allstate with a Stable
Outlook:

The Allstate Corporation
-- Long-Term IDR at 'A-';
-- Preferred stock at 'BB+';
-- Short-Term IDR at 'F2'
-- Commercial paper at 'F2'

The following senior unsecured debt at 'BBB+':
-- 6.75% $176 million debenture due May 15, 2018;
-- 7.45% $317 million debenture due May 16, 2019;
-- 3.15% $500 million debenture due June 15, 2023;
-- 3.28% $550 million note due Dec. 15, 2026;
-- 6.125% $159 million note due Dec. 15, 2032;
-- 5.35% $323 million note due June 1, 2033;
-- 5.55% $546 million note due May 9, 2035;
-- 5.95% $386 million note due April 1, 2036;
-- 6.90% $165 million debenture due May 15, 2038;
-- 5.20% $62 million note due Jan. 15, 2042;
-- 4.50% $500 million note due June 15, 2043;
-- 4.20% $700 million note due Dec. 15, 2046.

The following junior subordinated debt at 'BBB-':
-- 6.125% $224 million debenture due May 15, 2067;
-- 5.10% $500 million subordinated debenture due Jan. 15, 2053;
-- 5.75% $800 million subordinated debenture due Aug. 15, 2053;
-- 6.50% $500 million debenture due May 15, 2067.

Fitch also affirms the following ratings with a Stable Outlook:

Allstate Insurance Company
Allstate County Mutual Insurance Co.
Allstate Indemnity Co.
Allstate Property & Casualty Insurance Co.
Allstate Texas Lloyd's
Allstate Vehicle and Property Insurance Co.
Encompass Home and Auto Insurance Co.
Encompass Independent Insurance Co.
Encompass Insurance Company of America
Encompass Insurance Company of Massachusetts
Encompass Property and Casualty Co.
-- IFS at 'A+'.

American Heritage Life Insurance Co.
-- IFS at 'A'.

Fitch affirms the following ratings and revises the Outlook to
Stable from Negative:

Allstate Life Insurance Co.

Allstate Life Insurance Co. of NY
-- IFS at 'A'.


ANSWERS HOLDINGS: Court OKs Disclosures, Confirms Joint Plan
------------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York has approved Answers Holdings, Inc.,
et al.'s disclosure statement and confirmed the Debtors' joint
prepackaged Chapter 11 plan.

As reported by the Troubled Company Reporter on March 14, 2017, the
Prepackaged Plan provides for the treatment of Claims against and
Interests in the Debtors through, among other: (a) the issuance of
New Common Stock and the Warrants; (b) the Unimpaired treatment of
certain Claims and Interests; and (c) conversion of certain Claims
into loans under the Exit Credit Facilities. The plan asserts that,
among other things:

     -- holders of Allowed DIP Claims will receive their pro rata
        share of first lien loans;

     -- holders of Allowed First Lien Claims will receive their
        pro rata share of (i) second lien exit loans and (ii) 96%
        of the New Common Stock (subject to dilution on account
        of, to the extent applicable, the MIP Equity, the Exit
        Commitment Equity, and the Warrant Equity);

     -- holders of allowed second lien claims will receive their
        pro rata share of (i) 4% of the New Common Stock (subject
        to dilution on account of, to the extent applicable, the
        MIP Equity, the Exit Commitment Equity, and the Warrant
        Equity) and (ii) the Warrants; and

     -- holders of Allowed General Unsecured Claims will remain
        unimpaired and paid in the ordinary course of business.

A copy of the court order is available at:

          http://bankrupt.com/misc/nysb17-10496-120.pdf

                     About Answers Holdings

Based in St. Louis, Missouri, Answers Holdings Inc. began in
February 2006 as AFCV, a portfolio of e-commerce technologies, and
launched its initial question and answer platform in June 2009.  

In April 2011, the company acquired the www.answers.com domain,
which has since become its most trafficked website.  In an effort
to provide a full suite of solutions that span the customer life
cycle, the company acquired Webcollage and ForeSee in May and
December, 2013, respectively.  

In October 2014, an investment fund managed by Apax Partners, L.P.,
a global private equity firm, acquired the Company through a
merger.  The purchase price consideration was $914 million, which
included a cash equity contribution by an investment fund managed
by Apax.

Answers Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. N.Y. Case No. 17-10496) on March 3,
2017.  On the same day, 10 of its affiliates filed separate
petitions.  The petitions were signed by Justin P. Schmaltz, chief
restructuring officer.  The cases are assigned to Judge Stuart M.
Bernstein.

At the time of the filing, the Debtors estimated their assets at
$100 million to $500 million and debts at $500 million to $1
billion.  

Kirkland & Ellis LLP represents the Debtors as bankruptcy counsel.

Alvarez & Marsal North America, LLC serves as restructuring
advisor.


ANTERRA ENERGY: Court Extends CCAA Protection Until June 2
----------------------------------------------------------
Anterra Energy Inc. on April 13, 2017, disclosed that the Court of
Queen's Bench of Alberta, Judicial Centre of Calgary (the "Court")
has granted an extension until June 2, 2017 of the stay of
proceedings granted in the Initial Order dated May 6, 2016 pursuant
to which Anterra was granted creditor protection under the
Companies' Creditors Arrangement Act (Canada) (the "CCAA").  The
extension was supported by PricewaterhouseCoopers Inc., the
Court-appointed Monitor of Anterra's CCAA process.

                   About Anterra Energy Inc.

Anterra Energy Inc. -- http://www.anterraenergy.com/-- is a
Canada-based oil focused junior exploration and production company.
The Company is engaged in the acquisition, development,
optimization and production of crude oil and natural gas in western
Canada.  The Company has two segments: oil and gas segment, and
midstream processing segment.  The Company's oil and gas segment
explores for, develops and produces oil and gas.  The Company's
midstream processing segment provides third party processing and
disposal services to the oil and gas industry.  The Company
operates five principal oil properties in Alberta: Breton - Belly
River Oil, Buck Lake - Cardium Oil, Nipisi - Gilwood Oil,
Strathmore - Basal Quartz Oil and Two Creek - Jurassic Oil.


APEX PROPERTIES: Case Summary & 2 Unsecured Creditors
-----------------------------------------------------
Debtor: Apex Properties LLC
        1540 Apperson Drive
        Salem, VA 24153

Case No.: 17-70501

About the Debtor: Apex Properties is a privately held company in
Salem, VA and is a single location business.  It is an operator of
a non-residential building.

Chapter 11 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       Western District of Virginia (Roanoke)

Judge: Hon. Paul M. Black

Debtor's Counsel: Andrew S Goldstein, Esq.
                  MAGEE GOLDSTEIN LASKY & SAYERS, P.C.
                  P.O. BOX 404
                  Roanoke, VA 24003
                  Tel: 540 343-9800
                  E-mail: agoldstein@mglspc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Al Cooper, managing member.

A copy of the Debtor's list of two unsecured creditors is available
for free at:

          http://bankrupt.com/misc/wawb17-70501.pdf


APOLLO ENDOSURGERY: Director Will Not Stand for Re-Election
-----------------------------------------------------------
Jack Nielsen, member of the Board of Directors of Apollo
Endosurgery, Inc., and Chairman of the Compensation Committee,
informed the Board of his decision not to stand for reelection at
the Company's 2017 Annual Meeting of Stockholders to be held on
June 9, 2017.  Mr. Nielsen will continue to serve on the Board and
as Chairman of the Compensation Committee until the Annual Meeting.
Mr. Nielsen's decision not to stand for re-election is not due to
any disagreement with the Company, according to a Form 8-K report
filed with the Securities and Exchange Commission.

Following the Annual Meeting, the Board will decrease the size of
the Board from nine to eight directors pursuant to Article II,
Section 2(b) of the Company's bylaws.

                 About Apollo Endosurgery, Inc.

Apollo Endosurgery, Inc. -- http://www.apolloendo.com/-- is a
medical device company focused on less invasive therapies for the
treatment of obesity, a condition facing over 600 million people
globally, as well as other gastrointestinal disorders.  Apollo's
device based therapies are an alternative to invasive surgical
procedures, thus lowering complication rates and reducing total
healthcare costs.  Apollo's products are offered in over 80
countries today.  Apollo's common stock is traded on NASDAQ Global
Market under the symbol "APEN".  

On Dec. 29, 2016, a wholly owned subsidiary of Lpath, Inc. merged
with and into Apollo Endosurgery, Inc. resulting in Original Apollo
becoming a wholly owned subsidiary of Lpath.  At the Effective
Time, Lpath effected a name change to "Apollo Endosurgery, Inc."
Each share of Original Apollo common stock (after adjusting for the
1-for-5.5 reverse split of common stock effected by the Issuer
immediately following consummation of the Merger) was exchanged for
0.31632739 shares of the Issuer's common stock at the Effective
Time of the Merger.

Apollo Endosurgery reported a net loss attributable to common
stockholders of $41.16 million on $64.86 million of revenues for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common stockholders of $36.38 million on $67.79 million of
revenues for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, Apollo Endosurgery had $102.12 million in
total assets, $59.70 million in total liabilities and $42.41
million in total stockholders' equity.


APPLIANCES PLUS: Gets Exclusivity to File Plan Through May 25
-------------------------------------------------------------
Appliances Plus, Inc. sought and obtained an order from the U.S.
Bankruptcy Court for the Western District of Pennsylvania extending
its exclusive plan filing period through May 25, 2017.

The Bankruptcy Court entered an "Agreed Scheduling Order" on
November 7, 2016, which called for the Debtor to file a Chapter 11
Plan and Disclosure Statement on or before April 10, 2017.

The Debtor is a "small business" as defined in 11 U.S.C. Section
101(51D) and (51C).

The Debtor tells the Court that it needs more time to file a Plan.

The Debtor assures the Court that it has met all Chapter 11
operating requirements since the filing of the case.  It has filed
all operating reports and paid all US Trustee fees since the case
filing.  The Debtor adds that it has shown a profit since the
Petition Date, and there is a strong likelihood that it will be
able to reorganize.

                       About Appliances Plus

Appliances Plus, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-23814) on October 11,
2016.  The petition was signed by Rocco A. Perla, president.  The
Debtor is represented by Christopher M. Frye, Esq., at Steidl and
Steinberg, P.C.  At the time of the filing, the Debtor estimated
assets and liabilities of less than $500,000.  The U.S. Trustee has
been unable to appoint an official unsecured creditors committee in
the case.


ARIZONA ACADEMY: Latest Plan Changes Unsecureds’ Recovery to
35.82%
---------------------------------------------------------------------
Arizona Academy of Science and Technology, Inc., filed with the
U.S. Bankruptcy Court for the District of Arizona a second amended
disclosure statement describing its plan of reorganization, dated
April 7, 2017, which provides that general unsecured creditors
holding claims with amounts greater than $5,000 will now recover
%35.82 compared to the 34.44% estimated recovery provided under the
previous plan.

Class 1 under the amended plan consists of allowed Administrative
Claims related to the Debtor. The Allowed Claims of Class 1 shall
be paid in full, in cash, by the earlier of the Effective Date or
the date that such are allowed and ordered paid by the Court.
Pending Court approval, the Debtor shall set aside enough funds to
pay all administrative claims until Court approval is obtained.
Monthly administrative expense payments shall be made before
distributions to other classes due on a monthly basis.

The previous plan stated that the Debtor owes approximately $40,000
to the law firm of Davis Miles McGuire Gardner, PLLC. The firm is
holding $11,720 in its trust account on behalf of Debtor, pending
Court approval of the firm's fees. Debtor anticipates incurring
another $10,000.00 in attorneys' fees through plan confirmation and
litigation of the adversary proceeding with CAM. The firm has
agreed to receipt of regular monthly payments of $1,500 per month,
beginning the first of the month following the effective date of
the plan until the fees are paid in full. If Debtor recovers any
funds on its preference action against CAM, the firm shall be paid
in full from those funds before funds are distributed to any other
claim, except Central United Methodist Church.

This latest plan asserts that the Debtor owes approximately $43,000
to the law firm and that the firm holds no funds in its trust
account on behalf of the Debtor. The Debtor also now anticipates
incurring another $50,000 in attorney's fees through plan
confirmation and litigation of the adversary proceeding with CAM.

Class 6, consisting of the Allowed Unsecured Claims of Creditors in
an amount greater than $5,000, will be paid a pro rata share from
the Debtors' Excess Cash Flow, on a quarterly basis for a four-year
period, beginning the first fiscal quarter after payment to Class 5
is completed.  Additionally, if Debtor recovers funds from CAM on
account of the adversary proceeding and after payment in full of
all administrative claims, IRS Class 3 claim, and Class 5 claims,
Debtor will pay any remaining funds to the Class 6 claim holders
pro rata, within 60 days of receipt of any funds recovered in that
action. If claims are paid in full, payment to this class will
cease immediately.

The Second Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/azb2-16-09573-121.pdf

       About Arizona Academy of Science and Technology

Arizona Academy of Science and Technology, Inc., filed a Chapter
11
bankruptcy petition (Bankr. D.Ariz. Case No. 16-09573) on Aug. 18,
2016.  The Hon. Scott H. Gan presides over the case.  Davis Miles
McGuire Gardner, PLLC, represents the Debtor as counsel.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities.  The petition was signed
by Grant Creech, director.

Ilene J. Lashinsky, the U.S. Trustee for District of Arizona,
appointed on Sept. 20 three creditors of Arizona Academy of
Science
and Technology, Inc., to serve on the official committee of
unsecured creditors.


ARMSTRONG ENERGY: Ernst & Young LLP Raises Going Concern Doubt
--------------------------------------------------------------
Armstrong Energy, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$58.83 million on $253.90 million of revenue for the year ended
December 31, 2016, compared to a net loss of $162.14 million on
$360.90 million of revenue for the year ended December 31, 2015.

Ernst & Young LLP in St. Louis, Mo., notes that the Company
incurred a substantial loss from operations and has a net capital
deficit as of and for the year ended December 31, 2016.  The
Company's operating plan indicates that it will continue to incur
losses from operations, and generate negative cash flows from
operating activities during the year ended December 31, 2017.
These projections and certain liquidity risks raise substantial
doubt about the Company's ability to meet its obligations as they
become due within one year after the date of this report and
continue as a going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $334.15 million, total liabilities of $427.96 million,
and a stockholders' deficit of $93.81 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   https://is.gd/zpiICL

Armstrong Energy, Inc., is a diversified producer of low chlorine,
high sulfur thermal coal from the Illinois Basin, with both surface
and underground mines.  The Company markets its coal primarily to
proximate and investment grade electric utility companies as fuel
for their steam-powered generators.  Based on 2015 production, the
Company is the fifth largest producer in the Illinois Basin and
the
second largest in Western Kentucky.



AVAYA INC: Files Plan to Reduce Debt by $4 Billion
--------------------------------------------------
Avaya Inc. on April 13, 2017, disclosed that it has filed a chapter
11 plan of reorganization (the "Plan") and related disclosure
statement ("Disclosure Statement") with the United States
Bankruptcy Court for the Southern District of New York (the
"Court").  The Plan outlines a path to significantly reduce Avaya's
pre-filing debt, which would strengthen the Company's balance
sheet, improve financial flexibility and position it for long-term
success.

"We are pleased to have filed the Plan, which is a crucial step
forward in our effort to recapitalize Avaya's balance sheet and
create a stronger and healthier company that can create even more
value for our customers," said Kevin Kennedy, Chief Executive
Officer of Avaya.  "We look forward to working closely with all
stakeholders over the coming weeks and months to refine the Plan
and build consensus."

Under the proposed Plan, which will continue to evolve as Avaya
works toward creditor consensus and confirmation by the Court,
among other things, the following items are contemplated:

   -- Avaya's pre-filing debt will be reduced by more than $4
billion;

   -- Avaya's restructuring will be achieved through a
debt-for-equity exchange, in which certain secured creditors would
acquire 100 percent of reorganized Avaya's equity;

   -- Avaya's general unsecured creditors will share pro rata in a
cash pool;

   -- Avaya will continue to honor and maintain its qualified U.S.
pension plans, which make up the vast majority of Avaya's pension
obligations, following its emergence from bankruptcy; and

   -- Avaya will continue to honor and assume its two collective
bargaining agreements and all related agreements.

Avaya has requested that the Court schedule a hearing on May 25th
to consider approval of the Disclosure Statement related to the
Plan.  Following Court approval of the Disclosure Statement, Avaya
will distribute the Plan and Disclosure Statement to voting
creditors for their consideration.

Mr. Kennedy added, "Our normal business operations are running
well, and we continue to sign significant customer renewals and new
customer contracts.  In addition, the Company's consolidated
balance sheet now has more than $750 million in cash, reflecting
DIP financing proceeds and positive cash flow from operations.  We
remain confident in our ability to maximize value for all of our
stakeholders and to complete our balance sheet restructuring as
soon as reasonably possible."

This press release is not intended as solicitation for a vote on
the Plan.  The full terms of the Plan and Disclosure Statement, as
well as the related pleadings, are available online at:
https://cases.primeclerk.com/avaya.

Centerview Partners LLC and Zolfo Cooper Management, LLC are
Avaya's financial and restructuring advisors and Kirkland & Ellis
LLP is the Company's restructuring counsel.

                        About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.  

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.   It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.  Judge Stuart M. Bernstein presides
over the cases.

The Debtors disclosed $5.52 billion in assets and $6.35 billion in
liabilities as of September 30, 2016.  

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP as
financial services consultant.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.


AVAYA INC: US Trustee Objects to Key Employee Incentive Program
---------------------------------------------------------------
William K. Harrington, the U.S. Trustee for Region 2, filed with
the U.S. Bankruptcy Court for the Southern District of New York an
objection to Avaya, Inc., et al.'s motion for court approval of the
2Q 2017 key employee incentive program.

The Debtors seek the Court's approval to pay up to $3.7 million in
bonuses to the 11 members of their Executive Committee.

According to the U.S. Trustee, the bonuses appear to be primarily
retentive because the threshold target merely requires the Debtors
to outperform, by only $4 million, the budgeted adjusted EBITDA of
$166 million developed in connection with their DIP financing,
making it likely that each of the Participants will receive a
substantial bonus.  Should the threshold target be achieved, the
participants will receive $3 million, or 75%, of that $4 million.
Since the bonuses relate to the participants' performance for the
Debtors' second fiscal quarter which ends March 31, 2017, the
Debtors likely know, but have not disclosed, whether the metrics
have already been met or are on target to be met.  Thus the
benchmarks described as incentivizing may have already been
achieved or may be achieved imminently.

The retentive aspect of the Bonus Plan is also underscored by the
Debtors' assertion that the participants should receive a bonus for
their increasing workloads and their developing the Debtors'
ultimate road map for emergence from bankruptcy, the U.S. Trustee
says.  The participants have existing obligations to perform the
services for which they are already being paid.

The U.S. Trustee states that while the Debtors tout that the
proposed bonus pool reflects a 35% voluntary reduction of the bonus
awards utilized by the Debtors prepetition, the Debtors fail to
disclose that four of the Participants (the Chief Executive
Officer, Chief Operating Officer, Chief Financial Officer and
General Counsel) received special retention bonuses totaling $11.7
million in May 2016, seven months before the bankruptcy filing.
These one-time bonuses required the executives to stay with Avaya
for 18 months after the date of the award (at least until November
2017), or be subject to claw-back.

The U.S. Trustee says that the proposal to pay cash awards to the
members of the Executive Committee for merely performing the
fiduciary duties they were hired to perform is not a basis to pay
bonuses to these 11 insiders.  The Debtors have not met their
burden and the Bonus Motion should be denied.

The Objection is available at:

         http://bankrupt.com/misc/nysb17-10089-313.pdf

                       About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.  

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.   It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.  Judge Stuart M. Bernstein
presides over the cases.

The Debtors disclosed $5.52 billion in assets and $6.35 billion in
liabilities as of September 30, 2016.  

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP as
financial services consultant.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.


AVSC HOLDING: S&P Affirms 'B' CCR & Lowers Revolver Rating to 'B'
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on AVSC
Holding Corp.  The rating outlook is stable.

At the same time, S&P lowered its issue-level and recovery ratings
on the company's existing senior secured revolving credit facility
to 'B' from 'B+' and revised the recovery rating to '3' form '2'.
The '3' recovery rating indicates S&P's expectation for substantial
(50%-70%; rounded estimate: 60%) recovery of principal in the event
of a payment default.

S&P also assigned its 'B' issue-level and '3' recovery ratings to
the company's $980 million senior secured term loan B due 2024. The
'3' recovery rating indicates S&P's expectation for substantial
(50%-70%; rounded estimate: 60%) recovery of principal in the event
of a payment default.

S&P expects to withdraw its ratings on the existing first- and
second-lien senior secured term loan B when they are repaid.

The rating actions reflect S&P's view that AVSC's senior secured
debt will increase after it refinances its outstanding debt and
result in lower recovery of principal for debtholders in the event
of a payment default.

S&P's business risk profile assessment reflects AVSC's cash flow
concentration in the hotel meetings and conferences business (which
depends on cyclical business travel) and the competitive pressure
it faces to increase commissions it pays to venue-hosting hotels.
The company is the only outsourced provider of audiovisual services
to the U.S. hotel industry with a national footprint, and it has
relationships with most leading hotel chains.  In the fragmented
audiovisual services niche, AVSC (doing business as PSAV Inc.) has
a leading (46%) U.S. hotel market share, which is significantly
greater than that of its next closest competitor.

AVSC generates nearly all its revenue from contracts averaging five
to six years with major hotel chains, and it enjoys a 98% venue
retention rate.  The company's international penetration is
relatively low, with foreign sales accounting for about 10% of
total sales.  Its operating performance is highly cyclical and
sensitive to hotel group occupancy rates in the luxury and upscale
hotel segments, as well as to corporate travel budgets.

"We believe the company's below-average EBITDA margin reflects
competitive obstacles that add value, and competitive and client
pressure that results in high commissions paid to hotels with which
it has affiliate relationships.  Pro forma for its
$80 million first-lien term loan add-on in December 2016, AVSC's
adjusted debt leverage was in the low- to mid-5x area as of Sept.
30, 2016.  The company used the proceeds from the add-on to fund a
dividend distribution to shareholders.  We expect AVSC's leverage
to decrease to the low- to mid-5x area over the next 12 months due
to EBITDA growth and debt amortization.  The company is majority
owned by Olympus Partners L.P. and The Goldman Sachs Group Inc. as
financial sponsors," S&P said.

S&P's base-case scenario assumes these:

   -- U.S. GDP growth of 2.3% in 2017 and 2.4% in 2018;

   -- Group revenue per available room growth in the low-single-
      digit percentage area in 2017--in line with U.S. GDP growth;

   -- Mid-single-digit percentage organic revenue growth in 2017
      and 2018 due to continued growth in revenue per event,
      primarily from growth of specialty services; and

   -- Acquisitions of about $60 million per year.

Based on these assumptions, S&P arrives at these adjusted credit
measures:

   -- Adjusted debt leverage remaining in the low-5x area over the

      next year, and

   -- Discretionary cash flow to debt in the mid-single-digit
      percentage area in 2017 and 2018.

The stable rating outlook on AVSC reflects S&P's expectation that
the company's liquidity will remain adequate and its adjusted
leverage will stay in the low- to mid-5x range over the next 12
months.

S&P could lower the corporate credit rating if AVSC's free
operating cash flow approaches breakeven levels or if its adjusted
leverage rises above 7x.  This could result from economic
cyclicality, large debt-financed acquisitions or dividends,
underperforming acquisitions, or increased competitive or client
pressure on pricing.

S&P could consider raising the rating if the company moderates its
financial policy or completes an IPO such that it reduces its
adjusted leverage to below 5x on a sustained basis while generating
meaningful discretionary cash flow.


BASS PRO: Bank Debt Trades at 3% Off
------------------------------------
Participations in a syndicated loan under Bass Pro Group LLC is a
borrower traded in the secondary market at 97.15
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.74 percentage points from the
previous week.  Bass Pro pays 350 basis points above LIBOR to
borrow under the $2.97 billion facility. The bank loan matures on
Nov. 14, 2023 and carries Moody's B1 rating and Standard & Poor's
B+ rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended April 14.




BCBG MAX: Aims to End Employment Contract Fight With Founder & Wife
-------------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that BCBG Max
Azria Group Inc. committed to resolve the adversary action its
founder Max Azria and his wife Lubov, BCBG's former chief creative
officer, brought against the Debtor, over the termination of Ms.
Azria's employment agreement before a May bidding deadline.

                   About BCBG Max Azria Group

BCBG Max Azria Group started with a single idea -- to create a
beautiful dress.  Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude."  The brand embodies a true combination of European
sophistication and American spirit.  The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.

BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017.  The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.

Kirkland & Ellis LLP and Kirkland & Ellis International LLP
represent the Debtors as bankruptcy counsel.  The Debtors hired
Jefferies LLC as investment banker; AlixPartners LLP as
restructuring advisor; A&G Realty Partners LLC as real estate
advisor; and Donlin Recano & Company LLC as claims and noticing
agent, and administrative advisor.

On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


BELK INC: Bank Debt Trades at 15% Off
-------------------------------------
Participations in a syndicated loan under BELK, Inc is a borrower
traded in the secondary market at 85.00 cents-on-the-dollar during
the week ended Friday, April 14, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an increase
of 0.50 percentage points from the previous week.  BELK, Inc pays
450 basis points above LIBOR to borrow under the $1.5 billion
facility. The bank loan matures on Nov. 19, 2022 and carries
Moody's B2 rating and Standard & Poor's B rating.  The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended April 14.


BERNARD L. MADOFF: Court OKs Trustee's Denial of $392K in Claims
----------------------------------------------------------------
Cara Salvatore, writing for Bankruptcy Law360, reports that U.S.
Bankruptcy Judge Stuart Bernstein has approved Bernard L. Madoff
Investment Securities LLC trustee Irving Picard's decision to deny
$392,000 in claims from parties who said they were clients of the
failed investment firm but who, in reality, were cotenants under an
account originally opened by a woman named Judy Kaufman in 1993.

Law360 recalls that children Lisa and Neal Kaufman were added as
cotenants of the account in 1994, the Epstein Living Trust was
added in 2003, and Daniel Epstein was added in 2008.

Judge Bernstein approved Mr. Picard's decision to deny claims from
the Epstein trust and from Daniel Epstein, agreeing that they were
not BLMIS customers as defined in the Securities Investor
Protection Act, Law360 relates.

Law360 quoted Judge Bernstein as saying, "The Kaufman Tenancy in
Common is the SIPA customer, and the tenants in common must look to
the Kaufman Tenancy in Common for any recovery.  Furthermore, the
Epsteins have failed to satisfy the 'critical aspect' of the
[']customer['] definition -- 'the entrustment of cash or securities
to [BLMIS] for the purposes of trading securities.' . . . In short,
while the Kaufman Tenancy in Common was a 'customer' of BLMIS, the
Epsteins were not."

According to Law360, Judge Bernstein also affirmed Mr. Picard's
denial of claims by Keith Schaffer, Jeffrey Schaffer and Carla
Hirschhorn, the three of whom were cotenants in a different
account.  

Law360 relays that the Kaufman Tenancy in Common -- the legitimate
"customer" -- also filed its own claim with Picard after the
debacle.  Mr. Picard, the report says, had denied it because the
account had come out ahead at the end of the day.  Judge Bernstein
backed the trustee's actions, the report states.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970.  The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland,
J.).  Mr. Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  As of Dec. 14,
2016, the SIPA Trustee has recovered more than $11.486 billion
and, following the eight interim distribution in January 2017,
will raise total distributions to approximately $9.72 billion,
which includes more than $839.6 million in advances committed by
SIPC.


BERNARD L. MADOFF: Royal Bank Fights Appeal in Clawback Fight
-------------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that the Royal
Bank of Scotland has asked the Bankruptcy Court to deny for Bernard
L. Madoff Investment Securities LLC trustee Irving Picard's bid for
a direct Second Circuit appeal to determine if the $22 million in
Ponzi scheme proceeds can be clawed back from the Bank.  

The question needs to go through the district court and Mr. Picard
had failed to establish the legal grounds to justify bypassing the
district courts on the issue, Law360 states, citing the Bank.

As reported by the Troubled Company Reporter on March 30, 2017,
Alex Wolf, writing for Bankruptcy Law360, reported that Mr. Picard
asked U.S. Bankruptcy Judge Stuart M. Bernstein found that Mr.
Picard cannot pursue claw backs to recover Ponzi scheme proceeds
transferred from foreign Madoff feeder funds to other foreign
investment funds mostly owned by European banks.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970.  The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland,
J.).  Mr. Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  As of Dec. 14,
2016, the SIPA Trustee has recovered more than $11.486 billion
and, following the eight interim distribution in January 2017,
will raise total distributions to approximately $9.72 billion,
which includes more than $839.6 million in advances committed by
SIPC.


BERNARD L. MADOFF: Trustee Tries to Limit Financier's Testimony
---------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that Irving H.
Picard, trustee for the liquidation of Bernard L. Madoff Investment
Securities LLC, has requested that the Bankruptcy Court prevent
financier J. Ezra Merkin from bringing up exhibits that weren't
produced during discovery.

Mr. Picard, Law360 relates, is suing Mr. Merkin and related
entities to recover preferential and fraudulent transfers from
BLMIS.  Law360 recalls that Bankruptcy Judge Stuart M. Bernstein
ruled earlier this year that Mr. Picard presented enough evidence
to support the inference that Mr. Merkin failed to adequately
follow up on suspicions that BLMIS could be a Ponzi scheme.  Law360
shares that both parties filed motions to limit the other's lines
of attack.

"The SEC’s actions or inactions on facts and issues unknown to
the defendants are entirely irrelevant and lack any probative value
where the issue is the subjective, contemporaneous knowledge and
actions of the defendants," Law360 quoted Mr. Picard as saying.
Mr. Picard, the report states, was referring to Mr. Merkin and his
Madoff feeder funds.

The defendants, according to Law360, also asked the Bankruptcy
Court to stop Mr. Picard from presenting various experts from
testifying at the trial, including the manager of a firm that
conducts due diligence and a consultant hired by Mr. Picard who has
been designated to authenticate BLMIS records, saying they lack
personal or relevant knowledge to opine about the claims at issue.
The report adds that the defendants are also seeking to prevent Mr.
Picard from introducing witness testimony and exhibits to support
his claim that investors in Mr. Merkin's funds were misled with
respect to those funds' investments with BLMIS, saying that
evidence is irrelevant to the key issue at trial -- whether Mr.
Merkin was willfully blind to Mr. Madoff's fraud.

Law360 relates that an omnibus hearing in the case is scheduled for
May 3.

Alex Wolf at Bankruptcy Law360 reports that the Bankruptcy Court
has ruled that portions of a transcript from a Dec. 20 deposition
of Mr. Madoff that go beyond the permissible scope of testimony
about his former associate Jeffry Picower are to remain
confidential in any publicly available version.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970.  The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland,
J.).  Mr. Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  As of Dec. 14,
2016, the SIPA Trustee has recovered more than $11.486 billion
and, following the eight interim distribution in January 2017,
will raise total distributions to approximately $9.72 billion,
which includes more than $839.6 million in advances committed by
SIPC.


BLUEHIPPO FUNDING: Founder in Contempt of Court, Must Pay $13.4M
----------------------------------------------------------------
Joyce Hanson, writing for Bankruptcy Law360, reports that U.S.
District Judge Paul A. Crotty has granted in part the Federal Trade
Commission's motion to hold BlueHippo Funding LLC founder Joseph
Rensin in contempt of court and ordered him to pay $13.4 million.
According to Law360, Judge Crotty said that Mr. Rensin ignored an
earlier order to give the funds to the FTC to settle a consumer
fraud case even though he has plenty of personal assets.  Judge
Crotty, however, denied FTC's bid to put Mr. Rensin in jail.

                      About Bluehippo

BlueHippo sells computers and plasma TVs nationwide to people
without access to traditional credit.  Consumers pay through
electronic debits to their bank accounts over one year.  They
were promised the merchandise after completing three months'
payments worth hundreds of dollars.  But early on, consumers
complain, the company reneged on the promise.

In March 2006, two Californians filed a class suit against
Maryland-based BlueHippo Funding LLC alleging they didn't get
their computers and weren't able to get refunds.

As reported by the Troubled Company Reporter on Feb. 23, 2017, Ryan
Boysen, writing for Bankruptcy Law360, reported that Joseph
Rensin, former CEO of BlueHippo Funding, LLC, filed for personal
Chapter 7 bankruptcy in Florida on Feb. 15, 2017, listing roughly
$1 million in total assets, claims exemptions of about $240,000,
and liabilities consisting mainly of the $13.4 million owed to the
Federal Trade Commission.


BON-TON STORES: Incurs $63.4 Million Net Loss in Fiscal 2016
------------------------------------------------------------
The Bon-Ton Stores, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$63.41 million on $2.60 billion of net sales for the fiscal year
ended Jan. 28, 2017, compared to a net loss of $57.05 million on
$2.71 billion of net sales for the fiscal year ended Jan. 30,
2016.

As of Jan. 28, 2017, Bon-Ton Stores had $1.50 billion in total
assets, $1.52 billion in total liabilities and a total
shareholders' deficit of $22.78 million.

The Company said that its debt could adversely affect its financial
condition.

As of Jan. 28, 2017, the Company had total debt, including capital
lease and financing obligations, of $989.3 million, which is
subject to restrictions and financial covenants.  The Company's
indebtedness, and the limitations imposed on the Company by the
instruments and agreements governing such indebtedness, could
result in events which would have a material adverse effect on its
financial condition, liquidity, results of operations and/or
business.

"Our ability to service our debt depends upon, among other things,
our ability to replenish inventory at competitive prices and terms,
generate sales and maintain our stores.  If we do not generate
sufficient cash from our operations to service our debt
obligations, we may need to take one or more actions, including
refinancing our debt, obtaining additional financing, selling
assets, obtaining additional equity capital or reducing or delaying
capital expenditures.  We cannot be certain that our cash flow will
be sufficient to allow us to pay the principal and interest on our
debt and meet our other obligations.

"Debt under our senior secured credit facility bears interest at a
floating rate.  Accordingly, changes in prevailing interest rates
may affect our ability to meet our debt service obligations.  A
higher interest rate on our debt would adversely affect our
operating results.  If we are unable to meet our debt service
obligations or if we default under our credit facilities, our
lenders could elect to declare all borrowings outstanding, together
with accumulated and unpaid interest and other fees, immediately
due and payable, and may foreclose on the collateral securing such
indebtedness consisting of substantially all of our assets, which
would have a material adverse effect on our business, financial
condition and results of operations."

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

                      https://is.gd/wHLZxc

                 About The Bon-Ton Stores, Inc.

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 263 stores, which
includes nine furniture galleries and four clearance centers, in 25
states in the Northeast, Midwest and upper Great Plains under the
Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman,
Herberger's and Younkers nameplates.  The stores offer a broad
assortment of national and private brand fashion apparel and
accessories for women, men and children, as well as cosmetics and
home furnishings.  The Bon-Ton Stores, Inc. is an active and
positive participant in the communities it serves.  For further
information, please visit http://investors.bonton.com.

                          *     *     *

As reported in the TCR on Dec. 4, 2015, Moody's Investors Service
downgraded Bon-Ton Stores's Corporate Family Rating to 'Caa1' from
'B3'.  The company's Speculative Grade Liquidity rating was
affirmed at SGL-2.  The rating outlook is stable.  The downgrade
considers the continuing and persistent negative pressure on
Bon-Ton's revenue and EBITDA margins which has been accelerating
during the course of fiscal 2015.

As reported by the TCR on Aug. 22, 2016, S&P Global Ratings raised
its corporate credit rating on Bon-Ton Stores to 'CCC+' from 'CCC'.
The outlook remains negative.  "The upgrade reflects our view of
Bon-Ton's somewhat improved liquidity after refinancing its A-1 ABL
term loan tranche with an extended maturity to March 2021 and
enhanced liquidity from the additional $50 million in borrowing
capacity to address upcoming debt maturity in 2017.


BREITBURN ENERGY: Trial on Jay Field Royalty Dispute Bifurcated
---------------------------------------------------------------
LL&E Royalty Trust moved for relief from the automatic stay to
continue state court litigation against Debtors QRE Operating, LLC,
QR Energy, LP, Breitburn Energy Partners LP, and Breitburn
Management Company LLC.  The Debtors opposed the motion.

The Texas Litigation was initiated by QRE for declaratory relief
relating to a contract dispute between LL&E and QRE concerning the
payment of royalties to LL&E arising from an oil and gas field
located in Florida and Alabama (the "Jay Field").  LL&E
counterclaimed against QRE, the other Quantum parties and Breitburn
for breach of the contract that forms the basis of QRE's
declaratory judgment action.  In addition, LL&E counterclaimed for
breach of contract and breach of fiduciary duty against non-debtor
third parties joined as additional defendants and also asserted
various tort counterclaims against QRE and the other counterclaim
defendants.

In a memorandum decision dated April 14, 2017, Judge Stuart M.
Bernstein of the U.S. Bankruptcy Court for the Southern District of
New York granted the Stay Relief Motion, with certain limitations,
to allow the parties to resolve the issues relating to the payment
of royalties, if any.  The balance of the motion is denied.

Judge Bernstein held that stay relief is granted to allow the Texas
courts to determine the parties' rights under the Conveyance
Agreement, and in particular, whether and to what extent LL&E owns
or holds a beneficial or other interest in the net profits, or
alternatively, is an unsecured creditor in the amount of the
accrued, unpaid net profits.  Following the disposition of the
issues by the Texas court, the parties should return to the
Bankruptcy Court to determine the appropriate remedy under
bankruptcy law. Nothing in this decision authorizes relief from the
stay to recover any property or receive payment.

Judge Bernstein added that the automatic stay does not prevent LL&E
from prosecuting Causes of Action Two through Five (which are not
directed at the Debtors) and the Tort Counts against the other
non-debtor counterclaim defendants, while pursuing its unsecured
claim against the Debtors through the claims allowance process.
Further, the automatic stay does not protect the Debtors from
pre-trial discovery in the Texas Litigation, the judge said.

Judge Bernstein recognized that the bifurcation may not be the most
economical method of resolving issues common to the Debtors and
non-debtor counterclaim defendants (Sonnax Factor # 10).  But if
joining a debtor as a defendant in a multi-defendant case meant
that judicial economy always mandated stay relief, this factor
would subsume the other Sonnax Factors in many cases, and force a
debtor to defend against unsecured claims possibly in multiple
venues, the judge said.  Instead, the balance of harms tips
decidedly in favor of the Debtors. (Sonnax Factor # 12.), the judge
held.  LL&E remains free to pursue its unstayed claims against the
non-debtor counterclaim defendants and file a proof of claim in the
Bankruptcy Court, while the Debtors avoid the time and expense of
participating in a trial involving numerous parties when the
ultimate distribution to the unsecured class may prove that the
value of the claim in "bankruptcy dollars" is not worth the expense
to either party of litigating it, the judge concluded.

A full-text copy of Judge Bernstein's Memorandum Decision is
available at:

         http://bankrupt.com/misc/nysb16-11390-1185.pdf

Attorneys for LL&E Royalty Trust:

     Michael C. Hammer, Esq.
     Doron Yitzchaki, Esq.
     DICKINSON WRIGHT PLLC
     350 S. Main Street, Suite 300
     Ann Arbor, Michigan 48104
     Email: mhammer@dickinsonwright.com
            dyitzchaki@dickinsonwright.com

Attorneys for the Debtors:

     Ray C. Schrock, P.C., Esq.
     Stephen Karotkin, Esq.
     WEIL, GOTSHAL & MANGES LLP
     767 Fifth Avenue
     New York, NY 10153

            About Breitburn Energy Partners LP

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.
The petitions were signed by James G. Jackson, executive vice
president and chief financial officer.

The Debtors are represented by Ray C Schrock, Esq. and Stephen
Karotkin, Esq. at Weil Gotshal & Manges LLP. The Debtors hired
Steven J. Reisman, Esq. and Cindi M. Giglio, Esq. at Curtis,
Mallet-Prevost, Colt & Mosle LLP as their conflicts counsel. The
Debtors tapped Alvarez & Marsal North America, LLC as financial
advisor; Lazard Freres & Co. LLC as investment banker; and Prime
Clerk LLC as claims and noticing agent.

Breitburn Energy et al., are an independent oil and gas
Partnership
engaged in the acquisition, exploitation and development of oil
and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasoline that when removed
from
natural gas become liquid under various levels of higher pressure
and lower temperature, in the United States.  The Debtors conduct
their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors, and on Nov. 15, the
U.S.
Trustee appointed seven creditors of Breitburn Energy Partners LP
and its affiliated debtors to serve on the official committee of
unsecured creditors.


BRIGHT MOUNTAIN: Amends Preliminary Form S-1 Prospectus
-------------------------------------------------------
Bright Mountain Media, Inc. filed with the U.S. Securities and
Exchange Commission a preliminary prospectus relating to a
commitment public offering of shares of its common stock and
warrants to purchase shares of common stock.

The Company's common stock is currently quoted on the OTCQB Tier of
the OTC Markets.  The closing price of the Company's common stock
as reported on the OTCQB on April 11, 2017, was $0.80 per share.
The actual offering price will be determined between the Company
and the underwriters at the time of pricing, and may be at a
discount to the current market price.  The prices on the OTCQB may
not be indicative of the market price of its common stock on a
national securities exchange.  There is no established public
trading market for the warrants.  The Company has applied to list
the shares of its common stock and the warrants on the Nasdaq
Capital Market under the symbols "BMTM" and "BMTMW", respectively.
No assurance can be given that its applications will be approved or
that a trading market will develop.

The information in the prospectus is not complete and may be
changed.  The Company amended the registration statement to delay
its effective date.

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

                    https://is.gd/hTbCvq

                   About Bright Mountain

Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media
holding company, owns and manages Websites in the United States.
It operates through two segments, Product Sales and Services.  The
company develops Websites, which provide information and news to
military, law enforcement, first responders, and other public
sector employees; and information, including originally written
news content, blogs, forums, career information, and videos.

Bright Mountain incurred  a net loss attributable to common
shareholders of $2.94 million for the year ended Dec. 31, 2016,
compared to a net loss attributable to common shareholders of $2.01
million for the year ended Dec. 31, 2015.  As of Dec. 31, 2016,
Bright Mountain had $2.98 million in total assets, $1.41 million in
total liabilities and $1.56 million in total shareholders' equity.

Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has a net
loss of $2,667,051 and used cash in operations of $1,860,515 and an
accumulated deficit of $8,824,806 at Dec. 31, 2016.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


BROWN'S CHRISTIANWAY: Files Chapter 11 Plan of Reorganization
-------------------------------------------------------------
Brown's Christianway Home for Funerals, Inc., filed with the U.S.
Bankruptcy Court for the Eastern District of Arkansas a disclosure
statement dated April 10, 2017, referring to the Debtor's plan of
reorganization.

The reason for filing for reorganization was that, in no small
measure, The Circuit Court of Phillips County, Arkansas affirmed an
Order for the Business Closure of Brown’s Christianway Funeral,
Inc (sic). The order sought to close a non-existent business. The
proper legal name for the corporation is Brown’s Christianway
Home For Funerals, Inc. The Arkansas Department of Finance and
Administration had taken the position that it could, acting through
agents, seize the business and lock it down such that no further
business could be transacted because of the Business Closure
Order.

The Plan is based upon the Debtor's belief that the debt structure
contemplated by the Plan will allow the Debtor to make all required
monthly payments for the foreseeable future.  The Debtor says that
the present cash flow is sufficient to carry out the terms of the
Plan, and Debtors believe that they will generate sufficient cash
flow to fund the Plan.  The Plan is designed to pay the present
value of secured debt and to pay the outstanding priority taxes in
full.

The Debtor's estimated monthly disposable income is $2,000.  A
determination of Disposable Income provides that the Debtor under
the Plan will pay the portion of earnings from personal services
performed by the Debtor after the commencement of the case or other
future income of the Debtor as is necessary for the execution of
the Plan.  The best estimate of the financial outlook for Debtors
is the five year projection of income.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/areb16-13155-134.pdf

                   About Brown's Christianway

Brown's Christianway Home for Funerals, Inc., sought protection
under Chapter 7 of the Bankruptcy Code (Bankr. D. Ark. Case No.
16-13155) on June 14, 2016.  The Chapter 7 case was converted to a
case under Chapter 11 of the Bankruptcy Code on Aug. 11, 2016.  The
case is assigned to Judge Phyllis M. Jones.  James Fitzgerald
Valley, Esq., at J.F. Valley, Esq., P. A., serves as the Debtor's
legal counsel.


BURTEK ENTERPRISES: Closing in Chesterfield, Auction on April 26-27
-------------------------------------------------------------------
After 30 years operating as a market leader for military complex
systems and applications for mobile military ground vehicles, radar
platforms and other defense systems, Burtek Enterprises Inc., is
closing its operations in Chesterfield, Michigan and auctioning off
its equipment on April 26th and 27th, 2017.

PPL Group and Myron Bowling Auctioneers have formed a joint venture
to conduct a Live/Webcast Auction for the manufacturing assets of
Burtek Enterprises Inc., in Chesterfield, Michigan.  PPL Group and
Myron Bowling have worked together on multiple successful auctions
for more than fifteen years, leveraging the unique experience of
each firm.

"We're looking forward to a successful auction for Burtek
Enterprises Inc.  With more than 100 years of combined experience,
we know what it will take to successfully bring together the right
buyers with this premier company," said PPL Group's Executive Vice
President and Partner Joel Bersh.  "The simultaneous live and
online auction format is increasingly effective in matching serious
buyers with valuable assets."

The company assets will be available for inspection one day prior
to the auction at 50405 Patricia Street, Chesterfield, MI 48051.
The facility will be open from 9 am to 4 pm for inspection and
review of equipment.  Live and webcast bidding is scheduled to
start on Wednesday April 26th, at 9:00 am EDT.  Included in the
live and webcast auction will be: CNC Vertical Machining Centers,
HAAS CNC Boring Mills, CNC Press Brakes, Fanuc Welding Robots,
Laser Trackers, 3D Printer, Cummins Generator, Various Makes of
Forklifts and a huge Metals inventory.  Webcast bidding of the Late
Model Executive Furniture, Cubicles, Desks, File Cabinets, Late
Model Copier/Fax Machines and Drawing Copier will be conducted
Thursday April 27th, 2017 with bids closing at 11: 00 am EDT.  A
detailed catalog of equipment is available online at
www.pplauctions.com.  Bidders must register prior to or the day of
the auction.  Online bids will be taken through
www.Bidspotter.com.

                          About PPL Group

PPL Group LLC is a leader in the industrial liquidation and auction
business for more than 40 years with a focus on complete plant
liquidations and auctions.  The company's vast experience and
expertise allow it to provide the best possible financial recovery
for its clients.  In the past five years, PPL has successfully
structured 300+ asset monetization transactions.  The company
provides asset management solutions for entire plants, production
lines, single assets and companies.  It also purchases distressed
companies with the right mix of tangible assets, accounts
receivable and inventory. Whether large or small, privately held or
publicly traded - companies want a high recovery value, expertise,
and professionalism in managing assets.  PPL Group is a progressive
distressed asset management company that does all of this and
more.

                 About Myron Bowling Auctioneers

Myron Bowling Auctioneers is considered to be one of the nation's
largest and most successful industrial auctioneering firms,
conducting approximately 80 auctions per year throughout the United
States, Canada and Mexico, serving publicly-held companies, the
United States Bankruptcy Court and other lending institutions and
turnaround management companies.

A founding member and former director of the Industrial Auctioneers
Association, Myron Bowling is a member of the National Auctioneers
Association, Machinery Dealers National Association, and the
Certified Auctioneers Institute.

                  About Burtek Enterprises

Founded in 1987 and based in Chesterfield, Michigan, Burtek
Enterprises Inc. is a market leader in the design, production,
testing and integration of complex systems and applications for
mobile military ground vehicles, radar platforms and other defense
systems for the Department of Defense and leading prime
contractors.  The firm manufactured tow tractors, cargo bodies,
troop carriers, crane trucks and integrated van bodies and provided
engineering and consulting solutions such as finite element
analysis and HVAC implementation services.


BUY WHOLESALE: May Pay Unsecureds $100,000 Per Month for 10 Yrs.
----------------------------------------------------------------
Buy Wholesale, Inc., filed with the U.S. Bankruptcy Court for the
Middle District of Tennessee an amended disclosure statement dated
April 5, 2017, referring to the Debtor's amended Chapter 11 plan.

Class 4 General Unsecured Claims -- totaling $123,656.24 -- are
impaired by the Plan and will be paid from the proceeds of any
refinance or sale of the real property after the property taxes
owed to Metro Government, the priority claims of the Tennessee
Department of Revenue and the secured claims of JKN Partnership,
World Business Lenders, and JB&B Investments, LLC.  Should there
not be enough proceeds from the refinance or sale, the Debtor will
start making equal monthly installments on the remaining balance,
up to $100,000 on the 1st day of the month following a sale.  The
payments will continue for 10 years at 0% interest.

The real property located at 25 Lincoln Street, Nashville,
Tennessee will be refinanced or sold pursuant to a Section 363(f)
sale within 120 days of the Order confirming the Chapter 11 Plan.
If the property is not refinanced or sold in this time, the
property will be auctioned within 150 days of the Order confirming
the Chapter 11 Plan.  Should the property fail to be sold after 150
days, the automatic stay will be lifted without further order of
the Court and the secured creditors are free to pursue any and all
remedies available to them pursuant to their respective contracts.


The plan proponent seeks to satisfy all of its debts by liquidating
its largest asset, real property located at 25 Lincoln Street,
Nashville, Tennessee.  If the proceeds of the sale are not enough
to satisfy all debts, then the Debtor proposes to make payments
under the Plan by using Debtor's income.  The Effective Date of the
proposed Plan is 45 days after confirmation.

The Plan will be funded by proceeds from the refinance or sale of
real property located at 25 Lincoln Street, Nashville, Tennessee as
well as income from the Debtor's continued sales of building
materials and rentals of buses, trailers, music and video
equipment.

The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/tnmb16-03573-90.pdf

As reported by the Troubled Company Reporter on March 28, 2017, the
Court conditionally approved a previous disclosure statement,
referring to a plan that seeks to satisfy all of the Debtor's debts
by liquidating its largest asset, real property located at 25
Lincoln Street, Nashville, Tennessee.  That plan states that if the
proceeds of the sale are not enough to satisfy all debts, then the
Debtor proposes to make payments under the Plan by using Debtor's
income.  The Class 4 general unsecured claims under that plan will
be paid from the proceeds of any sale of the real property after
the property taxes owed to Metro Government, the priority claims of
the Tennessee Department of Revenue and the secured claims of JKN
Partnership, World Business Lenders, and JB&B Investments, LLC.

                    About Buy Wholesale Inc.

Buy Wholesale, Inc., dba Buy Wholesale Outlet, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M. D. Tenn. Case
No. 16-03573) on May 18, 2016.  The petition was signed by John
Adams, chief financial officer.  The case is assigned to Judge
Marian F. Harrison.

At the time of the filing, the Debtor disclosed $1.1 million in
assets and $1.15 million in debts.


C & R EVENTS: Case Summary & Unsecured Creditor
-----------------------------------------------
Debtor: C & R Events Enterprise LLC
        6688 Golden Star Cove
        Memphis, TN 38134

Case No.: 17-23363

Business Description: The Debtor is a small business debtor as
                      defined in 11 U.S.C. Section 101(51D).  It
                      owns a 14000 Sq. ft. building located at
                      2866 Poplar Avenue, Memphis, TN 38111
                      valued at $1.7 million.

Chapter 11 Petition Date: April 13, 2017

Court: United States Bankruptcy Court
       Western District of Tennessee (Memphis)

Judge: Hon. David S. Kennedy

Debtor's Counsel: Henry C. Shelton, III, Esq.
                  ADAMS AND REESE LLP
                  6075 Poplar Avenue, Suite 700
                  Memphis, TN 38119
                  Tel: 901.524.5271
                  Fax: 901.524.5371
                  E-mail: henry.shelton@arlaw.com

Total Assets: $1.87 million

Total Liabilities: $1.09 million

The petition was signed by Francisco DaSilva, owner/manager.

The Debtor listed Pawnee Leasing Corporation as its unsecured
creditor holding a claim of $6,551.

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

             http://bankrupt.com/misc/tnwb17-23363.pdf


CAL NEVA LODGE: Busick, et al., File Latest Plan Outline
--------------------------------------------------------
A group of creditors filed with the U.S. Bankruptcy Court for the
District of Nevada its latest disclosure statement, which explains
its proposed Chapter 11 plan of reorganization for Cal Neva Lodge,
LLC and New Cal-Neva Lodge, LLC.

The latest plan jointly filed by Leslie Busick and eight other
creditors classifies claims of New Cal-Neva's unsecured creditors
in Class 5.  Under the plan, unsecured creditors will receive a pro
rata distribution of the "New Cal-Neva unsecured creditor fund."

The undisputed portion of the claim will be paid on the effective
date of the plan.  The portion of the claim that is disputed will
be maintained in the "New Cal-Neva disputed unsecured claims
account" and will be paid if and when the claim is adjudicated an
allowed claim.

Meanwhile, unsecured claims filed against Cal-Neva are classified
in Class 6.  Unsecured creditors will receive a pro rata
distribution of the "Cal-Neva unsecured creditor fund."

The undisputed portion of the claim will be paid on the effective
date while the disputed portion will be maintained in the "Cal-Neva
disputed unsecured claims account."  The disputed portion will be
paid if and when it is adjudicated an allowed claim, according to
the disclosure statement filed on March 28.

The latest disclosure statements for Cal Neva Lodge and New
Cal-Neva are available for free at:

   http://bankrupt.com/misc/CALNEVALODGE_1CreditorsDS032817.pdf
   http://bankrupt.com/misc/NEWCALNEVALODGE_1CreditorsDS032817.pdf

                      About Cal Neva Lodge

Cal Neva Lodge, LLC, initially filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Cal. Case No. 16-10514) on June 10, 2016.

The case was subsequently transferred to the U.S. Bankruptcy Court
for the District of Nevada on Oct. 13, 2016, and assigned Case No.
16-51281.  On Oct. 25, 2016, the case was reassigned to Judge
Gregg W. Zive.

Jeffer Mangles Butler & Mitchell LLC represents the Debtor as
general counsel.

In its petition, the Debtor estimated $50 million to $100,000
million in assets and $10 million to $50 million in liabilities.
The petition was signed by William T. Criswell, president.

                    About New Cal-Neva Lodge

New Cal-Neva Lodge, LLC, based in Saint Helena, CA, filed a Chapter
11 petition (Bankr. N.D. Cal. Case No. 16-10648) on July 28, 2016.
The Hon. Thomas E. Carlson presides over the case. Jane Kim, Esq.,
and Peter Benvenutti, Esq., at Keller & Benvenutti LLP,  serve as
bankruptcy counsel.

In its petition, the Debtor estimated $50 million to $100 million
in assets and $10 million to $50 million in liabilities. The
petition was signed by Robert Radovan, president and secretary.

U.S. Trustee Tracy Hope Davis on Sept. 13 appointed four creditors
to serve on the official committee of unsecured creditors of New
Cal-Neva Lodge, LLC.  The Committee hired Pachulski Stang Ziehl &
Jones LLP, as legal counsel; Province, Inc. as financial advisor;
Fennemore Craig P.C. as Nevada counsel.


CALADRI DEVELOPMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Caladri Development Corp.
        1223 Park Street
        Peekskill, NY 10566

Case No.: 17-22571

About the Debtor: Caladri is a Peekskill, New York-based remodeling
contractor.

Chapter 11 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Hon. Robert D. Drain

Debtor's Counsel: Anne J. Penachio, Esq.
                  PENACHIO MALARA, LLP
                  235 Main Street, Sixth Floor
                  White Plains, NY 10601
                  Tel: (914) 946-2889
                  Fax: (914) 946-2882
                  E-mail: apenachio@pmlawllp.com
                          FMalara@PMLawLLP.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Louis Cali, chief executive officer.

The Debtor failed to include a list of its 20 largest unsecured
creditors at the time of the filing.

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

            http://bankrupt.com/misc/nysb17-22571.pdf


CALIFORNIA PROTON: Resolves Scripps Medical's Sale Objection
------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that
California Proton Treatment Center LLC resolved the objection of
Scripps Medical Group, which operates the Debtor's San Diego
facility, to gain court approval of the plan to sell assets through
a Chapter 11 auction.

Law360 says that the two parties are fighting over Scripps
Medical's rights and interests in the assets through an adversary
proceeding.

The objection of Scripps Medical had been dropped after the Debtor
agreed to provide more information to potential bidders about their
operating relationship, Law360 relates, citing the Debtor's
attorneys.  The report quoted Aaron C. Smith, Esq., at Locke Lord
LLP, the Debtor's counsel, as saying, "We alleviated those concerns
by putting into the digital data room the multi-party agreement,
management agreement and the operating agreement [governing the
relationship between the debtor and Scripps]."

According to Law360, the Debtor will move forward with a bid and
auction process that it hopes will culminate in a sale of its
assets by the end of June.  The Debtor, says the report, is
proceeding without a stalking horse bidder, but its investment
banking firm is reaching out to numerous parties to solicit bids
ahead of the planned auction.  The report states that the Debtor
has reserved the right to designate a stalking horse bid and set a
deadline to do so by May 29.  The report shares that if the Debtor
decides to select a stalking horse, it has also reserved the right
to award that baseline bidder deal protections that amount to three
percent of the transaction price and up to $250,000 in expense
reimbursement.  Bidders, according to the report, have until June
12 to submit a qualifying offer for an auction set for June 15
under the procedures.  A sale hearing was set for June 23, the
report relays.

Jeff Montgomery at Law360 reports that the Debtor will acknowledge
a dispute with operators over a court-supervised attempt to sell
the facility.  The operators' rights, however, were already subject
to termination, the report states.

The Debtor filed the acknowledgment in court in response to an
objection and reservation of rights filed by Scripps Clinic, Law360
says.

The Debtor dropped a condition to its $32 million postpetition
financing package in court that would prime the liens and interests
of the firm that operates its center after a judge said the
provision was unacceptable, Law360 shares.  The attorneys for the
Debtor and its lenders argued in favor of the priming, which would
have made the interests of Scripps Clinic and Scripps Health junior
to those of the debtor-in-possession lenders, Law360 reports.

            About California Proton Treatment Center

California Proton Treatment Center filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 17-10477) on March 1, 2017,
estimating its assets and debt at $100 million to $500 million.
The petition was signed by Jette Campbell, chief restructuring
officer. Judge Selber Silverstein presides over the case.

Locke Lord LLP serves as the Debtor's general counsel.  The Debtor
hired Polsinelli PC as co-counsel with Locke Lord; Cain Brothers &
Company, LLC, as investment banker; and Carl Marks Advisory Group
LLC as financial advisor.

On March 16, 2017, the Office of the U.S. Trustee appointed Melanie
L. Cyganowski as patient care ombudsman.


CARTER TABERNACLE: Wants Exclusivity Extended Amid Valuation Trial
------------------------------------------------------------------
Carter Tabernacle Christian Methodist Episcopal Church, Inc., seeks
an additional 90-day extension of its exclusive periods, which
would require a plan by no later than July 7, 2017, with plan
solicitation to be concluded by September 5, 2017.

The extensions requested are due to the valuation trial on the
Debtor's sanctuary property in Orlando, Florida, and the time
required of the Debtor to adequately formulate a plan and strategy
following any determinations made by the Court pertaining to the
value of the Property.

This is the Debtor's second extension request.

The Debtor assures the Court that it has complied and continues to
comply with its obligations under the Bankruptcy Code.  The Debtor
has had its Property appraised in an effort to address American
First Federal, Inc.'s secured claim.  The Debtor has also stayed
current on all of its obligations and timely filed operating
reports.  The Debtor adds that its prospects of filing a viable
plan are promising.  It has the ability to restructure the first
mortgage based on the value of the property.

                     About Carter Tabernacle

Carter Tabernacle Christian Methodist Episcopal Church, Inc., aka
Carter Tabernacle CME Church filed a Chapter 11 Petition (Bankr.
M.D. Fla. Case No.: 16-06350) on September 26, 2016.  The petition
was signed by Dr. James T. Morris, president/director.  At the time
of filing, the Debtor estimated assets and liabilities at $1
million to $10 million.

The Church is a Florida not for profit corporation established in
1972 to provide ministry services to the Washington Shores
community and the surrounding communities in and around West
Colonial and John Young Parkway.  The Church provides its ministry
services from a sanctuary located at 1 South Cottage Hill Road,
Orlando, FL 32805.

The Debtor is represented by Ryan E Davis, Esq. at Winderweedle,
Haines, Ward & Woodman, P.A.  The Debtor hired Integra Realty
Resources to appraise its property located at 1 South Cottage Hill
Road, Orlando, Florida.

The U.S. Trustee has been unable to file an official unsecured
creditors committee in the Debtor's case.


CARTESIAN INC: Grant Thornton LLP Raises Going Concern Doubt
------------------------------------------------------------
Cartesian, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$13.88 million on $71.74 million of revenues for the 52 weeks ended
December 31, 2016, compared to a net loss of $7.69 million on
$78.34 million of revenues for the 52 weeks ended January 2, 2016.

The audit report of Grant Thornton LLP in Kansas City, Mo., notes
that the Company has suffered recurring losses from operations, and
has continued to use cash in operating activities, has a note
payable of approximately $3.3 million that may be called for
redemption by the holder without specific cash resources to meet
this obligation.  These conditions, along with other matters raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $22.70 million, total current liabilities of $15.81
million, total non-current liabilities of $1.06 million, and a
stockholders' equity of $5.83 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2oBKD4c

Cartesian, Inc., is a provider of consulting services and managed
solutions to the global leaders in the communications, digital
media, and technology sectors.  The Company offers a portfolio of
strategy, management, marketing, operational, and technology
consulting services.  Cartesian's portfolio of solutions includes
proprietary methodologies and toolsets, deep industry experience,
and hands-on operational expertise.


CHANTICLEER HOLDINGS: Cherry Bekaert LLP Casts Going Concern Doubt
------------------------------------------------------------------
Chanticleer Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $9.15 million on $41.70 million of total revenue for
the year ended December 31, 2016, compared to a net loss of $13.10
million on $35.35 million of total revenue for the year ended
December 31, 2015.

Cherry Bekaert LLP notes that the Company incurred net losses
during the year ended December 31, 2016 and 2015 of approximately
$9.4 million and $14.5 million and the Company has working capital
deficits of approximately $10.3 million and $12.4 million as of
December 31, 2016 and 2015, respectively.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $33.49 million, total liabilities of $19.78 million,
common stock subject to repurchase obligation of $349,000, and a
stockholders' equity of $13.35 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2oBNydy

Chanticleer Holdings, Inc., owns and operates fast
casual dining concepts, including Hooters franchises and
domestically and internationally.  The Charlotte, North
Carolina-based Company owns and operates 14 Hooters franchises and
other fast casual restaurant brands, including the American Burger
Company chain and a majority interest in the Just Fresh restaurant
chain.


                



CHESAPEAKE ENERGY: 'Done More, Doing More ... More to Do'
---------------------------------------------------------
The management of Chesapeake Energy Corporation presented at the
Goldman Sachs Houston Credit Investor Conference on Wednesday,
April 12, 2017.  The Company said, among other things, that it
intends to focus on: (a) increased return on capital (b) margin
growth, (c) base optimization improvement, (d) portfolio
management, and (e) safety and environmental stewardship.  The
full-text copy of the Investor Presentation dated April 12, 2017,
entitled "Done More, Doing More ... More to Do" is available for
free at https://is.gd/O8qw93

                    About Chesapeake Energy

Headquartered in Oklahoma City, Chesapeake Energy Corporation's
(NYSE: CHK) operations are focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.  The company also owns oil and natural gas marketing and
natural gas gathering and compression businesses.

Chesapeake Energy reported a net loss available to common
stockholders of $4.92 billion on $7.87 billion of total revenues
for the year ended Dec. 31, 2016, compared to a net loss available
to common stockholders of $14.85 billion on $12.76 billion of total
revenues for the year ended Dec. 31, 2015.  As of Dec. 31, 2016,
Chesapeake had $13.02 billion in total assets, $14.23 billion in
total liabilities and a total deficit of $1.20 billion.

                             *    *    *

As reported by the TCR on Jan. 25, 2017, S&P Global Ratings raised
its corporate credit rating on Oklahoma City-based exploration and
production company Chesapeake Energy Corp. to 'B-' from 'CCC+, and
removed the ratings from CreditWatch with positive implications
where S&P placed them on Dec. 6, 2016.  The rating outlook is
positive.

The TCR reported on Dec. 8, 2016, that Moody's upgraded
Chesapeake's Corporate Family Rating to Caa1 from Caa2, its second
lien secured notes rating to Caa1 from Caa2, and affirmed its
senior unsecured notes rating at Caa3.


CHINA FISHERY: Two Affiliates' Case Summary & Unsecured Creditors
-----------------------------------------------------------------
Affiliated debtors that filed separate Chapter 11 bankruptcy
petitions:

      Debtor                                       Case No.
      ------                                       --------
      Zhonggang Fisheries Limited                  17-11020
      188 Connaught Road West
      Rooms 3201-3210
      Hong Kong Plaza
      Hong Kong

      Pacific Andes International Holdings         17-11021
     (BVI) Limited
      188 Connaught Road West
      Rooms 3201-3210
      Hong Kong Plaza
      Hong Kong

About the Debtors: Zhonggang is not a publicly traded company.  
                   The only entities that directly own 10% or more

                   of the equity interests in Zhonggang are Golden
                   Target Pacific Limited (70%) and Sunbridge
                   Holding Limited (29%).  The only entities that
                   indirectly own 10% or more of the equity
                   interests in Zhonggang are Richtown Development

                   Limited (BVI), Pacific Andes Resources
                   Development Limited (Bermuda), Clamford Holding
                   Limited (BVI), Pacific Andes International
                   Holdings Limited (Bermuda), N.S. Hong
                   Investment (BVI) Limited, R&J Investment
                   Limited, JCNG Investment Limited, NJK
                   Investment Ltd., and Pacific Innovation (BVI)
                   Limited.

                   PAIH BVI is not a publicly traded company.  The
                   only entity that directly owns 10% or more of
                   the equity interests in PAIH BVI is Pacific
                   Andes International Holdings Limited (Bermuda).

                   The only entities that indirectly own 10% or    
   
                   more of the equity interests in PAIH BVI are
                   N.S. Hong Investment (BVI) Limited, R&J
                   Investment Limited, JCNG Investment Limited,  
                   NJK Investment Ltd., and Pacific Innovation
                   (BVI) Limited.


Chapter 11 Petition Date: April 17, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: James L. Garrity Jr.

Debtors' Counsel: Matthew Scott Barr, Esq.
                  WEIL, GOTSHAL & MANGES LLP
                  767 Fifth Avenue
                  New York, NY 10153
                  Tel: 212 310 8000
                  Fax: 212 310 8007
                  E-mail: Matt.Barr@weil.com

Debtors'
Financial
Consultant:       RSR Consulting, LLC

Debtors'
Financial
Advisor:          GOLDIN ASSOCIATES, LLC

                                          Estimated   Estimated
                                           Assets    Liabilities
                                         ----------  -----------
Zhonggang Fisheries Limited              $10M-$50M    $1M-$10M
Pacific Andes International              $500M-$1B   $500M-$1B

The petitions were signed by Ng Puay Yee, authorized
representative.

On June 30, 2016, Sept. 29, 2016, and March 27, 2017, as
applicable, each of the affiliated entities listed below, filed a
voluntary petition for relief under Chapter of the Bankruptcy Code.
The Initial Debtors' cases have been consolidated for procedural
purposes only and are being jointly administered under case number
16-11895.

    Company                            Case Number    Date Filed
    -------                            -----------   -------------
China Fishery Group Limited (Cayman)    16-11895     June 30, 2016
Pacific Andes International Holdings
Limited (Bermuda)                       16-11890     June 30, 2016
N.S. Hong Investment (BVI) Limited      16-11899     June 30, 2016
South Pacific Shipping Agency Limited   16-11924     June 30, 2016
China Fisheries Int'l Ltd (Samoa)       16-11896     June 30, 2016
CFGL (Singapore) Private Limited        16-11915     June 30, 2016
Chanery Investment Inc. (BVI)           16-11921     June 30, 2016
Champion Maritime Limited (BVI)         16-11922     June 30, 2016
Growing Management Limited (BVI)        16-11919     June 30, 2016
Target Shipping Limited (HK)            16-11920     June 30, 2016
Fortress Agents Limited (BVI)           16-11916     June 30, 2016
Ocean Expert International Limited (BVI)16-11917     June 30, 2016
Protein Trading Limited (Samoa)         16-11923     June 30, 2016
CFG Peru Investments Pte. Ltd (Singapore)16-11914    June 30, 2016
Smart Group Limited (Cayman)            16-11910     June 30, 2016
Super Investment Limited (Cayman)       16-11903     June 30, 2016
Pacific Andes Resources Development Ltd.16-12739    Sept. 30, 2016
Nouvelle Food International Ltd.        17-10733    March 27, 2017
Golden Target Pacific Limited           17-10734    March 27, 2017

Consolidated list of creditors (excluding insiders) who hold the 30
largest unsecured claims against the Debtor and its affiliated
debtors jointly administered under case number 16-11895:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
Rabobank Intl, HK                                      $96,503,494
32/F, 3 Pacific Place
1 Queens Road East
Hong Kong

DBS Bank (HK) Ltd                                      $96,503,494
16th Fl, The Center
99 Queens Road
Central Hong Kong

HSBC                                                   $96,503,494
L16, HSBC Main Bldng
1 Queen's Road
Central, Hong Kong

Standard Chartered Bnk (HK) Ltd                        $96,503,494
15/F, Stndrd Charter Bnk Bldng
4-4A Des Voeux Road
Central Hong Kong

China CITIC Bnk Intl Ltd                               $32,167,831
80th Fl, Intl Commerce Cntr
1 Austin West
Kowloon Hong Kong

TMF Trustee Ltd                                       $296,000,000
Corporate Trust
5th Fl, 6 St. Andrew St
London, EC4A 3AE
United Kingdom

Rabobank NFS Finance                                  $102,000,000
32/F, 3 Pacific Place
1 Queens Road East
Hong Kong

Maybank                                                $95,000,000
18/F CITIC Tower
1 Tim Mei Avenue
Central Hong Kong

Rabobank                                               $94,375,235
Pickenpack Facility Agmnt
32/F, Three Pacific Place
1 Queens Road East
Hong Kong

Tapei Fubon Com Bk Co Ltd                              $72,000,000
12F 169, Sec 4, Ren Ai Rd
Taipei, 106886
Taiwan

CITIC                                                  $70,900,000
61-65 Des Voeux Road
Central Hong Kong

DBS                                                    $58,000,000
16th Floor, The Center
99 Queens Road
Central Hong Kong

Maybank                                                $40,000,000
18/F CITIC Tower
1 Tim Mei Avenue
Central Hong Kong

Bank of America, N.A.                                  $30,000,000
52/F. Cheung Kong Center
2 Queen's Road Central
Central Hong Kong

Bank of America                                        $30,000,000
52/F, Cheung Kong Center
2 Queens Rd Central
Central Hong Kong

Rabobank                                               $22,000,000
32/F, 3 Pacific Place
1 Queens Road East
Hong Kong

Brndbrg Mrt Invst Hldng                                $15,558,581
L8, Medine Mews
La Chaussee
Port Louis, Mauritius

Andes Int'l Qingdao Ship                               $13,651,769
N67 Yin Chuan Xi Rd, BID
Qingdao Amintn Ind Pk 4F1
Qingdao City 266000
Shandong Province, China

Rabobank                                               $12,000,000
32/F, 3 Pacific Place
1 Queens Road East
Hong Kong

Fubon                                                  $11,000,000
Fubon Bank
38 Des Voeux Road
Central Hong Kong

Merieux NutriSciences Corporation
111 E.                
$8,994,953
Wacker Drive, Suite 2300
Chicago, Illinois,
USA
60601

Standard Charter Bank                                   $8,000,000
Standard Charter Bank Building
5/F 4-4A Des Voeux Rd
Central Hong Kong

Sahara Investment Group Private Limited                 $6,494,779
#12-51 Anson Centre, 51 Anson Road.
Singapore 079904

KBC Bank N.V.,                                          $1,954,589
Hong Kong Branch
39/F. Central Plaza
18 Harbour Road
Hong Kong

DLA PIPER HONG KONG                                     $1,789,232
17th Flr, Edinburgh Twr
The Landmark
15 Queen's Road Central
Hong Kong

Grant Thornton Recovery                                   $907,427
Level 12, 28 Hennessy Rd
Wanchai Hong Kong

Brndbrg Nam Invt Co                                       $783,559
Erf 2347 10th St E
Industrial Area
PO Box 658 Walvisbay
Republic of Namibia

Deloitte Touche Tohmatsu                                  $682,261
35/F One Pacific Place
88 Queensway
Hong Kong

Baraka Seari Ltd                                          $657,200
Rm 1401-2
Easey Comercial Bldng
253-261 Hennessy Rd
Wanchai, Hong Kong

Meridian Invst Group Pte                                  $442,001
138 Cecil Street
#12-01 A Cecil Court
Singapore 069538
Singapore




CLAYTON WILLIAMS: Sets Election Deadline in Noble Merger Deal
-------------------------------------------------------------
Noble Energy, Inc., and Clayton Williams Energy, Inc., announced
that, in connection with Noble Energy's pending acquisition of
Clayton Williams, the election deadline for record holders of
shares of Clayton Williams common stock and Clayton Williams
warrants to elect the form of consideration they wish to receive in
connection with the transaction, subject to proration, is 5:00 p.m.
Central time on April 24, 2017, which is based on the current
expectation that the transaction will be completed by April 25,
2017.

Accordingly, an election will be valid only if a properly completed
and signed election form and letter of transmittal, together with
all required documents and materials set forth in the election form
and letter of transmittal and the instructions thereto, is received
by Wells Fargo Bank, N.A., the exchange agent for the transaction,
by 5:00 p.m. Central time on April 24, 2017.  Clayton Williams
stockholders who hold their shares through a bank, broker or other
nominee may be subject to an earlier deadline and should carefully
read the instructions from their bank, broker or nominee regarding
making elections for their shares.  Stockholders with questions
should contact Morrow Sodali LLC, the information agent for the
transaction, toll-free at (877)-787-9239, (banks and brokers please
call collect at (203)-658-9400).

The election deadline does not impact the deadline for Clayton
Williams common shareholders to vote on the merger agreement, which
will be considered at the special meeting of Clayton Williams
stockholders to be held on April 24, 2017.  Clayton Williams
stockholders are encouraged to vote their shares if they have not
already done so.

                    About Clayton Williams

Midland, Texas-based Clayton Williams Energy, Inc. is an
independent oil and gas company engaged in the exploration for and
production of oil and natural gas primarily in Texas and New
Mexico.  On Dec. 31, 2015, the Company's estimated proved reserves
were 46,569 MBOE, of which 78% were proved developed.  The
Company's portfolio of oil and natural gas reserves is weighted in
favor of oil, with approximately 83% of its proved reserves at Dec.
31, 2015, consisting of oil and natural gas liquids and
approximately 17% consisting of natural gas.  During 2015, the
Company added proved reserves of 3,542 MBOE through extensions and
discoveries, had downward revisions of 26,158 MBOE and had sales of
minerals-in-place of 472 MBOE.  The Company also had average net
production of 15.8 MBOE per day in 2015, which implies a reserve
life of approximately 8.1 years.

Clayton Williams reported a net loss of $292.15 million on $289.41
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $98.19 million on $232.37 million of
total revenues for the year ended Dec. 31, 2015.  As of Dec. 31,
2016, Clayton Williams had $1.49 billion in total assets, $1.33
billion in total liabilities and $160.53 million in shareholders'
equity.

                       *     *     *

In July 2016, S&P Global Ratings affirmed its 'CCC+' corporate
credit rating on Clayton Williams Energy.  The ratings reflect
S&P's assessment that the company's debt leverage is unsustainable,
debt to EBITDA expected to average above 15x over the next three
years.  The ratings also reflect S&P's assessment of liquidity as
adequate.

In January 2017, Moody's Investors Service placed the ratings of
Clayton Williams Energy (Caa3) under review for upgrade following
the announcement of a definitive agreement to be acquired by Noble
Energy (Baa3 stable) in a transaction valued at $3.2 billion,
including the assumption of Clayton Williams' approximately $500
million of net debt.  The review for upgrade is based on the
potential benefit of Clayton Williams being supported by the
stronger credit profile and greater financial flexibility of Noble.


COBALT INTERNATIONAL: Appraisal President James Painter Resigns
---------------------------------------------------------------
James H. Painter has resigned as Cobalt International Energy,
Inc.'s president, exploration and appraisal, according to a
regulatory filing with the Securities and Exchange Commission.  Mr.
Painter had previously served as the Company's executive vice
president, Gulf of Mexico.

"The Company extends its gratitude to Mr. Painter for his vision,
leadership and many contributions and wishes him the best in his
future endeavors," Cobalt said in the filing.

Effective April 13, 2017, Tim Nicholson was appointed senior vice
president, exploration and appraisal of the Company.  Mr. Nicholson
joined the Company on Dec. 12, 2005, and has previously served as
the Company's vice president, exploration.  

"Mr. Nicholson has been a key leader within the Exploration team
for the past decade and has been instrumental in the Company's
exploration success in both West Africa and the Gulf of Mexico,"
the Company stated.

                   About Cobalt International

Cobalt International Energy, Inc., is an independent exploration
and production company with operations currently focused in the
deepwater U.S. Gulf of Mexico.  In January 2016, the Company
achieved initial production of oil and gas from the Heidelberg
field.  The Company's exploration efforts in the U.S. Gulf of
Mexico have resulted in four oil and gas discoveries including the
North Platte, Shenandoah, Anchor, and Heidelberg fields, each of
which are in various stages of appraisal and development.  The
Company also has a non-operated interest in the Diaba Block
offshore Gabon.

Cobalt International reported a net loss of $2.34 billion on $16.80
million of revenues for the fiscal year ended Dec. 31, 2016,
compared to a net loss of $694.43 million on $nil of revenues for
the fiscal year ended December 31, 2015.

Ernst & Young LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, stating that the Company has near-term
liquidity constraints that raises substantial doubt about its
ability to continue as a going concern.


COMPETITIVE COMPANIES: Akin Doherty Raises Going Concern Doubt
--------------------------------------------------------------
Competitive Companies, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $3.37 million on $98,446 of revenue for the year ended
December 31, 2016, compared to a net loss of $2.95 million on
$80,806 of revenue for the year ended December 31, 2015.

Akin, Doherty, Klein & Feuge, P.C., states that the Company has
insufficient working capital and a stockholders' deficit, which
raises substantial doubt about its ability to continue as a going
concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $3.79 million, total liabilities of $2.14 million, and a
stockholders' equity of $1.65 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2oKAWBh

Competitive Companies, Inc., is a holding company for its operating
subsidiaries, Wytec International, Inc. (Wytec), Wylink, Inc.
(Wylink), Wireless Wisconsin LLC (Wireless WI), Capaciti Networks,
Inc. (CNI), Innovation Capital Management, Inc. (ICM) and
Innovation Capital Management LLC (ICMLLC).  The Company and its
subsidiaries (collectively CCI) are involved in providing fixed and
mobile wireless broadband Internet services nationally and
internationally to wholesale, retail and enterprise customers.
Competitive was founded in October 2001 and is headquartered in San
Antonio, Texas.


CORENO MARBLE: Plan Payments to be Funded by Continued Operations
-----------------------------------------------------------------
Coreno Marble & Tile, Ltd., filed with the U.S. Bankruptcy Court
for the District of Connecticut a second amended disclosure
statement to disclose the means for implementation of its proposed
Chapter 11 plan, distribution under the plan, and funding and
feasibility of the plan.

The Second Amended Disclosure Statement provides that all payments
to be made on the effective date will be made from the Debtor's
account funded by cash generated from the Debtor's continued
operations, income, and management.  Funding for continued plan
payments will be made from revenue income generated by the Debtor's
ongoing leasing business.

Unsecured claims total approximately $389,080.  The Debtor intends
to pay 40% of allowed general unsecured claims over a period of 84
months with payments commencing 60 days after the effective date of
the Plan.  The monthly payment amount would equal $2,041.  Payments
will be made on a quarterly basis.  Payments will commence 60 days
after the effective date of the Plan.

A full-text copy of the Second Amended Disclosure Statement dated
April 6, 2017, is available at:

        http://bankrupt.com/misc/ctb16-50088-93.pdf

                   About Coreno Marble & Tile

Coreno Marble & Tile, Ltd., is engaged in the business of
installation of marble and tile on commercial construction
projects.  The Debtor is owned equally by Frank DiBello and Dominic
DiCocco.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 16-50088) on Jan. 21, 2016.  The
petition was signed by Frank DiBello, president.  

At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million.


CSSH INC: State of Michigan to Get $500 Per Month at 4.5%
---------------------------------------------------------
CSSH, Inc., on April 6, filed another version of the disclosure
statement explaining its Chapter 11 plan of reorganization
proposing to pay the State of Michigan's secured claim in the
amount of $41,508.65 with payments of $500 per month to the State
until the claim is paid in full.  Interest will accrue at the rate
of 4.5%.  Payments will commence 180 days from confirmation.

Class IV consists of the secured claim of the State of Michigan
Unemployment Agency in the amount of $18,899.22.  This claim is
impaired.  The Debtor will pay the claim in monthly installments of
$300 per month until paid in full.  Interest will accrue at 3.5%.
Payments will commence 180 days from confirmation.

Carmel Halloun will continue to manage the business post
confirmation.  He will limit any wages to not more than $52,000
yearly each for the next three years.

The Troubled Company Reporter previously reported that 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 full-text copy of the Disclosure Statement dated April 6, 2017,
is available at:

        http://bankrupt.com/misc/mieb16-32129-72.pdf

             May 3 Plan Confirmation Hearing

The U.S. Bankruptcy Court for the Eastern District of Michigan will
consider approval of the Chapter 11 plan 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.

                  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.


CYTORI THERAPEUTICS: Prices $9.5 Million Public Stock Offering
--------------------------------------------------------------
Cytori Therapeutics, Inc. announced that it has priced an
underwritten public offering of 8,600,000 shares of its common
stock at a price to the public of $1.10 per share.  Gross proceeds,
before underwriting discounts and commissions and estimated
offering costs, are expected to be approximately $9.5 million.

Cytori currently intends to use the net proceeds of the offering
for working capital and general corporate purposes, including
funding of the HABEO and ATI-0918 development programs.  Cytori has
granted the underwriter a 45-day option to purchase up to 15% of
additional shares of its common stock.  The offering is expected to
close on or about April 17, 2017, subject to satisfaction of
customary closing conditions.

Maxim Group LLC is acting as sole book-running manager for the
offering.

The securities described above are being offered by Cytori pursuant
to a registration statement (File No. 333-195846) previously filed
and declared effective by the Securities and Exchange Commission
(SEC).  This press release shall not constitute an offer to sell or
the solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or
jurisdiction.  When available, copies of the prospectus supplement
and the accompanying prospectus relating to this offering may be
obtained from Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New
York, NY 10174, at 212-895-3745.  Electronic copies of the final
prospectus supplement and accompanying prospectus will also be
available on the website of the SEC at www.sec.gov.

                        About Cytori

Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX)
-- http://www.cytori.com/-- is an emerging leader in providing     

patients and physicians around the world with medical
technologies, which harness the potential of adult regenerative
cells from adipose tissue.  The Company's StemSource(R) product
line is sold globally for cell banking and research applications.

Cytori reported a net loss of $22.04 million on $4.65 million of
product revenues for the year ended Dec. 31, 2016, compared with a
net loss of $18.74 million on $4.83 million of product revenues for
the year ended Dec. 31, 2015.  As of Dec. 31, 2016, Cytori had
$34.60 million in total assets, $23.62 million in total
liabilities, and $10.98 million in total stockholders' equity.

KPMG LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company's recurring losses
from operations and liquidity position raises substantial doubt
about its ability to continue as a going concern.


DAILY HAVEN: May 18 Plan Confirmation Hearing
---------------------------------------------
Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia conditionally approved the disclosure
statement explaining Daily Haven Inc.'s Chapter 11 plan.

The Debtor filed an amended disclosure statement and Addendum to
Disclosure Statement on March 30, 2017, and an amended Chapter 11
plan under Chapter 11 of the Bankruptcy Code on March 22, 2017.
The Amended Disclosure Statement filed by the Debtor dated March 30
is conditionally approved.

May 11 is fixed as the last day for filing written acceptances or
rejections of the Amended Plan.

May 18 is fixed for the hearing on final approval of the
conditionally approved Amended Disclosure Statement and for
confirmation of the Amended Plan.  The hearing will be held at 1:30
p.m.

The Troubled Company Reporter previously reported that Class 4
general unsecured claims will not be paid until a complete
satisfaction of Class 2 secured claim of RREF II PB-GA, LLC, and
Class 3 priority tax claims.  

Holders of Class 4 claims are comprised of general unsecured
creditors unrelated in some manner to Daily Haven, according to the
company's disclosure statement filed on March 31.

A copy of the disclosure statement is available for free at:

            https://is.gd/BKoMOd

             About Daily Haven

Daily Haven, Inc. operates a Home Health Care and Day Center for
individuals with special needs in the Conyers area.

Daily Haven, Inc. filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 16-63419) on Aug. 1, 2016.  The petition was signed by Suzann
Maughon, owner and chief officer.  The Debtor is represented by
James B. Cronon, Esq., at the Law Office of James B. Cronon, LLC.
The Debtor estimated assets and liabilities at $500,000 to $1
million at the time of the filing.


DAVIS HOLDING: May 2 Disclosure Statement Hearing
-------------------------------------------------
Judge Basil H. Lorch III of the U.S. Bankruptcy Court for the
Southern District of Indiana will convene a hearing to consider
approval of the disclosure statement explaining Davis Holding Co.,
LLC's Chapter 11 Plan on May 2, 2017, at 11:00 A.M.

The Troubled Company Reporter previously reported that Class 4
unsecured creditors will be paid 5% of their allowed claims, with
no interest, and will receive quarterly payments in the amount of
$644.43.  Davis Holding estimates that the total amount of Class 4
claims is approximately $257,772.86.

In its original plan, Davis Holding had proposed to pay Class 4
unsecured creditors 5% of their allowed claims, with no interest,
and make quarterly payments in the amount of $1,227.40.  The
company had also estimated that the total amount of Class 4 claims
is $475,464.19.  

A copy of Davis Holding's disclosure statement dated March 28 is
available for free at:

                https://is.gd/B24ZC1

                About Davis Holding

Davis Holding Co., LLC filed a chapter 11 petition (Bankr. S.D.
Ind. Case No. 16-91361) on August 24, 2016.  The petition was
signed by Gregory N. Davis, sole member.  The Debtor estimated
assets at $500,000 to $1 million and liabilities at $1 million to
$10 million at the time of the filing.

The case is assigned to Judge Basil H. Lorch III.  The Debtor is
represented by David M. Cantor, Esq. and William P. Harbison,
Esq.,
at Seiller Waterman LLC.  


DILLARD'S INC: Fitch Affirms 'BB' Capital Securities Rating
-----------------------------------------------------------
Fitch Ratings has affirmed Dillard's, Inc.'s Long-Term Issuer
Default Rating (IDR) at 'BBB-'. The Rating Outlook is Stable.

Comp declines over the past two years, as seen across the
department store space, have resulted in an EBITDA decline of 30%
between 2014 and 2016. However, Dillard's maintains reasonable
credit metrics and strong liquidity, even at EBITDA levels
projected to be in the $500 million range over the next 24 to 36
months relative to $572 million in 2016. The ratings continue to
incorporate Dillard's below industry-average sales productivity (as
measured by sales per square foot) and operating profitability and
geographical concentration relative to its higher rated department
store peers. Fitch expects Dillard's market share of the overall
apparel and accessories category to decline modestly in the near to
intermediate term as long-term secular trends in the department
store space remain negative and the decline in mall traffic has
accelerated.

KEY RATING DRIVERS

Sector Challenges Derail Business: Dillard's is the sixth largest
department store chain in the U.S. in terms of sales, with 2016
retail revenue of $6.1 billion, 268 stores, and 25 clearance
centers in 29 states concentrated in the southeast, central and
southwestern U.S. Dillard's generated positive comp growth from
2010 to 2014 by improving its merchandise assortment towards more
upscale brands, better in-store execution, and strong inventory
control. The company has been able to add strong new brands to its
portfolio over the last several years due to its focus on a
non-promotional strategy, which is a differentiating factor within
its peer group.

More recently, operational challenges in the mid-tier department
store sector and exposure to oil-dependent states of Texas,
Louisiana, and Oklahoma (28% of stores) have caused the company's
comps to decline meaningfully from positive 1% in 2014 to negative
2% in 2015 and negative 5% in 2016.

Competition from the off-price, fast-fashion and online channels
has proven to be unrelenting in the mid-market apparel space, with
the retailers' own online growth unable to mitigate accelerating
in-store traffic declines. The acceleration of store closings and
restructuring activity from cash-constrained specialty apparel
players and department stores is likely to reshape the U.S. mall
space over the next three to five years, including mall
re-positionings and full-scale mall closures. This could continue
to adversely impact and potentially accelerate the decline in
in-store traffic over the next few years.

Fitch expects Dillard's comparable store sales (comps) to be
negative 1% to 2% in 2017, assuming comps in the second half
moderate to flattish, and flat to modestly negative in 2018.
Fitch's EBITDA projection of approximately $550 million in 2017 and
$500 million thereafter is around 35% to 40% lower than the $800
million level generated annually from 2012 to 2014. From a margin
perspective, this would reflect an EBITDA margin of 8% in 2017
compared to around 12% between 2012 and 2014.

Credit Metrics Remain Strong: In spite of the significant decline
in EBITDA, Dillard's credit metrics remain strong for the 'BBB-'
rating category with adjusted debt/EBITDAR expected to remain in
the 1.5x to 2x range over the next three years. Liquidity remains
strong at $1.3 billion (cash and revolver availability) at the end
of 2016 and Fitch projects FCF to be around $250 million annually
going forward even at a reduced EBITDA range of $500 million to
$550 million, assuming modest working capital uses and capex around
the $125 million level. FCF could also be deployed towards paying
down 2017 and 2018 maturities of approximately $250 million.

Annual capex is expected to moderate to approximately $125 million
from an average of about $140 million during the past three years,
and is expected to be used for store updates (in the higher
sales-generating or more productive areas of the store) and online
growth initiatives. Net of new stores, Dillard's has closed 10
stores in the last five years after closing over 20 units between
2007 through 2011, with overall square footage down 10% over the
last 10 years. Fitch expects the company will continue to close one
to two units annually.

The $1 billion senior unsecured credit facility, which matures in
May 2020, and the $615 million of senior unsecured notes are rated
at par with the IDR at 'BBB-', while the $200 million in capital
securities due 2038 are rated two notches below the IDR, reflecting
their structural subordination. Dillard's owns 90% of its retail
square footage, all of which is unencumbered.

KEY ASSUMPTIONS

-- Comps decline of 1% to 2% in 2017, assuming comps in the
    second half moderate to be flattish, and be flat to modestly
    negative thereafter;

-- EBITDA expected to decline to around $550 million in 2017 and
    be around $500 million thereafter;

-- EBITDA margin expected to decline to around 8% versus the 12%
    range in 2012 - 2014 and remain flat thereafter;

-- Adjusted debt/EBITDAR to be in the 1.5x to 2.0x range over the

    next 24 to 36 months;

-- FCF of approximately $250 million annually, which Fitch
   expects will be directed toward share buybacks and/or increased

   dividends including any one-time special dividends. FCF could
   also be deployed towards paying down 2017 and 2018 maturities
   totalling approximately $250 million.

RATING SENSITIVITIES

A positive rating action could result in the event that Dillard's
generates low single digit positive comparable store sales gains
and EBITDA margins are in line with other investment grade
department stores, while maintaining leverage in the 1.5x to 2x
range.

A negative rating action could result if sales remain materially
negative leading to higher than expected EBITDA declines and/or a
more aggressive financial posture, that leads to an increase in
leverage ratio of more than 2.5x with reduced financial
flexibility.

LIQUIDITY

Liquidity remains strong, supported by a cash balance of $347
million as of Jan. 28, 2017, and $974 million available under its
$1 billion credit facility, net of letters of credit outstanding.
The company generated $402 million in free cash flow (FCF) in 2016,
higher than 2015 level of $274 million due to working capital
benefits and lower capex. Annual FCF is expected to be around $250
million annually going forward even at a reduced EBITDA range of
$500 million - $550 million, assuming modest working capital uses
and capex around the $125 million level. FCF could also be deployed
towards paying down 2017 ($87 million) and 2018 maturities ($161
million).

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Dillard's, Inc.

-- Long-Term IDR at 'BBB-';
-- Senior unsecured credit facility at 'BBB-';
-- Senior unsecured notes at 'BBB-';
-- Capital securities at 'BB'.

The Rating Outlook is Stable.



DR. BOTT: Wants Review on Freeing Markowitz Herbold From Suit
-------------------------------------------------------------
Matthew Guarnaccia, writing for Bankruptcy Law360, Dr. Bott LLC has
asked U.S. District Judge Michael W. Mosman to reconsider his
decision to free Markowitz Herbold PC from the lawsuit.

The Debtor, Law360 relates, sued the Firm over its decision to
represent the company's co-owner in a derivative suit urged.  The
report recalls that Judge Mosman previously granted summary
judgment in favor of the Firm on statute of limitations grounds.

Baltic Latvian Universal Electronics, LLC, Design Pool Limited,
iStabilizer, LLC, and MarBlue filed with the U.S. Bankruptcy Court
for the District of Oregon an involuntary Chapter 11 petition
against Wilsonville, Oregon-based Dr. Bott LLC (Bankr. D. Ore. Case
No. 14-32565) on May 1, 2014.  Justin D. Leonard, Esq., serves as
the Petitioners' counsel.


EAST VILLAGE: Has Stipulation on Use of EVF1 Cash Collateral
------------------------------------------------------------
East Village Properties, LLC, and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to authorize
the use of the cash collateral of secured creditor EVF1, LLC, to
provide funds for the operation of the Debtors' Properties,
including paying operating expenses and providing maintenance and
repairs to the Properties for the benefit of the Debtors' estates
and creditors as well as the Debtors' tenants.

On April 6, 2017, the Court signed an order directing the joint
administration of the Debtors' cases.

The Debtors own 15 residential apartment building located in the
East Village area of New York City located at 27 St. Marks Place,
514 East 12th Street, 223 East 5th Street, 229 East 5th Street, 231
East 5th Street, 233 East 5th Street, 235 East 5th Street, 66 East
7th Street, 253 East 10th Street, 510 East 12th Street, 228 East
6th Street, 325 East 12th Street, 327 East 12th Street, 329 East
12th Street and 334 East 9th Street ("Properties").

The Debtors' Properties are encumbered by 5 mortgages granted to
the Secured Creditor.  As of the Petition Date, the Debtors are in
default under each of the 5 notes and mortgages and owe the Secured
Creditor the sum of $145,347,732.

As a result of these defaults, the Secured Creditor commenced an
action to foreclose the Mortgages in the Supreme Court, State of
New York, County of New York, under Index No. 850052/2107
("Foreclosure Action").  In connection with the Foreclosure Action,
an Ex-Parte Order Appointing a Temporary Receiver in a Foreclosure
Action was entered on March 2, 2017; appointing Hon. Melvin L.
Schweitzer as the Receiver over the Properties in the Foreclosure
Action.

Since the Petition Date, the Debtors and the Secured Creditor have
been in constant and constructive negotiations regarding both a
proposed term sheet for a global resolution with respect to the
Secured Creditor's claims and the terms and conditions under a plan
of reorganization to be proposed by the Debtors and for the
consensual use of cash collateral.  The Debtors have since come to
terms for a global resolution that will lead to a consensual
reorganization starting with the terms and conditions for the use
of cash collateral in accordance with the attached proposed
Stipulation.

The salient terms of the Stipulation are:

    a. The Debtors and the Secured Creditor agree that as of
Petition Date, the amount of the Secured Creditor's claims against
the estates of the Debtors on account of the Loans is a sum not
less than $145,428,538 ("Secured Claim"), which sum will continue
to accrue pursuant to and in accordance with the terms of the Loan
Documents.

    b. The Debtors have agreed, and have executed a new management
agreement with Silverstone Property Group, LLC ("SPG"), whereby SPG
will immediately manage the Properties and collect all Cash
Collateral and start making disbursements with the approval of GC
Realty Advisors, LLC ("GCRE"), the Debtors' manager;

    c. all Cash Collateral collected by SPG from Properties will be
deposited into bank accounts established by SPG which will be
deemed DIP bank accounts;

    d. upon approval of the Stipulation, the Secured Creditor is
entitled, in its sole discretion, to make protective advances and
pay outstanding pre and postpeptition real estate taxes due with
respect to the Properties; and

    e. granting adequate protection to the Secured Creditor as set
forth in the proposed Stipulation.

Additionally, the Stipulation contains certain milestones, which
the Debtors must use their best efforts to comply with, including,
among other things, filing a plan of reorganization and disclosure
statement that will be agreed to between the Debtors and the
Secured Creditor by May 4, 2017 and to be confirmed by Sept. 15,
2017.

Currently, the Debtors have insufficient cash, absent use of the
Cash Collateral to meet their ongoing obligations to maintain and
operate the Properties.  Specifically, the use of Cash Collateral
is necessary to pay for ordinary operating expenses, and
maintenance and repairs to the Properties, and provide services to
its tenants.  It is imperative that the Debtors have access to Cash
Collateral and that SPG immediately take control of the Properties
in order to provide necessary services to tenants, including but
not limited to oil deliveries for heat and hot water, which
services Debtors' counsel has been advised are not currently being
provided at certain of the Properties.

All Cash Collateral will be collected by SPG from the Properties,
which will then be deposited in to the SPG Accounts in the name of
each respective Debtor.  The Debtors have not submitted a budget,
because pursuant to the Stipulation, Cash Collateral will be used
solely to pay post-petition operating expenses at the Properties at
the direction of SPG with GCRE's approval.  Any and all
disbursements on account of the Debtors will be made from the SPG
Accounts and must be approved by GCRE, as follows: emergency
repairs and ordinary course expenses, will not require GCRE
approval.  All other disbursements will require retroactive
approval within 48 hours of notice of such disbursement, which
notice will be provided once every calendar week.  If the Secured
Creditor or SPG does not provide such notice of disbursements once
every calendar week, the Debtors ay send a 7-day notice to cure.
No response from GCRE will be deemed approval of such disbursement.
If GCRE objects to any such disbursement, such disbursement will
be deemed a permitted protective advance which will be added to the
Secured Creditor's Secured Claim.  Regardless of their
classification, SPG will provide notice to GCRE of all
disbursements and advances.  While the Cash Collateral will be used
to pay post-petition operating expenses, the Secured Creditor may
use its funds to make protective advances which include the payment
of pre-petition debts of the Debtors, including pre-petition real
estate taxes which are accruing interest at the effective rate of
24%.

As adequate protection, the Secured Creditor will receive:

    a. A Superpriority Claim under Bankruptcy Code Section
364(c)(l) and valid and perfected replacement security interests in
and liens on, all of the Debtors' right, title and interest in and
to all assets and properties of the Debtors, subject to certain
carve outs for fees due to the United States Trustee, fees and
expenses of Professional Persons as defined in the proposed
Stipulation, certain limited fees payable to GCRE and no more than
$25,000 for the commissions and expenses of any chapter 7 trustee
appointed in the cases; and

    b. valid perfected and enforceable security interests on all of
the Debtors' pre and postpetition assets presently owned or
hereinafter acquired, wherever located, of any kind and nature,
including but not limited to the Collateral described in the Loan
Documents together with the proceeds and products thereof,
including but not limited to accounts receivable and rental income,
wherever located whether in the Debtors' possession or that of
third parties.

The proposed Stipulation subjects the Secured Creditors' security
interests and administrative expense claims to a carve out of up to
$1,000,000 for professional fees, fees due to GCRE, and up to
$25,000 for any chapter 7 trustee.

In addition, the Secured Creditor is holding $675,000 of funds of
the Debtors in an escrow account obtained prior to the commencement
of these cases.  From those funds, the Secured Creditor will, upon
entry of the Stipulation, transfer the sum of $100,000 to Debtors'
bankruptcy counsel and $50,000 to the Debtors' special counsel as
post-petition retainers that will not be drawn upon except upon
prior application to the Court and $32,000 to the Debtors' counsel
representing the chapter 11 filing fees for the Debtors' cases.  

Upon the filing of a plan, an additional $100,000 will be paid from
the escrow account to Debtors' counsel as an additional
post-petition retainer to be held by Debtors' counsel pending
proper application to the Court.  The remaining balance of the
escrowed funds can be applied by the Secured Creditor to pay
postpetition real property taxes for the Debtors' Properties.

The Debtors and their estates will suffer immediate and irreparable
harm if the interim relief requested, including authorizing the
Debtors' ability to use cash collateral on an interim basis pending
a final hearing is not granted promptly after the filing of the
Motion.  The Debtors have insufficient cash to fund operations
without immediate access to their Cash Collateral.  Accordingly,
the Debtors ask the Court to enter the Stipulation (i) authorizing
the Debtors' use of Cash Collateral and under the terms and
conditions set forth and in the Stipulation; (ii) granting the
Secured Creditor the adequate protection described in the
Stipulation; (iii) and setting a final hearing pursuant to
Bankruptcy Rule 4001 no later than April 14, 2017,
contemporaneously with other hearings scheduled in these cases.

A copy of the Interim Stipulation attached to the Motion is
available for free at:

     
http://bankrupt.com/misc/nysb17-22453_20_Cash_East_Village.pdf

EVF1, LLC is represented by:

          Jerold C. Feuerstein, Esq.
          Jason S. Leibowitz. Esq.
          360 Lexington Avenue, Suite 1200
          New York, NY 10017
          Telephone: (212) 661-2900
          E-mail: jfeuerstein@kandfllp.com
                  jleibowitz@kandfllp.com

                About East Village Properties

East Village Properties, LLC, and its affiliates sought Chapter 11
protection (Bankr. S.D. N.Y. Case No. 17-22453) on March 28, 2017,
estimating assets and liabilities in the range of $0 to $50,000.
The petitions were signed by David Goldwasser, authorized signatory
of GC Realty Advisors LLC, manager.  Judge Robert D. Drain is
assigned to the case.  The Debtors tapped Arnold Mitchell Greene,
Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C. as
counsel.


ELRAY RESOURCES: Posts $199K Net Income for 2016
------------------------------------------------
Elray Resources, Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$198,854 on $3.85 million of revenues for the year ended Dec. 31,
2016, compared to a net loss of $4.86 million on $3.08 million of
revenues for the year ended Dec. 31, 2015.

The Company's balance sheet at Dec. 31, 2016, showed $90,971 in
total assets, $9.96 million in total liabilities and a total
shareholders' deficit of $9.87 million.

GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2016, stating that
Elray Resources's loss from operations and negative net working
capital raise 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/CPU97Z

                      About Elray Resources

Elray Resources, Inc., is a technology company, which owns and
licenses gaming intellectual property, gaming content and gaming
domains.  The Company is engaged in providing marketing and support
for online gaming operations.  It has developed and acquired
technology that provides marketing tools and customer relationship
management (CRM) systems for online gaming operators.  It has a
global presence with offices in London, South Africa and Sydney.


ESPLANADE HL: Court Extends Plan Filing Deadline Through June 14
----------------------------------------------------------------
Esplanade HL, LLC, et al., sought and obtained an order from the
Bankruptcy Court extending their exclusive plan filing period and
exclusive solicitation period through June 14, 2017, and August 15,
2017, respectively.

The Debtors sought the extension for more time to exclusively
formulate and implement a viable Plan.

Debtor Esplanade HL, LLC anticipates entering into a contract with
a buyer for its property. Following completion of the diligence
period, a section 363 motion will be filed related to the property.


Debtor 171 W. Belvidere Road, LLC also anticipates entering into a
contract in mid-April 2017 for the sale of its property and during
that time frame, or shortly thereafter, Debtor 9501 W. 144th Place,
LLC anticipates entering into a contract to sell its property.  

The Debtors believe that the proceeds of the sale of these
properties, along with the sale of the Esplanade Property, will be
sufficient to pay the allowed claims of their creditors in full.
The Debtors assert that each of them have good prospects for
reorganization, as each Property is likely worth more than the
underlying secured debt.

                       About Esplanade HL

Esplanade HL, LLC, 2380 Esplanade Drive, LLC, 9501 W. 144th Place,
LLC, and 171 W. Belvedere Road, and LLC, Big Rock Ranch, LLC each
filed chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 16-33008,
16-33010, 16-33011, 16-33013, and 16-33015, respectively) on
October 17, 2016.  The petitions were signed by William Vander
Velde III, sole member and manager.

The Debtors are represented by Harold D. Israel, Esq. and Sean P.
Williams, Esq., at Goldstein & McClintock, LLLP.  A&G Real
Partners, LLC serves as real estate broker and investment banker
to the Debtors.

At the time of the Chapter 11 filing, Esplanade HL's case was
assigned to Judge Carol A. Doyle.  2380 Esplanade Drive's case was
assigned to Judge Donald R Cassling.  9501 W. 144th Place's case
was assigned to Judge Timothy A. Barnes.  171 W. Belvidere Road,
LLC's case was assigned to Judge Janet S. Baer. Big Rock Ranch's
case was assigned to Judge Deborah L. Thorne.  Eventually, the
cases were jointly administered with Esplanade HL as the lead case,
and assigned to Judge Doyle.

Big Rock Ranch estimated assets at $500,000 to $1 million and
liabilities at $100,000 to $500,000.  All the other Debtors
estimated assets and liabilities at $1 million to $10 million.

No request has been made for the appointment of a trustee or
examiner, and no statutory committee of unsecured creditors has
been appointed in the Debtors' chapter 11 cases.


ESPLANADE HL: Court Sets June 21 Status Hearing for Filing of Plan
------------------------------------------------------------------
A status hearing set for April 19, 2017 in the cases of Esplanade
HL, LLC, et al., has been stricken.  A status hearing regarding the
filing of a plan and disclosure statement in the Debtors' cases
will be held instead on June 21, at 10:30 a.m. in Courtroom 742, at
219 South Dearborn Street, in Chicago, Illinois.

The notice on the status hearing was itemized in an April 12 order
entered by Judge Carol Doyle in relation to the Debtors' second
exclusivity extension motion.

                       About Esplanade HL

Esplanade HL, LLC, 2380 Esplanade Drive, LLC, 9501 W. 144th Place,
LLC, and 171 W. Belvedere Road, and LLC, Big Rock Ranch, LLC each
filed chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 16-33008,
16-33010, 16-33011, 16-33013, and 16-33015, respectively) on
October 17, 2016.  The petitions were signed by William Vander
Velde III, sole member and manager.

The Debtors are represented by Harold D. Israel, Esq. and Sean P.
Williams, Esq., at Goldstein & McClintock, LLLP.  A&G Real
Partners, LLC serves as real estate broker and investment banker
to the Debtors.

At the time of the Chapter 11 filing, Esplanade HL's case was
assigned to Judge Carol A. Doyle.  2380 Esplanade Drive's case was
assigned to Judge Donald R Cassling.  9501 W. 144th Place's case
was assigned to Judge Timothy A. Barnes.  171 W. Belvidere Road,
LLC's case was assigned to Judge Janet S. Baer. Big Rock Ranch's
case was assigned to Judge Deborah L. Thorne.  Eventually, the
cases were jointly administered with Esplanade HL as the lead case,
and assigned to Judge Doyle.

Big Rock Ranch estimated assets at $500,000 to $1 million and
liabilities at $100,000 to $500,000.  All the other Debtors
estimated assets and liabilities at $1 million to $10 million.

No request has been made for the appointment of a trustee or
examiner, and no statutory committee of unsecured creditors has
been appointed in the Debtors' chapter 11 cases.


ESSAR STEEL: Secured Creditors Launch Website for Stakeholders
--------------------------------------------------------------
A group comprising a majority of the term loan lenders of Essar
Steel Algoma Inc.  launched a Web site on April 13, 2017 --
http://www.algomasecuredcreditors.ca-- to provide vital
information to all of Algoma's stakeholders about the future of the
company.

Dan Gagnier, spokesperson for the secured creditors, said, "We all
want Algoma to be successful, and having been through four
restructurings in its history, the company has not embraced the
structural changes or received the additional investment it
desperately needs to ensure sustainable operations.  It is our plan
and our primary interest to help the company emerge from CCAA
protection with the best chance of competing across any market
cycle."

Added Gagnier, "The business has now reached another critical point
in its history and if Algoma is to survive long-term, it must
become a more efficient manufacturer with a more flexible cost
structure.  Our restructuring plan is the only plan that sets up
Algoma for long-term success by providing Algoma with over C$500
million of new capital, reducing debt by C$1.5 billion and
benefiting Algoma's various stakeholder groups, including its
employees and retirees.  Now is the one and only chance to set up
Algoma for long-term success and we urge all stakeholders to give
our restructuring plan the careful consideration it deserves."

Additional information about our restructuring plan can be found at
algomasecuredcreditors.ca.

                         About Essar Steel

Headquartered in Sault Ste. Marie, Ontario, Canada, Essar Steel
Algoma Inc. is an integrated steel producer.  Essar Steel operates
one of Canada's largest integrated steel manufacturing facilities.

Approximately 80% to 85% of ESA's sales are sheet products with
plate products accounting for the balance.  For the 12 months
ending Dec. 31, 2013, ESA generated revenues of C$1.8 billion.

Robert J. Sandoval filed a petition under Chapter 15 of the U.S.
Bankruptcy Code for Essar Steel Algoma Inc., and its debtor
affiliates on July 16, 2014, following the companies' initiation of
a reorganization under Canada's Companies' Creditors Arrangement
Act.  The lead case is Essar Steel Algoma Inc., Case No. 14-11730
(D. Del.).  

The Chapter 15 case is assigned to Judge Brendan Linehan Shannon.

Essar Steel's counsel in the Chapter 15 case is Daniel J.
DeFranceschi, Esq., and Amanda R. Steele, Esq., at Richards, Layton
& Finger, P.A., in Wilmington, Delaware.


EVERI PAYMENTS: Moody's Rates Proposed $820MM Sr. Sec. Notes B1
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to EVERI Payments,
Inc.'s (EVERI) proposed $820 million senior secured first lien term
loan due in 2024 and $35 million senior secured revolver due in
2022. Proceeds from the proposed term loan offering will be used to
repay the company's B1-rated $465 million (outstanding amount)
first lien term loan due 2020 and $335 million senior secured notes
due 2021 (not-rated).

Concurrently, Moody's affirmed EVERI's B2 Corporate Family Rating,
B2-PD Probability of Default Rating, and Caa1 senior unsecured note
rating along with its SGL-2 Speculative Grade Liquidity rating. The
rating outlook is stable.

The B1 rating assigned to EVERI's proposed term loan and revolver,
one notch higher than the company's Corporate Family Rating,
considers that this senior secured debt comprises a significant
amount of the company's pro forma debt capital structure.

The affirmation of EVERI's B2 Corporate Family Rating considers the
benefits of the proposed transaction which include, an extension of
the company's debt maturity profile and modest reduction in total
interest costs. Additionally, the proposed transaction is expected
to improve EVERI's covenant and prepayment flexibility. The
existing credit facility calls for a step-down in the senior
leverage covenant to 4.00 times at Dec. 31, 2017 from 4.25 times at
Dec. 31, 2016, with further step-downs occurring in subsequent
years. While the financial covenants in the proposed bank facility
have not yet been determined, Moody's expects they will be less
restrictive than what is in the existing facility.

New Rating Assigned:

$820 million senior secured first lien term loan due in 2024 -- B1
(LGD3)

$35 million senior secured revolver due in 2022 - B1 (LGD3)

Ratings affirmed:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

$350 million 10% senior unsecured bonds due 2022, at Caa1 (LGD5)

SGL-2 Speculative Grade Liquidity rating

Ratings affirmed and to be withdrawn if/when the proposed
transaction closes:

$465 million first lien term loan due 2020 -- B1 (LGD3)

$50 million senior secured revolver due 2019 -- B1 (LGD3)

RATINGS RATIONALE

EVERI's B2 Corporate Family Rating considers the company's exposure
to soft slot machine replacement cycle demand in the US gaming
market in addition to the company's high leverage resulting
primarily from debt financing related to the December 2014
acquisition of Multimedia Games for about $1.1 billion net of cash
acquired. However, Moody's does expect that as a result of modest
EBITDA improvement, EVERI's debt/EBITDA will improve slightly in
the next 18-24 months, to about 5.7 times from about 6.0 times
currently.

Positive rating consideration is provided by the demonstrated
stability and growth of the EVERI's Payments operating segment.
This segment accounts for about 75% of the company's consolidated
revenue. Also supporting the rating is EVERI's good liquidity
profile. Pro forma for the proposed transaction, there are no
material debt maturities in the next few years. Additionally,
Moody's expects EVERI will generate positive cash flow after
interest and capital expenditures of about $30 million to $35
million in each of the next two fiscal years,

The stable rating outlook assumes modest earnings growth in EVERI's
Payments segment will be the primary driver maintaining debt/EBITDA
below 6.0 times, the downward rating trigger. A higher rating
requires that EVERI achieve and maintain debt/EBITDA at about 4.5
times as well as maintain its good liquidity profile. EVERI's
ratings could be downgraded if it appears the company will not be
able to maintain debt/EBITDA below 6.0 times for any reason and/or
the company's liquidity deteriorates.

EVERI, a wholly owned subsidiary of EVERI Holdings Inc. (NYSE:
EVRI), is a provider of video and mechanical reel gaming content
and technology solutions, integrated gaming payments solutions and
compliance and efficiency software. For the latest 12-month period
ended December 31, 2016, the company reported revenue of about $860
million.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.


EVERI PAYMENTS: S&P Affirms 'B' CCR; Outlook Stable
---------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' corporate credit
rating on Las Vegas-based gaming equipment and payments products
and services provider Everi Payments Inc.  The outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating to
Everi's proposed senior secured credit facility, consisting of a
$35 million revolver due in 2022 and an $820 million term loan due
in 2024.  The recovery rating is '2', reflecting S&P's forecast for
substantial (70% to 90%; rounded estimate: 85%) recovery for
lenders in a payment default.

Everi plans to use proceeds from the proposed term loan to
refinance its existing term loan ($465 million outstanding as of
Dec. 31, 2016), to repay its $335 million senior secured notes, and
for transaction fees and expenses.  S&P plans to withdraw its
issue-level and recovery ratings on the company's existing senior
secured credit facility and senior secured notes once they are
fully repaid.

"The corporate credit rating affirmation reflects our forecast for
adjusted leverage to remain high, in the mid- to high-5x area
through 2018, but for adjusted EBITDA coverage of interest to
remain in the low-2x area, good relative to our leverage forecast,"
said S&P Global Ratings credit analyst Ariel Silverberg.

S&P considers adjusted leverage above 5x as high for Everi since it
operates in highly competitive markets, which can lead to price
discounting and EBITDA pressure, and can result in EBITDA
volatility, given Everi's relatively small scale.  Further, in the
gaming equipment segment, S&P believes Everi has a modest
competitive disadvantage since it competes with larger operators
that have substantially more resources to devote to research and
development for new products and content.  Product and content
introductions and innovation are a key competitive advantage in
gaming equipment since gaming operators demand popular titles and
new technology innovations that resonate with customers.  Everi's
strong market position in the payments segment only partially
mitigates these operating risks.

The stable outlook reflects S&P's forecast for adjusted leverage to
remain high, in the mid- to high-5x area through 2018, but for
interest coverage to remain good in the low-2x area.  S&P expects
modest EBITDA growth and debt reduction, driven by required
amortization under Everi's proposed term loan, will enable a modest
improvement in credit measures through 2018.

S&P could lower the rating if adjusted leverage increases above 7x,
interest coverage falls below 2x, or the company's liquidity
position becomes impaired.  This would likely result from the loss
of a material contract or a meaningful loss in market share.

Higher ratings are unlikely through 2018 given S&P's forecast for
adjusted debt to EBITDA to remain in the mid- to high-5x area.
Nevertheless, S&P would consider higher ratings if Everi sustained
adjusted debt to EBITDA under 5x and S&P did not anticipate any
impairments to Everi's business risk position.



FANTASY JEWELRY: Unsecured Creditors to Get 100% Under Plan
-----------------------------------------------------------
The consolidated estate of Fantasy Jewelry Trading Inc. and Joyeria
Venecia Inc. filed with the U.S. Bankruptcy Court for the District
of Puerto Rico a consolidated disclosure statement explaining their
small business plan.

There are no secured claims.  Priority claims will receive 100% of
their allowed claims.  The Internal Revenue Service filed priority
tax claims in the amount of $8,202.59.  These claims will be paid
$694.71 per month for 12 months at 4% starting 30 days after the
effective date of the Plan.  The Debtors objected to the priority
tax claims filed by the Puerto Rico Department of Treasury and the
Department of Labor.

General unsecured creditors will also receive a distribution of
100% of their allowed claims.  General unsecured claims totaling
$2,190.45 will be paid one time 30 days after the effective date of
the Plan.

Payments and distributions under the Plan will be funded by the
following:

   (a) Income from operations of the remaining store.
   (b) Sale of any excess equipment or store furniture.
   (c) Cash available at the effective date of the Plan.

A full-text copy of the Disclosure Statement dated April 6, 2017,
is available at:

      http://bankrupt.com/misc/prb15-09021-167.pdf

               About Fantasy Jewelry

Fantasy Jewelry Trading Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 15-09021) on November 13, 2015.  Paul James
Hammer, Esq., at Estrella, LLC as bankruptcy counsel.


FARMER'S MECHANICAL: Unsecureds to Be Paid $12,000 Over Five Years
------------------------------------------------------------------
Farmer's Mechanical Services, Inc., filed with the U.S. Bankruptcy
Court for the District of Arizona a disclosure statement dated
April 10, 2017, referring to the Debtor's plan of reorganization
dated April 10, 2017.

Class IV(a) consists of all allowed unsecured claims that are not
entitled to classification in any other class of claims.  Based
upon the scheduled claims and the deficiency claim of JPMorgan
Chase Bank, N.A., the Debtor estimates the General Unsecured Claims
total approximately $37,833.51.  Holders of Allowed Class IV(a)
Claims will be paid the sum of $12,000 over five years.  The Debtor
will make the payments to the holders of Allowed Class IV(a) Claims
on the first business day that occurs 11 months after the Effective
Date and every year thereafter for four years based upon each Class
IV(a) Claim's pro rata share of potential unsecured claims.  The
payments will be as follows: (i) Year One -- $2,400; (ii) Year Two
-- $2,400; (iii) Year Three -- $2,400; (iv) Year Four -- $2,400;
and (v) Year Five -- $2,400.  No interest will accrue or be paid to
the holders of the Allowed Class IV(a) Claims.  If a Class IV(a)
Claim is not an allowed claim prior to 30 days after the Effective
Date, the Class IV(a) Claim holder will receive payment on the one
year payment date that falls after its Class IV(a) Claim becomes an
allowed claim.  Class IV(a) is impaired.

The Plan will be implemented upon entry of an order by the Court
confirming the Plan.  Upon the Effective Date, or at other time as
specifically provided for in the Plan, creditors holding allowed
claims will receive the treatment provided for in the Plan.
Creditors will only be entitled to the treatment of the class of
claims within which they belong upon having their claims allowed.
The Plan will be funded from the Debtor's post-confirmation income
and a new value contribution from the Debtor's principal, Manuel
Ozuna, in the amount of $2,000.  Based upon the projections in the
budget, the Debtor is confident that it can fulfill its obligations
under the Plan.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/azb16-11740-46.pdf

                    About Farmer's Mechanical

Farmer's Mechanical Services, LLC, was formed in 2008 and is in the
business of repairing vehicles that provide transportation for
migrant farm workers.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 16-11740) on Oct. 12, 2016.

At the time of the filing, the Debtor estimated assets and
liabilities of less than $100,000.

Thomas H. Allen, Esq., and Philip J. Giles, Esq., at Allen Barnes &
Jones, PLC, serve as the Debtor's bankruptcy counsel.

The Office of the U.S. Trustee on Nov. 3 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Farmer's Mechanical Services,
LLC.


FOREST CITY: Fitch Withdraws BB- IDR for Commercial Reasons
-----------------------------------------------------------
Fitch Ratings has upgraded, and for commercial reasons, withdrawn
the Long-Term Issuer Default Rating (IDR) on Forest City Realty
Trust, Inc. (NYSE: FCEA and FCEB) and its operating partnership,
Forest City Enterprises, L.P. to 'BB' from 'BB-'. The Rating
Outlook is Stable.

KEY RATING DRIVERS

The upgrade of Forest City's IDR to 'BB' from 'BB-' reflects the
company's achievement of a majority of Fitch's prior positive
rating sensitivities including deleveraging, margin expansion and
asset sales to simplify the portfolio. The company has also
announced its intention to sell their retail portfolio to existing
partners and collapse its dual class share structure, which should
simplify corporate complexity. The ratings also consider the
quality and durable operating performance of Forest City's
portfolio.

FOREST CITY'S CONTINUED DELEVERAGING

Forest City has meaningfully reduced pro-rata leverage to 8.1x at
Dec. 31, 2016 from 12.5x at Dec. 31, 2013. Forest City has stated a
target leverage ratio in the mid 7x range. Given the issuer's use
of consolidated and unconsolidated joint ventures and the fact that
the issuer monitors its leverage on a pro-rata basis, Fitch
calculates and views metrics on a pro-rata rather than consolidated
basis.

OPERATING MARGIN EXPANSION

The company has delivered on margin expansion with operating EBITDA
margin growing to 50% in 2016 from 44% in 2014. Fitch expects
margin expansion to continue in the near term.

MANAGEABLE DEBT MATURITIES AND ADEQUATE LIQUIDITY

The company has debt maturities of 7.3%, 16.3% and 8.7% coming due
in 2017, 2018 and 2019 respectively. Liquidity coverage of 0.5x is
adequate for the rating for the period Dec. 31, 2016 through Dec.
31, 2018 given that 95% of maturing debt during this period is
secured property level non-recourse that should be able to be
refinanced.

KEY ASSUMPTIONS

-- Forest City will maintain its lower leverage and continue to
    work toward lower levels;
-- Operating performance will remain steady with SSNOI growth in
    the low-single digits per year;
-- Forest City will not meaningfully increase its development
    exposure.

RATING SENSITIVITIES

Rating sensitivities are no longer relevant given withdrawal.

FULL LIST OF RATING ACTIONS

Fitch has upgraded and withdrawn the following ratings:

Forest City Realty Trust, Inc.

-- Long-term IDR to 'BB' from 'BB-'.

Forest City Enterprises, L.P.

-- Long-Term IDR to 'BB' from 'BB-'.

Fitch has affirmed and withdrawn the following ratings:

Forest City Realty Trust, Inc.

-- Senior unsecured convertible notes affirmed at 'BB-'; Recovery

    Rating revised to 'RR5' from 'RR4'.

Fitch has assigned and withdrawn the following ratings:

Forest City Enterprises, L.P.

-- Senior unsecured bank revolving credit facility 'BB'/'RR4';
-- Senior unsecured term loan 'BB'/'RR4'.

The Rating Outlook is Stable.


GALLANT CAPITAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Gallant Capital Markets
        5068 44th St
        Woodside, NY 11377-7320

Case No.: 17-41814

About the Debtor: Gallant is a British Virgin Islands-based FX
                  broker.  The Debtor's principal place of
                  business is located at 3170 Nemours Chambers
                  Rd Town Tortola British, VI.  In July 2014,
                  CEO Salvatore Buccellato announced that the
                  Company is merging into WSM Invest Ltd., a
                  global financial services firm, for a max
                  price of $14.5 million.
                  
Chapter 11 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Elizabeth S. Stong

Debtor's Counsel: Irene Marie Costello, Esq.
                  SHIPKEVICH, PLLC
                  65 Broadway, 508
                  New York, NY 10006
                  Tel: 6465882795
                  Fax: 6465882795
                  E-mail: icostello@shipkevich.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Salvatore Buccellato, CEO.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

            http://bankrupt.com/misc/nyeb17-41814.pdf


GASTAR EXPLORATION: Preferred Shares Delisted from NYSE
-------------------------------------------------------
The NYSE MKT LLC filed with the Securities and Exchange Commission
a Form 25 notifying the removal from listing or registration of
Gastar Exploration Inc.'s Preferred Share Purchase Rights on the
Exchange.

                  About Gastar Exploration

Houston, Texas-based Gastar Exploration Inc. --
http://www.gastar.com/-- is an independent energy company engaged
in the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  

Gastar reported a net loss attributable to common stockholders of
$103.53 million on $58.25 million of total revenues for the year
ended Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $473.98 million on $107.29 million of total
revenues for the year ended Dec. 31, 2015.

The Company's balance sheet as of Dec. 31, 2016, showed $300.20
million in total assets, $440.63 million in total liabilities and a
total stockholders' deficit of $140.43 million.

                      *      *      *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on Gastar Exploration
to 'CCC-' from 'CCC+'.  The downgrade follows Gastar's announcement
that it had just $29 million of cash on hand and a fully drawn
revolver.  The company's borrowing base current stands at $180
million, but will be reduced to $100 million at the earlier of the
close of the Appalachian asset sale or April 10, 2016.  Proceeds
from the Appalachian asset sale are expected to be $80 million.

Moody's Investors Service withdrawn all assigned ratings for Gastar
Exploration Inc., including the Caa3 Corporate Family Rating,
following the elimination of all of its rated debt, as reported by
the TCR on April 14, 2017.


GATOR EQUIPMENT: DLL Blocks Approval of Disclosure Statement
------------------------------------------------------------
De Lage Landen Financial Services, Inc., objects to the disclosure
statement filed by Gator Equipment Rentals of Iberia, LLC and
affiliates.

DLL complains that the disclosure statement submitted by the
Debtors currently fails to provide adequate information sufficient
to allow creditors to make an informed decision with regard to
Debtors' Plan.

DLL contends that the disclosure statement is extremely confusing
to the Debtors' creditors and cannot provide adequate information
to Debtors' creditors by the nature of the Plan itself. In Section
VI(B)(1) of the disclosure statement, the Debtors disclose that
Regions Bank will receive periodic plan payments, but if Regions is
not paid in full by Sept. 1, 2018, the Debtors' Plan will convert
to a liquidating plan,the Debtors provide no analysis of the
likelihood of full payment of the Regions' debt by that date and,
therefore, the lack of this information alone makes the disclosure
statement insufficient. The Court should not approve a disclosure
statement that does not contain this extremely important
information about the future of these Debtors. Creditors must know
the likelihood of a liquidation because of Plan treatment changes
in case of liquidation. Without this critical information, no
creditor can decide whether to vote for the Plan.

The disclosure statement is also confusing because, in Section
V(E)(2), the Debtors propose paying secured creditors over a period
of 60 months. Yet in Section VI(B)(3) Debtors state that the
creditors will be paid over 72 months. These provisions conflict
and do not provide a creditor with adequate information.

The description of DLL's treatment under the Plan in Section
VI(B)(3) of the disclosure statement is completely inadequate.
There is no indication at all about the amount DLL will be paid
under the Plan or over what period of time. The Debtors’ failure
to set forth these items is a failure to provide adequate
information and the disclosure statement should not be approved.
And, although perhaps a Plan objection, there is no information in
the disclosure statement as to why payments to DLL will commence on
June 15, 2018 -- a year following confirmation -- and last for six
years.

The disclosure statement and plan also fail to contain the
provision that all terms and conditions under all of DLL's note and
security agreements remain in full effect with the exception of
those terms modified by the Plan.

For the said reasons, De Lage Landen Financial Services, Inc.
respectfully requests that the Court not approve the disclosure
statement filed by the Debtors, as it does not contain the adequate
information required by Section 1125 of the Bankruptcy Code.

Attorney for De Lage Landen Financial Services, Inc.:

     J. Patrick Gaffney, Esq.
     CARVER, DARDEN, KORETZKY, TESSIER,
     FINN, BLOSSMAN & AREAUX, L.L.C.
     1100 Poydras Street, Suite 3100
     New Orleans, LA 70163
     Telephone: (504) 585-3800
     Telecopier: (504) 585-3801

The Troubled Company Reporter previously reported that the Debtors'
Plan provides that the estimated aggregate amount of all Allowed
General Unsecured Claims against all Debtors is approximately
$1,188,900.  Holders of General Unsecured Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will receive 100% of their
allowed claims.  Each holder of Allowed Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will be paid in equal quarterly
installments beginning on the fifteenth (15th) day of the calendar
quarter after the Gator Class 1 Claim of Regions Bank has been paid
in full and continuing on the 15th of each succeeding calendar
quarter thereafter for 19 calendar quarters until the holder has
received an amount equal to 100% of the claim.  The Debtors
estimate that the aggregate amount of Allowed Iberia Class 2,
Fourchon Class 1, and Crane Class 3 Claims is $309,917.66.

        About Gator Equipment Rentals of Iberia

Gator Equipment Rentals of Iberia, LLC, Gator Equipment Rental of
Fourchon, LLC, Gator Crane Services, LLC, and Gator Equipment
Rentals, LLC filed Chapter 11 petitions (Bankr. W.D. La. Lead Case
No. 16-51667) on Dec. 5, 2016.  Judge Robert Summerhays oversees
the Debtors' cases.  

The Debtors are represented by Paul Douglas Stewart, Jr., Esq.,
Brandon A. Brown, Esq., and Ryan J. Richmond, Esq., at Stewart
Robbins & Brown LLC.  They also have employed BlackBriar Advisors,
LLC to provide a chief restructuring officer; and Gordon Brothers
Asset Advisors, LLC as equipment appraisers.

Gator Equipment Rentals of Iberia and Gator Equipment Rentals of
Fourchon each listed under $50,000 in assets and between $1
million
and $10 million in liabilities.  Gator Crane Service, and Gator
Equipment Rentals listed between $1 million and $10 million in
both
assets and liabilities.

No trustee, examiner or official committee of creditors or equity
interest holders has been appointed.

On March 6, 2017, the Debtors filed a disclosure statement, which
explains their proposed Chapter 11 plan of reorganization.


GATOR EQUIPMENT: Synergy Bank Tries to Block Disclosures Approval
-----------------------------------------------------------------
Synergy Bank, a secured creditor of Gator Crane Service LLC and
Gator Equipment Rentals, LLC, filed with the U.S. Bankruptcy Court
for the Western District of Louisiana an objection to the Debtors'
joint disclosure statement, referring to the Debtors' plan of
reorganization dated March 6, 2017.

On Jan. 25, 2017, Synergy Bank filed its proof of claim listed as
Claim 3-1 in the amount of $67,972.65.  The claim is for amounts
owed under a promissory note with Gator-Equipment as the borrower.
The funds were used to purchase certain identified equipment. The
promissory note is subject to commercial guarantees executed by
Norman J. Schieffler, Jr.; Joey D. Pierce; and Lovencie J.
Gambraella, Jr.

Synergy Bank says the Disclosure Statement lacks adequate
information.

Synergy Bank asserts the Disclosure Statement needs to be amended
to include additional information as:

     (a) a definitional section in the Disclosure Statement that
         is consistent with the definitions in the Plan;

     (b) the cash balance of the debtor-in-possession account(s);

     (c) the collectability of outstanding accounts receivable;
         the amount owed to each of the Debtors; and estimate of
         the amount collectible by each Debtor;

     (d) to complete the information that is listed "to be
         supplement" in the Plan exhibits including: (i) the list
         of retained causes of action on Exhibit P-4; (ii) the
         list of assumed executory contracts on Exhibit P-5
         together with the cure amounts; and (iii) the list of
         intercompany claims on Exhibit P-6 together with the
         amounts;

     (e) a discussion of the payment of any estimated cure amounts

         for any assumed executory contracts;

     (f) the estimated amount of and financial information to
         indicate that the Debtors have sufficient cash to satisfy

         payment of unclassified claims, all administrative
         expenses, U.S. Trustee fees, and effective date payments;

         including a projected budget and estimated revenue from
         operations for each of the Debtors;

     (g) estimation of the amount of allowed claims that qualify
         as members of the convenience class;

     (h) fill in the numerous blanks in the Disclosure Statement
         that reference a dollar amount;

     (i) include information regarding any retained causes of
         action that satisfies the Fifth Circuit's standard of
         "specific and unequivocal" retention of causes of action;
     (j) the specific amount to be paid to the reorganized
         Debtors' managers;

     (k) explanation of the provision for the cancellation of
         instruments at the request of the Debtors; including what

         situation would warrant the Debtors requesting a party to

         cancel any security interest, lien or encumbrance; see
         Disclosure Statement page 38;

     (l) the estimated amount if any of a general unsecured claim
         in favor of Regions Bank;

     (m) the commission being sought by Propre'te Shoppe as the
         listing agent for the Apache Road Property and the
         property of certain insiders and whether Propre'te Shoppe

         qualifies as an employable professional;

     (n) a discussion of the cost of moving the operations from
         the Tunnel Road Property, should the property sell and
         where the operations may be re-located;

     (o) a discussion on how the limited injunction against all
         non-debtor guarantors is not in violation of 11 U.S.C.
         Section 524(e) and an exhibit that specifically lists the
         non-debtor guarantors subject to this provision; and

     (p) a discussion of what the Debtors anticipate as "Plan
         Supplemental Documents" as stated on page 43 of the
         Disclosure Statement.

The Objection is available at:

            http://bankrupt.com/misc/lawb16-51667-269.pdf

Synergy Bank is available at:

     Greta M. Brouphy, Esq.
     HELLER, DRAPER, PATRICK, HORN & DABNEY, LLC
     650 Poydras Street, Suite 2500
     New Orleans, Louisiana 70130
     Tel: (504) 299-3300
     Fax: (504) 299-3399
     E-mail: gbrouphy@hellerdraper.com

The Troubled Company Reporter previously reported that the Debtors'
Plan provides that the estimated aggregate amount of all Allowed
General Unsecured Claims against all Debtors is approximately
$1,188,900.  Holders of General Unsecured Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will receive 100% of their
allowed claims.  Each holder of Allowed Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will be paid in equal quarterly
installments beginning on the fifteenth (15th) day of the calendar
quarter after the Gator Class 1 Claim of Regions Bank has been paid
in full and continuing on the 15th of each succeeding calendar
quarter thereafter for 19 calendar quarters until the holder has
received an amount equal to 100% of the claim.  The Debtors
estimate that the aggregate amount of Allowed Iberia Class 2,
Fourchon Class 1, and Crane Class 3 Claims is $309,917.66.

             About Gator Equipment Rentals of Iberia

Gator Equipment Rentals of Iberia, LLC, Gator Equipment Rental of
Fourchon, LLC, Gator Crane Services, LLC, and Gator Equipment
Rentals, LLC filed Chapter 11 petitions (Bankr. W.D. La. Lead Case
No. 16-51667) on Dec. 5, 2016.  Judge Robert Summerhays oversees
the Debtors' cases.  

The Debtors are represented by Paul Douglas Stewart, Jr., Esq.,
Brandon A. Brown, Esq., and Ryan J. Richmond, Esq., at Stewart
Robbins & Brown LLC.  They also have employed BlackBriar Advisors,
LLC to provide a chief restructuring officer; and Gordon Brothers
Asset Advisors, LLC as equipment appraisers.

Gator Equipment Rentals of Iberia and Gator Equipment Rentals of
Fourchon each listed under $50,000 in assets and between $1 million
and $10 million in liabilities.  Gator Crane Service, and Gator
Equipment Rentals listed between $1 million and $10 million in both
assets and liabilities.

No trustee, examiner or official committee of creditors or equity
interest holders has been appointed.

On March 6, 2017, the Debtors filed a disclosure statement, which
explains their proposed Chapter 11 plan of reorganization.


GATOR EQUIPMENT: Wells Fargo Wants Disclosure Statement Denied
--------------------------------------------------------------
Wells Fargo Vendor Financial Services, LLC, objects to the
disclosure statement in support of the joint chapter 11 plan of
reorganization, dated March 6, 2017, filed by Gator Equipment
Rentals of Iberia, LLC and affiliates.

With respect to the Debtor Gator Equipment Rentals, LLC, Wells
Fargo is the holder of a secured claim in the approximate amount of
$500,000 in the aggregate, comprised of several outstanding loans
and secured by UCC security interests on collateral consisting of
specific equipment or inventory items. Except for the possibility
of an inferior blanket UCC security interest held by Regions Bank,
Wells Fargo is aware of no other security interest held by any
other creditor affecting such collateral.

Wells Fargo objects to the lack of an explanation by the Debtors in
the disclosure statement as to why secured creditors of Gator
Equipment Rentals, LLC are not separately classified or why the
Debtors consider the claims of those secured creditors to be
"similarly situated."

Wells Fargo also objects to the disclosure statement in the
following respects:

-- the phrase "obligations expressed in the plan, as may be
amended or modified" is vague and needs further explanation;

-- the Debtors do not disclose legal or factual grounds justifying
an injunction that denies creditors the ability to collect on
guarantees for as long as the Debtors are satisfying plan
"obligations"; and

-- the Disclosure Statement does not offer legal or factual
grounds in support of what amounts to a prohibition of Wells
Fargo’s receipt of proposed plan payments from its two entity
guarantors, Gator Equipment Rentals of Iberia, LLC and Gator
Equipment Rentals of Fourchon, LLC.

For these reasons, Wells Fargo Vendor Financial Services, LLC
objects to the disclosure statement and prays that the Court deny
approval of the adequacy of the disclosure statement unless and
until the above disclosure issues are fully addressed by the
Debtors.

Attorneys for Wells Fargo Vendor Financial Services, LLC:

     Joseph P. Hebert, Esq.
     LISKOW & LEWIS
     822 Harding St.
     Lafayette, LA 70503
     Telephone: (337) 232-7424
     Fax: (337) 267-2399
     Email: jphebert@liskow.com

The Troubled Company Reporter previously reported that the Debtors'
Plan provides that the estimated aggregate amount of all Allowed
General Unsecured Claims against all Debtors is approximately
$1,188,900.  Holders of General Unsecured Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will receive 100% of their
allowed claims.  Each holder of Allowed Claims in Iberia Class 2,
Fourchon Class 1, and Crane Class 3 will be paid in equal quarterly
installments beginning on the fifteenth (15th) day of the calendar
quarter after the Gator Class 1 Claim of Regions Bank has been paid
in full and continuing on the 15th of each succeeding calendar
quarter thereafter for 19 calendar quarters until the holder has
received an amount equal to 100% of the claim.  The Debtors
estimate that the aggregate amount of Allowed Iberia Class 2,
Fourchon Class 1, and Crane Class 3 Claims is $309,917.66.

        About Gator Equipment Rentals of Iberia

Gator Equipment Rentals of Iberia, LLC, Gator Equipment Rental of
Fourchon, LLC, Gator Crane Services, LLC, and Gator Equipment
Rentals, LLC filed Chapter 11 petitions (Bankr. W.D. La. Lead Case
No. 16-51667) on Dec. 5, 2016.  Judge Robert Summerhays oversees
the Debtors' cases.  

The Debtors are represented by Paul Douglas Stewart, Jr., Esq.,
Brandon A. Brown, Esq., and Ryan J. Richmond, Esq., at Stewart
Robbins & Brown LLC.  They also have employed BlackBriar Advisors,
LLC to provide a chief restructuring officer; and Gordon Brothers
Asset Advisors, LLC as equipment appraisers.

Gator Equipment Rentals of Iberia and Gator Equipment Rentals of
Fourchon each listed under $50,000 in assets and between $1
million
and $10 million in liabilities.  Gator Crane Service, and Gator
Equipment Rentals listed between $1 million and $10 million in
both
assets and liabilities.


GENERAL NUTRITION: Bank Debt Trades at 13% Off
----------------------------------------------
Participations in a syndicated loan under General Nutrition is a
borrower traded in the secondary market at 87.20
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.30 percentage points from the
previous week.  General Nutrition pays 250 basis points above LIBOR
to borrow under the $1.35 billion facility. The bank loan matures
on March 2, 2019 and carries Moody's Ba3 rating and Standard &
Poor's BB rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended April 14.


GENON ENERGY: Appoints Mac McFarland as President and CEO
---------------------------------------------------------
The Board of Directors of GenOn Energy, Inc., appointed Mark Allen
(Mac) McFarland as president and chief executive officer of the
Company effective April 7, 2017, according to a regulatory filing
with the Securities and Exchange Commission.

Mr. McFarland most recently served as chief executive officer of
Luminant, a subsidiary of Energy Future Holdings, from 2013 to
2016.  In this role, he was responsible for leading all aspects of
a 17,000 megawatt (MW) merchant generation business with 4,000
employees and a diversified asset portfolio.  From 2008 to 2013,
Mr. McFarland served in a dual role as chief commercial officer of
Luminant and executive vice president, corporate development and
strategy, of Energy Future Holdings.  From 1999 to 2008, Mr.
McFarland served in various roles at Exelon Corporation, including
most recently as senior vice president, corporate development from
2005 to 2008 and vice president, Exelon Generation from 2003 to
2005.  Mr. McFarland has more than 25 years of experience and has
held numerous executive positions with a broad range of
responsibilities including operations, finance, commodity risk
management and mergers and acquisitions.

                        About Genon

GenOn Energy, Inc. and its affiliates are wholesale power
generation subsidiaries of NRG, which is a competitive power
company that produces, sells and delivers energy and energy
services, primarily in major competitive power markets in the U.S.
GenOn is an indirect wholly-owned subsidiary of NRG.  GenOn was
incorporated as a Delaware corporation on Aug. 9, 2000, under the
name Reliant Energy Unregco, Inc.  GenOn Americas Generation and
GenOn Mid-Atlantic are indirect wholly owned subsidiaries of GenOn.
GenOn Americas Generation was formed as a Delaware limited
liability company on Nov. 1, 2001, under the name Mirant Americas
Generation, LLC. GenOn Mid-Atlantic was formed as a Delaware
limited liability company on July 12, 2000, under the name Southern
Energy Mid-Atlantic, LLC.  GenOn Mid-Atlantic is a wholly-owned
subsidiary of NRG North America and an indirect wholly owned
subsidiary of GenOn Americas Generation.  The Registrants are
engaged in the ownership and operation of power generation
facilities; the trading of energy, capacity and related products;
and the transacting in and trading of fuel and transportation
services.

GenOn Energy reported net income of $81 million on $1.86 billion of
total operating revenues for the year ended Dec. 31, 2016, compared
to a net loss of $115 million on $2.37 billion of total operating
revenues for the year ended Dec. 31, 2015.  As of
Dec. 31, 2016, Genon Energy had $4.86 billion in total assets,
$4.52 billion in total liabilities and $340 million in total
stockholders' equity.

The Company's independent auditors issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016.  KPMG LLP, in Philadelphia, Pennsylvania,
noted that GenOn does not have sufficient liquidity to satisfy its
obligations as of Dec. 31, 2016.

                        *    *    *

As reported by the TCR on Jan. 13, 2017, S&P Global Ratings lowered
its corporate credit ratings to 'CCC-' from 'CCC' on GenOn Energy
Inc. and its affiliates: GenOn Energy Holdings Inc., GenOn Americas
LLC, GenOn Mid-Atlantic LLC, and GenOn REMA LLC.  The outlook is
negative.  "The negative outlook reflects the continuing pressure
on financial measures.  And, while we did not expect a default in
2016 because of significant cash balances, it reflects the
prospects that GenOn might consider distressed exchange offers over
the next six months," said S&P Global Ratings credit analyst Aneesh
Prabhu.

In October 2016, Moody's Investors Service downgraded GenOn Energy,
Inc.'s corporate family rating and probability of default (PD)
rating to Caa3 from Caa2, and Caa3-PD from Caa2-PD, respectively.


GETTY IMAGES: Bank Debt Trades at 12% Off
-----------------------------------------
Participations in a syndicated loan under Getty Images Inc is a
borrower traded in the secondary market at 87.65
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.31 percentage points from the
previous week.  Getty Images pays 350 basis points above LIBOR to
borrow under the $1.9 billion facility. The bank loan matures on
Oct. 14, 2019 and carries Moody's B3 rating and Standard & Poor's
CCC+ rating.  The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended April 14.


GRAND CARD: Case Summary & Top Unsecured Creditors
--------------------------------------------------
Affiliated Debtors that filed separate Chapter 11 bankruptcy
petitions:

     Debtor                                     Case No.
     ------                                     --------
     Grand Card LLC                             17-14704
     10800 Biscayne Blvd., Suite 750
     Miami, FL 33161

     Grandparents.com, Inc.                     17-14711
     589 8th Ave, 6th Floor
     New York, NY 10018

Business Description:  The Grand Card -- http://www.grand-card.com/

                       -- is a universal cash rebate and discount
                       program delivering rebates and savings to
                       cardholders on pharmaceuticals and consumer
                       products and services.  This patent pending
                       card consolidates all rebates and savings
                       offers onto one debit card.  Cardholders
                       activate rebates and discounts
                       automatically when buying specific
                       products.  Cash back rebates loaded to the
                       card can then be used for any purchase
                       wherever MasterCard is accepted in the
                       United States.  Grand Card LLC is an
                       alliance between Grandparents.com and OPUS
                       Health, a division of IMS Health Inc., a
                       global technology company.

                       Grandparents.com, Inc. (OTCQB: GPCM) --
                       http://www.grandparents.com/-- operates
                       the Grandparents.com website, a membership
                       organization and social media community
                       which connects grandparents, seniors, and
                       boomers to differentiated, discounted
                       products and services.

Chapter 11 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Hon. Laurel M Isicoff

Debtors' Counsel: Steven R Wirth, Esq.
                  AKERMAN LLP
                  401 E. Jackson Street # 1700
                  Tampa, FL 33602
                  Tel: 813-223-7333
                  E-mail: steven.wirth@akerman.com

                                     Estimated      Estimated
                                      Assets       Liabilities
                                    ----------     -----------
Grand Card LLC                       $361,913        $11.26M
Grandparents.com                     $673,568        $13.69M

The petitions were signed by Joshua Rizack, chief restructuring
officer, The Rising Group Consulting, Inc.

A copy of Grand Card LLC's list of six unsecured creditors is
available for free at:

                http://bankrupt.com/misc/flsb17-14704.pdf

A copy of Grandparents.com's list of 20 largest unsecured creditors
is available for free at:

                http://bankrupt.com/misc/flsb17-14711.pdf


GRIER BROS.: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: Grier Bros. Enterprises, Inc.
        3370 Welcome All Road
        Atlanta, GA 30331

Case No.: 17-56817

Business Description: Founded in 1996, the Company provides
                      trucking or transfer services.

Chapter 11 Petition Date: April 13, 2017

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Herbert C. Broadfoot, II, Esq.
                  HERBERT C. BROADFOOT II, PC
                  Suite 200
                  3343 Peachtree Road, NE
                  Atlanta, GA 30326
                  Tel: (404) 926-0058
                  Fax: (404) 926-0055
                  E-mail: bert@hcbroadfootlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Wayne Grier, president.

A copy of the Debtor's list of five unsecured creditors is
available for free at http://bankrupt.com/misc/ganb17-56817.pdf


GULFMARK OFFSHORE: Common Stock Delisted from NYSE
--------------------------------------------------
GulfMark Offshore, Inc., was notified by the New York Stock
Exchange that the NYSE has determined to commence proceedings to
delist the Company's Class A common stock, par value $0.01 per
share (ticker symbol GLF), from the NYSE because the average
closing price per share of the Common Stock over a period of 30
consecutive trading days was below $1.00 per share, which is the
minimum average closing price required to maintain listing on the
NYSE under Section 802.01C of the NYSE Listed Company Manual.  The
Company advised the NYSE that it does not intend to cure such
deficiency.  Trading in the Common Stock on the NYSE was suspended
after the close of trading on April 10, 2017.

Effective April 11, 2017, the Company's Common Stock commenced
trading in the "Pink Sheets" of the OTC Markets Group, Inc. under
the symbol "GLFM."  The OTC Pink is a significantly more limited
market than the NYSE, and quotation on the OTC Pink may result in a
less liquid market available for existing and potential
stockholders to trade the Common Stock and could further depress
the trading price of the Common Stock.  There can be no assurance
that the Company's Common Stock will continue to trade on OTC Pink
or that any public market for the Common Stock will exist in the
future, whether broker-dealers will continue to provide public
quotes of the Company's Common Stock on this market, whether the
trading volume of the Company's Common Stock will be sufficient to
provide for an efficient trading market, whether quotes for the
Company's Common Stock may be blocked by the OTC Markets Group,
Inc. in the future, or that the Company will be able to relist its
Common Stock on a national securities exchange.

                         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.

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.


H-D ACQUISITION: Plan Confirmation Hearing on May 8
---------------------------------------------------
The Hon. Ashely M. Chan of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has conditionally approved H-D
Acquisition Corp., Inc.'s amended disclosure statement referring to
the Debtor's amended plan of reorganization.

A hearing on the final approval of the Disclosure Statement and
confirmation of the Amended Plan will be held on May 8, 2017, at
11:00 a.m.

Objections to the Amended Disclosure Statement and plan
confirmation must be filed by May 1, 2017.  May 1 is also the last
day by which ballots must be received in order to be considered as
acceptances or rejections of the Amended Plan.

As reported by the Troubled Company Reporter on April 5, 2017, the
Debtor filed with the Court an amended disclosure statement dated
March 27, 2017, referring to the Debtor's plan of reorganization.
General unsecured creditors will be paid in full in annual payments
over the five-year life of the Plan.

                       About H-D Acquisition

H-D Acquisition Corp., Inc., owns a single asset at 2231-43 E.
Ontario Street, Philadelphia, a 25,000 sq. ft. multi-tenant
industrial building consisting of a mix of commercial space,
warehouse/industrial space, and a parking lot.  The Debtor has
owned the premises since 1993.  The Debtor is owned by its
principal, Allen Woodruff.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Pa. Case No. 16-13648) on May 21, 2016.

Judge Ashely M. Chan presides over the case.

The Debtor estimated assets of $500,000 to $1 million and estimated
debts of $100 million to $500 million.

Robert M. Kline, Esq., serves as the Debtor's counsel.


HALT MEDICAL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Halt Medical, Inc.
        131 Sand Creek Rd., Suite B
        Brentwood, CA 94513
    
Case No.: 17-10810

Type of Business: Founded in 2004 and headquartered in Brentwood,
                  California, Halt Medical is a medical device
                  company focused on establishing a superior
                  standard of care for women with symptomatic
                  uterine fibroids.

                  Web site: http://www.acessaprocedure.com

Chapter 11 Petition Date: April 12, 2017

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Judge: Hon. Laurie Selber Silverstein

Debtor's Counsel: Patrick A. Jackson, Esq.
                  DRINKER BIDDLE & REATH LLP
                  222 Delaware Avenue
                  Wilmington, DE 19801
                  Tel: 302-467-4200
                  E-mail: Patrick.jackson@dbr.com

                    - and -

                  Steven K. Kortanek, Esq.
                  Joseph N. Argentina, Jr., Esq.
                  DRINKER BIDDLE & REATH LLP
                  222 Delaware Avenue, Suite 1410
                  Wilmington, DE 19801
                  Tel: 302-467-4238
                  Fax: 302-467-4201
                  E-mail: Steven.Kortanek@dbr.com
                          joseph.argentina@dbr.com

Debtor's
Special
Corporate
Counsel:          COOLEY LLP

Debtor's
Financial
Advisor:          CANACCORD GENUITY GROUP INC.

Debtor's
Claims &
Noticing
Agent:             DONLIN RECANO & COMPANY, INC.

Estimated Assets: $1 million to $10 million

Estimated Debts: $100 million to $500 million

The petition was signed by Kimberly Bridges-Rodriguez, president
and CEO.

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Jeffrey M. Cohen                  Severance Payment     $496,777
592 Rosso Court
Pleastanton, CA 94566
Tel: 925-484-4230
Email: jmcohen10@gmail.com

Northern Digital Inc.                 Trade Debt        $287,316
103 Randall Drive
Waterloo, ON
N2V IC5 Canada
Reece Fuhr
+1 (519) 884-5142 ext. 274
Email: ar@ndigital.com

Texas Fertility Center              Clinical Study      $113,907
Email: tamara@txfertility.com           Site

Inova Health Care Services          Clinical Study      $102,363
Email: Camilo.Naval@inova.org           Site

Minnetronix Inc.                      Trade Debt        $100,000
Email: jcarlson@minnetronix.com

The University of Chicago           Clinical Study       $73,639
Email: kgut@bsd.uchicago.edu             Site

PO HO                                Professional        $22,610
Email: pochiho@gmail.com                Services

Xact Data Discovery                  Professional        $14,975
Email:                                  Services
acooper@xactdatadiscovery.com

The Palomino Group                   Professional        $12,585
Email: janpalmer@palominogroup.com      Services

Navitas Lease Corp.                    Trade Debt        $11,209
Email: cbutler@navitascredit.com

Yaron Friedman, MD Inc.             Clinical Study       $10,509
Email: yaronfriedman@comcast.net        Site

Inner Optic Technology Inc.            Trade Debt         $10,000
Email: brian@inneroptic.com

Kimberly Lefholz                      Professional         $8,079
Email: stork@aol.com                    Services

Children's & Womens Health BCB       Clinical Site         $8,044
Email: afernandez@phsa.ca               Study

L + G, LLP                            Professional         $4,588
Email: lisa@lg-attorneys.com            Services

John Carlow                           Professional         $4,500
Email:                                  Services
jcarlow.discovery@sbcglobal.net

Dr. J Thiel Medical Prof. Corp.      Clinical Site         $3,950
Email: drjthiel@aol.com                  Study

Donald I Galen, MD                    Professional         $3,675
Email: drgalen@mindspring.com           Services

Weston Dean Consulting, LLC           Professional         $3,000
Email: wdean@westondean.com             Services

Amarmanino LLP                        Professional         $2,572
Email: bunny.health@armaninoLLP.com    Services


HALT MEDICAL: Files Voluntary Chapter 11 Bankruptcy Petition
------------------------------------------------------------
Halt Medical, Inc., a privately held medical device company that
develops minimally invasive, uterine-sparing solutions for women
who suffer from symptomatic fibroids, on April 13 disclosed that it
has filed for voluntary Chapter 11 bankruptcy protection and
entered into an asset purchase agreement with an affiliate of
Acessa Health, Inc. ("Acessa Health").

Halt also announced that it has secured a new, $4 million
debtor-in-possession credit facility from an affiliate of Acessa
Health that will allow the Company to continue operating as normal
during the sale process, without interruption to its day-to-day
operations.

"We continue to have great resolve in our mission to advance
minimally invasive, uterine-sparing technologies for the treatment
of symptomatic fibroids," said Kim Bridges, CEO of Halt Medical.
"Moreover, we believe that the proposed relationship with Acessa
Health and its affiliates, who have expressed deep support of our
mission, is in the best long-term interest of our patients,
partners, and stakeholders."

Bridges continued, "The financial support we are receiving from
Acessa Health and its affiliates during the sale process will allow
us to continue normal operations during the transition period.  We
will do everything in our power to ensure that obligations to our
employees, patients, and business partners are met and that we
continue to deliver high quality service to our customers without
interruption."

The voluntary Chapter 11 petition was filed in the United States
Bankruptcy Court for the District of Delaware.  The sale process
will be conducted pursuant to section 363 of the U.S. Bankruptcy
Code and is expected to be completed during the third quarter of
2017.  The Company retained Drinker Biddle & Reath LLP and Cooley
LLP as bankruptcy and corporate counsel, respectively, and
Canaccord Genuity Inc. as investment bankers.

Additional information, including Court filings and other documents
related to the Company's Chapter 11 case, can be found by visiting:
www.donlinrecano.com/halt

                      About Halt Medical

Halt Medical, Inc. -- http://www.acessaprocedure.com/-- is focused
on establishing a new standard of care for women with symptomatic
uterine fibroids.  The Company's Acessa Procedure is a minimally
invasive, uterine sparing, laparoscopic procedure that utilizes a
technology called radiofrequency ablation to treat uterine
fibroids.  The Acessa System is cleared by the FDA and has the CE
mark for use in percutaneous, laparoscopic coagulation and ablation
of soft tissue, including treatment of symptomatic uterine fibroids
under laparoscopic ultrasound guidance.  The Company is located in
Brentwood, CA.


HEATHER HILLS: Plan Confirmation Hearing on June 8
--------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has conditionally approved Heather Hills
Estates, LLC's disclosure statement referring to the Debtor's plan
of reorganization.

The Court will conduct a hearing on the final approval of the
Disclosure Statement and confirmation of the Plan on June 8, 2017,
at 3:30 p.m.

Objections to the Disclosure Statement and plan confirmation must
be filed no later than seven days prior to the date of the plan
confirmation hearing.

Parties-in-interest will submit to the Clerk's office their written
ballot accepting or rejecting the Plan no later than eight days
before the date of the Confirmation Hearing.

The plan proponent will file a ballot tabulation no later than 96
hours prior to the time set for the Confirmation Hearing.

All creditors and parties-in-interest that assert a claim against
the Debtor which arose after the filing of this case, including all
professionals seeking compensation from the estate of the
Debtor pursuant to Section 330 of the U.S. Bankruptcy Code, must
file motions or applications for the allowance of the claims with
the Court no later than 15 days after the entry of this April 10,
court order.  

                       About Heather Hills

Heather Hills Estate, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D.Fla. Case No. 16-09521) on Nov. 4, 2016.  Johnson,
Pope, Bokor, Ruppel & Burns, LLP represents the Debtor.

No official unsecured creditors committee has been appointed in the
case.


HERCULES OFFSHORE: Objections to Axon's Claims Overruled
--------------------------------------------------------
Hercules Offshore, Inc., and its debtor affiliates requested entry
of an order (i) disallowing and expunging the contingent claims for
contribution or reimbursement filed by Axon Pressure Products,
Inc., Axon Energy Products AS, and Axon EP, Inc., in their
entirety; and (ii) authorizing the claims agent to expunge each of
the Axon Claims from the official register.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware overruled the Debtors' objection.

Each of Axon's claims asserts a contingent, unliquidated claim in
the amount of $103,532,390, plus attorneys' fees, on account of
potential losses incurred in connection with a well control
incident (a fire) on the Hercules 265 rig that occurred
approximately 40 miles off the coast of Louisiana in July 2013.

Judge Carey held that since Axon has alleged facts sufficient to
support its claim, the burden rests with the Debtors to produce
sufficient evidence to discredit at least one of the allegations
essential to the claim's legal sufficiency -- whether the Debtors
and Axon are co-liable on the contingent claim.

According to Judge Carey, while Axon has alleged that the damages
suffered by Walter Oil and Gas, Tana Exploration Company, LLC,
Helis Oil & Gas Company, L.L.C., and their insurers (the "Walter
Parties") were caused by the negligent acts, omissions or conduct
of the Debtors, the Walter Parties have never asserted any
liability of the Debtors because of the Walter Parties' inability
to do so due to the binding release and indemnification.  Put
simply, Axon could be liable to the Walter Parties, and the Debtors
could be liable to Axon.  But most importantly, the Debtors are not
and could not be potentially liable to the Walter Parties alongside
Axon.

The Debtors attempt to convince the Court that even if the Walter
Parties are unable to assert claims against the Debtors, Axon and
the Debtors should be found co-liable for purposes of Section
502(e)(1)(B) of the Bankruptcy Code.  Judge Carey found this
speculative argument unpersuasive.

Judge Carey added that the Debtors' contentions are far too
abstract and ask the Court to ignore the agreement between the
Debtors and the Walter Parties, which contain clear indemnification
language.  Judge Carey pointed out that the Walter Parties have not
named the Debtors as defendants in the litigation pending in the
District Court due to the release and indemnification provisions
contained in the Drilling Contract.  Further, there are no
underlying lawsuits where the Debtors and Axon could be co-liable,
as the statute requires, the judge said.  The release provided by
the Walter Parties to the Debtors ensures that Axon's claims would
never contravene the purpose of Section 502(e)(1)(B), which is to
avoid duplicative recoveries, the judge held.

Thus, Judge Carey found that the Debtors have failed to establish
that the Debtors and Axon are co-liable on the claim for which
reimbursement is sought.

A full-text copy of Judge Carey's decision dated April 13, 2017, is
available at:

    http://bankrupt.com/misc/deb16-11385-645.pdf

                   About Hercules Offshore

Hercules Offshore, Inc., and its debtor and non-debtor
subsidiaries
are providers of shallow-water drilling and marine services to the
oil and natural gas exploration and production industry globally.

Hercules Offshore and 13 of its subsidiaries each filed a Chapter
11 bankruptcy petition (Bankr. D. Del. Case Nos. 16-11385 to
16-11398) on June 5, 2016.  The petitions were signed by Troy L.
Carson as vice president.

The Debtors listed total assets of $1.06 billion and total debt of
$521.4 million as of March 31, 2016.

The Debtors have hired Michael S. Stamer, Esq., Philip C. Dublin,
Esq., David H. Botter, Esq., and Kevin M. Eide, Esq., at Akin Gump
Srauss Hauer & Feld LLP as general bankruptcy counsel and Robert
J.
Dehney, Esq., Eric D. Schwartz, Esq., and Matthew B. Harvey, Esq.,
at Morris, Nichols, Arsht & Tunnell LLP as co-counsel.

The U.S. Bankruptcy Court issued an order appointing Judge
Christopher Sontchi as mediator to govern mediation procedures and
assist in resolving certain objections related to confirmation of
Hercules Offshore's Joint Prepackaged Chapter 11 Plan of
Reorganization.

On June 20, 2016, the U.S. Trustee for the District of Delaware
appointed three members to the Equity Committee.  The Equity
Committee is represented by Hogan McDaniel and Kasowitz, Benson,
Torres & Friedman LLP as co-counsel and Ducera Securities LLC as
financial advisors.

Kirkland & Ellis LLP and Kirkland & Ellis International LLP, White
& Case LLP and Klehr Harrison Harvey Branzburg LLP represent an ad
hoc group of certain first lien lenders party to that certain
credit agreement, dated as of Nov. 6, 2015, by and among Hercules
Offshore, Inc., as borrower, the Subsidiary Guarantors as
guarantors, the lenders party thereto, and Jefferies Finance LLC,
as administrative agent and collateral agent, as creditors and
parties-in-interest in the Debtors' Chapter 11 cases.

                            *     *     *

On Dec. 2, 2016, the Debtors consummated the Debtors' Modified
Joint Prepackaged Chapter 11 Plan (Incorporating Mediation
Settlement).  Accordingly, on the Effective Date, pursuant to the
terms of the Plan, the Assets automatically vested in the HERO
Liquidating Trust.


HILLDALE PARTNERS: Case Summary & 3 Unsecured Creditors
-------------------------------------------------------
Debtor: Hilldale Partners, LLC
        13547 Ventura Boulevard, #283
        Sherman Oaks, CA 91423

Case No.: 17-11003

Business Description: The Debtor is a single asset real estate
                      as defined in 11 U.S.C. Section 101(51B).
                      It owns an undeveloped land located at
                      1250 Hilldale Avenue in Los Angeles,
                      California valued at $5 million.  The
                      Company has $200 remaining balance in
                      in a checking account deposit with
                      Banc of California.

Chapter 11 Petition Date: April 16, 2017

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Hon. Maureen Tighe

Debtor's Counsel: Bruno Flores, Esq.
                  LAW OFFICES OF BRUNO FLORES, APC
                  3146 Tiger Run Court #109
                  Carlsbad, CA 92010
                  Tel: 760-448-2222
                  Fax: 760-448-2226
                  E-mail: bruno@brunoflores.com

Total Assets: $5,000,200

Total Liabilities: $6,006,836

The petition was signed by Evan Gaskin, managing member.

A copy of the Debtor's list of three unsecured creditors is
available for free at:

        http://bankrupt.com/misc/cacb17-11003.pdf


HT INTERMEDIATE: HoldCo Notes Redemption Credit Pos, Moody's Says
-----------------------------------------------------------------
Moody's Investors Service said that HT Intermediate Holdings
Corp.'s ("Hot Topic", B2 stable) April 12, 2017 notice of
conditional redemption of its $110 million 12%/12.75% Senior PIK
Toggle Notes due 2019 ("HoldCo notes") is a credit positive but
does not impact the ratings or outlook at this time because no
details on the financing have been provided.

HT Intermediate Holdings Corp. ("Hot Topic") through its operating
subsidiary Hot Topic Inc., is a City of Industry, CA-based
specialty retailer. As of October 29, 2016, the company operated
694 Hot Topic stores and 34 BoxLunch stores. Revenues for the
twelve month period ended October 29, 2016 were approximately $758
million. The company has been controlled by Sycamore Partners since
the leveraged buyout in June 2013.



INLAND ENVIRONMENTAL: Unsecureds to Get 30% of Sale Proceeds
------------------------------------------------------------
Inland Environmental and Remediation, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Texas a disclosure
statement dated April 5, 2017, in support of the Chapter 11 plan of
liquidation.

Class 3 General Unsecured Claims are impaired by the Plan.
Unsecured claims of approximately $1,721,823.58 have been filed
against the Debtor.  The holders of Class 3 claims will be paid a
quarterly pro rata distribution by the plan agent from 30% of the
proceeds from the sale or liquidation of the road base material
manufactured by the Debtor until the conclusion of the Play by
court order, payments commencing on 120 days after the Effective
Date.

Under the Plan, the Debtor will commence closure of its Altair,
Texas facility.  The closure will be under the supervision of the
Court, the Texas Railroad Commission, the Surety and the plan
agent, and their respective professionals.  The Surety will advance
incrementally a maximum of $5,575,000 to fund the confirmation of
the Plan and the closure of the Altair, Texas facility including
payment to professionals assisting the Debtor with the closure of
the facility.

During the closure operations, the Debtor will blend in excess of
100,000 tons of material on hand into a product that the plan agent
can market and sell.  The plan agent will liquidate the Debtor's
stored material until closure is concluded.  Post-closure, the plan
agent will sell all remaining equipment on hand and distribute the
proceeds from the sales and liquidation pursuant to the Plan.

Under the Plan, the plan agent will use the proceeds generated from
liquidation of the Debtor's assets to satisfy allowed claims and
interests in accordance with the Bankruptcy Code.  In addition, the
plan agent will be vested with authority to (i) take actions
necessary to liquidate the Liquidating Debtor's assets; (ii) file
claim objections; (iii) make distributions and take other actions
as provided for under the Plan; and (iv) prosecute causes of action
owned by the Debtor's estate, including all claims and causes of
action arising under the Bankruptcy Code.  Once all distributions
have been made, the plan agent will file a final tax return and
dissolve the Liquidating Debtor.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/txsb16-34624-110.pdf

                   About Inland Environmental

Inland Environmental and Remediation, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
16-34624) on Sept. 14, 2016.  The petition was signed by David L.
Polston, chief executive officer and president.  The case is
assigned to Judge Jeff Bohm.

At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.

Richard L. Fuqua, II, Esq., at Fuqua & Associates P.C. serves as
the Debtor's bankruptcy counsel.


J. CREW: Bank Debt Trades at 38% Off
------------------------------------
Participations in a syndicated loan under J. Crew is a borrower
traded in the secondary market at 62.40 cents-on-the-dollar during
the week ended Friday, April 14, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an increase
of 1.59 percentage points from the previous week.  J. Crew pays 300
basis points above LIBOR to borrow under the $1.56 billion
facility. The bank loan matures on Feb. 27, 2021 and carries
Moody's Caa1 rating and Standard & Poor's CCC- rating.  The loan is
one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended April 14.


JACK COOPER: Expects Lower Consolidated Revenue in Fiscal 2017
--------------------------------------------------------------
In due diligence discussions with a financing source in connection
with a proposed private offering of senior secured notes to such
financing source, Jack Cooper Enterprises, Inc., parent company to
Jack Cooper Holdings Corp., disclosed estimates for its
consolidated revenue and Adjusted EBITDA for the fiscal year ending
Dec. 31, 2017.  The Company agreed with the financing source to
publicly disclose the Estimated Information.

Specifically, JCEI currently expects consolidated revenue,
including fuel surcharge, for the fiscal year ending Dec. 31, 2017,
to decline by approximately $60 million to $70 million as compared
to fiscal year ended Dec. 31, 2016.  In addition, JCEI expects
Adjusted EBITDA for the fiscal year ending Dec. 31, 2017, to be
relatively flat to modestly lower as compared to the prior year.

The Estimated Information, including the Adjusted EBITDA estimate
for the fiscal year ended Dec. 31, 2017, includes the impact of (i)
the loss of business from a customer, Nissan Motor Co., Ltd., (ii)
the loss of revenue associated with extended plant shut down
periods, (iii) costs associated with the closure of certain
locations, (iv) the ratification incentive associated with passage
of the collective bargaining agreement with the International
Brotherhood of Teamsters, and (v) costs associated with the
termination of employees during 2017 as a result of cost savings
initiatives.  Items (i) through (v) above are expected to reduce
Adjusted EBITDA for the fiscal year ending Dec. 31, 2017, by
approximately $10 million.  The Estimated Information constitutes
forward-looking statements based on management's estimates as of
April 12, 2017, and JCEI's actual results may be materially
different from the Estimated Information.

As noted above, the Estimated Information reflects the impact of
the loss of revenue from Nissan, which notified the Company on
April 4, 2017, that it has elected to terminate its ongoing
business with the Company effective 90 days from notice.

"The Estimated Information assumes no additional reduction in
business from the Company's existing customers; however, the
Company's customers (including its three largest customers) have
expressed concern regarding the Company's financial condition and
significant leverage and have indicated that they are closely
monitoring the Company's financial condition.  Accordingly, the
failure to reduce the Company's consolidated indebtedness may
result in the loss of additional business, and there can be no
assurance that the Company will be able to successfully reduce its
indebtedness.  Any reduction in business from any of its customers
as a result of the Company's failure to reduce its indebtedness or
otherwise would negatively impact the Estimated Information, and
any loss of business, including from one of the Company's three
largest customers, would have a material adverse effect on the
Company's business, results of operations, financial condition and
cash flows," the Company stated in a Form 8-K report filed with the
Securities and Exchange Commission.

                     About Jack Cooper

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.

Jack Cooper reported a net loss of $33.27 million on $667.84
million of operating revenues for the year ended Dec. 31, 2016,
compared to a net loss of $69.91 million on $728.58 million of
operating revenues for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, Jack Cooper had $279.11 million in total
assets, $628.96 million in total liabilities and a total
stockholders' deficit of $349.85 million.

                        *    *    *

As reported by the TCR on Dec. 14, 2016, S&P Global Ratings said
that it has lowered its corporate credit rating on Kansas City,
Mo.-based Jack Cooper Holdings Corp. to 'SD' from 'CC'.  "The
downgrade follows Jack Cooper's announcement that it has
completed the exchange of its senior unsecured PIK toggle notes due
2019 for a combination of cash and warrants in a transaction that
we consider a distressed exchanged," said S&P Global credit analyst
Michael Durand.

In November 2016, Moody's Investors Service downgraded the ratings
of Jack Cooper Enterprises, Inc., including its Probability of
Default Rating ("PDR") to 'Ca-PD' from 'Caa2-PD' and its Corporate
Family Rating ("CFR") to 'Caa3' from 'Caa2'.


JC PENNEY: Fitch Affirms B+ IDR; Outlook Stable
-----------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
J. C. Penney Company, Inc. and J. C. Penney Corporation, Inc. at
'B+'. The Rating Outlook is Stable.

Fitch expects EBITDA to be range bound between $900 million to $1
billion over the next 24-36 months assuming flat to modestly
negative comps and some cost reduction efforts. This in combination
with projected debt paydown of $1 billion over the next three years
should yield leverage in the 5.0x range compared to leverage of
5.3x in 2016.

KEY RATING DRIVERS

$1 Billion EBITDA Achieved: J. C. Penney Company, Inc. demonstrated
a meaningful turnaround in its business over the last three years,
with EBITDA improving to over $1 billion in 2016 -- adding back $35
million in noncash equity compensation -- from $275 million in
2014. Weaker than expected comparable store sales (comps) in 2016,
at flat versus management's positive 3%-4% expectations, have been
offset by continued cost reductions and enabled the company to
achieve its $1 billion EBITDA target for 2016.

Comps Flat to Modestly Negative: Fitch expects J. C. Penney to
sustain flat to modestly negative comps in 2017/2018, given the
ongoing traffic challenges at mid-tier mall-based apparel
retailers, as volume continues to shift online, and to discount
channels such as off-price. However, Fitch expects J.C. Penney to
continue to benefit from its investments in areas such as
appliances, beauty/Sephora, private brands and its own omnichannel
offerings.

In February 2017, J. C. Penney announced plans to close 130-140
stores, or about 13% of the current store base, over the next few
months. These stores are located in rural areas and generally
smaller than the company average, which prevents the locations from
supporting the company's ongoing growth initiatives. J. C. Penney
noted that the stores to be closed represent less than 5% of the
company's 2016 revenue, or under $600 million, and less than 2% of
EBITDA. Fitch projects the impact of this in combination with flat
to modestly negative comps and a 53rd week in 2017 to result in
overall sales decline of 2.5% in 2017 and 4% in 2018.

EBITDA Expected to Be Range-Bound: Gross margin improvement through
increased private brand penetration and benefit from merchandising
system/supply chain/pricing optimization, is likely to be offset by
investments in areas such as online and growing the appliance
business. Fitch therefore expects EBITDA to trend between $900
million and $1 billion annually over the next 24-36 months,
supported by ongoing cost reductions. In its fourth quarter
earnings call, J.C. Penney commented that its targeted $1.2 billion
EBITDA in 2017 is unlikely, unless it can generate comps north of
2%, relative to its updated guidance of +/-1%.

Positive Free Cash Flow (FCF)/Asset Sales Enables Debt Paydown:
Total liquidity (cash and revolver availability) at Jan. 28, 2017
was about $2.8 billion. Fitch expects FCF to be over $250 million
in 2017 and around $150 million thereafter.

Leverage Expected to Trend to 5.0x: Adjusted debt/EBITDAR was 5.3x
at Jan. 28, 2017, and Fitch expects leverage to trend toward 5.0x
over the next 24-36 months as J. C. Penney pays down $1 billion in
debt maturities through 2019 primarily using FCF and applying $300
million of proceeds from the home office sale towards debt
reduction in 2017.

KEY ASSUMPTIONS

-- Comps are expected to be flat to modestly negative in
    2017/2018 driven by ongoing industry traffic challenges.

-- EBITDA is expected to be $1 billion in 2017 and range bound
    between $900 million and $1 billion thereafter, supported by
    some cost reduction.

-- FCF is expected to be over $250 million in 2017 and around
    $150 million thereafter.

-- Adjusted debt/EBITDAR is expected to trend toward 5x over the
    next 24-36 months as the company pays down $1 billion in debt
    maturities through 2019 using FCF and $300 million proceeds
    from sale of home office.

RATING SENSITIVITIES

Positive Rating Action: A positive rating action could occur if J.
C. Penney's comps are sustained in the positive low single digits,
yielding EBITDA sustainably over $1 billion, and the company pays
down upcoming debt maturities, such that leverage moves toward to
the mid-4.0x range.

Negative Rating Action: A negative rating action could occur if
comps and margin trends stall, or on lower than expected FCF that
prevents the company from paying down debt, causing leverage to
remain in the mid-5.0x range.

LIQUIDITY

J. C. Penney had cash and cash equivalents of $887 million as of
Jan. 28, 2017, and $1.9 billion available under its $2.35 billion
credit facility after deducting $289 million for the borrowing base
restrictions and $157 million for letters of credit. Fitch expects
FCF generation to be over $250 million in 2017 and around $150
million thereafter.

ISSUE RATINGS BASED ON RECOVERY ANALYSIS

For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of obligations of the issuer. The issue
ratings are derived from the IDR and the relevant Recovery Rating
(RR) and notching, based on Fitch's recovery analysis that places a
liquidation value under a distressed scenario of approximately $5.5
billion to $6.0 billion.

J. C. Penney's $2.35 billion senior secured asset-backed loan (ABL)
facility that matures in June 2019 is rated 'BB+/RR1', which
indicates outstanding recovery prospects (91%-100%) in a distressed
scenario. The facility is secured by a first-lien priority on
inventory and receivables, with borrowings subject to a borrowing
base. Any proceeds of the collateral will be applied first to the
satisfaction of all obligations under the revolving facility.

J. C. Penney is required to maintain a minimum excess availability
at all times of not less than (a) $200 million in the event that
10% of the line cap (the lesser of total commitments under the
credit facility or the borrowing base) is equal to or greater than
$200 million or (b) the greater of (i) 10% of line cap and (ii)
$150 million in the event that 10% of the line cap is less than
$200 million.

The $1.68 billion term loan and $500 million senior secured notes
due June 2023 are also expected to have outstanding recovery
prospects of 91%-100%, leading to a 'BB+/RR1' rating. Both the term
loan facility and senior secured notes are secured by (a)
first-lien mortgages on 285 owned and ground-leased stores (subject
to certain restrictions primarily related to Principal Property
owned by J. C. Penney Corporation, Inc.) and nine owned
distribution centers; (b) a first lien on intellectual property
(trademarks including J. C. Penney, Liz Claiborne, St. John's Bay
and Arizona), machinery and equipment; (c) a stock pledge of J. C.
Penney Corporation and all of its material subsidiaries and all
intercompany debt; and (d) second lien on inventory and accounts
receivable that back the ABL facility. The term loan and senior
secured notes rank parri passu in terms of priority of payment.

The $2.6 billion of senior unsecured notes are rated 'B+/RR4',
indicating average recovery prospects (31%-50%).

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

J. C. Penny Company
-- Long-Term Issuer Default Rating (IDR) at 'B+'.

J. C. Penny Corporation
-- Long-Term IDR at 'B+';
-- Senior secured debt at 'BB+/RR1';
-- Senior unsecured notes at 'B+/RR4'.

The Rating Outlook is Stable.


KAISER ALUMINUM: S&P Raises CCR to 'BB+'; Outlook Stable
--------------------------------------------------------
S&P Global Ratings said it raised its corporate credit rating on
Kaiser Aluminum Corp. to 'BB+' from 'BB'.  The outlook is stable.

S&P also raised its issue-level rating on the company's
$375 million senior unsecured notes due 2024 to 'BB+' from 'BB',
with a recovery rating of '3', indicating S&P's expectation for
meaningful (50% to 70% range; rounded estimate: 60%) recovery in
the event of payment default.

"We expect Kaiser to produce adjusted debt to EBITDA of about 2x
and FFO to debt of about 45% over the next 12 months," said S&P
Global Ratings credit analyst Michael Ohneck.  "We also expect
management to prudently manage growth and shareholder-friendly
initiatives while maintaining a strong liquidity profile."

S&P could consider a downgrade in the next 12 months if Kaiser's
operating performance were to deteriorate, such that adjusted debt
to EBITDA is sustained above 3x and FFO to debt is sustained below
30%.  This could also result from debt-financed
shareholder-friendly actions or acquisitions.  S&P could also
consider lowering the rating if profitability metrics and overall
business prospects weakened.

S&P considers an upgrade in the next 12 months to be unlikely.  S&P
could consider an upgrade if Kaiser is able to improve its scale,
scope, and diversity through either acquisitions or organic growth
initiatives while sustaining adjusted debt to EBITDA below 2x, FFO
to debt greater than 45%, and an EBITDA margin of 15% or more.



KUEHG CORP: Moody's Revises Outlook to Pos. & Affirms B3 CFR
------------------------------------------------------------
Moody's Investors Service changed the rating outlook for KUEHG
Corp. to positive from stable. At the same time, Moody's affirmed
the company's B3 Corporate Family Rating (CFR), B3-PD Probability
of Default Rating, and B2 rating on its first lien senior secured
credit facilities, consisting of a $890 million ($884 million
outstanding) term loan due 2022 and an $80 million revolving credit
facility due 2020.

The revision of the rating outlook to positive from stable reflects
the company's positive operating trends and improvements in credit
metrics achieved through earnings growth and margin accretion over
the last year. KinderCare Education expects the stepped up center
rationalization started in 2012 to largely be completed by the end
of 2017 and Moody's anticipates free cash flow will improve in 2018
as the meaningful closure costs wind down to a more normalized
level. KinderCare Education has de-levered through earnings growth
to approximately 5.3x debt-to-EBITDA in 2016 from 5.9x a year ago
and improved EBITDA less capex to interest coverage to
approximately 1.4x pro forma for the proposed repricing of its
first lien debt from about 1.1x a year ago. In Moody's view the
company's demonstrated trajectory of organic revenue growth and
margin improvement will continue over the next 12 to 18 months as
it maintains focus on improving its profitability through real
estate rationalization strategies and cost efficiencies, allowing
for further reductions in leverage. Free cash flow is also expected
to benefit from over $20 million of annual interest expense
reductions achieved through a series of recent repricings and a
replacement of second lien debt with a lower-cost first lien term
loan. The company's current proposal to reprice is credit positive
and will contribute to the reduction in cash interest costs.

The following rating actions were taken:

Issuer: KUEHG Corp.

Corporate Family Rating, affirmed at B3;

Probability of Default Rating, affirmed at B3-PD;

$890 million first lien senior secured term loan due 2022,
affirmed at B2 (LGD3);

$80 million first lien senior secured revolving credit
facility due 2020, affirmed at B2 (LGD3);

The rating outlook changed to positive from stable.

RATINGS RATIONALE

The B3 CFR reflects KinderCare Education's modest free cash flow
generation given high capex requirements as the company refreshes
its portfolio of existing learning centers and builds new centers,
and high levels of debt associated with the purchase of the company
by Partners Group in August 2015. The rating also reflects the
cyclical nature of the child-care and education industry, which is
dependent on macroeconomic factors such as employment and
demographic trends, the highly fragmented and competitive nature of
the industry, and susceptibility to reductions in federal and state
funding support. Furthermore, the company's rating is constrained
by longer-term risks associated with potential shareholder
distributions given the private equity ownership. However, the
rating is supported by the company's large scale within the
childcare and education industry, broad geographic diversity within
the U.S., and the value of its brands. Additionally, the rating
considers improving general economic conditions and employment
trends, modest growth in the company's same center sales and
occupancy rates, and its ongoing cost structure rationalization and
real estate portfolio optimization initiatives that Moody's expects
to continue driving profitability improvements. Also supportive of
the rating are favorable long term demographic fundamentals,
including population growth and increasing percentage of dual
income families.

KinderCare Education has adequate liquidity. Liquidity is supported
by the flexibility under the maximum first lien net leverage
springing covenant in the $80 million undrawn revolving credit
facility and an extended debt maturity profile. However, the
company's liquidity is constrained by only modest free cash flow
generation, given the high level of capital expenditures, and the
modest revolver size relative to the company's revenue base.

The ratings could be upgraded if the company demonstrates same
center revenue growth and improves operating margins such that
EBITDA less capex to interest coverage exceeds 1.5x, free cash flow
to debt is in the mid-single digit range, and adjusted debt to
EBITDA is sustained below 5.0x. In addition, for a higher rating
consideration, the company would need to demonstrate a substantial
improvement in liquidity, characterized by strong and consistent
free cash flow generation.

The ratings could be downgraded if the company experiences a
deterioration in its operating performance or increase in leverage,
possibly due to declines in same center sales, acquisitions or
shareholder distributions. Adjusted debt to EBITDA sustained above
6.5x or a material weakening in the company's liquidity profile
could also pressure ratings.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

KinderCare Education, based in Portland, Oregon, is a large scale
for-profit provider of child-care and education services in the
U.S. As of December 31, 2016, the company had a licensed capacity
to serve 184,739 children from 6 weeks to 12 years of age in 38
states and the District of Columbia. The company operates
approximately 1,335 community-based centers, 87
employer-partnership centers and 473 school-partnership sites under
a number of recognized brands, including "KinderCare", "KinderCare
Education at Work" (formerly "CCLC"), and "Champions". KinderCare
Education was acquired by Partners Group in August 2015. In 2016,
the company generated approximately $1.6 billion in revenues.


LAW-DEN NURSING: Disclosures Has Prelim Nod; Plan Hearing on June 9
-------------------------------------------------------------------
The Hon. Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan granted preliminary approval of
Law-Den Nursing Home, Inc.'s disclosure statement.

As reported by the Troubled Company Reporter on April 11, 2017, the
Debtor filed with the Court an initial combined Chapter 11 plan of
reorganization and disclosure statement dated April 3, 2017, which
states that the Class 4 claims Unsecured Claims against the Debtor
will be paid an amount equal to 33% of the allowed amount of the
claim.  

The hearing on objections to final approval of the adequacy of the
information in the Disclosure Statement and confirmation of the
Plan will be held on June 9, 2017, at 11:00 a.m.

The deadline to return ballots on the Plan, as well as to file
objections to final approval of the adequacy of the information in
the disclosure statement and objections to confirmation of the plan
is May 31, 2017.

The deadline for all professionals to file final fee applications
is July 3, 2017.

                    About Law-Den Nursing Home

Law-Den Nursing Home, Inc., filed a Chapter 11 petition (Bankr.
E.D. Mich. Case No. 16-52058) on Aug. 30, 2016.  The petition was
signed by Todd Johnson, administrator. The Debtor is represented by
Clinton J. Hubbell, Esq., at Hubbell Duvall PLLC, in Southfield,
Michigan.  The case is assigned to Judge Phillip J. Shefferly.  At
the time of its filing, the Debtor estimated assets at $0 to
$50,000 and liabilities at $1 million to $10 million.

The Debtor taps David E. Jerome and the Law Offices of Jerome &
McLean as labor relations counsel, and Michigan Business Advisor as
accountants.

Daniel M. McDermott, United States Trustee for Region 9, submitted
a Notice of Appointment of Patient Care Ombudsman before the U.S.
Bankruptcy Court for the Eastern District of Michigan naming
Deborah L. Fish as the Patient Care Ombudsman in the bankruptcy
case of Law-Den Nursing Home, Inc.


LEWIS HEALTH: BRT Fin'l to Get $2K for 97 Months at 5.25%
---------------------------------------------------------
Lewis Health Institute, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Florida an amended disclosure
statement dated April 10, 2017, referring to the Debtor's plan of
reorganization.

Pursuant to the final court order authorizing the
Debtor-in-possession's emergency motion for determination and
authorization to use cash collateral, the Debtor will pay $2,000
per month to the Class Three Claim of BRT Financial, Inc., payable
at 5.25% interest.  The first payment was made in October 2015 for
a term of 97 months.  This claim is impaired.

The payments to be made pursuant to the Plan by the Debtor will be
in full settlement and satisfaction of all claims against the
Debtor.  The payments of new value contributions and other
post-bankruptcy contributions by the principals of the Debtor, as
necessary to fund operations, shall be in full settlement and
satisfaction of all claims against the principals.

The Plan provides for release of the personal guaranty of Yolanda
Lewis of the Unexpired Lease between the Debtor and ESA St. Lucie
LLC for the lease of office space at 8980 S US Highway 1, No. 102
Port St. Lucie, FL 34952, which was rejected by the Debtor
effective Jan. 31, 2017.  In consideration of the release of claim,
the Yolanda Lewis has contributed significant new value to the
Debtor through her post-petition obligation to HCA.  More
specifically, as part of the Settlement Agreement between HCA and
the Debtor, Yolanda Lewis personally agreed to make payments to HCA
in the total amount of $47,500 even though the obligation to HCA
was solely an obligation of the Debtor.

Yolanda Lewis is an essential asset to the Debtor as she is the
sole owner and sole physician, which means she is the sole
contributor to the Debtor's income and ultimately the Debtor's
success.

The Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/flsb15-25980-173.pdf

As reported by the Troubled Company Reporter on Feb. 21, 2017, the
Debtor filed with the Court the Disclosure Statement, which states
that the undisputed Class Seven General Unsecured Claims total the
amount of $138,631.68 will be repaid over a five-year term of the
Plan at the rate of $400 per month for Month 1-60, on a pro rata
basis, which payments will commence on the Effective Date of the
Plan.

                  About Lewis Health Institute

Lewis Health Institute, Inc., filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 15-25980) on Sept. 3, 2015.  The petition was
signed by Yolanda V. Lewis, president.  The Debtor is represented
by Craig I. Kelley, Esq., at Kelley & Fulton, PL.  The case is
assigned to Judge Paul G. Hyman, Jr.  The Debtor estimated assets
at $0 to $50,000 and liabilities at $100,001 to $500,000 at the
time of the filing.


LIBERTY TOWERS: Sale Price of Assets is $14.5MM Under Amended Plan
------------------------------------------------------------------
Liberty Towers Realty LLC filed with the U.S. Bankruptcy Court for
the Eastern District of New York a third amended disclosure
statement dated April 10, 2017, referring to the Debtor's second
amended Chapter 11 plan of reorganization.

Under the Plan, the Debtor will sell its property pursuant to
Section 363 of the Bankruptcy Code free and clear of all liens
claims and encumbrances.  The sale price set forth in the contract
is $14.5 million.  Under the Plan, the Debtor will sell its
properties.  The Plan filed in December last year proposed that the
sale price of the properties set forth in a contract of sale is
$15,200,000.

Class III consists of the secured claim of NCC Capital LLC, in the
aggregate amount of $1,601,801.64, plus appropriate interest, which
is approximately $3.8 million.  Class III will be paid in full in
cash at the closing of the sale or to an agreed amount between the
parties transaction contemplated under the Plan. Class III is an
impaired class.

The total secured debt on the properties to WF Liberty is $12.5
million, pursuant to an order of Justice Minardos of the Supreme
Court of Richmond County, dated Sept. 3, 2015.  The redemption was
effectuated through the delivery of property in kind which was
accepted by WF Liberty.  Although the language of the order says
electronic funds transfer, John Marangos, State Court attorney for
the Guarantors has stated that, that language was merely to ensure
that it was good funds and that Justice Minardos was prepared to
rule that his order had been complied with.

In order to subvert that imminent ruling by Justice Minardos, a
third-party, Richmond Liberty (the State Court had already ruled it
had no standing in these litigations) filed its own bankruptcy and
removed the foreclosure action to the bankruptcy Court in an
egregious act of forum shopping.  WF Liberty has made a powerful
remand motion, exposing the chicanery of Richmond which motion has
yet to be ruled on.

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

         http://bankrupt.com/misc/nyeb14-45187-168.pdf

As reported by the Troubled Company Reporter on Dec. 15, 2016, the
Debtor filed with the Court a second amended disclosure statement
referring to the Debtor's second amended Chapter 11 plan of
reorganization.  Under that plan, the Debtor proposed to sell its
properties.  The sale price of the properties set forth in a
contract of sale is $15.2 million.  

                      About Liberty Towers

Liberty Towers Realty LLC owns real estate assets located at 170
Richmond Terrace, Staten Island, New York 10301; 178 Richmond
Terrace, Staten Island, New York 10301, 20-24 Stuyvesant Place,
Staten Island, New York 10301; 18 Stuyvesant Place, Staten Island,
New York, 10301; and 8 Stuyvesant Place, Staten Island, New York
10301.

The Debtor sought bankruptcy protection in Brooklyn, New York
(Bankr. E.D.N.Y. Case No. 14-45187) on Oct. 15, 2014, just three
years after the dismissal of its previous Chapter 11 case.  The
petition was signed by Toby Luria as member.  The Debtor estimated
assets and debts of $10 million to $50 million.  The Carlebach Law
Group serves as the Debtor's counsel.

Liberty Towers' case was initially assigned to Judge Carla E.
Craig but has been reassigned to Judge Elizabeth S. Stong due to
Liberty's previous bankruptcy case (Case 11-42589).  The previous
case was dismissed July 27, 2011.

Related entity Liberty Towers Realty I, LLC, also sought bankruptcy
protection (Case No. 14-45189) on Oct. 15, 2014.


LINCOLN RESTAURANTS: Unsecureds to Recoup 0.80% Under Plan
----------------------------------------------------------
Lincoln Restaurants Incorporated filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a disclosure statement dated
April 10, 2017, referring to the Debtor's plan of reorganization.

The Debtor's obligations to Banco de Desarrollo Economico totaling
$329,059.11 will be restructured as a 21-year loan, with interest
at 6.50% per annum, payable in 251 equal monthly installments in
the amount of $2,500 of principal and interest, and one last
payment of $1,748.50, commencing on the Effective Date of the
Plan.

Holders of Class 2 - General Unsecured Claims totaling $629,453.60
are estimated to recover 0.80%.
Holders of Allowed General Unsecured Claims will be paid in
deferred in five equal consecutive monthly installments in the
amount of $1,000.00, commencing on the Effective Date of the Plan.

Payments and distribution under the plan will be paid with the
available funds generated by Debtor's operations.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/prb16-05006-94.pdf

            About Lincoln Restaurants Incorporated

Lincoln Restaurants Incorporated, filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-05006) on June 23, 2016.  The
petition was signed by Francisco J. Vargas Robledo, president.  The
Debtor is represented by Pedro E. Vazquez Melendez, Esq., at Arvelo
& Vazquez, P.S.C.  The Debtor estimated assets at $0 to $50,000 and
liabilities at $500,001 to $1 million at the time of the filing.


LITHO-TECH INC: Disclosures Has Prelim OK; Plan Hearing on May 11
-----------------------------------------------------------------
The Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey has conditionally approved Litho-Tech,
Inc.'s disclosure statement dated April 7, 2017, referring to the
Debtor's plan of reorganization dated April 7, 2017.

A hearing will be held on May 11, 2017, at 2:00 p.m. for final
approval of the Disclosure Statement and plan confirmation.

Objections to the Disclosure Statement and confirmation of the Plan
must be filed by May 4, 2017.  May 4 is also the last day for
filing written acceptances or rejections of the Plan.

Litho-Tech, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 16-33122) on Dec. 4, 2016, disclosing under $1
million in both assets and liabilities.  The Debtor is represented
by Kevin S. Quinlan, Esq.


LUTER ENTERPRISES: Directed to Amend Disclosure Statement
---------------------------------------------------------
Judge Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved the disclosure statement
explaining Luter Enterprises, LLC's Plan, after considering the
objections filed by the U.S. Trustee and creditor, Jeffrey Gump.

Judge Glenn found that the Disclosure Statement meets the
requirements of Section 1125 of the Bankruptcy Code with the
exception of certain information, which the judge said can be
supplied by the filing of an amended disclosure statement.

The Debtor must file an amended disclosure statement, which will
include the following:

   a. Information regarding the location of Debtor's current
operations;

   b. Financial information to enable interested parties to
evaluate the feasibility of Debtor's Chapter 11 plan of
reorganization, such as projections with respect to Debtor's income
and expenses over the life of the Plan;

   c. Information regarding the Debtor's assets, liabilities and
current financial condition, such as a summary of monthly operating
reports filed during the pendency of this Chapter 11 case;

   d. Information as to the means of implementation, such as from
what sources of income and assets Debtor will make payments under
the Plan and to fund on-going post-confirmation expenses, including
a schedule detailing the proposed pro rata distributions to be made
under the Plan;

   e. A liquidation analysis, including an itemization of Debtor's
personal property;

   f. An administrative expense claim for Debtor's accountant,
Sonny F. Martin, CPA, CGMA and GunnChamberlain, P.L.;

   g. Information with respect to Debtor's accounts receivable,
such as whether they have been collected in full or in part, the
extent of Debtor's current accounts receivable and whether its
current accounts receivable are collectible;

   h. Information regarding any potential unsecured deficiency
claims of Ameris Bank or any other creditor;

   i. Identification of potential claim objections, setoffs or
causes of action Debtor intends to pursue prior to confirmation of
the Plan; and

   j. Information regarding post-confirmation management of Debtor
and the nature of compensation provided for same.

Any objections to the Amended Disclosure Statement must be filed
within 21 days from the date of its filing.

If no objections to the Amended Disclosure Statement are timely
received, the Court will enter an order scheduling a hearing to
consider final approval of the Amended Disclosure Statement and
confirmation of the Plan.

Headquartered in Jacksonville, Florida, Luter Enterprises, LLC --
aka Studio City, Gump Sport Photography, Photo Solutions
Marketplace, Spotlight Photographics, Studiostyles.net, and Graphic
Authority -- filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 15-01963) on April 29, 2015, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Michael A. Luter, managing member.

Robert A Heekin, Jr., Esq., at Thames Markey And Heekin, PA, serves
as the Debtor's bankruptcy counsel.


MADISON SQUARE TAVERN: Files Chapter 11 Plan to Sell Restaurant
----------------------------------------------------------------
Madison Square Tavern, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of New York a disclosure statement dated
April 10, 2017, referring to the Debtor's plan of reorganization.

The Debtor has entered into a sale agreement subject to court
approval to sell its restaurant to an affiliate of Michael Sinensky
for the sum of $750,000, plus a revised note in favor of Greater
Hudson Bank in the sum of $1 million.  Based on the APA, the Debtor
has filed a liquidating plan to distribute the cash proceeds of
$750,000 pursuant to a global settlement agreement reached with the
active stakeholders in the bankruptcy case, establishing a division
of the proceeds based upon various discounted pay-offs.  The major
stakeholders in the Chapter 11 case are the Debtor's secured
lender, GHB, the landlord, 150 Pin High LLC, 150 Habern LLC, 150
AB, and the architect, Gary H. Silver Architects, PC.

Confirmation of the Plan also constitutes court approval of the
sale of the Restaurant to the New Operator pursuant to the APA, as
well as court approval of the Global Settlement Agreement for
purposes of Bankruptcy Rule 9019.

The mechanics of the sale transaction include (i) the Debtor's
assumption and assignment of its underlying lease dated July 30,
2013, pursuant to Section 365 of the U.S. Bankruptcy Code; and (ii)
a sale of the Debtor’s operating assets pursuant to Section
363(b) and (f) subject to the restructured Note obligation with
GHB.

Class 4 Unsecured Claims -- totaling $40,000 -- are impaired by the
Plan.  Each holder of an Allowed Unsecured General Claim will
receive, in full and final settlement, discharge and satisfaction
of the allowed claims, a total pro rata distribution based upon a
pool of $40,000 to be paid as soon as practical after the Effective
Date of the Plan.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/nysb16-10520-91.pdf

                  About Madison Square Tavern

Headquartered in New York, New York, Madison Square Tavern, Inc.,
operates a restaurant at 150 West 30th Street, New York, New York,
under a certain lease, dated July 30, 2013, with 150 Pin High LLC,
150 Habern LLC and 15 AB LLC as tenants in common.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 16-10520) on March 4, 2016, listing $2.27 million
in total assets and $4.32 million in total liabilities.  The
petition was signed by Edward Dobres, president.

Judge James L. Garrity, Jr., presides over the case.

Ted J. Donovan, Esq., and Kevin J. Nash, Esq., at Goldberg Weprin
Finkel Goldstein LLP serve as the Debtor's bankruptcy counsel.


MARCO POLO CAPITAL: Unsecureds May Get Up to 50% Under Plan
-----------------------------------------------------------
Marco Polo Capital Markets LLC filed with the U.S. Bankruptcy Court
for the Southern District of New York a joint disclosure statement
referring to the Debtor's Chapter 11 liquidating plan.

The hearing at which the Court will determine whether to confirm
the Plan will take place on May 12, 2017, at 10:00 a.m. (Eastern
Time).  Ballots must be received by May 5, 2017, at 4:00 p.m.
(Eastern Time).  Objections to the confirmation of the Plan must be
filed by May 5, 2017, at 4:00 p.m. (Eastern Time).

Under the Plan, Class 2 General Unsecured Claims will be paid the
balance of the plan distribution fund within 30 days of the later
of the Effective Date or the Plan Distribution Date from the Plan
Distribution Fund, to the extent that funds are available after
payment in full of all allowed unclassified and Class 1 Claims, in
full and final satisfaction of the Class 2 Claims.  Class 2
claimholders will share in the distribution on a pro rata basis.
The Debtor estimates these claims to total $4.75 million.  Class 3
Claims are impaired under the Plan and are allowed to vote on the
Plan.  Upon a best-case recovery under the litigation, in
accordance with the DIP loan term sheet, Class 2 claimholders could
each receive up to a maximum distribution of approximately 50%.
Class 2 Claims are impaired under the Plan and are allowed to vote
on the Plan.

During the Debtor's Chapter 11 case, the Debtor first engaged in an
auction sale process by which it sold off its broker-dealer
business which resulted in satisfaction of the secured claims of
Lee Fensterstock in full.  Since that time, the Debtor has
commenced, inter alia, the adversary proceedings and has now
obtained funding to prosecute the adversary proceedings which, if
successful, will result in a distribution to all of the Debtor's
creditors based upon a distribution agreement reached amongst the
lender, the Debtor and the Committee.

If the Plan is confirmed and the litigation successful, Class 2
unsecured creditors could each receive up to approximately 50% on
account of their allowed claims.  However, if the Plan is not
confirmed, it is likely there will be zero recovery to any
creditors.

The Disclosure Statement is available at:

        http://bankrupt.com/misc/nysb12-14870-120.pdf

                   About Marco Polo Capital

Headquartered in New York, New York, Marco Polo Capital Markets,
LLC, is the parent of broker-dealer Marco Polo Securities Inc.  The
Debtor owned and operated (a) a registered broker dealer and (b) a
technology support service company which services the largest
financial institutions on Wall Street, Latin America, Europe, Asia
and Africa.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 12-14870) on Dec. 13, 2012, estimating its assets
and liabilities at between $1 million and $10 million each.  The
petition was signed by Hugh Webb, chief operating officer.  Judge
Shelley C. Chapman presides over the case.  Jonathan S. Pasternak,
Esq., at Rattet Pasternak, LLP, serves as the Debtor's bankruptcy
counsel.


MDC HOLDINGS: S&P Affirms 'BB+' CCR & Revises Outlook to Stable
---------------------------------------------------------------
S&P Global Ratings said it revised its rating outlook on MDC
Holdings Inc. to stable from negative.  At the same time, S&P
affirmed its 'BB+' corporate credit rating on the company and S&P's
'BB+' issue-level rating on its senior unsecured notes.  The
recovery rating on the unsecured debt is '3', indicating S&P's
expectation for a meaningful (50%-70%; rounded estimate: 65%)
recovery to bondholders in the event of default.

"The stable outlook on MDC's corporate credit rating reflects our
view that the company will maintain debt to EBITDA of 3x or better
while continuing to expand its platform and boost EBITDA through
home closing growth and stable margins," said S&P Global Ratings
credit analyst Christopher Andrews.  "We also expect the company to
increase its spending on land in 2017 and 2018 compared with the
previous two years to invest in future growth, while maintaining
strong liquidity."

S&P does not view a positive rating action as likely over the next
12 months given the company's smaller size and weaker profitability
measures relative to investment grade homebuilding peers.  In
addition, a higher rating would require S&P's confidence that MDC
can maintain leverage of 2x-3x and debt to capital below 35%
through the cycle, where the company has exhibited more volatility
than expected over the past two years.

"While we also view a downward rating action as unlikely over the
next 12 months, we would consider downgrading MDC to 'BB' if we
believe debt to EBITDA would be sustained above 4x, EBITDA interest
coverage would remain below 3x, and debt to total capital would
rise above 45%.  This could directly result from a more aggressive
approach to land acquisition funded by new debt or a sudden and
moderately severe slowdown in MDC's key markets. However, neither
of these are consistent with our industry outlook or our view of
the company's financial policy," S&P said.



MELODY GOOD GIRL: Plan Confirmation Hearing on May 18
-----------------------------------------------------
The Hon. K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida has conditionally approved Melody, Good Girl
Incorporated's disclosure statement dated April 6, 2017, referring
to the Debtor's plan of reorganization.

The court will conduct a hearing on the confirmation of the Plan
and final approval of the Disclosure Statement on May 18, 2017, at
10:00 a.m.

Objections to the Disclosure Statement and plan confirmation must
be filed no later than seven days prior to the date of the
Confirmation Hearing.

Parties-in-interest must submit to the Clerk's office their written
ballot accepting or rejecting the Plan no later than eight days
before the date of the Confirmation Hearing.

The Debtor will file a ballot tabulation no later than three days
before the date of the Confirmation Hearing.

All creditors and parties-in-interest that assert a claim against
the Debtor which arose after the filing of this case, including all
professionals seeking compensation from the estate of the Debtor
pursuant to U.S. Bankruptcy Code Section 330, must file motions or
applications for the allowance of the claims with the court no
later than 14 days after the entry of this April 10 court order.

              About Melody, Good Girl Incorporated

Melody, Good Girl Incorporated dba Servpro of Winter Haven filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-10587), on Dec.
13, 2016.  The Petition was signed by Christopher E. Brill,
president.  At the time of filing, the Debtor estimated assets at
$100,000 to $500,000 and liabilities at $1 million to $10 million.
The Debtor is represented by James W Elliott, Esq., at McIntyre
Thanasides Bringgold Elliott, et al.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.

No trustee or examiner has been appointed in this case and no
official committees have been appointed.


MEN'S WEARHOUSE: Moody's Lowers CFR to B1; Outlook to Stable
------------------------------------------------------------
Moody's Investors Service downgraded The Men's Wearhouse, Inc.
ratings, including its Corporate Family Rating to B1 from Ba3,
Probability of Default Rating to B1-PD from Ba3-PD, secured term
loan ratings to Ba3 from Ba2 and unsecured note rating to B3 from
B2. The company's SGL-2 Speculative Grade Liquidity Rating was
affirmed. The ratings outlook is stable.

"While the company has made considerable progress improving
performance at Jos. A. Bank, the downgrade reflects weakening sales
and margins at the company's remaining businesses, a trend Moody's
expects will continue in 2017," stated Moody's Assistant Vice
President, Mike Zuccaro. "The company faces several headwinds in
2017 including continued weak retail traffic, high promotional
activity, higher losses in its fledgling tuxedo business with
Macy's, and lapping of a large airline corporate apparel contract
in 2016. While Moody's expects the company to maintain a
conservative financial policy that includes debt reduction, given
that top line challenges will remain over the next 12-18 months,
Moody's believes credit metrics are likely to weaken from current
levels."

Moody's took the following rating actions on Men's Wearhouse, Inc.
(The):

Downgrades:

Issuer: Men's Wearhouse, Inc. (The)

-- Probability of Default Rating, Downgraded to B1-PD from Ba3-PD

-- Corporate Family Rating, Downgraded to B1 from Ba3

-- Senior Secured Bank Credit Facility, Downgraded to Ba3(LGD3)
    from Ba2(LGD3)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    B3(LGD5) from B2(LGD5)

Outlook Actions:

Issuer: Men's Wearhouse, Inc. (The)

-- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Men's Wearhouse, Inc. (The)

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

Subsequent to action, Moody's will move the B1 CFR, B1-PD PDR and
SGL-2 ratings and stable outlook to Men's Wearhouse's parent
company, Tailored Brands, Inc.

RATINGS RATIONALE

Men's Wearhouse's B1 Corporate Family Rating reflects its
meaningful scale in the men's apparel industry following the Jos.
A. Bank acquisition, with 1,667 stores in the U.S. and Canada and
total revenue of approximately $3.4 billion. While the company
operates in a relatively narrow segment of the apparel industry,
primarily selling suits and related products, Moody's believes that
this category has less fashion risk than most segments of apparel
retailing. The rating also reflects the diversification benefits of
operating separate brands. While the product mix of Men's Wearhouse
and Jos. A. Bank is substantially similar, each brand focuses on a
different demographic. Liquidity is good, reflecting Moody's
expectation that balance sheet cash, operating cash flow and
revolver availability will more than cover cash flow needs over the
next twelve months. The rating is constrained by the high debt and
leverage burden on the company. Lease-adjusted debt/EBITDAR was
about 4.8x at the end of 2016, and EBIT/Interest was weak at around
1.75x.

The stable outlook reflects Moody's expectation that Men's
Wearhouse will be able to maintain credit metrics appropriate for
the B1 rating level despite the challenging retail environment
given its conservative financial policy which Moody's believes will
result in the company using excess free cash flow toward debt
reduction. The stable outlook also acknowledges that it will take
time for operating improvement initiatives in the remaining
businesses to take hold.

Ratings could be downgraded if revenue and earnings materially
decline or if financial policies become aggressive, resulting in
substantial weakening in credit metrics or liquidity.
Quantitatively ratings could be downgraded if debt/EBITDA was
sustained above 5.5x or interest coverage below 1.5x.

A ratings upgrade would require the company to return to stable
revenue and earnings growth, while reducing debt levels. Metrics
include debt/EBITDA sustained below 5.0x and EBIT/interest above
2.0x.

Headquartered in Houston, TX, Men's Wearhouse is a subsidiary of
Tailored Brands, Inc., which operates 1,667 stores in the U.S. and
Canada, under the Men's Wearhouse, Moores, K&G, and Jos. A. Bank
brands. The company also operates an international corporate
apparel and work wear group consisting of Twin Hill in the United
Stated and Dimensions, Alexandra, and Yaffy in the United Kingdom.
Revenues are about $3.4 billion.


METRO NEWSPAPER: Loss of Clients, Print Media Slump Led to Woes
---------------------------------------------------------------
Sophia Morris, writing for Bankruptcy Law360, reports that Metro
Newspaper Advertising Services Inc. blames its financial woes on
the loss of three key clients and the downturn in the print media
industry.

Court documents show that after the loss of key clients, the Debtor
was forced to take out an asset-based loan that ended up
restricting its cash flow and ability to pay vendors.

Phyllis Cavaliere, the Debtor's CEO, said in court documents, "The
time spent trying to comply with the prior lender's ever changing
requirements and requests for information, followed by the process
of finding a new lender[,] has collectively diverted significant
cost, time and energy that could have been spent focusing on
business needs."

Law360 shares that the Debtor's annual revenue has dropped almost
$100 million since the financial crisis in 2008, as the majority of
the Debtor's business continues to concentrate on print
advertising.  

According to Law360, the Debtor closed offices in Chicago, San
Francisco and New York City before filing for Chapter 11.  Court
documents state that the Debtor also undertook significant layoffs
and cut managers' salaries.

Metro said that in 2016 its annual revenue was around $52 million,
a decrease from the previous year’s $60 million. This was a
further decrease from the company’s peak in 2008, when its gross
annual revenue reached $150 million, according to court documents.

                   About Metro Newspaper

Metro Newspaper Advertising Services, Inc. --
http://www.metrosn.com-- is a comprehensive advertising resource  
that specializes in newspapers and all newspaper related products,
both print and digital.

Metro Newspaper Advertising Services, Inc., based in Yonkers, N.Y.,
filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-22445) on
March 27, 2017.  The petition
was signed by Phyllis Cavaliere, chairman & CEO.  In its petition,
the Debtor estimated $1 million to $10 million in assets and $10
million to $50 million in liabilities.  

The Hon. Robert D. Drain presides over the case.  

Jonathan S. Pasternak, Esq., at DelBello Donnellan Weingarten Wise
& Wiederkehr, LLP, serves as bankruptcy counsel.


MFR RENTAL: Has Until July 13 to File Plan, Disclosure Statement
----------------------------------------------------------------
The bankruptcy case of MFR Rental Properties, LLC, came on for
status conference on April 5, 2017.  At the status conference,
Chief Judge Michael G. Williamson of the U.S. Bankruptcy Court for
the Middle District of Florida reviewed the nature and size of the
Debtor's business and the overall status of the case, and, based on
that review, determined that it is appropriate to implement
procedures governing the filing of a plan of reorganization and
disclosure statement to ensure that the case is handled
expeditiously and economically.

Accordingly, the Court ordered that the Debtor must file a Plan and
Disclosure Statement on or before July 13, 2017.  If the Debtor
fails to file a Plan and Disclosure Statement by the filing
deadline, the Court will issue an order to show cause by the case
should not be dismissed or converted to a Chapter 7 case pursuant
to Section 1112(b)(1) of the Bankruptcy Code.

                 About MFR Rental Properties

MFR Rental Properties, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 17-02334) on March 22, 2017.  The
petition was signed by Manuel F. Rodriguez, Chief Restructuring
Officer.  At the time of filing, the Debtor had $100,000 to
$500,000 in estimated assets and  $500,000 to $1 million in
estimated liabilities.  Buddy D. Ford, Esq. at Buddy D. Ford, P.A.,
is serving as bankruptcy counsel to the Debtor.


MOSAIC MANAGEMENT: Has Control of Chapter 11 Case Thru May 15
-------------------------------------------------------------
Mosaic Management Group, Inc., et al., sought and obtained a
Bankruptcy Court order extending their exclusive plan filing period
through April 12, 2017, and their exclusive solicitation period
through May 15, 2017.

The Court's order was entered April 11.

The Debtors reiterated to the Court that there are still
significant unresolved contingencies in their cases that warrant
the extension.  The Debtors, together with the statutory committees
appointed in their cases, continue to review, revise and edit a
Chapter 11 plan draft.  They also continue to make a substantial
review of claims filed in their cases for valuing, organizing and
filing objection purposes.

On April 12, 2017, a Joint Plan of Reorganization and Disclosure
Statement by the Debtors, the Unsecured Creditors Committee, and
the Investor Creditors Committee was filed.  A hearing will be
convened on April 26 at 10:30 a.m. to consider conditional approval
of the Disclosure Statement.

             About Mosaic Management Group

Mosaic Management Group, Inc., and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case
No. 16-20833) on Aug. 4, 2016.  The petitions were signed by
Charles Thomas Ryals, president and chief executive officer.  Judge
Erik P. Kimball presides over the case.

Mosaic Management Group, Inc. estimated assets at less than $50,000
and liabilities at $50,000 to $100,000. Mosaic Alternative Assets
Ltd. estimated assets at $50 million to $100 million and
liabilities at $1 million to $10 million.

The Debtors originally tapped Berger Singerman LLP as bankruptcy
counsel. In September 2016, the Debtors hired Kristopher E. Aungst,
Esq., and Angelo Castaldi, Esq., of Tripp Scott, P.A. as legal
counsel.  The Debtors also tapped Erwin Legal PLC, as special
counsel; Longevity Asset Advisors, LLC as consultant and sales
agent; GlassRatner Advisory & Capital Group, LLC, as financial
advisors and accountants; and Ricoh USA, Inc. as electronic data
consultant.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on Aug. 23,
2016, appointed creditors of Mosaic Alternative Settlements, Inc.,
to serve on the official committee of unsecured creditors.  The
MASI committee hired Furr and Cohen, P.A. as its legal counsel,
and hire Genovese, Joblove & Battista, P.A., as special counsel.

The Acting U.S. Trustee for Region 21 on Dec. 8, 2016, appointed
creditors of Mosaic Alternative Assets, Ltd., to serve on the
official committee of investor creditors. The Committee of
Investor Creditors retains Bast Amron LLP as counsel.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Mosaic Management Group Inc.
and Paladin Settlements, Inc. as of Dec. 23, 2016, according to the
case docket.


MTN INC: Wants to Use Cash Collateral on Interim Basis
------------------------------------------------------
MTN, Inc., asks the U.S. Bankruptcy Court for the Western District
of Washington to authorize the use of cash collateral on an interim
basis.

The Debtor asks an emergency order to use cash collateral for the
limited purpose of paying ongoing current payroll that is due April
14, 2017.  This would include accrued prepetition payroll from the
last payroll period.  The request would include payment of any
withholding and payroll taxes that would be normally be withheld
and paid on said payroll.  Thereafter, the Debtor asks an order be
entered to set a hearing for interim use of cash collateral for the
purposes of paying ongoing basic operating expenses of the Debtor.


The Debtor has several secured creditors, mostly on restaurant
equipment and equipment leases, but a UCC-1 search indicates
several small secured creditors also included "inventory, supplies"
and other items in their UCC-1 filing that might create cash
collateral from the restaurant operations.

The IRS appears to have filed a tax lien, and is the major secured
creditor as a result of their lien.  The IRS' attorneys, Crissy
Leininger and Pooji Dave, have been asked to approve this emergency
order for entry, but the Motion is filed pending their review for
the Court's early convenience.

The Debtor proposes a budget which provides for payment of normal
post-petition operating expenses, employee wages, etc. for the
interim use of cash collateral, (i.e. excludes payments of any
prepetition debt (other than accrued ongoing payroll), secured
debt, prepetition tax debt, or prepetition vendor debt.

The interim operating budget reflects total sales of $990,500,
total labor prime cost of $657,114 and total expenses of $288,807.

The emergency Motion would be limited to the current payroll that
is due April 14, 2017 in the amount of $85,000 plus taxes.  Payroll
is usually due and paid each Tuesday for the prior Monday –
Sunday work period, but because of an L & I garnishment of the
Debtor's payroll accounts yesterday [Tuesday April 11, 2017]
employees were informed that payroll would be paid on Friday, April
14th.  The next regular payroll would be due Tuesday, April 18,
2017 also in the amount of $85,000 plus taxes for approximately
300+/- employees.  Further, the Debtor receives food inventory on a
daily basis (about $1,200 per location) and pays for said
deliveries on receipt, and asks that it be allowed to continue to
order, receive and pay for daily food inventory for the
restaurants.  

The Debtor operates 7 restaurants in Western Washington, but is
closing down one location, so the budget is for 6 locations.  The
attached 30-day budget is in support of the operations of the
Debtor indicating it is a viable and ongoing operation that will
most likely result in a successful reorganization.

The Chapter 11 filing was necessitated by a $76,000 garnishment
levy by the State of Washington, Department of Labor and
Industries, on the Debtor's accounts on April 11, 2017; and the
Debtor is working with L & I to release said garnishment as a
result of the filing.  As a result of the emergency filing, full
and complete schedules were not filed, but will be filed on or
before the hearing date set for the interim use of cash
collateral.

Accordingly, the Debtor asks the Court to (i) authorize the
immediate use of cash collateral for the payment of daily food
inventory, and payroll now due and payable on April 14, 2017; (ii)
set a first hearing on the matter on April 28, 2017 at 9:30 a.m.;
and (iii) then set a final hearing on use of cash collateral and
adequate protection on the Court's regular motion calendar
thereafter.

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

   http://bankrupt.com/misc/wawb17-11640_6_Cash_MTN_Inc.pdf

MTN, Inc., sought Chapter 11 protection (Bankr. W.D. Wash. Case No.
17-11640) on April 11, 2017.


MTX LEASING: Case Summary & 9 Unsecured Creditors
-------------------------------------------------
Debtor: MTX Leasing, Inc.
        1301 Crestview Drive
        Little Falls, MN 56345

Case No.: 17-31169

Business Description: The Debtor is a small business debtor as
                      defined in 11 U.S.C. Section 101(51D).

Chapter 11 Petition Date: April 13, 2017

Court: United States Bankruptcy Court
       District of Minnesota (St Paul)

Judge: Hon. Kathleen H Sanberg

Debtor's Counsel: Steven B Nosek, Esq.
                  STEVEN B. NOSEK, P.A.
                  2855 Anthony Ln S, Ste 201
                  St Anthony, MN 55418
                  Tel: 612-335-9171
                  Email: snosek@noseklawfirm.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Cary Deason, chief executive officer.

A copy of the Debtor's list of nine unsecured creditors is
available for free at http://bankrupt.com/misc/mnb17-31169.pdf


NAHID M F INT'L: May 23 Disclosure Statement Hearing
----------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining Nahid M F International, Inc.'s plan of reorganization
will be on May 23, 2017, at 10:30 a.m.  Objections to the
disclosure statement are due May 17.

The Troubled Company Reporter previously reported that on the
Effective Date, each holder of an Allowed Class III General
Unsecured Claim will receive, in full and final satisfaction of
their respective claims, a pro rata share of $500 per quarter for
payments one through 20 to be paid from the new value payment of
the Debtor, pursuant to the payment schedule established in the
Debtor's Disclosure Statement.

Payment will commence upon the latter of (i) the Effective Date or,
(ii) the date on which an order approving payment of the Allowed
Unsecured Claim becomes a final court order and be paid according
to a schedule.  The liquidation value of the assets of the Debtor
totaled $13,500.  The Debtor will not pay less than $13,500 to
unsecured creditors over five years.

Class III Claims are impaired.

On the Effective Date, all property of the Debtor's estate,
including all real and personal property interests, will vest in
the Debtor.

Funds to be used to make cash payments under the Plan will derive
from income generated from retail sales of groceries, cigarettes
and beer from the Farm Store.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/flsb16-24969-49.pdf

                 About Nahid M F International

Nahid M F International, Inc., is a drive through Farm Store that
sells groceries, convenience items, candy, and beer.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S. D. Fla. Case No. 16-24969) on Nov. 5, 2016.  The
petition was signed by Mohammed Faruk, president.  

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


NAVISTAR INTERNATIONAL: Believes to Have Satisfied Term Loan
------------------------------------------------------------
Navistar International Corporation ("Parent") and Navistar, Inc.
(the "Borrower"), on Feb. 7, 2017, entered into an Amendment No. 1
to the credit agreement, dated as of Aug. 17, 2012, as amended,
among Parent, the Borrower, the Lenders party thereto, and JPMorgan
Chase Bank, N.A., as Administrative Agent and Collateral Agent.

"The Borrower has determined that the adoption of the Term Loan
Amendment constituted a "significant modification" of the Senior
Secured Term Loan for federal income tax purposes.  Consequently,
for federal income tax purposes, the Borrower is deemed to have
satisfied the Senior Secured Term Loan by issuing new indebtedness
having the terms contained in the Term Loan Amendment.

"The amount treated for federal income tax purposes as realized by
holders of the Senior Secured Term Loan as a result of the adoption
of the Term Loan Amendment is the "issue price" of the deemed new
indebtedness.  The issue price of the deemed new indebtedness is
equal to the fair market value of the Senior Secured Term Loan
immediately following the adoption of the Term Loan Amendment if
the Senior Secured Term Loan is "traded on an established
securities market" within the meaning of the applicable federal
income tax regulations.

"Based on information provided by JPMCB, the Borrower has
determined that (i) the Senior Secured Term Loan is traded on an
established securities market within the meaning of the applicable
federal income tax regulations and (ii) the fair market value of
the amended Senior Secured Term Loan is $997.50 for each $1,000.00
of principal amount.  According to the applicable federal income
tax regulations, the Borrower's determination of the fair market
value of the amended Senior Secured Term Loan is binding on any
holder of such indebtedness unless such holder explicitly discloses
that its determination differs from the Borrower's determination,
and describes the basis for making that determination, on its
timely filed federal income tax return for the holder's taxable
year that includes the date on which the Term Loan Amendment was
adopted."

The statements set forth above are provided solely for the purpose
of satisfying certain information disclosure requirements set forth
in the federal income tax regulations and do not constitute tax
advice.  Neither the Parent nor the Borrower have sought any ruling
from the Internal Revenue Service with respect to the statements
set forth above, and there can be no assurance that the IRS will
agree with such statements.  Each holder of indebtedness under the
Borrower's Term Loan Credit Agreement is urged to consult with its
own tax advisors to determine the federal income tax consequences,
as well as any state, local, foreign and other federal tax
consequences, of the adoption of the Term Loan Amendment.

                 About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.navistar.com/-- is a holding company whose subsidiaries
and affiliates subsidiaries produce International(R) brand
commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label designer
and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar reported a net loss attributable to the Company of $97
million on $8.11 billion of net sales and revenues for the year
ended Oct. 31, 2016, compared with a net loss attributable to the
Company of $184 million on $10.14 billion of net sales and revenues
for the year ended Oct. 31, 2015.

As of Jan. 31, 2017, Navistar had $5.39 billion in total assets,
$10.72 billion in total liabilities and a total stockholders'
deficit of $5.32 billion.

                          *     *     *

Navistar carries as 'B3 'Corporate Family Rating (CFR) and stable
outlook from Moody's.  Moody's said in January 2017 that Navistar's
ratings reflects the continuing challenges the company faces in
re-establishing its competitive position and profitability in the
North American medium and heavy truck markets.

Navistar carries a 'CCC' Issuer Default Ratings from Fitch Ratings.
Fitch said in January 2017 that the ratings for NAV, Navistar,
Inc., and NFC remain on Rating Watch Positive pending completion of
a strategic alliance between NAV and Volkswagen Truck & Bus GmbH
(VW T&B).   The Positive Rating Watch reflects Fitch's expectation
that under terms contemplated for the alliance, NAV would realize
cost synergies, improved liquidity, and strategic opportunities
over the next several years that would support its competitiveness
and operating performance.

As reported by the TCR on March 3, 2017, S&P Global Ratings said
that it raised its corporate credit ratings on Navistar
International Corp. and its subsidiary Navistar Financial Corp. to
'B-' from 'CCC+'.  The outlook is stable.  The upgrade follows
Navistar's strategic alliance with Volkswagen Truck & Bus, which
includes Volkswagen Truck & Bus' 16.6% equity stake in Navistar,
definitive agreements for the two companies to collaborate on
technology, and the formation of a procurement JV.


NDB COMPAY: Completes Liquidation Distribution
----------------------------------------------
N.D.B Company Inc. (EIN 75-6032052), an affiliate of North Dallas
Bank & Trust Co., has completed the distribution in accordance with
the approved Plan of Liquidation and Dissolution of said Company
(the "Plan").  Under the Plan, the shareholders of record of the
Bank at dissolution date became the beneficial owners of the
Company.  The distribution was completed on April 7, 2017.  The
Company, a privately held corporation, distributed cash, in lieu of
stock, of $4.32 per share based on the beneficial owners' pro rata
ownership of the Bank's common stock which should not be considered
a dividend from the Bank.


NEWBURY COMMON: Holders of Settling Lender Claims to Recoup 23%
---------------------------------------------------------------
Newbury Common Associates, LLC, and certain of its affiliates filed
with the U.S. Bankruptcy Court for the District of Delaware a
disclosure statement dated April 10, 2017, referring to the
Debtors' amended joint plan of liquidation.

The deadline to cast ballots evidencing votes either to accept or
reject the Plan is May 11, 2017, at 4:00 p.m. (Prevailing Eastern
Time).

Class 4 Settling Lender Claims are impaired by the Plan and holders
are expected to recover 23%.

John J. DiMenna, Jr., entered into, among other agreements, the
Seaboard Hotel Member Mezzanine Loan Agreement and the PSW Member
Mezzanine Loan Agreement with UCF I, the Seaboard LTS Member
Mezzanine Loan Agreement with CPR, an agreement with IDB that gave
rise to the PSW IDB Promissory Note, and an agreement with Cedar
Hill that gave rise to the $4 million promissory note.  The
Settling Lender Agreements appear to have been executed by Mr.
DiMenna in contravention of, among other things, several of the
first lien mortgage agreements and subscription agreements entered
into by the Debtors and holders of Equity Interests in the Debtors.
Further, Mr. DiMenna falsified the Debtors' financial reports as
they related to the existence of the Settling Lender Agreements.
In the case of at least Cedar Hill, however, public filings of UCC
statements were made on the assets of PropCo Debtors Century Plaza,
Seaboard Residential, One Atlantic, 88 Hamilton, Tag Forest,
Seaboard Hotel, and Park Square West.  

In order to avoid the exercise of remedies by the counterparties to
the Settling Lender Agreements, which threatened to expose his
scheme, Mr. DiMenna executed several extension agreements that
contemplated the grant of additional security to certain of the
Settling Lenders on account of the Settling Lender Claims.  UCF I
and CPR assert that, pursuant to certain Security Agreements
executed by the PropCo Debtors dated on or about Oct. 30, 2015, UCF
I and CPR hold secured claims against the assets of the PropCo
Debtors and the proceeds of the sales of the Debtors' properties.
While the Plan Debtors believe that certain defenses exist to the
enforceability and asserted priorities of the claims asserted on
account of alleged security agreements, litigation regarding the
matters would be protracted and costly, and the result is far from
certain.  If the Settling Lenders were successful in asserting the
Settling Lender Claims, the full amount of the proceeds of the
sales of the Properties would be available to them to satisfy the
claims, leaving no recovery for any other stakeholders in the
Chapter 11 Cases and potentially leaving those stakeholders as
targets of claw-back litigation on account of payments or
distributions received prior to the Petition Dates, including
actions to avoid preferential transfers and fraudulent
conveyances.

Accordingly, the Plan Debtors propose through the Plan a full and
final settlement of the Settling Lender Claims by establishing a
Settling Lender Escrow Account, which will be the sole source of
recovery available to Holders of the Settling Lender Claims.  After
two in-person settlement conferences conducted by the Debtors with
the Settling Lenders and Participant Investors, as well as numerous
follow-on sets of calls and written correspondence, the Settling
Lenders agreed that the amount to be funded into the Settling
Lender Escrow Account would be limited to $9.4 million, and an
additional $1,000,000 would be directed to fund the Investor Trust,
with the remaining amount of the Plan Debtors' funds used to
wind-down their Estates and make distributions to holders of
allowed claims (other than Investor Claims and Subordinated
Claims).  The Settling Lender Claims have been asserted in an
aggregate amount of not less than $40,164,284.45.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/deb15-12507-1679.pdf

As reported by the Troubled Company Reporter on March 3, 2017, the
Debtors filed with the Disclosure Statement dated Feb. 27, 2017,
referring to the Debtors' joint plan of liquidation.  Under that
Plan, Class 5 General Unsecured Claims are impaired.  Estimated
recoveries for holders of these claims are: (a) Investor Trust
Debtors: 35%-65%; (b) Seaboard Hotel LTS and Seaboard Hotel LTS
Member: 0%; and (c) Other Plan Debtors: 10%-40%.  Each holder of a
General Unsecured Claim will receive, in full satisfaction thereof,
its pro rata share of the applicable Distribution Escrow
Sub-Account of the Plan Debtor against whom its claim it allowed,
that remains after all payments are made to senior Classes of
Claims (excluding Class 4, Settling Lender Claims) against such
Plan Debtor in accordance with the Payment Waterfall, until the
holder has received payment in full of its allowed claim.

                About Newbury Common Associates
   
Newbury Common Associates, LLC, et al., comprise a corporate
enterprise that owns a diverse portfolio of high quality,
distinctive commercial, hospitality and residential properties with
an aggregate of approximately 800,000 square feet located primarily
in Stamford, Connecticut.

On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates
each commenced a voluntary case (Bankr. D. Del. Lead Case No.
15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14,
Tag Forest LLC commenced a Chapter 11 case (collectively, "Original
Debtors").  On Feb. 3, 2016, Newbury Common Member Associates, LLC,
and 8 affiliates commenced a voluntary case under chapter 11 of the
Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates,
LLC, filed a Chapter 11 petition (collectively "Additional
Debtors").  The petitions were signed by Marc Beilinson, chief
restructuring officer.  At the time of the filing, the Debtors
estimated assets and liabilities at $100 million to $500 million.

Seaboard Realty, LLC, its principals or entities it manages serve
as the manager under the operating agreements for each of the
Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L.
Kelly, Jr., and 25% by William A. Merritt, Jr.  The Original
Debtors other than Seaboard Residential, LLC, Tag, and Newbury
Common Associates, LLC, are holding companies whose assets are
substantially comprised of the equity of the Property Owner
Debtors.  The Debtors' eight operating property are owned by the
"Property Owner Debtors", namely Century Plaza Investor Associates,
LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates,
LLC; Park Square West Associates, LLC; Clocktower Close Associates,
LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue
Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates,
LLC; and Seaboard Residential, LLC.

The Original Debtors' Chapter 11 cases are being jointly
administered pursuant to an order entered Dec. 18, 2015.  The
Debtors later won approval of a supplemental motion seeking joint
administration of the Additional Debtors' Chapter 11 cases with the
cases of the Original Debtors for procedural purposes only.

As of Jan. 7, 2016, the Debtors had incurred purported aggregate
funded secured indebtedness of approximately $177.2 million in
principal, including approximately $150.4 million of property-level
secured debt and approximately $26.8 million of purported and
allegedly unauthorized mezzanine debt.

The Debtors are represented by Robert S. Brady, Esq., at Young
Conaway Stargatt & Taylor, LLP, and Dechert LLP.  They retained
Donlin Recano as claims and noticing agent, and Anchin, Block &
Anchin as their Forensic Accounting Services Provider.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Debtors' cases.


NEWSTAR FINANCIAL: Fitch Affirms BB- IDR; Outlook Stable
--------------------------------------------------------
Fitch Ratings has affirmed the long- and short-term Issuer Default
Ratings (IDR) of NewStar Financial, Inc. (NewStar) at 'BB-' and
'B', respectively. Fitch has also affirmed NewStar's senior
unsecured debt at 'BB-' and the subordinated notes at 'B/RR6'. The
Rating Outlook is Stable.

KEY RATING DRIVERS

IDRS, SENIOR AND SUBORDINATED DEBT

The rating affirmations reflect NewStar's established business as a
direct middle-market lender, the well diversified portfolio of
senior secured loans, demonstrated performance track record in
middle-market credit, a modest but growing asset management
platform, and experienced management team.

The ratings also benefit from NewStar's strategic partnership with
GSO Capital Partners (GSO), a subsidiary The Blackstone Group L.P.
(long-term IDR 'A+'/Stable Outlook) and Franklin Square Capital
Partners (Franklin Square; FS Investment Corp. long-term IDR
'BBB-'/Stable Outlook). Fitch believes the partnership enhances the
company's overall franchise, improves deal flow and sponsor
relationships, and supports NewStar's growth aspirations.

NewStar's ratings are constrained by its higher leverage relative
to peers, reliance on secured wholesale funding, a weak but
improving earnings profile, inconsistent strategic direction over
time, and execution risk associated with its planned business
strategy. These constraints are set against a backdrop of a highly
competitive middle market underwriting environment, which could
pressure asset quality and earnings performance in coming years.

Over the last several years, NewStar has undertaken several shifts
in strategic direction, including the partnership with GSO/Franklin
Square in November 2014, the acquisition of Boston-based Feingold
O'Keeffe Capital in October 2015, the sale of its asset-based
lending business to Sterling National Bank in March 2016 and the
sale of the equipment finance business to Radius Bank in December
2016. Fitch views these transactions as a continuation of NewStar's
transformation from a bank-styled diversified commercial finance
company to a more specialized commercial lender with a focus on
managing assets for institutional investors. Fitch believes
NewStar's future growth will be driven by its ability to leverage
existing sponsor relationships and capitalize on referrals and
co-investment opportunities with GSO/Franklin Square. Fitch would
view outsized portfolio growth cautiously in the highly competitive
underwriting environment, which has resulted in tighter spreads,
higher leverage levels and weaker covenant packages, broadly, in
the middle market.

NewStar's investment portfolio is well-diversified, comprised
predominately of senior secured loans, with first-lien loans
representing 96.4% of the total portfolio, as of Dec. 31, 2016. Net
charge-offs amounted to 0.9% of average loans in 2016, which
compares favorably to peak charge-offs of 3.4% in 2010. Loans on
non-accrual status amounted to 3% at YE16, down from a peak of 8.1%
in 2009. Despite strong asset quality performance, Fitch expects
NewStar's credit costs will increase modestly over the near to
medium term, reflecting the seasoning of recent growth, as well as
the potential for increased debt service burdens for underlying
borrowers as interest rates continue to rise. Still, at YE16,
NewStar realized modest credit losses associated with only one loan
originated post-credit crisis (2009-2016 vintages), amounting to
0.1% of post-crisis originations.

Operating performance has benefited from recent divestitures and
other cost savings initiatives, but NewStar's financial performance
remains weaker relative to peers due higher funding costs, with
pre-tax returns on average equity amounting to 7.38% in 2016.
Management has made progress on its efforts to streamline
operations, reduce costs, and reposition the company as an asset
management business. Fitch expects operating performance to improve
more meaningfully over time as the capital-light asset management
business begins to contribute more to earnings, although run-rate
cost rationalization should benefit 2017 earnings to a modest
extent.

Fitch calculates Newstar's leverage as total debt to tangible
equity, with no equity credit afforded to the subordinated notes.
On this basis, leverage amounted to 5.63x, as of YE16, compared
with 5.48x at YE15. Management has articulated its intention to
reduce leverage to a range of 4.4x-4.8x in 2017 given the
expectation to transition the company as a direct commercial lender
and asset manager, which is meaningfully less balance sheet
intensive. Deleveraging over the next 12 months is expected to be
achieved through loan repayments and through proceeds from
NewStar's recent divestitures. A further reduction in tangible
balance sheet leverage over time to the 3.0x-3.5x range would be
viewed positively from a ratings perspective.

On Dec. 6, 2016, the board of directors authorized the programmatic
repurchase of up to $30 million of common stock. The current
program is expected to expire on Dec. 31, 2017. The board also
instituted its first quarterly cash dividend on Feb. 14, 2017,
amounting to $0.02 per share. Fitch views the strategic use of
excess liquidity through the share repurchases and dividend as
appropriate, given the firm has remained prudent in its capital
deployment in the current competitive underwriting environment.
Fitch expects NewStar will continue to make accretive share
repurchases to continue so long as the current share price is below
the firm's enterprise value per share.

NewStar's funding profile remains highly reliant on wholesale
funding, comprised of medium-term warehouse credit facilities, term
securitizations, corporate unsecured debt, and subordinated debt.
Fitch views the firm's access to the unsecured markets favorably,
but the debt is relatively expensive. As of Dec. 31, 2016, 18.6% of
NewStar's outstanding debt was unsecured, represented by $380
million in senior unsecured notes outstanding, with a coupon of
7.25% and $300 million of subordinated debt, with a coupon of
8.25%. At YE16, NewStar's average cost of funds was 4.65%, compared
with 4.35% at YE15, given a modest widening of CLO spreads.

The rating of the subordinated debt is two-notches below NewStar's
long-term IDR, reflecting Fitch's assessment of the instrument's
respective non-performance and relative loss severity risk profile.
The two-notches represent incremental risk relative to the IDR,
which is a function of increased loss severity due to subordination
and heightened risk of non-performance relative to other (e.g.
senior) obligations.

The Stable Outlook reflects Fitch's expectation for modest
improvement in operating performance, and the maintenance solid
asset quality performance, appropriate leverage, sufficient
liquidity and adequate interest coverage over the medium term.

RATING SENSITIVITIES
IDRS, SENIOR AND SUBORDINATED DEBT

Fitch views positive rating momentum for NewStar as limited over
the Outlook horizon given the time it will take to reposition the
company into an asset management business and execution risks
associated with that strategy. However, positive rating momentum
could develop over time, driven by execution of the stated
strategy, stable asset quality performance of recent vintages,
improved profitability, and ability to realize synergies from the
GSO/Franklin Square relationship. Reduced leverage and improved
funding flexibility could also contribute to positive rating
momentum.

Conversely, negative rating momentum could be driven by material
deterioration in asset quality performance, migration away from the
primary focus on senior secured, an increase in leverage beyond
management's articulated range, and/or an inability to improve
earnings performance over time. The provision of financial support
to non-recourse funding vehicles (i.e. credit facilities,
repurchase agreements and term securitizations), or actions that
impair NewStar's liquidity position, could also contribute to
negative rating momentum.

The ratings of the senior unsecured debt and subordinated debt are
sensitive to changes in NewStar's IDR. The ratings of the senior
unsecured debt are also sensitive to the level of unencumbered
balance sheet assets available for unsecured creditors. A decline
in the level of unencumbered asset coverage combined with a
material increase in secured debt could result in the notching
between the IDR and the senior unsecured debt.

Founded in 2004 and based in Boston, MA, NewStar is a specialty
commercial finance company with a focus on direct lending to U.S.
middle-market companies. Through its asset management platform,
NewStar also offers a range of investment products employing
credit-oriented strategies focused on middle-market loans and
liquid, tradeable credit. As of Dec. 31, 2016, NewStar had managed
assets of $6.7 billion, including $3.6 billion of loans and credit
investments on balance sheet. The company's stock is traded on the
NASDAQ under the ticker 'NEWS'.

Fitch has affirmed the ratings:

NewStar Financial, Inc.
-- Long-term IDR at 'BB-';
-- Short-term IDR at 'B';
-- Senior unsecured debt at 'BB-';
-- Subordinated debt at 'B/RR6'.

The Rating Outlook is Stable.


NOVATION COMPANIES: 100% in 10Yrs for RMBS Litigation Claimholders
------------------------------------------------------------------
Novation Companies, Inc., et al., filed with the U.S. Bankruptcy
Court for the District of Maryland a first amended disclosure
statement dated April 10, 2017, referring to the Debtors' joint
Chapter 11 plan of reorganization.

Holders of Class 4a RMBS Litigation Claims Against Novation are
expected to recover 100%.  Except to the extent that a holder of an
RMBS Litigation Claim agrees to different treatment, each holder of
an Allowed RMBS Litigation Claim against Novation will receive, in
full and complete satisfaction, settlement and release of and in
exchange for such Claim, (x) to the extent the claim is covered by
an insurance policy, payment solely from and to the extent of the
applicable coverage under insurance policies and the interim
funding agreement or (y) in the event the claim is not covered by
an insurance policy, payment will be paid in full in cash once
allowed by Final Order over a 10-year period payable in equal
quarterly installments, together with interest at the Federal
Judgment Rate.  If the New Jersey Carpenters Health Fund Settlement
is approved on a final basis by a final court order of the United
States District Court for the Southern District of New York and
consummated by its terms, the settlement compensation provided
thereunder to the lead plaintiff and the certified class (other
than any class members that timely exclude themselves from the New
Jersey Carpenters Health Fund Settlement pursuant to the terms
thereof) in the New Jersey Carpenters Health Fund Case will serve
as full and final satisfaction of the Claims they have asserted in
these Chapter 11 Cases in lieu of the treatment provided by the
Plan.

This class is impaired by the Plan.

On the Effective Date, the Plan Debtors will use cash on hand and
from the disposition of marketable securities to fund all payments
required under the Plan and to close the HCS Transaction.  The Plan
Debtors have estimated and will present expert testimonial evidence
at the Confirmation Hearing that their portfolio of existing bonds
will generate approximately $50 million in future cash flows
through the year 2033 when the Class 2 notes mature.

The First Amended Disclosure Staetment is available at:

               http://bankrupt.com/misc/mdb16-19745-405.pdf

As reported by the Troubled Company Reporter on March 30, 2017, the
Debtors filed a disclosure statement referring to the plan of
reorganization that provides for the Plan Debtors' emergence from
the Chapter 11 Cases.  The Plan provides for the authorization of
the transactions contemplated by that certain Stock Purchase
Agreement by and among Novation Holdings, Inc., a wholly-owned
subsidiary of the Novation (NHI) and Butler America, LLC, the owner
of Healthcare Staffing, Inc. (HCS), which owns and operates a
healthcare staffing solutions business, (Butler or Seller and,
together with HCS, the Seller Parties) (the HCS Transaction).
Under the Plan, all creditors' claims are to be paid in full from
proceeds from the HCS cash flow as well as cash flow from the Plan
Debtors' residual and over-collaterization bond holdings, estimated
to be approximately $50 million.  The Disclosure Statement contains
projections of future cash flows and establishes the Plan's
feasibility.

                   About Novation Companies

Novation Companies, Inc. and certain of its subsidiaries filed
voluntary petitions for chapter 11 business reorganization in
Baltimore, Maryland (Bankr. D. Md. Lead Case No. 16-19745) on July
20, 2016.  The cases are assigned to Judge David E. Rice.

In its petition, NCI lists assets of $33 million and liabilities of
$91 million.  As of the petition date, NCI and its subsidiaries
have in excess of $32 million in cash, marketable securities and
other current assets.

Headquartered in Kansas City, Missouri, Novation Companies (otcqb:
NOVC) -- http://www.novationcompanies.com/-- is in the process    
of implementing its strategy to acquire operating businesses or
making other investments that generate taxable earnings.

Prior to 2008, Novation originated, purchased, securitized, sold,
invested in and serviced residential nonconforming mortgage loans
and mortgage securities.  At the height of its business, debtor NMI
claims to have originated more than $11 billion annually in
mortgage loans.  After the Debtors ceased their lending operations
and completed a sale of its servicing portfolio amidst the housing
collapse in 2007, the Company has been engaged in the business of
acquiring various businesses.  The Debtors have five full-time
employees and one part-time employee.

The Debtors hired the law firms of Shapiro Sher Guinot & Sandler,
P.A., and Olshan Wolosky LLP as co-counsel. The Debtors also
hired Orrick, Herrington & Sutcliffe LLP as special litigation
counsel; Holland & Knight LLP as Investment Company Act compliance
counsel; and Deloitte Tax LLP as tax service provider.

On Aug. 1, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


NUSTAR ENERGY: Fitch Affirms BB IDR After Navigator Acquisition
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) for NuStar Energy, L.P. (NuStar) and NuStar Logistics, L.P.'s
(Logistics) at 'BB'. The senior unsecured rating for Logistics is
affirmed at 'BB'/RR4 and the junior subordinated notes at 'B+'/RR6.
The Rating Outlook for both entities remains Stable. A full list of
rating actions follows the end of this press release.

The rating affirmation follows NuStar's announcement that it will
acquire Navigator Energy Services, LLC (Navigator) for $1.475
billion in cash from First Reserve. Navigator has crude oil
transportation, pipeline gathering and storage assets located in
the Midland Basin in the Permian. NuStar intends to finance the
acquisition with a combination of equity and debt. The equity
offering is already underway and will generate gross proceeds of
approximately $580 million (excluding the underwriter's 30 day
option for another 15%). The remaining financing is expected to
occur within the next couple of weeks. If needed, NuStar has bridge
financing in place. Fitch assumes funding for the transaction will
be done in a balanced manner. The acquisition is expected to close
in mid to late May 2017 and is subject to closing conditions as
well as regulatory approvals.

Assets include 500 miles of crude oil pipelines, a gathering system
with 400,000 bpd of capacity, and storage with over one million
barrels of capacity. The pipeline has 74,000 bpd backed by
ship-or-pay commitments with a seven year average contract life.
The gathering system has 500,000 dedicated acres with an average
contract life of 10 years. Of the one million barrels of storage
capacity, 440,000 barrels are contracted with an average life of
seven years. Importantly, these midstream assets are located in
five of the six most prolific counties in the Midland basin.

NuStar is the parent of the operating subsidiaries Logistics and
NuStar Pipe Line Operating Partnership, L.P. (NPOP). Senior
unsecured debt is issued by Logistics and guaranteed by NuStar.
There is no debt outstanding at NPOP.

KEY RATING DRIVERS

The 'BB' rating is supported by NuStar's strong fee-based and
regulated pipeline, terminalling and storage assets. The
acquisition of Navigator will increase NuStar's basin diversity and
should help increase its stable cash flows. Furthermore,
Navigator's assets are located in the Midland basin in the Permian,
a basin with low cost crude production and a strong growth profile.


The rating is also supported by NuStar's presence in two important
crude basins once the acquisition closes. NuStar already has
significant assets in the Eagle Ford and the Navigant acquisition
will mean NuStar will also have significant assets in the Permian.
Volumes in the Midland basin are expected to grow significantly
over the next few years. As a result, NuStar will increase in size
and scale while increasing its geographic diversity, into one of
the most favorable production profile basins in the U.S.

Concerns include increasing leverage as a result of the pending
acquisition. At the end of 2016, NuStar's leverage (defined as
adjusted debt to adjusted EBITDA) was 5.1x. With the pending
acquisition, leverage is now expected to rise 6.2x-6.8x by the end
of 2017. Financing for the acquisition is expected to come from a
balance of debt and equity. Fitch projects leverage to fall to
approximately 5.0x at the end of 2018. The projected decline in
2018's leverage is largely attributed to a full year of EBITDA from
the Navigant assets.

Other concerns include weakness in the distribution coverage ratio.
Fitch projects that after the new common units are offered to
finance the acquisition, the coverage ratio will fall below 1.0x.
However, as volumes and EBITDA ramps up from the Navigator
acquisition, Fitch projects it to increase to approximately 1.0x by
the end of 2018. Additional concerns include execution risk, as
well as, integration risk.

Release from Support for Axeon: NuStar is no longer required to
provide financial support for a business it sold. It previously
provided financial support for a divested asphalt business, Axeon
Specialty Products LLC (Axeon). It provided a $190 million term
loan and up to $125 million of credit support to Axeon. In February
2017, Axeon was sold to another party and upon doing so, NuStar was
repaid a portion but not all of the amount outstanding on the term
loan. NuStar no longer provides Axeon credit support.

NuStar was paid $110 million for the Axeon term loan in the first
quarter of 2017 and it recorded a $58.7 million noncash impairment
charge for the term loan in the fourth quarter of 2016. Fitch views
the release from these obligations as favorable for NuStar.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for NuStar include:

-- The acquisition of Navigant closes in May 2017;
-- Fitch's assumes a base case commodity price for WTI of $50.00
    for 2017, $52.50 for 2018, $57.50 for 2019 and $62.50 for the
    long term;
-- Leverage increases and falls in the range of 6.2x to 6.8x by
    the end of 2017;
-- Growth in EBITDA is significant in 2018 causing leverage to
    fall to approximately 5.0x by the end of 2018;
-- No distribution growth for common unit-holders.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:

-- While not expected in the near term, Fitch may take positive
rating action if leverage falls below 5.0x for a sustained period
of time provided that the distribution coverage is at or above
1.0x.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Lack of access to capital markets;
-- Failure to reduce growth capex if availability to fund growth
    is restricted or too heavily dependent on debt;
-- Reduced liquidity;
-- Deterioration of EBITDA and inability to meet growth
    expectations associated with capex spending and the Navigator
    acquisition;
-- Significant increases in capital spending beyond Fitch's
    expectations which have negative consequences for the credit
    profile;
-- Increased leverage beyond 6x for a sustained period of time.

LIQUIDITY

As of Dec. 31, 2016, the partnership had $36 million of cash and
equivalents on the balance sheet. NuStar had utilized $855 million
on the $1.5 billion revolver due 2019, including $16 million of
letters of credit outstanding. Availability to draw on the revolver
is restricted by the leverage covenant as defined by the bank
agreement which does not allow leverage to be greater than 5x for
covenant compliance. However, if NuStar makes acquisitions which
exceed $50 million, the bank-defined leverage ratio increases to
5.5x from 5.0x for two consecutive quarters. Fitch expects NuStar
to remain covenant compliant.

The bank agreement definition of debt excludes debt proceeds held
in escrow for the future funding of construction, which was $42
million as of Dec. 31, 2016, $403 million of junior subordinated
debt, and $227 million of perpetual preferreds which were recently
issued. The bank-defined leverage calculation also gives pro forma
credit for EBITDA for material projects and acquisitions.

NuStar also has access to two short-term lines of credit with
uncommitted borrowing capacity of $75 million. As of Dec. 31, 2016,
there was $54 million of borrowings on these credit lines leaving
$21 million available for borrowing.

In June 2015, NuStar established a $125 million receivable
financing agreement which can be upsized to $200 million. This
agreement has an initial termination date of June 15, 2018 with the
option to renew for an additional 364-day period thereafter. As of
Dec. 31, 2016, it had $105 million of accounts receivables in the
securitization program for NuStar Finance LLC. Account receivables
held by NuStar Finance LLC are not available for claims of credits
of NuStar Energy LP.

NuStar has no near-term debt maturities. There is $350 million in
notes due in 2018. NuStar also has $402.5 million of junior
subordinated notes callable in 2018; however, they are not due
until 2043.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

NuStar Energy, L.P.
-- Long-Term IDR at 'BB';
-- Perpetual preferred equity at 'B+/RR6'.

NuStar Logistics, L.P.
-- Long-Term IDR at 'BB';
-- Senior unsecured notes at 'BB'/RR4;
-- Junior subordinated notes at 'B+'/RR6.

The Rating Outlook for both entities is Stable.


NUVERRA ENVIRONMENTAL: Inks RSA, Filing for Ch. 11 by April 24
--------------------------------------------------------------
Nuverra Environmental Solutions, Inc. announced that it has entered
into a Restructuring Support Agreement with the holders of more
than 80% of the Company's outstanding 12.50%/10.0% Senior Secured
Second Lien Notes due 2021 to complete a comprehensive
recapitalization of the Company that will significantly deleverage
the Company's balance sheet, improve liquidity and support
operations while the energy market recovers from the prolonged
depression of oil and natural gas prices.  The agreement provides
that the recapitalization will be completed pursuant to a proposed
prepackaged plan of reorganization through the filing of a Chapter
11 restructuring on or before Monday, April 24, 2017.  The Company
expects to commence a solicitation of votes for the Plan no later
than Thursday, April 20, 2017.  All obligations and commitments
under the RSA are subject to the terms and conditions provided
therein.

Prior to the Company's commencement of the Restructuring, business
operations will continue uninterrupted and additional working
capital will be provided by the Company's term lenders.

Similarly, operations are expected to continue as usual and without
interruption after the Company commences the Restructuring and
throughout the in-court process.  Additional liquidity, in the form
of debtor-in-possession financing, is expected to be available
during the Restructuring process to maintain operations. As a
result, the Company anticipates that there will be no change in
Nuverra's ability to meet its customer needs, and customer
agreements will remain in effect.  Under the contemplated Plan, the
Company's vendors and trade creditors will be paid in full in the
ordinary course of business.  In addition, employees will be paid
as usual and continue to receive benefits before and after the
filings, pending customary court approvals.

The Company has been immersed in an ongoing process with lenders
and noteholders to create a capital structure that its business can
support while the energy market recovers from the prolonged
depression in oil and natural gas prices.  A significant part of
that process is rightsizing Nuverra's overall debt.  The Board of
Directors has determined that the best course of action at this
time is an in-court, prepackaged plan of reorganization that will
allow the Company to reduce its debt and obtain new financing so
that the Company can continue to provide excellent service to its
customers.  The Company plans to complete this process quickly and
without interruption to business operations.  The Company expects
to exit the restructuring process with a significant reduction in
net debt.

Significant elements of the Plan as contemplated by the RSA and
subject to the terms and conditions of the RSA include:

   * Debtor-in-possession financing provided by the lenders under
     the Company's asset-based lending facility and/or term loan;

   * Payment in full of all administrative expense claims,
     priority tax claims, priority claims and asset-based lending
     facility claims;

   * Payment in full of all undisputed customer, vendor or other
     trade obligations;

   * Conversion of $75 million in term loan claims into newly
     issued common stock;

   * Conversion of 2021 Notes into newly issued common stock and
     rights in the rights offering;

   * Cancellation of the Company's 9.875% Senior Notes due 2018
     and existing common stock;

   * A rights offering provided to the holders of the 2021 Notes,  

     and, under certain conditions, the 2018 Notes and existing
     common stock to acquire, in the aggregate, $150 million of
     new common stock of the reorganized Company;

   * Exit financing, to the extent necessary; and

   * Company to emerge with significantly reduced debt.

The Company also announced that it has retained Robert D.
Albergotti of AP Services, LLC (and a managing director of
AlixPartners, LLP), as chief restructuring officer.  Mr. Albergotti
is responsible for the oversight and implementation of the
Company's restructuring efforts and will report directly to the
Company's board of directors.  Mr. Albergotti brings to the Company
expertise in the development and implementation of complex
restructuring solutions to maximize value for all stakeholders,
including expertise managing restructurings in chapter 11 cases.

The Company's legal advisors include Shearman & Sterling LLP,
Squire Patton Boggs (US) LLP and Young Conaway Stargatt and Taylor
LLP.  The Company's financial advisor is Lazard Middle Market,
LLC.

More information can be found in the Company's Form 8-K filed with
the Securities and Exchange Commission on April 12, 2017, a copy of
which is available for free at https://is.gd/dy2Icv

                       About Nuverra

Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.

Nuverra reported a net loss attributable to common stockholders of
$195 million in 2015, a net loss attributable to common
stockholders of $516 million in 2014 and a net loss attributable to
common stockholders of $232 million in 2013.

As of Sept. 30, 2016, Nuverra had $388.3 million in total assets,
$496.3 million in total liabilities and a total shareholders'
deficit of $107.96 million.

KPMG LLP, in Phoenix, Arizona, 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 limited cash resources, which raise
substantial doubt about its ability to continue as a going concern.


NYMOX PHARMACEUTICAL: Insufficient Funds Raise Going Concern Doubt
------------------------------------------------------------------
Nymox Pharmaceutical Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 20-F, disclosing a
net loss of $13.11 million on $283,611 million of total revenue for
the year ended December 31, 2016, compared to a net loss of $17.89
million on $2.76 million of total revenue for the year ended
December 31, 2015.

The Company's balance sheet at December 31, 2016, showed total
assets of $2.06 million, total liabilities of $2.70 million, and a
stockholders' deficit of $641,420.

The Corporation is subject to a number of risks, including the
successful development and marketing of its technologies the
ability to raise financing to pursue the development of its
operations.  The Corporation depends on private placements and
other types of financing as well as collaboration agreements, to
fund its operations.  In order to achieve its business plan and the
realization of its assets and liabilities in the normal course of
operations, the Corporation anticipates the need to raise
additional capital and/or achieve sales and other
revenue-generating activities.

The failure of the two Phase 3 studies of NX-1207 for BPH
materially affects the Corporation's current ability to fund its
operations, meet its cash flow requirements, realize its assets and
discharge its obligations.  Management believes that current cash
balances as at December 31, 2016 and anticipated funds from product
sales are not sufficient to fund substantially all of its planned
business operations and research and development programs over the
next year.  The Corporation's primary sources of financing since
2003 has been the Common Stock Private Purchase Agreement, which
expired in November 2015 and was not renewed.  The Corporation
intends to access financing through the existing private placements
and/or other sources of capital in order to fund these operations
and activities over the next year.

The Corporation will have to seek other sources of financing in
order to be able to pay its obligations as they become due, which
could have an impact on its ability to continue as a going concern.
Considering recent developments and the need for additional
financing, there exists a material uncertainty that casts
substantial doubt about the Corporation's ability to continue as a
going concern.

A full-text copy of the Company's Form 20-F is available at:
                
                   http://bit.ly/2oKtnKW

Nymox Pharmaceutical Corporation is a biopharmaceutical company
focused on developing its drug candidate, NX-1207, for the
treatment of BPH and the treatment of low-grade localized prostate
cancer.  The Corporation currently markets NicAlertTM and
TobacAlertTM, tests that use urine or saliva to detect use of
tobacco products.  The Corporation also has an extensive patent
portfolio covering its marketed products, its investigational drug
as well as other therapeutic and diagnostic indications.



OCEAN RIG: Committee Objects to Bid Procedures For Asset Auction
----------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, Sungevity Inc.'s
official unsecured creditors' committee objected to the Debtor's
planned auction and bid procedures, saying the timeline is too
short to allow entities other than a stalking horse venture to make
offers.  The Committee, according to Law360, argued that the
accelerated pace of the sale process is too fast to permit bidders
to perform due diligence analyses of the Debtor's assets, and that
breakup fees, credit bidding rights and expense reimbursements skew
for the benefit of the stalking horse.

                   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.


OM SHANTI: Fifth Third to Get $686.35 a Month for 20 Yrs. at 5%
---------------------------------------------------------------
OM Shanti Med Spa, PLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Michigan a combined disclosure statement
and plan of reorganization dated April 10, 2017.

Class 1 Fifth Third Bank secured claim is approximately
$768,871.98.  Its secured claim in this case appears to be the
value of the collateral upon which it has a lien which appears to
be $104,000.  This class will be paid at 5% interest, for a monthly
payment of $686.35, amortized over 20 years, with a balloon payment
due 5 years after the Effective Date.  The members of this class
shall retain their lien until the claims making up this class are
paid in full.  This class will be paid contemporaneously with all
other classes.  This class is impaired.  This lien has first
priority as to Debtor's assets, subject to any personal property
tax liens, of which Debtor is not aware.

Class 2 - Fifth Third Bank unsecured claim in the amount of
$664,871 will be paid a dividend of 3%, which will be paid over 60
monthly installments in the amount of $332.43.

The Debtor reasonably believes that its future operations will
generate sufficient funds to satisfy its obligations under the
Plan.  To the extent that additional funds are necessary, third
parties may provide such funds to the Reorganized Debtor.  Other
sources of cash may be explored and utilized by the Reorganized
Debtor to the extent that the cash infusions are necessary to meet
the obligations of the Plan.  It is also contemplated that the
final payments under the Plan will be made by refinancing or
selling property, to the extent necessary.  By way of example, it
is contemplated that Dr. Shah will make new value payments to the
extent necessary to make plan payments and pay operating expenses.
It is contemplated that Dr. Shah or related entities will take out
a loan or sell property (like Medical Office Partners' real estate)
to make the balloon payment to Fifth Third Bank.

If necessary, the Reorganized Debtor may, in its sole discretion,
seek to obtain refinancing from either a lending institution or
from other sources in an effort to satisfy the necessary cash
payments described in the Plan.  In the event that the Reorganized
Debtor obtains such financing, it will not obligate the Reorganized
Debtor to accelerate any of the payments or obligations set forth
in the Plan.  There will be no prepayment penalty regarding plan
payments.

To the extent a new value auction is required, Bhanu J. Shah offers
$1,000 for the Residual Ownership interest as the initial bid at
the new value auction.  The new value contribution will be used for
working capital and to pay operating and plan expenses, but not to
any payments to any insiders.  If the court determines that a new
value auction is required, the Debtor will proceed with an auction
of the Interests of the Reorganized Debtor on the sixtieth day
after the confirmation hearing at 10:00 a.m., which may be
adjourned by the Court or the Debtor.  The auction of the interests
will occur at the offices of Robert N. Bassel at 25925 Telegraph Rd
Ste 203, Southfield, MI 48033.  It is contemplated that the auction
will take place prior to entry of the confirmation court order.  
The Combined Disclosure Statement and Plan is available at:

          http://bankrupt.com/misc/mieb16-55660-47.pdf

                  About OM Shanti Med Spa, PLC

OM Shanti Med Spa, PLC, by Ageless, LLC, filed a Chapter 11
bankruptcy petition (Bankr. D. Mich. Case No. 16-55660) on Nov. 18,
2016, disclosing under $1 million in both assets and liabilities.
The Debtor is represented by Robert N. Bassel, Esq.


OMNITEK ENGINEERING: Sadler Gibb Raises Going Concern Doubt
-----------------------------------------------------------
OmniTek Engineering Corp. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $901,392 on $1.31 million of total revenues for the
year ended December 31, 2016, compared to a net loss of $1.01
million on $1.79 million of total revenues for the year ended
December 31, 2015.

Sadler, Gibb & Associates, LLC, states that the Company has
suffered net losses since inception and has accumulated a
significant deficit.  These factors raise substantial doubt about
its ability to continue as a going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $2.03 million, total liabilities of $745,530, and a
stockholders' equity of $1.28 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2pDkqQJ

OmniTek Engineering Corp. develops and sells proprietary
diesel-to-natural gas engine conversion systems and complementary
products, including new natural gas engines that utilize the
Company's technology.  Omnitek products are available for
stationary applications (generator sets), the global transportation
industry, which includes light commercial vehicles, minibuses,
heavy-duty trucks, municipal buses, as well as rail and marine
applications.  The technology can be used for compressed natural
gas, liquefied natural gas or Biogas.



ORANGE PEEL: Seeks Exclusivity Extension to Negotiate ERC Claim
---------------------------------------------------------------
Orange Peel Enterprises, Inc., is asking the Bankruptcy Court to
extend its exclusive plan filing period and exclusive solicitation
period through and including June 5, 2017, and August 3, 2017,
respectively.

The Debtor is seeking exclusivity extension for more time to
negotiate with, and if necessary, litigate against, Environmental
Research Center (ERC) before it must propose a plan.

This is the Debtor's third extension request.

Majority or 99% of claims in the Debtor's case is represented by
Claim No. 4-1 filed by ERC for $194 million, which is based on the
Debtor's alleged violations of California's Health and Safety
Code.

The Debtor filed, on April 7, 2017, its objection to ERC's $194
million claim based on the Debtor's defenses under California law.

Absent an extension, the Debtor's plan filing period expired on
April 7, 2017, and its exclusive solicitation period runs through
June 5, 2017.

                   About Orange Peel Enterprises

Orange Peel Enterprises, Inc., d/b/a GREENS+, based in Vero Beach,
Fla., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case
No. 16-21023) on August 9, 2016.  The petition was signed by Jude
A. Deauville, CEO.  The Hon. Erik P. Kimball presides over the
case.  Bradley S. Shraiberg, Esq., at Shraiberg Ferrara Landau &
Page PA, serves as bankruptcy counsel.  In its petition, the Debtor
estimated $1 million to $10 million in assets and $100 million to
$500 million in liabilities.

The Debtor was in the business of formulation, manufacture, and
wholesale distribution of health food products and supplements
under the Greens+(R) brand and brand extensions.

The U.S. Trustee has been unable to appoint an official unsecured
creditors committee in the Debtor's case.

                             *     *     *

On February 22, 2017, the Bankruptcy Court approved the sale of
substantially all of the Debtor's property to Greens Plus, LLC.
The sale closed on February 28, 2017, and netted a total of
$684,089.05 for the Debtor's estate.


PAWN AMERICA: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Affiliated debtors that filed separate Chapter 11 bankruptcy
petitions:

     Debtor                                      Case No.
     ------                                      --------
     Pawn America Minnesota LLC                  17-31145
       dba Pawn America
     181 River Ridge Circle S
     Burnsville, MN 55337

     Pawn America Wisconson LLC                  17-31146
        dba Pawn America
     181 River Ridge Circle S
     Burnsville, MN 55337

     Exchange Street Inc.                        17-31147
        dba Pawn America
     181 River Ridge Circle S
     Burnsville, MN 55337

Business Description: Founded in 1991, Pawn America is engaged
                      in the business of retail sale of used
                      merchandise, antiques, and secondhand goods.
                      It currently operates 24 stores in
                      Minnesota, Wisconsin, South Dakota, and
                      North Dakota and employs more than 500
                      people.  The Company also founded and
                      operates Payday America, CashPass and
                      MyBridgeNow.

                      E-mail: http://www.pawnamerica.com/

Chapter 11 Petition Date: April 12, 2017

Court: United States Bankruptcy Court
       District of Minnesota (St Paul)

Judge: Hon. Katherine A. Constantine

Debtors' Counsel: Edwin H. Caldie, Esq.
                  STINSON LEONARD STREET LLP
                  150 South Fifth Street Suite 2300
                  Minneapolis, MN 55402
                  Tel: 612-335-1404
                  E-mail: Edwin.Caldie@stinsonleonard.com

                                        Estimated   Estimated
                                          Assets   Liabilities
                                       ----------  -----------
Pawn America Minnesota LLC              $10M-$50M   $10M-$50M
Pawn America Wisconson LLC              $10M-$50M   $10M-$50M
Exchange Street Inc.                    $10M-$50M   $10M-$50M

The petitions were signed by Bradley K. Rixmann, chief manager.

Debtors' List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Western Bank                          Bank Loan         $378,526
1740 Rice Street                   FF&E Inver Grove
St Paul MN 55113-6811              Heights Store
                                       Location

Venture Bank                       Bank Loan: FF&E      $277,679
6210 Wayzata Boulevard             Hopkins Store
Golden Valley MN 55416                 Location

KARE 11                               Advertising        $96,625

WCCO-TV                               Advertising        $74,366

Allover Media                         Advertising        $58,000

Quincy Media Inc.                     Advertising        $36,256

The Nerdery LLC                       IT Services        $23,615

Ecommworks                           IT Services         $19,222

Computer Integration                 IT Services         $16,807
Technologies Inc.

WUCW                                 Advertising         $14,109

Staples Advantage                     Supplies           $11,986

Comcast Spotlight                    Advertising         $11,088

WISC-TV                              Advertising          $8,527

RSM US LLP                          Professional         $14,109
                                      Services

WMTV                                Advertising           $7,806

WDAY/WDAZ                           Advertising           $7,500

ULINE                                Shipping             $7,445

High Profile Grounds Maint           Services             $7,028

WLUK                                Advertising           $5,771

KDLT-TV                             Advertising           $5,759


PAYLESS SHOESOURCE: Liquidators Hold GOB Sales at 389 Stores
------------------------------------------------------------
Payless ShoeSource is closing 389 underperforming stores in the
United States and Puerto Rico, providing a rare opportunity for
savvy shoppers to snap up footwear for the whole family at
liquidation prices.  A joint venture between Great American Group
and Tiger Capital Group is conducting the store closing sales.

Founded in Topeka in 1956, Payless ShoeSource will continue to
operate approximately 3,000 stores in the United States and Puerto
Rico.  The retailer filed a voluntary petition for reorganization
pursuant to Chapter 11 of the U.S. Federal Bankruptcy Code on April
4 to facilitate the financial and operational restructuring
necessary to strengthen its balance sheet and position Payless for
long-term success.

"For bargain-conscious shoppers across the United States, the store
closing sales represent a pragmatic opportunity to save a
significant amount of money on a universal need," said Scott K.
Carpenter, President of GA Retail Solutions, a leading provider of
asset disposition and auction solutions, and a subsidiary of B.
Riley Financial, Inc.

"Everybody needs footwear, whether you're a runner, office worker,
parent or maybe all three," said Michael McGrail, COO of Tiger
Group, which provides asset valuation, advisory and disposition
services to a broad range of retail, wholesale, and industrial
clients.  "These store-closing sales epitomize the retailer's
familiar slogan -- 'Go To, Get More, Pay Less.'"

A list of underperforming locations slated for closure is available
at https://is.gd/6YCfvj

During the store closing sales, shoppers will find significant
liquidation discounts off Payless' robust selection of well-known
and popular national brands.  These include brands such as American
Eagle by Payless, Christian Siriano for Payless, Airwalk, Dexter
and Dexflex Comfort, as well as Brash.  Kids' brands include
SmartFit, and a range of fun character shoes.

Payless is a privately held company owned by Golden Gate Capital
and Blum Capital Partners, and is the largest specialty family
footwear retailer in the Western Hemisphere, with more than 4,000
brick-and-mortar stores in more than 30 countries and about 22,000
employees.

                      About Payless Holdings

Payless -- http://www.payless.com/-- was founded in 1956 as an
everyday footwear retailer.  It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people.  It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.

Payless first traded publicly in 1962, and was taken private in May
2012.  Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.

Payless Holdings LLC (Bankr. E.D. Mo. Case No. 17-42267) and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on April 4, 2017.  The petitions were signed by Paul J. Jones,
chief executive officer.  

At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.  

The Debtors have requested for joint administration of their
cases.

The Debtors hired Guggenheim Securities LLC as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.


PETCO ANIMAL: Bank Debt Trades at 7% Off
----------------------------------------
Participations in a syndicated loan under Petco Animal Supplies is
a borrower traded in the secondary market at 93.39
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.61 percentage points from the
previous week.  Petco Animal pays 325 basis points above LIBOR to
borrow under the $2.506 billion facility. The bank loan matures on
Jan. 26, 2023 and carries Moody's NR rating and Standard & Poor's B
rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended April 14.


PETSMART INC: Bank Debt Trades at 5% Off
----------------------------------------
Participations in a syndicated loan under Petsmart Inc is a
borrower traded in the secondary market at 94.54
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.18 percentage points from the
previous week.  Petsmart Inc pays 300 basis points above LIBOR to
borrow under the $4.426 billion facility. The bank loan matures on
March 10, 2022 and carries Moody's Ba3 rating and Standard & Poor's
BB- rating.  The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended April 14.




PHI INC: Moody's Lowers CFR to B2, Outlook Stable
-------------------------------------------------
Moody's Investors Service downgraded PHI, Inc.'s (PHI) Corporate
Family Rating (CFR) to B2 from B1, its Probability of Default
Rating (PDR) to B2-PD from B1-PD and the ratings on its senior
notes to B3 from B2. The Speculative Grade Liquidity Rating was
downgraded to SGL-2 from SGL-1. The ratings outlook is stable.

"The downgrade reflects PHI's challenging operating environment and
the likelihood that credit metrics will remain weak, after its
revenues and profitability declined significantly in 2016,"
commented Amol Joshi, Moody's Vice President. "Reduced demand from
its oil and gas industry customers and the relative oversupply of
helicopters will provide continued strong headwinds through 2017."

Downgrades:

Issuer: PHI, Inc.

-- Probability of Default Rating, Downgraded to B2-PD from B1-PD

-- Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
    SGL-1

-- Corporate Family Rating, Downgraded to B2 from B1

-- Senior Unsecured Regular Bond/Debentures, Downgraded to B3
    (LGD 4) from B2 (LGD 4)

Outlook Actions:

Issuer: PHI, Inc.

-- Outlook, Remains Stable

RATINGS RATIONALE

PHI's B2 CFR reflects its good business diversification providing
air medical transportation services, long-standing relationships
with large credit-worthy energy customers, leading market share in
the Gulf of Mexico, and its focus on oil and gas production
operations which typically provide more stable revenues than
exploration and development type activities. In addition, PHI owned
215 helicopters out of its fleet of 241 helicopters at 31 December
2016, providing good asset coverage for its debt. The rating also
reflects PHI's limited scale within the broader oilfield services
industry, its Gulf of Mexico concentration, and its exposure to the
volatile offshore oil and gas industry.

PHI's SGL-2 Speculative Grade Liquidity Rating reflects the
company's good liquidity through 2017. At 31 December 2016, PHI had
$2.6 million in cash, an additional $290 million of short-term
investments and access to roughly $8 million under its $150 million
secured revolving credit facility. The company has the ability to
fund new aircraft through operating leases. PHI's 2017 capital
expenditures, which will likely be significantly scaled back due to
challenging market conditions, are expected to be largely funded
from operating cash flow. PHI's upcoming lease obligations will
impact its profitability as well as liquidity during weak business
conditions.

The revolving credit facility matures on October 1, 2018 and
contains several financial covenants: a minimum consolidated
working capital ratio of 2.00x; a maximum funded debt to
consolidated net worth of 1.50x; a fixed charge coverage ratio of
at least 1.1x if short-term investments fall below $150 million;
and a consolidated net worth requirement of at least $450 million.
Moody's expects PHI to remain in compliance with its financial
covenants through 2017. The revolving credit facility is secured by
a first lien on PHI's accounts receivable and inventory. PHI has
substantial back-door liquidity given that its 215 owned aircraft
are unencumbered. PHI also has an upcoming maturity of its senior
notes on March 15, 2019.

The ratings outlook is stable reflecting PHI's good business
diversification, capital spending flexibility and good asset
coverage. An upgrade could be considered if debt/EBITDA falls below
5x in an improving business environment. Moody's would also look
for PHI to maintain diversity of revenue streams. PHI will likely
be downgraded if debt/EBITDA is sustained above 6x. A negative
rating action could also result if liquidity significantly
deteriorates.

The 5.25% Senior Notes due March 2019 are rated B3, one notch below
PHI's B2 CFR under Moody's Loss Given Default Methodology. The
lower note rating reflects the priority claim of the $150 million
secured revolving credit facility that matures on October 1, 2018
and has a first-lien claim on PHI's accounts receivable and
inventory.

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

PHI, Inc. is a Louisiana based provider of helicopter
transportation services primarily to the offshore oil and gas
industry in the Gulf of Mexico. The company also provides air
medical transportation services.


RANCHO REAL: Unsecureds to Recover 2% Under Plan
------------------------------------------------
Rancho Real Grill & Cantina Corporation filed with the U.S.
Bankruptcy Court for the District of Puerto Rico a disclosure
statement dated April 10, 2017, referring to the Debtor's plan of
reorganization.

General unsecured creditors claims -- totaling $24,737.54 -- are
classified in Class 3, and the holders will receive a distribution
of 2% of its allowed claims, to be distributed pro rata as follows:
$494.75 one single payment from the effective date.  Class 3 is
impaired by the Plan.

Payments and distributions under the Plan will be funded from the
Debtor's post-petition income from the operation of the business.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/prb16-08582-45.pdf

Rancho Real Grill & Cantina Corporation, is engaged in the
operation of a restaurant known as Andrea's Restaurant, and a bar
and grill known as Rancho Real Grill & Cantina.  

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.
Case No. 16-08582) on Oct. 28, 2016, disclosing under $1 million in
both assets and liabilities.

The Debtor is represented by Juan Carlos Bigas Valedon, Esq.


RATAMESS CHIROPRACTIC: Court Denies Plan Outline Approval
---------------------------------------------------------
The Hon. David R. Duncan of the U.S. Bankruptcy Court for the
District of South Carolina has denied conditional approval of
Ratamess Chiropractic Clinic, P.C.'s disclosure statement filed on
March 30, 2017, referring to the Debtor's plan of reorganization.

The Court finds that the Disclosure Statement filed by the Debtor
does not contain adequate information and cannot be conditionally
approved.  According to the Court, the Debtor's own disclosure
statement recites nineteen categories of information that should be
addressed in the Disclosure Statement.  Among other deficiencies,
the Debtor's Disclosure Statement lacks certain necessary
categories of information.

The debtor's Disclosure Statement includes information about how
the U.S. trustee quarterly fees are to be paid, but does not
include any information regarding how the Debtor's bankruptcy
attorney's fees or any other professional's fees are to be paid.
The Disclosure Statement also does not contain any explanation
regarding the reason for the Debtor's filing of this bankruptcy
case and the events leading up to the bankruptcy filing.
Additionally, the Disclosure Statement indicates that the Debtor
may borrow funds to make its plan payments, but does not provide
any additional information regarding this potential loan, including
the proposed amount of the loan, the lender, or the terms of
repayment.  Finally, the Disclosure Statement's discussion of the
treatment of unexpired leases is inconsistent with the Bankruptcy
Code's requirement that leases being assumed be brought current at
the time of their assumption.

Ratamess Chiropractic Clinic, PC, filed for Chapter 11 bankruptcy
protection (Bankr. D. S.C. Case No. 16-04993) on Sept. 30, 2016.


RENNOVA HEALTH: Incurs $32.6 Million Net Loss in 2016
-----------------------------------------------------
Rennova Health, Inc., reported a net loss attributable to common
stockholders of $32.61 million on $5.24 million of net revenues for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common stockholders of $37.58 million on $18.39 million of net
revenues for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, the Company had $6.48 million in total assets,
$21.36 million in total liabilities and a total stockholders'
deficit of $14.88 million.

"The year 2016 was a challenging year by many measures," commented
Seamus Lagan, Rennova's chief executive officer.  "We are focused
on a return to profitability in the coming year and have taken
several steps to streamline our costs, including consolidating our
clinical laboratories and cutting administrative costs.  As a
result, our gross margins in this segment improved substantially,
to 68.1% in 2016 from 48.5% in 2015.  The progress we made
expanding into a wider and more varied marketplace by adding
preferred provider networks, forging contracts with third-party
payers, adding Medicaid contracts and increasing the number of
tests we offer, combined with aggressive consolidation and cost
cutting is expected to continue to narrow losses in this segment in
2017.  Success in the last quarter of 2016 and 2017 to date with
signing of new customers for all business segments and securing
additional preferred network contracts with payers are not yet
reflected in our financial results.

"We are excited about our recent acquisition of certain hospital
assets and have been preparing to partially reopen Big South Fork
Medical Center in the second quarter, with a return to full
operations expected in the third quarter," Mr. Lagan continued.
"The acquisition of this rural hospital in Tennessee represents an
important step for the overall growth of Rennova.  Along with a
hospital that had $12 million in revenues in 2015, the last full
year it was in operation, it provides us with a reliable customer
base and important preferred provider contracts to assure payment
for services provided.  It also allows us to solidify relationships
with local physicians for all our service offerings."

Mr. Lagan added, "We have continued to add customers for our
software division, which includes our Supportive Software Solutions
and Decision Support and Informatics business segments. We exceeded
our goal of securing 100 customers in 2016 and ended the year with
83 performing contracts.  Our focus is on combining our flagship
electronic health records product with medical billing services.
We believe we can capture an additional 200 customers in 2017, of
which we anticipate 25% may purchase multiple services.

"Historically, we have operated our business under one management
team, but beginning in 2017, the Company intends to operate four
separate but synergistic divisions, each with their own specialized
management.  The divisions will be; 1) Clinical diagnostics through
its clinical laboratories; 2) supportive software solutions to
healthcare providers including Electronic Health Records,
Laboratory Information Systems and Medical Billing services; 3)
Decision support and interpretation of cancer and genomic
diagnostics; and 4) the recent addition of a hospital in
Tennessee.

"As previously disclosed, we expect that our operations will be
cash flow positive for the year," Mr. Lagan concluded.

Significant business highlights from 2016 and recent weeks
include:

   * Raised $12.4 million in a private placement of convertible
     notes, with proceeds used to pay down debt and support
     Rennova's growth strategy

   * Completed a purchase agreement to acquire certain assets
     related to Scott County Community Hospital and changed its
     name to Big South Fork Medical Center

   * Acquired specialty pharmacogenomics laboratory Genomas, Inc.

   * Entered into multiple preferred provider plans, which now
     total 24

   * Secured additional Medicaid laboratory licensure, bringing
     the total number of states where the Company holds a Medicaid
     license to 30

   * Continue to add new customers for its Lab services including
     direct bill clients for who the Company gets paid a
     contracted price for services.  Active customers currently
     stand at record levels

   * Added customers in its software division for its flagship
     M2Select electronic health record product services and M2Pro,
     its EHR for the ambulatory sector

   * Initiated the integration of its software with a Clinical
     Research Organization in California that is expected to lead
     to the provision of contracted lab services

                       Financial Results

The decrease in net revenue is mainly due to a decline in Clinical
Laboratory Operations revenue to $3.7 million for 2016, compared
with $17.5 million in 2015 resulting from lower insured test
volumes as a number of large third-party payers are now generally
unwilling to reimburse service providers who are not part of their
network, a departure from prior industry practices.  In addition,
the collectible portion of gross billings that should be reflected
in net revenues was 11% of outgoing billings for 2016, compared
with 13% for 2015.

Supportive Software Solutions billings were $0.8 million for 2016,
essentially unchanged from 2015.  Decision Support and Informatics
net revenue increased to $0.7 million for 2016, compared with $0.1
million for 2015, as this segment was created with the acquisition
of CollabRx, Inc. in November 2015.

Operating expenses for 2016 were $37.6 million, compared with $63.9
million for 2015.  The reduction was primarily due to a decline of
$7.6 million in direct costs of revenue, a decline of $3.7 million
in general and administrative expenses and a decline of $19.1
million in impairment charges, partially offset by bad debt expense
of $3.6 million and engineering expenses associated with the
acquisition of CollabRx of $2.1 million, an increase of $1.6
million.  The Company has transitioned a significant portion of its
testing from external reference laboratories to internal
processing, which resulted in a 67% decrease in direct costs per
sample.

The Company's loss from operations for 2016 was $32.4 million,
compared with $45.5 million for 2015.  The narrowing of its
operating loss was mainly due to asset impairment charges
recognized in 2015 in the amount of $20.1 million, as compared with
$1.0 million of asset impairment charges in 2016, and a $7.6
million reduction in direct costs of revenue in 2016, which were
largely offset by the decline in clinical laboratory revenues.

The Company had cash and cash equivalents of $77,979 as of
Dec. 31, 2016, compared with $8.8 million as of Dec. 31, 2015.
Subsequent to the close of the quarter, the Company raised $12.4
million in a private placement of convertible notes.

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

                     https://is.gd/Dlnteh

                     About Rennova Health

Rennova Health, Inc. -- http://www.rennovahealth.com/-- provides
industry-leading diagnostics and supportive software solutions to
healthcare providers, delivering an efficient, effective patient
experience and superior clinical outcomes.  Through an
ever-expanding group of strategic brands that work in unison to
empower customers, it is creating the next generation of
healthcare.

Green & Company, CPAs, in Temple Terrace, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has
significant net losses and cash flow deficiencies.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


RUBY TUESDAY: S&P Lowers CCR to 'CCC+' on Capital Structure
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on the
Maryville, Tenn.-based restaurant Ruby Tuesday Inc. to 'CCC+' from
'B-'.  The outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's unsecured senior notes to 'CCC+' from 'B-'.  S&P's '3'
recovery rating on the unsecured notes reflects its expectation for
meaningful (50%-70%; rounded estimate: 65%) recovery in the event
of a payment default.

"The downgrade reflects our view of uncertainty regarding the
company's ability to meaningfully improve earnings growth that can
support what we currently see as an unsustainable capital
structure.  While liquidity is also tightening, we do not currently
envision a specific default scenario in the next 12 months, as the
company does not face any significant debt maturities within the
next year," said credit analyst Mathew Christy.  "Still, we project
persistently meaningful negative free operating cash and tight
financial maintenance covenants, leading us to conclude that that
the company's financial obligations are unsustainable over the long
term absent a reversal of current operating trends.   We have not
incorporated any specific outcomes resulting from the company's
recent decision to consider strategic alternatives."

The negative rating outlook indicates an at least a one-in-three
chance S&P could lower the ratings over the next year or so.  S&P's
outlook reflects its expectation that the company will continue to
generate meaningful negative free operating cash flow, possibly
causing leverage and liquidity to deteriorate further.  In S&P's
view, Ruby Tuesday's capital structure is unsustainable in the long
term absent a turnaround.

S&P could lower the ratings if the company's liquidity conditions
further deteriorate and S&P envisions a specific default scenario
over the next 12 months.  This could arise if operating performance
deteriorates beyond S&P's forecast and cash use accelerates.  Under
such a scenario, S&P expects Ruby Tuesday will generate
significantly negative free operating cash flow, leading to
shrinking liquidity.  S&P could also consider a lower rating if
EBITDA declines by 10% or more as compared to our 12 month EBITDA
projection, which could result in a violation of financial
maintenance covenants without the company adequately negotiating an
amendment with its bankers.  In addition, a lower rating could also
occur if S&P believes worsening liquidity or actions taken
following the company's strategic review will result in a mounting
possibility of a proactive effort to restructure debt obligations.

Although unlikely over the next 12 months, S&P could take a
positive rating action if it views the company's liquidity position
more favorably.  Such a scenario would most likely be a result of
improved operating performance, consistently positive free
operating cash flow and financial maintenance covenant headroom
that remain at least 15% or more.  Under such a scenario, adjusted
EBITDA will likely increase more than 15% versus S&P's 12-month
projections.  This scenario would also likely result in adjusted
leverage sustaining in the mid-6x range.  S&P could also raise the
rating if it believes actions resulting from a strategic review
process cause liquidity or credit protection metrics to improve.



S&H AUTO: Disclosure Statement Hearing Set for May 10
-----------------------------------------------------
In the Chapter 11 case of S&H Auto Repair Corp., the U.S.
Bankruptcy Court for the District of Maryland will convene a
hearing on May 10, 2017 at 10:00 a.m. in Greenbelt to consider:

     -- Conditionally Approved Disclosure Statement

     -- Fixing Times for Filing Objections to Disclosure Statement,
Objection to the Plan and Acceptance or Rejections and

     -- Setting Hearing

The last day to oppose the disclosure statement or plan is May 8.

                   About S&H Auto Repair Corp.

S&H Auto Repair Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 16-19613) on July 18, 2016.
The Hon. Wendelin I Lipp presides over the case.  No creditors'
committee has been appointed in the case.

A separate Chapter 11 petition was filed by S&H Auto Repair Corp.
(Bankr. D. Md. Case No. 16-20406) on August 3, 2016.  Judge Lipp,
who also presided over this case, entered an order on Aug. 11
dismissing this case at the Debtor's request.  A final decree
closing this case was entered on Nov. 23.  No creditors' committee
has been appointed in the case.


SAGE COLLEGE: Moody's Alters Outlook to Neg. & Affirms B3 Rating
----------------------------------------------------------------
Moody's Investors Service has affirmed The Sage College's B3 rating
and revised the outlook to negative from stable. The outlook
revision reflects a material decline in fall 2016 enrollment, the
expected resultant weakening of FY 2017 operating performance, and
significant challenges to adjust to likely further multi-year
budget pressures.

The B3 rating incorporates the college's very poor strategic
position, with a small scale of operations in a highly competitive
market, modest wealth, weak operating performance, and limited
capital reinvestment in recent years. Sage is highly dependent on a
secured bank line of credit for working capital, with liquidity
risk and counterparty concentration in the debt portfolio.
Bondholders have been effectively subordinated to the bank
providing working capital funds, reducing prospects for recovery in
event of default. The college is undergoing several senior
leadership transitions as it continues to adjust to a very
difficult operating environment.

The rating could be downgraded further should enrollment pressures
intensify and the college fail to meet budgeted projections. Fall
2017 enrollment and preliminary fiscal year 2017 financial
statements will provide the next key indicators for review.

Rating Outlook

The negative outlook reflects Moody's expectations that the
college's operations are likely to remain challenged, especially in
the near term, driven by fall 2016 enrollment decline, making a
return to financial stability very difficult.

Factors that Could Lead to an Upgrade

Substantial increase in liquidity and non-reliance on external
liquidity for operations

Sustained strengthening in student demand, resulting in revenue
growth and reduced operating pressures

Factors that Could Lead to a Downgrade

Failure to meet financial covenants resulting in acceleration of
bank debt

Inability to renew working capital line of credit in FY 2018-2019

Legal Security

The Series 1999A and 2002A bonds are general obligations of the
college. The Series 1999A have a debt service reserve fund. There
are no financial covenants. The 1999A bonds are unsecured, and the
college's agreements with M&T have resulted in effective
subordination of bondholders to the collateral granted to the
bank.

Use of Proceeds. Not applicable

Obligor Profile

The Sage Colleges is a private institution comprising three
colleges: Russell Sage College, a women's college in Troy, New
York, Sage College of Albany, a co-educational college in Albany,
New York, and the Sage Graduate School, which operates both in Troy
and in Albany. The college enrolls around 2,300 FTE students and
generates approximately $50 million in revenue.


SAMUEL E. WYLY: May Withdraw 2nd Circuit Appeal on Securities Fraud
-------------------------------------------------------------------
Vidya Kauri, writing for Bankruptcy Law360, reports that the
Bankruptcy Court has allowed Sam Wyly to withdraw his Second
Circuit appeal of a court ruling ordering him and his late
brother's estate to pay almost $300 million for engaging in
securities fraud.

                       About Sam Wyly

Sam Wyly is a lifelong entrepreneur and author.  His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.
His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.

Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil
fraud case.  In September 2014, a federal judge ordered Mr. Wyly
and the estate of his deceased brother to pay more than $300
million in sanctions after they were found guilty of committing
civil fraud to hide stock sales and nab millions of dollars in
profits.


SANITARY AND IMPROVEMENT: Chapter 9 Voluntary Case Summary
----------------------------------------------------------
Debtor: Sanitary and Improvement District No. 290,
        Sarpy County, Nebraska
        10250 Regency Circle, Suite 300
        Omaha, ne 68114
        Tel: 402-397-5500

Bankruptcy Case No.: 17-80498

Type of Debtor: Municipality

Chapter 9 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Mark James LaPuzza, Esq.
                  PANSING HOGAN ERNST BACHMAN
                  10250 Regency Circle, Suite 300
                  Omaha, NE 68114
                  Tel: (402) 397-5500
                  Fax: (402) 397-4853
                  E-mail: mjlbr@pheblaw.com

Estimated Assets: $1 million to $10 million

Estimated Debts: $10 million to $50 million

The petition was signed by Gerald L. Torczon, chairman.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

        http://bankrupt.com/misc/neb17-80498.pdf


SANUWAVE HEALTH: Cherry Bekaert LLP Raises Going Concern Doubt
--------------------------------------------------------------
SANUWAVE Health, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$6.44 million on $1.38 million of revenues for the year ended
December 31, 2016, compared to a net loss of $4.81 million on
$965,501 of revenues for the year ended December 31, 2015.

Cherry Bekaert LLP in Atlanta, Ga., states that the Company has
suffered recurring losses from operations and is dependent upon
future issuances of equity or other financing to fund ongoing
operations, both of which raise substantial doubt about its ability
to continue as a going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $1.00 million, total liabilities of $7.92 million, and a
stockholders' deficit of $6.91 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   https://is.gd/sahSIP

SANUWAVE Health, Inc., is a shock wave technology company using a
patented system of noninvasive, high-energy, acoustic shock waves
for regenerative medicine and other applications.  The Company's
initial focus is regenerative medicine – utilizing noninvasive,
acoustic shock waves to produce a biological response resulting in
the body healing itself through the repair and regeneration of
tissue, musculoskeletal and vascular structures.  Its lead
regenerative product in the United States is the dermaPACE(R)
device, used for treating diabetic foot ulcers, which was subject
to two double-blinded, randomized Phase III clinical studies.



SHIROKIA DEVELOPMENT: Sale of New York Property to Fund Plan
------------------------------------------------------------
Shirokai Development LLC and Shirokia Mezz I LLC filed with the
U.S. Bankruptcy Court for the Eastern District of New York a
disclosure statement in connection with their plan of
reorganization, dated April 7, 2017.

Shirokia Development LLC is the owner of certain real property
located at 142-28 38th Avenue, Queens, New York 11354. The Premises
is the principal or sole asset of this bankruptcy estate. The
Premises is a commercial investment property, consisting of four
commercial condominium units, 47 parking spaces, and 23 residential
condominium units contained in the building known as the Shirokia
Tower and located at 142-28 38th Avenue, Flushing, New York ("the
Property").

Development has determined that rather than refinancing, it will
sell the Property to fund payments to creditors. The Debtors are
marketing the Property in hopes of identifying a stalking horse
bidder. If none is obtained, then W Financial Fund, LP or 38th
Avenue Mezz LLC may serve as the stalking horse bid, and a
bankruptcy auction will take place.

Class 2 under the plan is the Allowed Unsecured Claims against the
Debtors if any. The Unsecured Claimants shall receive a pro rata
portion of the remaining proceeds from the sale of the Property up
to 100% after the payment in full of all unclassified,
Administrative, Priority, post-Effective Date legal fees and Class
1 Claims, 10 business days of the Sale Closing Date. This class is
impaired under this Plan.

This Plan shall be funded from the net proceeds of either the
pre-Auction sale or Auction of the Property, as applicable.

The Disclosure Statement is available at:

        http://bankrupt.com/misc/nyeb1-16-45568-35.pdf

               About Shirokia Development LLC

Shirokia Development, LLC, a single asset real estate business
based in Flushing, New York, filed a chapter 11 petition (Bankr.
E.D.N.Y. Case No. 16-45568) on Dec. 9, 2016.  The petition was
signed by Hong Qin Jiang, sole member.  The Debtor is represented
by Dawn Kirby, Esq., at Delbello Donnellan Weingarten Wise &
Wiederkehr.  The Debtor disclosed total assets at $27 million and
total liabilities at $21.80 million.


SNYDER VIRGINIA: Court Denies Approval of Plan Outline
------------------------------------------------------
The Hon. Rebecca B. Connelly of the U.S. Bankruptcy Court for the
Western District of Virginia has denied approval of Snyder Virginia
Properties, LLC's amended disclosure statement.

The Debtor must file a second amended disclosure statement by May
1, 2017, which will at least include these information: (i)
disclosure of actual compensation for the officers following
Chapter 11 Plan confirmation, and (ii) details regarding the
sale(s) of any real estate that will provide funding to the Debtor
for its Chapter 11 plan.  If the Amended Disclosure is filed by May
1, 2017, approval of the Amended Disclosure will be heard by the
Court on June 15, 2017, at 2:00 p.m.

Private Capital Group, Inc., reserves all rights, objections, and
claims with respect to any Amended Disclosure and any other
pleading filed by the Debtor or any other party in interest.

Any request to incur debt must be filed by Debtor on or before May
1, 2017, and any timely filed motion will be heard by the Court on
May 18, 2017, at 11:00 a.m.

                 About Snyder Virginia Properties

Snyder Virginia Properties, LLC, based in Mineral, VA, filed a
Chapter 11 petition (Bankr. W.D. Va. Case No. 16-61364) on July 7,
2016.  The Hon. Rebecca B. Connelly presides over the case.  In its
petition, the Debtor estimated $0 to $50,000 in assets and $10
million to $50 million in liabilities.  The petition was signed by
Jeff Snyder, manager.

Edward Gonzalez, Esq., at the Law Office of Edward Gonzalez, PC,
serves as bankruptcy counsel to the Debtor.

No official committee of unsecured creditors has been appointed in
the case.


SPRINT INDUSTRIAL: S&P Lowers CCR to 'SD' Over Loans Amendment
--------------------------------------------------------------
S&P Global Ratings said that it has lowered its corporate credit
rating on U.S.-based Sprint Industrial Holdings LLC to 'SD' from
'CC'.

At the same time, S&P lowered its issue-level rating on the
company's second-lien term loan to 'D' from 'C'.  The '6' recovery
rating remains unchanged, indicating S&P's expectation of
negligible (0%-10%; rounded estimate: 0%) recovery for lenders in
the event of a payment default.

Additionally, S&P affirmed its 'CCC-' issue-level rating on the
company's first-lien credit facilities.  The '2' recovery rating
remains unchanged, indicating S&P's expectation of substantial
(70%-90%; rounded estimate: 70%) recovery for lenders in the event
of a payment default.

"The downgrade follows Sprint Industrial's amendment of its first-
and second-lien credit facilities," said S&P Global credit analyst
Svetlana Olsha.  Pursuant to the amendment to its second-lien term
loan, the company will pay interest on the term loan in-kind at a
13.5% interest rate from Dec. 30, 2016, through maturity (it was
originally contracted to be paid in cash at an interest rate of
LIBOR +10%).  S&P considers this amendment as tantamount to a
default given the company's distressed financial position (because
of its weak liquidity) and because the lenders will receive less
than they were promised under the original credit agreement.

S&P expects to review its corporate credit and issue-level ratings
on Sprint over the next several days.  It is S&P's preliminary
expectation that it will raise its corporate credit rating on
Sprint Industrial to 'CCC' following S&P's reassessment of the
company's revised capital structure and liquidity.


STANDARDAERO AVIATION: Moody's Affirms B3 CFR; Outlook Stable
-------------------------------------------------------------
Moody Investors Service has affirmed ratings of StandardAero
Aviation Holdings, Inc., including the Corporate Family Rating of
B3, and concurrently affirmed the B2 rating of the company's first
lien term loan to which a $240 million incremental term loan is
planned. The rating outlook is stable. Proceeds of the incremental
term loan will fund the acquisition and integration of PAS
Technologies ("PAS") and repay revolver borrowing.

RATINGS RATIONALE

The B3 CFR reflects high financial leverage, modest free cash flow
generation since the LBO by Vertias in mid-2015, and likelihood
that the company's emphasis on acquired growth may limit the pace
of de-leveraging ahead. Determination of the company's income-based
leverage metrics, pro forma for the transaction, is made
complicated by a range of non-recurring expenses. As reported,
Moody's estimates that pro-forma debt/EBITDA would exceed 8x, high
for the rating. But expanded (maintenance/repair/overhaul) MRO
volumes in 2017 seem likely due to new contracts and scheduled cost
synergies from the integration of PAS integration also favor income
growth potential.

The CFR also considers StandardAero's well-established position
within the aircraft engine MRO business, with a diversity of engine
models -- by OEMs and covering commercial, business aviation and
military end markets. The fundamental outlook for company's
business is good. The long-term, contractual nature of the core
revenue stream benefits income visibility, an offset to the high
reported financial leverage. The PAS acquisition will add new
capabilities, which should in turn benefit the new sales prospect.

The rating outlook is stable. Pro forma for the transaction, there
will be no borrowing under the $150 million revolving credit line
and cash should be around $58 million, sufficient financial
flexibility to meet operating plans. If not for a significant
capital investment in 2016 (associated with a large, long-term
contract from an OEM that gave the company a multi-year exclusive
authorization to service an engine platform), free cash flow would
have been more than $40 million, an amount that should be
achievable near-term even with the PAS acquisition.

The rating would likely be upgraded with achievement of debt/EBITDA
below 6x and an expectation of minimally steady revenues and
profit, an adequate liquidity profile, and free cash flow/debt in
the high single digit percentage range. Downward rating pressure
would mount with negative contract developments, a weakened
liquidity profile, or continuation of soft free cash flow
generation.

Affirmations:

Issuer: StandardAero Aviation Holdings, Inc.

-- Probability of Default Rating, Affirmed B3-PD

-- Corporate Family Rating, Affirmed B3

-- Senior Secured Bank Credit Facility, Affirmed B2 (LGD 3)

-- Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD 5)

Outlook Actions:

Issuer: StandardAero Aviation Holdings, Inc.

-- Outlook, Remains Stable

StandardAero, headquartered in Scottsdale, Arizona, is a leading
provider of aircraft engine MRO and aircraft completion and
modification services to the commercial, business, military and
general aviation industries. Revenues in 2016 were $1.8 billion.
StandardAero is wholly-owned by Veritas Capital.

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


SUNGEVITY INC: Court Amends Orders for $50M Minimum Ch. 11 Sale
---------------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reports that the
Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware has reworked orders for Sungevity Inc.'s $50 million
minimum Chapter 11 sale.

Judge Gross, according to Law360, said that the changes would help
prevent a debtor insolvency and improve prospects for competing
bids in a fast-moving stalking horse sale.

Law360 states that the orders capped at $30 million the amount of
Hercules Capital Inc.'s secured credit claims that can be assigned
to an affiliated company for use in a $50 million stalking horse
credit bid for the Debtor.

                      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.


SUPERVALU INC: Unified Grocers Purchase Neutral to Fitch's 'B' IDR
------------------------------------------------------------------
SUPERVALU Inc.'s (SVU) definitive agreement to acquire Unified
Grocers, Inc. (Unified), a regional grocery wholesale cooperative
with $3.8 billion of annualized sales, for $375 million is neutral
to the company's 'B' Long-Term Issuer Default Rating (IDR),
according to Fitch Ratings.

Supervalu's sales and EBITDA (pro forma for the sale of Save-A-Lot)
will increase by 30% to over $16 billion and 8% to $567 million,
respectively, as a result of the acquisition. The transaction value
represents roughly 9.5x Unified's nearly $40 million Dec. 31, 2016
latest-12-month (LTM) EBITDA. SVU expects to realize $60 million of
annualized synergies associated with operating efficiencies and the
elimination of administrative overhead by year three after closing
the deal.

Fitch views the $60 million target, which represents nearly 20% of
the wholesale businesses' roughly $300 million of pro forma EBITDA
as aggressive but believes savings will be meaningful given SVU's
national footprint and the opportunity to consolidate distribution
centers.

SVU intends to finance the transaction with approximately $175
million of surplus cash and $200 million of incremental debt. The
acquisition is expected to be completed by mid-to-late summer of
2017 (mid fiscal 2018), subject to approval by Unified's
shareholders and other customary closing conditions. Fitch does not
expect any antitrust issues given the still fragmented nature of
the industry.

Fitch views the transaction as in line with SVU's strategy of
growing its wholesale distribution business and neutral to the
company's credit profile given only moderately higher leverage.
With the acquisition of Unified and about $1 billion of annualized
revenue from fiscal 2017 new business wins, SVU's wholesale
business will generate over $12.5 billion of annual sales further
solidifying its top 2 position in the U.S. grocery distribution
industry. SVU will also inherit Unified's Market Centre division
which specializes in faster growing Hispanic, organic and other
specialty foods. Sales for this division were not disclosed.

Fitch estimates pro forma total adjusted debt/EBITDAR of
approximately 4.0x. This estimate is based on SVU's Dec. 5, 2016
LTM EBITDA of $529 million excluding Save-A-Lot, roughly $40
million of EBITDA from Unified, and $1.8 billion of total debt.
However, Fitch anticipates that leverage will approximate 4.5x for
fiscal 2018 and remain in the low-to-mid 4.0x range thereafter as
synergies are realized but sales and operating earnings pressure
for SVU's retail business remain under pressure.

Key Rating Drivers

Wholesale Distribution Focus: SVU's sales and EBITDA pro forma for
the sale of Save-A-Lot and acquisition of Unified are approximately
$16 billion and $567 million, respectively. Wholesale distribution
will represent about 70% of SVU's sales and retail grocery the
remaining 30%. Despite the focus on wholesale distribution, both
businesses continue to face long-term revenue and margin challenges
due to heighted competition, consolidation and restructuring in the
supermarket industry.

Wholesale Revenue, Margin Pressure: Wholesale revenue declined in
fiscal 2015 and 2016 due to customer losses but SVU is focused on
retaining existing customers and winning new business. In fact, new
business wins in fiscal 2017 are expected to contribute about $1
billion of annualized revenue (13% on $7.7 billion LTM annual
sales) in fiscal 2018.

Fitch anticipates that SVU will have to offset 2% to 3% wholesale
customer attrition caused by challenging industry conditions with
both organic growth and acquisitions. Moreover, margins are
expected to remain pressured due to large contracts coming at a
lower margin and recent challenges resulting in higher labor and
third-party freight expenses from transitioning new customers onto
SVU's distribution network. Fitch believes wholesale segment EBITDA
can approximate the mid $300 million range, up from $267 million
for the LTM, with EBITDA and synergies associated with Unified.

Declining Retail Share, Profitability: Identical store (ID) sales
for SVU's retail banners (217 stores at fiscal third quarter) were
mostly negative for the past few years, falling 5.3% through the
first three quarters of fiscal 2017. Fitch expects mid-single-digit
declines will continue in fiscal
2018 despite moderating deflation due to weak share positions and
heightened competition. SVU's retail banners continue to be share
donors over the intermediate term. Fitch projects segment EBITDA
will fall below $100 million by fiscal 2019 from $181 million for
the LTM.

Leverage in 4x Range: Despite modestly lower leverage following the
divestiture of Save-A-Lot and subsequent debt reduction, Fitch
expects SVU's leverage to be approximate 4.5x in fiscal 2018. The
approximate 0.5x increase in leverage is due to the acquisition of
Unified and lower retail EBITDA. Fitch anticipates leverage will
remain in the low-to-mid 4.0x range in fiscal 2019 absent
additional acquisitions as synergies are realized but retail
remains under pressure.

RATING SENSITIVITIES

Future developments that may, individually or collectively, lead to
an upgrade include stable market share trends; total adjusted
debt/EBITDA sustained below 4.0x; relatively stable margins; and
positive FCF.

Future developments that may, individually or collectively, lead to
a downgrade include consistently weak top line performance across
each of the company's businesses and margin contraction that lead
to negligible or negative FCF.

Fitch currently rates SVU:

SUPERVALU INC.

-- Long-Term Issuer Default Rating 'B';
-- $1 billion secured revolving credit facility 'BB/RR1';
-- $524 billion secured term loan 'BB/RR1';
-- $750 million senior unsecured notes 'B/RR5'.

The Rating Outlook is Stable.



SYNIVERSE HOLDINGS: Moody's Assigns B3 Rating to New Revolver Loan
------------------------------------------------------------------
Moody's Investors Service has assigned a B3 rating to Syniverse
Holdings, Inc.'s new revolving credit facility, in line with the
existing secured debt ratings. The new revolver replaces an
existing one set to expire later this month. Along with an
extension to its revolving facility, the company also benefits from
a favorable amendment to the company's existing credit agreement
which increases the level of senior secured leverage permitted
under its financial maintenance covenant. Offsetting this positive
development, the size of the revolver was reduced to $85.6 million
from $150 million.

While there is no immediate liquidity need, the amendment and new
revolver provide Syniverse with added financial flexibility. Prior
to this amendment Syniverse could not access the full amount of its
revolver due to covenant restrictions. With this covenant reset,
Syniverse now has access to additional liquidity should it become
necessary. The replacement revolver will mature on either the
earlier of (1) January 15, 2019 or (2) 180 days prior to the
maturity of the company's senior notes or any debt issued to
replace those notes (provided the outstanding balance of the notes
or replacement debt is $50 million or greater).

Separately, Moody's has concluded that Syniverse's recent debt
exchange was not a limited default as defined by Moody's. In
January 2017 Syniverse completed an exchange of a portion of its
outstanding senior notes for notes issued by a new foreign
subsidiary holding company. Moody's had previously indicated that
the debt exchange may constitute a distressed exchange ("DE") and,
thus, a limited default. After review, Moody's concluded that the
company's debt exchange was not a DE, mainly because there was no
reduction in aggregate principal amount of notes outstanding. That
January debt exchange transaction extended the maturity of
approximately $370 million of senior notes by three years to 2022,
modestly reducing Syniverse's sizable 2019 maturities and thereby
slightly improving the company's liquidity.

In addition to reflecting the deterioration of Syniverse's revenue
base, the current negative outlook incorporates the risk that the
company could pursue a restructuring to reduce its unsustainable
debt. Given that the company's recent debt exchange did not
constitute a DE, the risk of an immediate default appears to have
subsided. Moody's could stabilize the outlook if Syniverse can
reverse the negative trajectory of EBITDA, which would imply a
higher likelihood of successful debt refinancing(s) in 2019.

Assignments:

Issuer: Syniverse Holdings, Inc.

-- Senior Secured Bank Credit Facility, Assigned B3 (LGD 3)

RATINGS RATIONALE

Syniverse's Caa1 corporate family rating reflects its very high
leverage, declining revenues despite acquisitions and cost cutting
measures, contract renewal risk, execution risk as technology
standards transition, and low free cash flow to debt. Moody's
believes the company faces foreign currency headwinds, rising
competitive threats, and the potential for a debt restructuring in
advance of its substantial debt maturities in 2019.

Balancing these risk factors are the scale of Syniverse's
established business serving a large and growing addressable market
for cellular carriers and enterprises and the company's
consistently positive free cash flows, which provide good liquidity
during this transitional period.

The negative outlook reflects the risk that the company's revenue
and EBITDA will continue to deteriorate and reduce the probability
of possible refinancing.

While unlikely in the near-term, Moody's could consider a ratings
upgrade if the company is able to reduce leverage below 6x (Moody's
adjusted). The ratings could be downgraded if liquidity
deteriorates, if revenue decline accelerates or if cash is used for
anything but debt/leverage reduction.

The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.

Headquartered in Tampa, Florida, Syniverse Holdings, Inc. is a
leading provider of interoperability and network services for
wireless telecommunication carriers. The company had revenues of
$782 million in 2016.


TERRACE MANOR: Unsecureds to Recover 100% Under Plan
----------------------------------------------------
Terrace Manor, LLC, filed with the U.S. Bankruptcy Court for the
District of Columbia a disclosure statement dated April 10, 2017,
referring to the Debtor's plan of reorganization.

The Debtor believes that the Plan will allow it to efficiently
liquidate its assets and make prompt distributions to creditors.
All classes of claims are unimpaired b the Plan.

In full and complete satisfaction, discharge and release of the
Class 4 Claims (General Unsecured Claims), the holders of the Class
4 Claims will receive cash equal to 100% of their allowed claims,
plus interest at the federal judgment rate in effect as of the
Petition Date from the later of the Petition Date or the date that
the claim became liquidated through the date on which the claim is
paid in full, paid pursuant to the Plan.  Allowed Class 4 Claim
will be paid on the Effective Date.  If a Class 4 Claim becomes an
allowed claim after the Effective Date, the allowed Class 4 Claim
will be paid on or before 10 business days after the claim is
allowed.

The sources for funding of the Plan will include, but will not be
limited to, the sale of the Debtor's property pursuant to the asset
purchase agreement.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/dcb17-00175-28.pdf

                  About Terrace Manor, LLC

Terrace Manor, LLC, owns a 61-unit residential apartment building
located at 3341-3353 23rd Street S.E., 2276 Savanah Street, S.E.
and 2270-2272 Savanah Street, S.E. Washington, DC.  The Company is
a single asset real estate as defined in 11 U.S.C. Section
101(51B).  Sanford Capital, LLC, is the 100% owner of the Company.

Terrace Manor filed a Chapter 11 petition (Bankr. D.D.C. Case No.
17-00175) on March 30, 2017.  The petition was signed by Carter A.
Nowell, managing member of Sanford Capital.  The case is assigned
to Judge Martin S. Teel, Jr.  At the time of filing, the Debtor had
estimated both assets and liabilities between $1 million to $10
million.

Brent C. Strickland, Esq., and Christopher A. Jones, Esq., at
Whiteford, Taylor & Preston L.L.P., are serving as bankruptcy
counsel to the Debtor.


TORCHLIGHT ENERGY: Briggs & Veselka Co. Casts Going Concern Doubt
-----------------------------------------------------------------
Torchlight Energy Resources, Inc., filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K, disclosing
a net loss of $7.68 million on $354,390 of revenue for the year
ended December 31, 2016, compared to a net loss of $43.25 million
on $1.63 million of revenue for the year ended December 31, 2015.

Briggs & Veselka Co. in Houston, Texas, notes that the Company has
incurred recurring losses from operations and has a net working
capital deficiency which raises substantial doubt about its ability
to continue as a going concern.

The Company's balance sheet at December 31, 2016, showed total
assets of $12.43 million, total liabilities of $5.29 million, and a
stockholders' equity of $7.14 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   https://is.gd/WSTbbw

Torchlight Energy Resources, Inc., acquires, explores, and develops
oil and natural gas properties in the United States.  The Company
has interests in the Marcelina Creek Field Development in Texas,
the Ring Energy Joint Venture in Kansas, Hunton wells in Oklahoma,
and the Orogrande Project in Texas.


ULTRA PETROLEUM: Completes Restructuring, Exits Chapter 11
----------------------------------------------------------
Ultra Petroleum Corp. on April 12, 2017, disclosed that it has
successfully completed its in-court restructuring and emerged from
chapter 11.  In support of its plan of reorganization, Ultra raised
$2.98 billion in exit financing in order to pay creditors in full
and preserve significant value for existing equity holders.
Additionally, the Company has been approved to list its
newly-issued common stock on The NASDAQ Global Select Market and
will begin trading tomorrow under the ticker symbol "UPL".

"[Wednes]day is an exciting day for Ultra Petroleum.  We achieved
the goals we have diligently pursued throughout our chapter 11
proceedings: maximizing the value of the Company for the benefit of
all of our stakeholders," said Michael D. Watford, its Chairman,
President and Chief Executive Officer.  "We are extremely
appreciative of the investors and institutions that supported our
plan with the substantial equity and debt capital investments
reflected in the nearly $3.0 billion of new financings we closed
[Wednes]day.  Additionally, we are grateful to our dedicated
employees for their continued efforts to operate, manage and grow
our business and I thank them for their work during this process."


Financing Transactions

In support of its restructuring and in order to satisfy its
obligations under the plan of reorganization confirmed by the
bankruptcy court, the Company closed the following financing
transactions:

   -- $580.0 million equity rights offering for common stock of the
Company;
   -- $800.0 million Senior Secured Term Loan Agreement maturing on
the seventh anniversary of the closing date among Ultra Resources,
Inc. ("Ultra Resources"), a wholly-owned subsidiary of the Company,
as Borrower, Barclays Bank PLC, as Administrative Agent, and the
lenders named therein (the "Term Loan");
   -- $700.0 million of 6.875% Senior Notes due 2022 (the "2022
Notes") issued by Ultra Resources and guaranteed by the Company and
its other subsidiaries;
   -- $500.0 million of 7.125% Senior Notes due 2025 (the "2025
Notes") issued by Ultra Resources and guaranteed by the Company and
its other subsidiaries; and
   -- $400.0 million Senior Secured Revolving Credit Agreement
maturing fifty-seven months from the closing date among Ultra
Resources, as Borrower, Bank of Montreal, as Administrative Agent,
and the lenders named therein (the "Credit Agreement").
Common Stock – NASDAQ Listing

In connection with its emergence from chapter 11, the Company is
issuing 195.0 million shares of new common stock.  All of the
Company's existing common stock that had been trading under the
ticker symbol "UPLMQ" was cancelled and the existing stockholders
received new common stock as set forth in the plan of
reorganization.  All of the allowed claims attributable to the
prepetition high yield bonds issued by the Company were converted
into new common stock as set forth in the plan of reorganization.
The shares related to the $580.0 million equity rights offering
were issued and the fee payable to the commitment parties under the
Backstop Commitment Agreement was paid in new common stock as set
forth in the plan of reorganization.

As noted above, the Company has been approved to list its
newly-issued common stock on NASDAQ.  Its common stock is
anticipated to begin trading on NASDAQ at the opening of trading on
April 13, 2017, under the ticker symbol "UPL".

Board of Directors

As previously disclosed, the Company has retained Mr. Watford as
the Chairman of its Board of Directors (the "Board"), along with
each of its pre-emergence independent, non-executive board members,
including Dr. W. Charles Helton, its Lead Independent Director,
Stephen J. McDaniel, Roger A. Brown, and Michael J. Keeffe.  The
Company also disclosed that, effective April 12, it has added Neal
P. Goldman and Alan J. Mintz to the Board as new independent,
non-executive members who were recommended to the Company by the
backstop commitment parties and approved by
Mr. Watford.

                     About Ultra Petroleum

Houston, Texas-based Ultra Petroleum Corp. (OTC Pink Marketplace:
"UPLMQ") is an independent oil and gas company engaged in the
development, production, operation, exploration and acquisition of
oil and natural gas properties.

On April 29, 2016, Ultra Petroleum Corp. and seven subsidiary
companies filed petitions (Bankr. S.D. Tex.) seeking relief under
Chapter 11 of the United States Bankruptcy Code.  The Debtors'
cases have been assigned to Judge Marvin Isgur.  These cases are
being jointly administered for procedural purposes, with all
pleadings filed in these cases will be maintained on the case
docket for Ultra Petroleum Corp. Case No. 16-32202.

Ultra Petroleum disclosed total assets of $1.28 billion and total
liabilities of $3.91 billion as of March 31, 2016.

James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at Kirkland & Ellis LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker, L.L.P., serve as co-counsel to the Debtors.

Rothschild Inc. serves as the Debtors' investment banker; Petrie
Partners serves as their investment banker; and Epiq Bankruptcy
Solutions, LLC, serves as claims and noticing agent.

On May 5, 2016, the United States Trustee for the Southern District
of Texas appointed an official committee for unsecured creditors of
all of the Debtors.  On September 26, 2016, the United States
Trustee for the Southern District of Texas filed a Notice of
Reconstitution of the UCC.  The Committee tapped Weil, Gotshal &
Manges LLP as its legal counsel; Opportune LLP as advisor; and PJT
Partners LP as its financial advisor.

Certain other stakeholders have organized for purposes of
participating in the Debtors' chapter 11 cases: (i) on June 8,
2016, an informal ad hoc committee of unsecured creditors of
subsidiary, Ultra Resources, notified the Bankruptcy Court it had
formed and identified its members, most of which are distressed
debt investors and/or hedge funds; (ii) on June 13, 2016, an
informal ad hoc committee of the holders of senior notes issued by
the Company notified the Bankruptcy Court it had formed and
identified its members; (iii) on July 20, 2016, an informal ad hoc
committee of shareholders of the Company notified the Bankruptcy
Court it had formed and identified its members; and (iv) on January
6, 2017, an informal ad hoc committee of unsecured creditors of
subsidiary, Ultra Resources, notified the Bankruptcy Court it had
formed and identified its members, most of which are insurance
companies.


ULTRA RESOURCES: Fitch Assigns BB- IDR Following Ch. 11 Emergence
-----------------------------------------------------------------
Fitch Ratings has assigned Ultra Resources, Inc. and Ultra
Petroleum Corp. (collectively, Ultra) 'BB-' Issuer Default Ratings
(IDRs) following the close of exit financing and the company's
successful emergence from Chapter 11.

Approximately $2.0 billion of long-term debt is affected by the
rating action.

KEY RATING DRIVERS

Ultra's ratings are based on the company's low cost position and an
improved capital structure and leverage forecasts following
emergence from Chapter 11. Ultra's go-forward operating cost
structure will have lower gathering costs and no transportation
costs until December 2019, based on a series of contract
renegotiations with midstream counterparties. When combined with
reduced drilling & completion costs, this serves to lower expected
all-in costs, as estimated by Fitch, from $1.91/mcfe to
approximately $1.65/mcfe, relative to Fitch's base case of
$2.75/mcf in 2017 and $3.25/mcf long-term. This compares favorably
to gas weighted peers in the Marcellus Shale. Fitch's forecast
incorporates 2017 production volumes of approximately 795 mmcfe/d
(132 mboe/d, 94% natural gas), on the low end the company's updated
2017 guidance of between 795 and 820 mmcfe/d.

Ninety-one percent of Ultra's total production is from the Pinedale
field in Wyoming. Limited growth opportunities outside the Pinedale
and significant exposure to natural gas prices will likely serve to
cap the rating in the 'BB' category in the near term. Longer term,
as the company works through its best Pinedale inventory they may
need to step outside of the region to pursue growth opportunities.

Dominant Position in Niche Asset: Pinedale

Ultra has a large, contiguous position in the core of the Pinedale
Field with over 69,000 net acres and 4,903 gross drilling
locations. The company plans to increase from a 4 rig to an 8 rig
program in 2017, increasing further to 10 rigs in 2018. Fitch
estimates that this development pace represents approximately 20
years of drilling inventory, relative to expected debt maturities
of between six to nine years.

Ultra's acreage is essentially 100% held by production, providing
the company significant flexibility in the timing of capital
deployment and drilling activity. Ultra focuses on vertical
development of the resource, and the Pinedale features greater than
5,000 feet of pay and consistent, predictable geology. At this
point, the field is largely delineated and de-risked, with
operations commencing in 1996, leading to less geologic risk versus
some peers.

Good Realized Prices Relative to Benchmarks

Ultra's production base is in the Rocky Mountain region. Basis
differentials are approximately 90% of Henry Hub, leading to solid
margins when combined with the company's low-cost production base.
During the Chapter 11 process, Ultra eliminated legacy firm
transportation agreements (including Rockies Express) in the second
quarter of 2016 and has no firm transport commitments until the end
of 2019. The company is now selling natural gas at processing plant
tailgates. The region also has excess pipeline takeaway capacity,
which should continue to support realized pricing.

Low Cost Wells Relative to Shale Peers

Ultra has been able to reduce drilling and completion costs through
operating efficiencies, including reducing days-to-drill and
improved completion methods. This has resulted in a 45% reduction
in well costs from $4.7 million/well in 2012 to $2.6 million/well
in 2016. This is a significant reduction, particularly when viewed
in the context of Fitch's long-term expectation for natural gas of
$3.25/mcf. Most of the company's wells are drilled vertically, at a
lower cost compared to the average horizontal well.

Hedging Policy in Place

As part of the post-closing credit facility, Ultra has a minimum
hedging requirement of 50% of Proved Developed Producing (PDP)
reserves for the next 12 months. The company recently announced
that it has entered into NYMEX natural gas swaps for approximately
119 Bcf for the months of April 2017 through October 2017. The
hedges are at an average price of $3.34 per Mcf, and fulfil the
company's PDP hedging obligations under the revolving credit
facility. Going forward, the company plans to maintain a rolling
hedge program equivalent to 50% of the next 12 months of
production, helping to protect a minimum level of cash flow needed
to maintain drilling activity levels.

During 2013, 2014 and 2015, Ultra hedged 50%, 51% and 62% of
forecasted production volumes. The company did not hedge in 2016
due to low commodity prices and the Chapter 11 proceedings.

Reasonable Metrics in Forecast

Fitch expects credit metrics to improve in the forecast, driven by
both debt reduction following emergence from Chapter 11 and
increased cash flow. Fitch expects EBITDA and operating cash flow
to improve in 2017, driven primarily by increased capex and higher
production volumes. Fitch's gas price deck is fairly flat through
2020 and does not offer substantial upside from current levels.
However, Ultra's low operating costs allow the company to realize
competitive margins on its Pinedale production base.

Fitch expects moderate cash flow outspend in 2018 as the company
regains operational momentum following a challenging 2016. The
company's $400 million revolver should provide adequate liquidity
under base case pricing, and Fitch expects the company to manage
capex spending to operating cash flow in the event of downside
volatility in natural gas pricing.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Ultra include:

-- Base case WTI oil price that trends up from US$50/barrel in
    2017 to a long-term price of US$62.50/barrel;
-- Base case Henry Hub natural gas that trends up from
    US$2.75/mcf in 2017 to a long-term price of US$3.25/mcf;
-- Ultra receives approximately 93% of Henry Hub pricing through
    the forecast period;
-- Capex of $525 million in 2017, increasing moderately in out
    years;
-- Cash costs of $1.05 per mcfe are flat throughout the forecast
    period;
-- Production of approximately 795 mmcfe/d (132 mboe/d) in 2017,
    increasing at approximately a 12% CAGR through 2020;
-- Payment related to pending make-whole litigation at or below
    $300 million.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- Increased diversification into different production regions or

    increased exposure to high-margin liquids production;
-- Demonstrated commitment to lower gross debt levels and
    execution of a credit conscious plan to maintain operational
    momentum;
-- Mid-cycle debt/EBITDA below 3.0x.

Under its base case assumptions, Fitch expects that positive rating
momentum will be limited in the near term as Ultra re-establishes
operational momentum. Improved ratings could be driven by increased
cash flow diversification, either through expansion into a new
production region or increased exposure to liquids, or decreases in
gross debt leading to an improved credit profile.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Failure to manage liquidity and re-establish operational
    momentum through a successful drilling & completion program;
-- Mid-cycle debt/EBITDA above 3.5x;
-- An unexpected weakening in regional differentials or
    deterioration in the cost profile leading to lower netbacks.

Fitch expects that negative ratings momentum would be driven by an
increase in balance sheet debt (e.g. a leveraging acquisition) or a
sustained decrease in natural gas prices below base case
expectations, leading to an impaired liquidity profile.

Adequate Liquidity Position

The company emerged with a $400 million RBL revolver and is
expected to have approximately $400 million in balance sheet cash,
leading to pro forma liquidity of $800 million. While the revolver
is small compared to similarly sized peers, Fitch expects that
management will endeavour to spend within or near cash flow in the
near term while growing production, and potentially request an
increase in the borrowing base when PUDs are rebooked in early
2018. There is potential for moderate outspend in 2018 as the
company regains operational momentum. The company's HBP acreage
position should allow them to balance these objectives while
calibrating production growth with the near-term pricing outlook.
Material revolver draws are not anticipated and liquidity should
remain adequate under Fitch's base case assumptions.

Ultra has agreed to set aside a $400 million litigation reserve
related to make-wholes on pre-emergence OpCo debt. This was done to
prevent OpCo creditors from objecting to confirmation of the Plan
of Reorganization, which was ultimately confirmed on March 14.
Fitch's cash flow analysis assumes a $300 million outflow related
to make-whole claims and post-petition interest, with the
recognition that the size and timing payments related to the
litigation are uncertain. In such a case, the need to draw on the
credit facility increases leverage and decreases near-term
liquidity, and reflects the risk related to the size and timing of
litigation cash flows. Ultra has a hearing for the make-whole
litigation scheduled for April 20, 2017.

Additionally, Ultra will be required to settle additional claims
from several counterparties. Proceeds are expected to come from the
exit financing and cash flow from operations.

Above Average Recovery Estimates

Fitch views asset coverage as strong relative to the pro forma
capital structure, leading to expectations of 100% recoveries for
secured debt, and recoveries of between 71%-90% for unsecured debt.
Fitch's view is corroborated by reorganization values from Ultra's
confirmed plan, which include an enterprise value of $6 billion
relative to $2 billion in long-term debt, or $2.4 billion when
assuming a fully drawn credit facility.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings:

Ultra Resources, Inc.
-- Long-Term IDR 'BB-';
-- Senior secured debt 'BB+/RR1';
-- Senior unsecured debt 'BB/RR2'.

Ultra Petroleum Corp.
-- Long-Term IDR 'BB-'.

The Rating Outlook is Stable.


UNILIFE CORP: Will Sell Wearable Injector Business
--------------------------------------------------
Unilife Corporation, a U.S.-based developer and commercial supplier
of injectable drug delivery systems for the pharmaceutical and
biotechnology companies, is seeking to sell substantially all of
its business as a going concern as the Company struggled to
generate cash necessary to finance its operations.

Unilife began operations in Australia in 2002.  In 2009, its
business operations moved to the United States and Unilife was
incorporated in Delaware.  Unilife employs 76 people.  Just prior
to the Petition Date, the Company terminated the employment of 51
employees a their York, Pennsylvania and King of Prussia,
Pennsylvania locations.

The Company's primary focus is its wearable injector portfolio
which is designed to support growing pharmaceutical demand for
disposable drug delivery systems that can be worn on the body of a
patient over pre-configured periods.  This portfolio includes the
Precision-Therapy platform of bolus injection devices and the
Flex-Therapy platform of basal infusion devices that are designed
to contain and deliver injectable therapies with a measured dose
volume between 2mL and 10mL.

Aside from the wearable injectors, the Company has also developed a
number of product platforms, including its LISA smart reusable and
RITA disposable auto-injectors, Unifill platform of pre-filled
syringes, EZMix platform of drug reconstitution delivery systems,
and Ocu-ject, Ocu-mix, and Depot-ject ocular delivery systems.

Although the Company's products have not yet been sold to end
users,  Unilife has generated revenue from customization programs,
upfront fees, licensing fees, device and development materials, and
exclusivity fees.  It is expected that most of the Company's
products will be submitted for approval by the U.S. Food and Drug
Administration and other pertinent foreign regulatory agencies,
when its customers are seeking approval of their specific
drug-device combination products.

While the Company expects to generate cash receipts from wearable
injector customers during fiscal year 2017, the Company does not
think these receipts will be sufficient to materially improve its
liquidity position.

In September 2016, the Company engaged SSG Capital Advisors, LLC to
assist with continuing fundraising efforts.  SSG contacted several
dozens of potential lenders and investors over a several month
period.  However, these discussions broke down in late March 2017
due in part to Unilife's inability to obtain the necessary bridge
financing over the period required by the potential investor to
complete its due diligence.

On April 12, 2017, Unilife Corporation, Unilife Medical Solutions,
Inc. and Unilife Cross Farm LLC each filed a voluntary petition
under Chapter 11 of the Bankruptcy Code to implement the process to
market and sell their assets pursuant to Section 363 of the
Bankruptcy Code.  The Debtors also seek court approval of bidding
procedures to govern the sale of their businesses over a
three-month timeframe.

"[T]he Debtors, after consultation with their advisors and other
professionals, and after due deliberation, determined that the best
(and only viable) course of action under the circumstances would be
to file a Chapter 11 petition and to seek approval of a 363 Sale in
order to preserve the value of their business and maximize the
prospects for a recovery for creditors," said John Ryan, president
and chief executive officer of Unilife, in a declaration filed with
the court.

Unilife owns a 165,000 square foot manufacturing facility on a 38
acre site in York, Pennsylvania that was opened in December 2010.
In addition to multiple Class 7 and Class 8 clean rooms, the
facility includes administrative offices, research and development
laboratories, prototyping and automation facilities a warehouse and
expansion space.  The York facility is currently listed for sale
due to unused capacity as a result of focusing on its wearable
injector products.  The Company also lease 52,000 square feet of
office space in King of Prussia, Pennsylvania to support its
research and development activities.  The initial term of the King
of Prussia lease runs to June 30, 2022.  The Company subleased a
portion of this facility.

In order to fund their operations during the sales process, the
Debtors sought and obtained commitment from ROS Acquisition
Offshore LP, their prepetition lender, for a senior secured priming
superpriority debtor-in-possession credit facility in a maximum
principal amount of $7.5 million, subject to approval of the court.


Bids for the Debtors' assets must be received no later than June 8,
2017, at 10:00 a.m.  An auction, if necessary, will be held on June
9, 2017, at 10:00 a.m. (prevailing Eastern Time).

                 Operating Results & Prepetition Debt

The Debtors have incurred net losses of $100.8 million in 2016,
$90.8 million in 2015, $57.9 million in 2014 and $63.2 million in
2013.  The Debtors continued to consume cash during the beginning
of fiscal year 2017 and project a continuing cash burn and loss on
operations through at least the end of fiscal year 2017.

Revenue for the quarter ended Dec. 31, 2016, was approximately
$2.34 million, compared to approximately $4.499 million in the same
period during the previous year.  The Debtors' net loss for the
quarter was approximately $15.3 million, compared to a net loss of
approximately $25.4 million for the same period in the prior year.
The 10-Q Financial Statements also reflect total liabilities of
approximately $201.07 million against total assets of approximately
$82.98 million.

According to Mr. Ryan, although the Debtors achieved some cost
reductions by, among other things, headcount reductions and the
subleasing of a portion of the King of Prussia facility, the
Debtors' business is not mature enough to generate sufficient
revenues to cover their operating expenses without significant
inflows from financing activities.

The Debtors project that negative cash flows will continue during
the post-petition period as they have not yet achieved the sale and
maturity and have not yet commercialized their products and
therefore have not generated sufficient revenue from the sale,
customization, or exclusive use and licensing of their propriety
range of injectable drug delivery systems to pharmaceutical and
biotechnology customers.

As of the Petition Date, the Debtors owe: (a) ROS Acquisition
Offshore LP $86.7 million under a prepetition term loan agreement,
(b) holders of convertible notes $45.7 million, and (c) $12.1
million on account of a mortgage loan.  As of Dec. 31, 2016, the
amount due on the Keystone Redevelopment Group, LLC/Commonwealth of
Pennsylvania Financing Authority loan was approximately $1.9
million.  

As of April 7, 2017, the Debtors defaulted under their debt
facilities.  In addition, on March 31, 2017, the Debtors received
notice from a key customer for wearable injectors that such
customer is putting a program with the Debtors on hold for reasons
unrelated to the Debtors' products.

                  Shortfall and Bosnjak Investigation

The bankruptcy filing comes less than a year after the completion
of an investigation into violations of the Company's policies and
procedures and possible violations of law and regulation by the
Company's former Chief Executive Officer, Alan Shortfall, whose
employment with the Company ceased on March 11, 2016, and its
former Chairman, Jim Bosnjack, who resigned from the Company's
Board of Directors on Aug. 24, 2015.
The Investigation was completed on Oct. 7, 2016, and a summary of
the financial results of the Investigation were disclosed in the
Company's Form 10-Q for the quarter ended March 31, 2016.  The
Investigation did not identify any material financial loss to the
Company.

The Company replaced Mr. Shortfall effective March 2016 with the
Company's then interim and now current CEO, John Ryan.  Mary Kate
Wold, president and CEO of a $12 billion pension fund, a former
finance executive at a New York Stock Exchange listed
pharmaceuticals company and previously the Company's Vice Chair and
Lead Independent Director, assumed the role of Board Chair in March
2016 and the Company has appointed three new independent Board
members since July 2016.


UNIT CORPORATION: Fitch Affirms B+ IDR & Revises Outlook to Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Unit Corporation's (NYSE: UNT) Long-Term
Issuer Default Rating (IDR) at 'B+'. The Rating Outlook has been
revised to Stable from Negative.

Approximately $811 million of debt is affected by rating actions.

The Outlook revision to Stable reflects Unit's ability to preserve
liquidity through the downturn as well as increasing operational
momentum in the company's exploration and production (E&P) and
drilling segments. Fitch expects Unit's year-over-year production
will be down 6% in 2017 but production is expected to grow
quarter-over-quarter by the end of 2017. Additionally, increasing
U.S. rig counts are expected to support Unit's drilling segment
which has seen its rigs under contract grow from a low of 13 in
2016 to 29 as of March 31, 2017. Unit continues to maintain low
leverage (3.4x at 2016 year-end [YE]) and a manageable maturity
profile. Fitch expects that Unit will be more reliant on its E&P
segment in the forecast and production volumes are more consistent
with single 'B' rated E&P companies. The recent Hoxbar acreage
acquisition and the up to $100 million At-the-Market stock offering
could provide the company with additional E&P operational momentum
during the forecast period.

KEY RATING DRIVERS

MODEST REVENUE DIVERSIFICATION

Unit has historically benefited from a modestly diversified
business mix with approximately 35% of EBITDA coming from non-E&P
segments.

The E&P segment (about 65% of 2016 EBITDA) reported production of
47 mboe/d (46% liquids mix, 17% oil), a 14% decrease year-over-year
as a result of the suspension of drilling activity for a portion of
2016. Proved reserves declined 13% year-over-year to 118 million
barrels of oil equivalent (84% developed) for YE 2016. A key driver
of the reserve decline was the inability to successfully replace
reserves after production due to sharply lower capital spending.
Fitch expects the 2017 capital program and recent Hoxbar
acquisition will result in production growth beginning in the
second half of 2017, leading to expected annual production growth
beginning in 2018. EBITDA for the segment was around $150 million
in 2016 and is expected to increase modestly in 2017.

The contract drilling segment (about 15% of 2016 EBITDA) reported a
slight decrease in revenue per day to $19,154, which has been
supported by the higher margin, multi-year BOSS rig contracts.
Unit's contracted drilling rigs declined 50% year-over-year to a
19% utilization rate in 2016 due to the collapse in U.S. onshore
activity, yet Unit has shown increasing market share as rig counts
have rebounded since bottoming in May of 2016. At the low point of
the cycle, Unit had 13 rigs operating and as of March 31, 2017 that
number had increased to 29. EBITDA for the drilling segment was
around $34 million in 2016 and Fitch expects the segment to
generate significant EBITDA growth in 2017.

The midstream segment (about 20% of 2016 EBITDA) reported a revenue
decline of 8% year-over-year mostly due to lower commodity prices
and lower gas processing volumes. NGL volumes sold decreased as the
company operated their processing facilities in full ethane
rejection mode. Offsetting these declines, the company's gas
gathering volumes increased 18% in 2016. Unit has been
transitioning towards fee based contracts which should enable the
segment to continue to provide a stable EBITDA contribution. EBITDA
for the midstream segment was around $48 million in 2016, which is
expected to be relatively flat through the forecast.

Credit metrics weakened for the year ended 2016. The
Fitch-calculated debt/EBITDA, debt/proved developed reserves (PD),
and debt/flowing barrel were approximately 3.4x, $8.4/boe, and
$17,577, respectively. Fitch notes that the upstream credit metrics
allocate all outstanding debt to the E&P segment. Fitch expects
these metrics to improve over the next few years as the impact of a
rising price deck should help improve production growth and
drilling rig utilization.

FORECASTED LEVERAGE EXPECTED TO IMPROVE

Management has guided the 2017 capital budget to be substantially
in line with anticipated cash flows, reducing the need for
additional debt in the near term. Fitch's base case, assuming a WTI
price of $50, projects that Unit will be approximately free cash
flow (FCF) neutral in 2017. The Fitch base case results in
debt/EBITDA of 2.8x in 2017. Debt per flowing barrel metrics are
forecasted to increase to approximately $18,394 as production is
expected to decline around 6% in 2017.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Unit include:

-- WTI oil price that trends up from $50/bbl in 2017, $52.50/bbl
    in 2018, $57.50/bbl in 2019 to $62.50/bbl long term;
-- Henry Hub gas price that trends up from $2.75/mcf in 2017,
    $3.00/mcf in 2018 to $3.25/mcf long term;
-- Production of approximately 44 mboepd in 2017, followed by a
    modest increase thereafter;
-- Drilling segment EBITDA increases in 2017 due to increased
    U.S. onshore activity, albeit from a depressed level;
-- Midstream EBITDA forecasted to grow slightly, cash flows
    benefit from fee based contracts, but volumetric exposure will

    pressure margins;
-- Capex of $250 million in 2017 followed by an operating cash
    flow outspend given supportive pricing signals;
-- Fitch assumes that Unit will issue $50 million in stock under
    the At-the-Market issuance program in 2017 and $25 million in
    2018.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- Increased size, scale, and diversification of Unit's E&P
    operations with production over 75 mboepd with significant
    economic drilling locations and some combination of the
    following metrics;
-- Mid-cycle debt/EBITDA below 3.0x on a sustained basis;
-- Mid-cycle debt/PD of $12.00/boe and/or debt/flowing barrel
    below $18,000 on a sustained basis.

Future positive rating actions are unlikely without additional
accretive business diversification and a material increase to the
company's reserve base and production profile.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Mid-cycle debt/EBITDA above 4.5x-5.0x on a sustained basis;
-- Mid-cycle debt/PD of $14.00/boe and/or debt/flowing barrel
    approaching $22,500 on a sustained basis;
-- A persistently weak oil & gas pricing environment without a
    corresponding reduction to capex;
-- Prolonged period of weak rig dayrates and/or depressed
    activity levels that suggest an unfavorable oil & gas services

    outlook and asset quality and mix;
-- Acquisitions and/or shareholder-friendly actions inconsistent
    with the expected cash flow and leverage profile.

NEAR-TERM LIQUIDITY RISKS MITIGATED, ADEQUATE LIQUIDITY FORECASTED

In conjunction with the April 2016 borrowing base redetermination,
Unit entered into a third amendment to grant the credit facility a
security position. The borrowing base and commitment amounts were
reduced to $475 million, which was recently affirmed in April 2017.
As of Feb. 10, 2017, UNT had $163 million outstanding under their
credit agreement, down significantly from the $281 million
outstanding at YE 2015. The company sold approximately $75 million
of non-core oil and gas properties in 2016 and has used the
proceeds as well as FCF to pay down the borrowings under the credit
agreement. The amendment also established a senior secured leverage
ratio test of not more than 2.75x in effect through March 2019 and
a total leverage covenant of not more than 4.00x beginning on June
30, 2019. Fitch believes there is additional headroom under the new
covenants, alleviating prior leverage ratio covenant concerns.

On April 4, 2017, Unit entered into an At-the-Market offering up to
an aggregate amount of $100 million. The company intends to use any
net proceeds from the offering to fund, or offset costs of
acquisitions, future capital expenditures, repay amounts
outstanding under its revolving credit facility, and general
corporate purposes.

LIMITED OTHER LIABILITIES

Asset retirement obligations (AROs) were $70 million, as of Dec.
31, 2016, which is lower than the $98 million reported at YE 2015.
This is mainly due to a favorable revision of cost estimates
associated with plugging wells based on actual costs over the
preceding year and the loss of AROs due to asset sales. The company
does not have any material additional liabilities.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Unit Corporation
-- Long-Term IDR at 'B+';
-- Senior secured bank revolver at 'BB+/RR1';
-- Senior subordinated notes at 'BB-/RR3'.

The Rating Outlook is revised to Stable from Negative.


UNIVISION COMMUNICATIONS: Fitch Affirms Then Withdraws B IDR
------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the following ratings for
Univision Communications Inc. (UVN):

-- Long-Term Issuer Default Rating (IDR) at 'B';
-- Senior secured credit facilities at 'BB-/RR2';
-- Senior secured notes at 'BB-/RR2'.

Fitch has withdrawn UVN's ratings for commercial reason. Fitch
reserves the right in its sole discretion to withdraw or maintain
any rating at any time for any reason it deems sufficient.

KEY RATING DRIVERS

-- Dominant Position in Hispanic Broadcasting: Fitch maintains a
positive view on the Hispanic media sector driven by the U.S.
Hispanic demographics' ongoing growth in numbers and spending
power. UVN benefits from a premier industry position with a 60%
market share of Spanish-language television viewing across
Univision's portfolio of assets. This large and concentrated
audience provides advertisers with an effective way to reach the
growing U.S. Hispanic population.

-- Increased Competition in Hispanic Media: UVN's prime-time
broadcast and cable network ratings have softened, driven by
increased competition, particularly from NBC Universal (which owns
Telemundo, the second largest Hispanic TV broadcast network); the
proliferation of other high-quality Hispanic media content; and the
more secular impact of declining traditional television audiences.
However, UVN currently has incumbent advantage and dominant market
presence. Fitch views positively UVN and Televisa's announcement on
Jan. 17 to unify content development and production under UVN's
management. Fitch believes this will enable the two companies to
revitalize content and enable it to grow amid these increasing
pressures. Fitch believes the company's efforts to re-align and
invest in content and garner new distribution deals is prudent,
particularly to the extent that it targets younger English-speaking
and second generation Hispanics.

-- Improved Credit Metrics: UVN's total leverage was 7.0x as of
Dec. 31, 2016, down from 8.8x and at year-end 2014. Most of the
reduction stems from Grupo Televisa, S.A.B.'s (Televisa) 2015
conversion of $1.125 billion of the holding company subordinated
debentures into warrants for a new class of UVN's common stock.
UVN's total debt declined an additional $438 million in fiscal year
(FY) 2016 stemming from the company's retirement of its 8.5% senior
notes due 2021 with a combination of cash and borrowings. The
resultant reduction in interest expense, combined with operating
cash flow growth, has greatly improved UVN's free cash flow (FCF).
Fitch estimates that UVN generated $472 million in FCF for FY 2016,
up from $55 million in FY 2015. Fitch expects credit metrics will
further improve in 2017 as UVN applies the $376 million in proceeds
received from the BSIA towards debt reduction.

-- Digital Investment a Credit Positive: UVN's management is
focused on creating scale in its digital segment. In September
2016, UVN acquired Gawker's digital media assets for $135 million.
In January 2016, UVN purchased a 40.5% stake in The Onion, a comedy
news website, for $27.1 million. Finally, in 2015, UVN purchased
The Root, an African-American news and culture website for an
undisclosed amount. Fitch views the diversification into digital as
a long-term positive for the company's credit profile as it
provides some offset to the long-term secular risks facing
television broadcasters.

-- Retransmission Fees and Programming Costs: Fitch believes UVN's
growth in high-margin retransmission revenue and cost management
efforts will provide an offset to rising programing investments.
Long term, Fitch believes positive operating leverage from top-line
growth, specifically in high-margin retransmission revenue, will
support continued content and digital investments, with EBITDA
margins in the low 40% range.

-- Possible Deleveraging Event: UVN filed an S-1 for a planned IPO
in July 2015. Timing of the IPO remains uncertain and continues to
be delayed due to weak market conditions.

KEY ASSUMPTIONS
Fitch's key assumptions within Fitch ratings case for the issuer
include:

-- Media Networks (TV). Core TV revenues will be flat in 2017
(reflecting trends in upfront and scatter volumes), but will return
to low-single digit growth in 2018 and thereafter as investments in
content gain traction. Media Networks revenues will be supported by
increases in retransmission fees, cable affiliate fees and digital
revenues, as well as 'big soccer' tournaments during periods when
they air. Political advertising offers minimal upside every other
year.

-- Radio is expected to continue to experience low-to-mid single
digit decline in revenues, reflecting Fitch's view for continued
secular pressure.

-- Fitch expects total EBITDA margin in the low 40% range. This
reflects the positive impact of growing, higher-margin
retransmission revenues and higher other subscription fees offset
by Fitch expectations of increases in programming expenses in the
Media Networks segment.

-- Fitch expects increased FCF generation driven by continued
EBITDA growth

-- Fitch assumes $376 million in proceeds from Broadcast Incentive
Spectrum Auction will be used to repay debt.

RATING SENSITIVITIES

Rating sensitivities are no longer relevant given rating
withdrawals.

LIQUIDITY

Fitch recognizes Univision's improved liquidity profile pro forma
for the amendment and extension of its senior secured credit
facilities, which will greatly reduce maturities over the next
couple of years. The proposed $4.475 billion term loan C-5 will
mature in 2024, extended from 2020 previously. UVN also upsized its
revolving credit facility to $850 million from $550 million and
extended its maturity to 2022 from 2018 previously.

As of Dec. 31, 2016, liquidity consisted of $67 million in cash and
availability under its revolving facility capacity. UVN has
increased free cash flow generation over the last 12 months,
benefiting from the return of political revenues in 2016, operating
cash flow growth and lower interest payments on refinanced debt.
Fitch calculates FCF of $472 million for FY 2016.

UVN's $400 million accounts receivable (AR) securitization facility
($100 million AR term facility and $300 million AR revolver)
matures in 2018 and was fully drawn as of Dec. 31, 2016. Fitch
expects that UVN will seek to refinance its facility.

FULL LIST OF RATING ACTIONS

Fitch has affirmed and withdrawn the following ratings:

Univision Communications Inc.
-- Long-Term IDR at 'B';
-- Senior secured credit facilities at 'BB-/RR2';
-- Senior secured notes at 'BB-/RR2'.


WARRIOR MET: S&P Withdraws 'B-' Rating on Proposed $350MM Loan
--------------------------------------------------------------
S&P Global Ratings withdrew its 'B-' issue-level rating and '3'
recovery rating on Warrior Met Coal LLC's proposed $350 million
first-lien term loan.  The Brookwood, Ala.-based exporter of
metallurgical (met) coal has cancelled the transaction.

S&P's 'B-' corporate credit rating on Warrior is unchanged.  The
outlook is stable.

Ratings List

Warrior Met Coal LLC
Corporate Credit Rating            B-/Stable/--

Rating Withdrawn
                                    To              From
Warrior Met Coal Intermediate Holdco LLC
$350 mil first-lien term loan       NR              B-
  Recovery Rating                   NR              3(60%)


WE'RE STEAMED: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: We're Steamed, LLC
        30 Retreat Street
        Southgate, KY 41071

Case No.: 17-20510

Business Description: The Company is a small business Debtor as
                      defined in 11 U.S.C. Section 101(51D).
                      The Debtor owns Firehouse Subs stores --
                      a food chain offering burgers, salads,
                      cookies and other deserts.

                      Web site: http://www.firehousesubs.com/

Chapter 11 Petition Date: April 14, 2017

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Covington)

Judge: Hon. Tracey N. Wise

Debtor's Counsel: Mark J. Sandlin, Esq.
                  GOLDBERG SIMPSON, LLC
                  9301 Dayflower Street
                  Prospect, KY 40059
                  Tel: (502) 585-8562
                  Fax: (502) 581-1344
                  Email: msandlin@goldbergsimpson.com
                         mkeane@goldbergsimpson.com;
                         sdaniel-harkins@goldbergsimpson.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Timothy Ford, designated member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at:

            http://bankrupt.com/misc/kyeb17-20510.pdf


WINDMILL RESERVE: Wants Plan Filing Deadline Moved to May 8
-----------------------------------------------------------
Windmill Reserve Corp. filed a second motion, asking the Bankruptcy
Court to extend the time by which it has the exclusive right to
file a plan through May 8, 2017, and the time by which it has the
exclusive right to solicit acceptances on that plan through July 8,
2017.

The Debtor seeks the extension given the recent closing of the sale
of 22 lots in the Windmill Reserve community in Weston, Florida, to
13 Floor Acquisitions LLC for $5,950,000.  The sale closed on March
31, 2017.

The Debtor informs the Court that it has started preparing a plan
of liquidation, which it anticipates to file no later than May 8.

Absent an extension, the Debtor's plan filing period expired on
April 8, 2017, and its solicitation period will expire on June 8,
2017.

                    About Windmill Reserve Corp.

Windmill Reserve Corp., fka Estates of Swan Lake Corp., is a
Florida corporation that owns and developed the "Windmill Reserve"
community in Weston, Florida.  "Windmill Reserve" consists of 94
single family home sites, 72 of which have been sold and improved.
The Debtor holds title to 22 lots in the community.  The Debtor
also owns two lots used for mitigation and located in Miramar,
Florida.

The Debtor filed a voluntary Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 16-20986) on Aug. 8, 2016.  The petition was
signed by Philip J. Von Kahle as president. The Debtor listed total
assets of $15.53 million and total debts of $42.89 million.  Berger
Singerman LLP serves as the Debtor's counsel.  The case is assigned
to Judge Raymond B Ray.  


WINDSTREAM SERVICES: Broadview Deal No Impact on Moody's B1 CFR
---------------------------------------------------------------
Moody's Investors Service said that Windstream Services, LLC's
announcement of a definitive agreement to purchase Broadview
Networks is positive but will not immediately impact the company's
ratings, including its B1 corporate family rating, or negative
outlook. Windstream plans to acquire Broadview for approximately
$227 million which includes the repayment of about $160 million of
debt outstanding at Broadview. Windstream will fund the transaction
using cash on hand and by drawing on its revolving credit facility.
The transaction has a modestly favorable impact to leverage (after
synergies) and will be accretive to free cash flow. The ratings,
including the negative outlook, are not immediately affected due to
the deal's small scale and the negative, albeit improved,
trajectory of Broadview's revenues. The transaction is expected to
close in the third quarter of 2017.

After years of business transformation, Broadview has migrated from
a legacy competitive local exchange carrier (CLEC) into a company
focused cloud and managed services, specifically unified
communications as a service (UCaaS). Double-digit growth in the
company's cloud business has helped stabilize Broadview's top line
which has been declining due to the decay of its legacy telco
services. Further, higher-margin, next-generation services such as
UCaaS are becoming a larger part of Broadview's revenue mix
resulting in EBITDA growth. Given the low capital intensity of the
business, Broadview was able to generate positive free cash flow
positive in 2016.

In addition to Broadview's positive growth trajectory, Windstream
expects to achieve $30 million in operating expense savings over a
two year period following deal close. Windstream may also pursue
cross-selling opportunities by offering Broadview's suite of cloud
products to its existing SMB and enterprise customers. This
strategy is similar to part of the growth plan related to the
acquisition of EarthLink Holdings Corp. ("EarthLink"). The
acquisitions of EarthLink and Broadview reinforce Windstream's
strategic direction that is focused on scalable managed services
for enterprise that have large addressable markets. Windstream is
likely to continue to target companies in transition whereby they
can leverage a target's growth business while extracting synergies
and harvesting cash from legacy operations.

Windstream's B1 corporate family rating reflects its scale as a
national wireline operator with a stable, predictable base of
recurring revenues, offset by high leverage, a declining top line
and margin pressure. Moody's believes that Windstream faces a
continued erosion of EBITDA and cash flows as a result of prior
underinvestment. Moody's expects Windstream's pro-forma EBITDA to
decline in the low single digit percentage range for the next
several years, although some of this impact could be offset by
merger synergies and greater investment into the consumer segment.
Moody's views Windstream as having limited leverage tolerance due
to its low asset coverage following the 2015 sale and leaseback
transaction of its outside plant and real estate assets to
Communications Sales and Leasing, Inc. ("CSAL" dba Uniti Group).

Moody's believes Windstream will maintain good liquidity over the
next twelve months with $59 million of cash on hand at 12/31/2016
and $775 million available on its $1.25 billion revolver.
Windstream has been prudent and proactive in redeeming and
refinancing near-term maturities and has no material maturities
before 2020. Following the completion of the merger, Windstream's
common dividend consumes $116 million of cash annually. Moody's
expects this will contribute to near-zero or negative free cash
flow over the next several years.

Moody's could downgrade Windstream's ratings if leverage were to be
sustained above 5.25x (Moody's adjusted) or free cash flow is
negative, on a sustained basis. Additionally, the ratings would
face downward pressure if capital investment is reduced below the
level sufficient to improve the company's competitive position or
cost structure. Moody's could upgrade Windstream's ratings if
leverage were to be sustained below 4.5x (Moody's adjusted) and
free cash flow to debt were in the mid-single digits percentage
range.

Windstream Services, LLC. (formerly known as Windstream
Corporation) is a pure-play wireline operator headquartered in
Little Rock, AR. The company was formed by a merger of Alltel
Corporation's wireline operations and Valor Communications Group in
July 2006. Windstream completed its acquisition of EarthLink in
February of 2017 and provides services to 48 states.


YORK RISK: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under York Risk Services
Holding is a borrower traded in the secondary market at 97.45
cents-on-the-dollar during the week ended Friday, April 14, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.15 percentage points from the
previous week.  York Risk pays 375 basis points above LIBOR to
borrow under the $0.555 billion facility. The bank loan matures on
Set. 18, 2020 and carries Moody's B3 rating and Standard & Poor's
B- rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended April 14.


[*] Bankruptcy Court Fines Bank of America $45M for Stay Violation
------------------------------------------------------------------
Dorothy Atkins, writing for Bankruptcy Law360, reports that
Bankruptcy Judge Christopher M. Klein has fined Bank of America
Corp. $45 million for intentionally breaching automatic stays
during Erik and Renee Sundquist's foreclosure proceedings, causing
them severe emotional distress that it led to an apparent heart
attack, suicide attempt and post-traumatic stress disorder.  Law360
relates that Judge Klein said that the Bank had lured the couple to
default on their mortgage under the illusory promise that it would
refinance their loan, and then refused to.


[*] Buchalter Adds Four Lawyers to New Sacramento Office
--------------------------------------------------------
Buchalter, after announcing the opening of a new office in
February, has added four additional lawyers to its growing
Sacramento office from LeClair Ryan.  Robert McWhorter joins as a
Shareholder, Kevin Collins joins as of counsel, and Jacqueline Vu
and Jarrett Osborne both join as associates.  All join as members
of the litigation practice group.

"Robert and his team are welcome additions to our new Sacramento
office and I am confident they will make strong contributions to
both the local office culture and the firm," said Adam J. Bass,
President and Chief Executive Officer of Buchalter.  "As we
continue to expand, I'm looking forward to further deepening our
footprint in the Sacramento region and all of our office locations
in the months to come."

Mr. McWhorter regularly handles commercial, business and bankruptcy
litigation matters on behalf of his financial institution clients,
including those involving lender liability, insolvency,
restructuring, receivership, and real estate.  He has notable
expertise handling Article 9 issues under the Uniform Commercial
Code and Chapter 7, 9 and 11 bankruptcy proceedings, including
California's AB 506.  His clients span a range of industries
including real estate, manufacturing, healthcare, automotive, and
more.  Mr. McWhorter earned his M.B.A. from the University of
Michigan, his J.D. from Wayne State University School of Law, and
his B.A. from the University of Chicago.

"The opportunity to join the newly established office of a firm
like Buchalter is a unique opportunity that we could not pass up,"
said Mr. McWhorter.  "I'm thrilled at the opportunity to join
during such an exciting time and bring along a great team as we
continue to represent all types of clients -- trustees, secured
creditors, acquirers, and more -- in their litigation matters."

In his commercial litigation practice, Mr. Collins represents
insurers, public agencies, financial companies, and automotive
manufacturers in a variety of matters, including class actions,
multi-district litigation, products liability cases and antitrust
litigation.  He formerly served as General Counsel for one of the
largest public entities in Sacramento County and has approximately
20 years of experience representing cities, counties, and special
districts.  He received his J.D., with high honors, from the
University of the Pacific McGeorge School of Law and his B.A., cum
laude, from the University of Redlands.

Ms. Vu has a two-pronged practice.  She represents banks in a
variety of matters, including loan work-outs, debt restructurings,
lender liability, and foreclosures of residential and commercial
real estate, while simultaneously representing employers in all
aspects of labor and employment law.  This includes discrimination
and harassment, whistleblowing, wage and hour, family and medical
leave, disability accommodation matters, and more.  She received
her J.D. from the University of the Pacific and her B.A. from the
University of California Santa Barbara.

Mr. Osborne focuses his practice on bankruptcy, construction, and
labor and employment matters on behalf of public and private
institutions.  He received his J.D. from the Santa Clara University
School of Law and his M.B.A. and B.A., magna cum laude, from
Monmouth University.


[*] CFTC Wants $8M Judgment for Pastor for Duping Churchgoers
-------------------------------------------------------------
Nathan Hale, writing for Bankruptcy Law360, reports that the U.S.
Commodity Futures Trading Commission told a Florida federal court
that an $8 million judgment would be appropriate for a convicted
pastor and another man who fooled churchgoers and their associates
into investing $2 million in a fake fund, money which they
embezzled.  The report says that CFTC made its recommendation,
which includes full restitution of the more than $2 million taken
from investors plus treble civil monetary penalties as allowed
under the Commodity Exchange Act.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                 Total
                                                Share-      Total
                                    Total     Holders'    Working
                                   Assets       Equity    Capital
Company          Ticker             ($MM)        ($MM)      ($MM)
-------          ------           ------     --------    -------
ABSOLUTE SOFTWRE  ALSWF US           98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  OU1 GR             98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  ABT CN             98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  ABT2EUR EU         98.6        (49.8)     (31.0)
ABV CONSULTING I  ABVN US             0.0         (0.0)      (0.0)
ADVANCEPIERRE FO  APFH US         1,247.0       (301.2)     185.0
ADVANCEPIERRE FO  APFHEUR EU      1,247.0       (301.2)     185.0
ADVANCEPIERRE FO  1AC GR          1,247.0       (301.2)     185.0
AGENUS INC        AJ81 GR           157.0        (39.1)      50.5
AGENUS INC        AGEN US           157.0        (39.1)      50.5
AGENUS INC        AJ81 TH           157.0        (39.1)      50.5
AGENUS INC        AGENEUR EU        157.0        (39.1)      50.5
AGENUS INC        AJ81 QT           157.0        (39.1)      50.5
AMER RESTAUR-LP   ICTPU US           33.5         (4.0)      (6.2)
ASCENT SOLAR TEC  ASTIEUR EU         12.4        (12.1)     (14.5)
ASPEN TECHNOLOGY  AZPN US           267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AST GR            267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AST TH            267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AZPNEUR EU        267.4       (192.9)    (226.6)
AUTOZONE INC      AZO US          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 TH          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 GR          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZOEUR EU       8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 QT          8,902.6     (1,827.4)    (291.5)
AVID TECHNOLOGY   AVID US           249.6       (269.9)     (86.9)
AVID TECHNOLOGY   AVD GR            249.6       (269.9)     (86.9)
AVON - BDR        AVON34 BZ       3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP US          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP TH          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP* MM         3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP GR          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP CI          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP QT          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP1EUR EU      3,418.9       (391.5)     506.6
AXIM BIOTECHNOLO  AXIM US             1.2         (3.2)      (3.0)
BARRACUDA NETWOR  CUDA US           453.7         (5.0)      (3.8)
BARRACUDA NETWOR  7BM GR            453.7         (5.0)      (3.8)
BARRACUDA NETWOR  CUDAEUR EU        453.7         (5.0)      (3.8)
BASIC ENERGY SVS  BAS US          1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  B8JN GR         1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  B8JN TH         1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  BASEUR EU       1,003.0       (152.3)    (869.2)
BENEFITFOCUS INC  BNFT US           180.4        (33.3)       4.2
BENEFITFOCUS INC  BTF GR            180.4        (33.3)       4.2
BLUE BIRD CORP    BLBD US           257.8        (93.1)      (0.2)
BOMBARDIER INC-B  BBDBN MM       22,826.0     (3,489.0)   1,363.0
BOMBARDIER-B OLD  BBDYB BB       22,826.0     (3,489.0)   1,363.0
BOMBARDIER-B W/I  BBD/W CN       22,826.0     (3,489.0)   1,363.0
BRINKER INTL      EAT US          1,498.1       (530.6)    (245.5)
BRINKER INTL      BKJ GR          1,498.1       (530.6)    (245.5)
BRINKER INTL      BKJ QT          1,498.1       (530.6)    (245.5)
BRINKER INTL      EAT2EUR EU      1,498.1       (530.6)    (245.5)
BROOKFIELD REAL   BRE CN             92.4        (31.3)       0.8
BUFFALO COAL COR  BUC SJ             49.4        (21.7)     (19.1)
BURLINGTON STORE  BURL US         2,574.5        (49.8)     (68.5)
BURLINGTON STORE  BUI GR          2,574.5        (49.8)     (68.5)
BURLINGTON STORE  BURL* MM        2,574.5        (49.8)     (68.5)
CADIZ INC         CDZI US            67.1        (54.3)      11.0
CADIZ INC         2ZC GR             67.1        (54.3)      11.0
CAESARS ENTERTAI  CZR US         14,894.0     (1,418.0)  (2,760.0)
CAESARS ENTERTAI  C08 GR         14,894.0     (1,418.0)  (2,760.0)
CALIFORNIA RESOU  CRC US          6,354.0       (557.0)    (301.0)
CALIFORNIA RESOU  1CLB GR         6,354.0       (557.0)    (301.0)
CALIFORNIA RESOU  CRCEUR EU       6,354.0       (557.0)    (301.0)
CALIFORNIA RESOU  1CL TH          6,354.0       (557.0)    (301.0)
CAMBIUM LEARNING  ABCD US           131.9        (61.3)     (71.2)
CAMPING WORLD-A   CWH US          1,563.8        (28.2)     266.8
CAMPING WORLD-A   C83 GR          1,563.8        (28.2)     266.8
CAMPING WORLD-A   CWHEUR EU       1,563.8        (28.2)     266.8
CARDCONNECT CORP  CCN US            167.8         (2.7)      24.7
CARDCONNECT CORP  55C GR            167.8         (2.7)      24.7
CARDCONNECT CORP  CCNEUR EU         167.8         (2.7)      24.7
CASELLA WASTE     WA3 GR            631.5        (24.6)      (3.8)
CASELLA WASTE     CWST US           631.5        (24.6)      (3.8)
CEB INC           FC9 GR          1,412.6       (174.9)    (129.5)
CEB INC           CEB US          1,412.6       (174.9)    (129.5)
CHESAPEAKE ENERG  CHK US         13,028.0     (1,203.0)  (1,506.0)
CHESAPEAKE ENERG  CS1 GR         13,028.0     (1,203.0)  (1,506.0)
CHESAPEAKE ENERG  CS1 TH         13,028.0     (1,203.0)  (1,506.0)
CHESAPEAKE ENERG  CHK* MM        13,028.0     (1,203.0)  (1,506.0)
CHESAPEAKE ENERG  CS1 QT         13,028.0     (1,203.0)  (1,506.0)
CHESAPEAKE ENERG  CHKEUR EU      13,028.0     (1,203.0)  (1,506.0)
CHOICE HOTELS     CZH GR            852.5       (311.3)      81.2
CHOICE HOTELS     CHH US            852.5       (311.3)      81.2
CINCINNATI BELL   CBB US          1,541.0       (121.7)      (3.0)
CINCINNATI BELL   CIB1 GR         1,541.0       (121.7)      (3.0)
CINCINNATI BELL   CBBEUR EU       1,541.0       (121.7)      (3.0)
CLEAR CHANNEL-A   C7C GR          5,718.8       (932.8)     699.7
CLEAR CHANNEL-A   CCO US          5,718.8       (932.8)     699.7
CLIFFS NATURAL R  CVA GR          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CVA TH          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CLF US          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CLF* MM         1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CVA QT          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CLF2EUR EU      1,923.9     (1,330.5)     433.5
CLOVIS ONCOLOGY   CLVS US           364.6         (3.6)     213.8
CLOVIS ONCOLOGY   C6O GR            364.6         (3.6)     213.8
CLOVIS ONCOLOGY   CLVSEUR EU        364.6         (3.6)     213.8
CLOVIS ONCOLOGY   C6O TH            364.6         (3.6)     213.8
CLOVIS ONCOLOGY   C6O QT            364.6         (3.6)     213.8
COGENT COMMUNICA  CCOI US           737.9        (53.3)     259.7
COGENT COMMUNICA  OGM1 GR           737.9        (53.3)     259.7
CONTURA ENERGY I  CNTE US           827.7         (4.6)      56.6
CORGREEN TECHNOL  CGRT US             2.9         (0.2)      (0.6)
CPI CARD GROUP I  PMTS US           264.4        (95.3)      57.1
CPI CARD GROUP I  PMTS CN           264.4        (95.3)      57.1
CPI CARD GROUP I  CPB GR            264.4        (95.3)      57.1
CURE PHARMACEUTI  CURR US             -           (0.0)      (0.0)
DELEK LOGISTICS   DKL US            415.5        (13.3)      11.3
DELEK LOGISTICS   D6L GR            415.5        (13.3)      11.3
DENNY'S CORP      DE8 GR            306.2        (71.1)     (57.5)
DENNY'S CORP      DENN US           306.2        (71.1)     (57.5)
DOMINO'S PIZZA    EZV TH            716.3     (1,883.1)      92.2
DOMINO'S PIZZA    EZV GR            716.3     (1,883.1)      92.2
DOMINO'S PIZZA    DPZ US            716.3     (1,883.1)      92.2
DOMINO'S PIZZA    EZV QT            716.3     (1,883.1)      92.2
DUN & BRADSTREET  DB5 GR          2,209.2       (987.8)     (65.6)
DUN & BRADSTREET  DB5 TH          2,209.2       (987.8)     (65.6)
DUN & BRADSTREET  DNB US          2,209.2       (987.8)     (65.6)
DUN & BRADSTREET  DNB1EUR EU      2,209.2       (987.8)     (65.6)
DUNKIN' BRANDS G  2DB GR          3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  DNKN US         3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  2DB TH          3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  DNKNEUR EU      3,227.4       (163.3)     182.2
ERIN ENERGY CORP  ERN SJ            289.2       (224.6)    (264.4)
EVERI HOLDINGS I  EVRI US         1,408.2       (107.8)      (1.9)
EVERI HOLDINGS I  G2C TH          1,408.2       (107.8)      (1.9)
EVERI HOLDINGS I  G2C GR          1,408.2       (107.8)      (1.9)
EVERI HOLDINGS I  EVRIEUR EU      1,408.2       (107.8)      (1.9)
FAIRPOINT COMMUN  FRP US          1,230.8        (54.1)       7.3
FAIRPOINT COMMUN  FONN GR         1,230.8        (54.1)       7.3
FERRELLGAS-LP     FEG GR          1,745.6       (696.5)     (50.5)
FERRELLGAS-LP     FGP US          1,745.6       (696.5)     (50.5)
FIFTH STREET ASS  FSAM US           178.8         (5.5)       -
FIFTH STREET ASS  7FS TH            178.8         (5.5)       -
FORESIGHT ENERGY  FELP US         1,689.0       (154.6)    (265.9)
FORESIGHT ENERGY  FHR GR          1,689.0       (154.6)    (265.9)
FRESHII           FRII CN            13.2        (10.2)     (11.1)
FRESHII           3FI GR             13.2        (10.2)     (11.1)
FRESHII           FRIIEUR EU         13.2        (10.2)     (11.1)
FRESHII           FRHHF US           13.2        (10.2)     (11.1)
GAMCO INVESTO-A   GBL US            149.2       (166.6)       -
GCP APPLIED TECH  GCP US          1,089.8       (139.0)     242.3
GCP APPLIED TECH  43G GR          1,089.8       (139.0)     242.3
GCP APPLIED TECH  GCPEUR EU       1,089.8       (139.0)     242.3
GIYANI GOLD CORP  GGC NW              1.1         (0.2)      (1.0)
GNC HOLDINGS INC  IGN GR          2,068.6        (95.0)     491.5
GNC HOLDINGS INC  GNC US          2,068.6        (95.0)     491.5
GOGO INC          GOGO US         1,246.2        (40.4)     353.7
GOGO INC          G0G GR          1,246.2        (40.4)     353.7
GRAND WEST TRANS  BUS CN             10.0         (0.4)       2.5
GREEN PLAINS PAR  GPP US             93.8        (64.2)       5.0
GREEN PLAINS PAR  8GP GR             93.8        (64.2)       5.0
GUIDANCE SOFTWAR  GUID US            74.4         (0.1)     (19.2)
GUIDANCE SOFTWAR  ZTT GR             74.4         (0.1)     (19.2)
H&R BLOCK INC     HRB US          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRB GR          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRB TH          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRBEUR EU       2,577.6       (800.8)     648.2
HALOZYME THERAPE  HALO US           261.5        (32.5)     201.9
HALOZYME THERAPE  RV7 GR            261.5        (32.5)     201.9
HALOZYME THERAPE  HALOEUR EU        261.5        (32.5)     201.9
HALOZYME THERAPE  RV7 QT            261.5        (32.5)     201.9
HAMILTON LANE-A   HLNE US           207.1       (103.6)       -
HAMILTON LANE-A   HLNEEUR EU        207.1       (103.6)       -
HCA HOLDINGS INC  2BH GR         33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  HCA US         33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  2BH TH         33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  HCAEUR EU      33,758.0     (5,633.0)   3,252.0
HELIX TCS INC     HLIX US             4.3         (1.7)      (0.9)
HERON THERAPEUTI  HRTX US            67.5        (21.3)      23.4
HERON THERAPEUTI  AXD2 GR            67.5        (21.3)      23.4
HOVNANIAN-A-WI    HOV-W US        2,145.3       (128.3)   1,266.8
HP INC            HPQ* MM        28,192.0     (4,327.0)    (812.0)
HP INC            HPQ US         28,192.0     (4,327.0)    (812.0)
HP INC            7HP TH         28,192.0     (4,327.0)    (812.0)
HP INC            7HP GR         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ TE         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ CI         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ SW         28,192.0     (4,327.0)    (812.0)
HP INC            HWP QT         28,192.0     (4,327.0)    (812.0)
HP INC            HPQCHF EU      28,192.0     (4,327.0)    (812.0)
HP INC            HPQUSD SW      28,192.0     (4,327.0)    (812.0)
HP INC            HPQEUR EU      28,192.0     (4,327.0)    (812.0)
IDEXX LABS        IDXX US         1,530.7       (108.2)     (89.0)
IDEXX LABS        IX1 GR          1,530.7       (108.2)     (89.0)
IDEXX LABS        IX1 TH          1,530.7       (108.2)     (89.0)
IDEXX LABS        IX1 QT          1,530.7       (108.2)     (89.0)
IHEARTMEDIA INC   IHRT US        12,862.2    (10,885.5)     808.1
IMMUNOGEN INC     IMU GR            198.9       (152.9)     143.1
IMMUNOGEN INC     IMGN US           198.9       (152.9)     143.1
IMMUNOGEN INC     IMU TH            198.9       (152.9)     143.1
IMMUNOMEDICS INC  IMMU US            53.1        (75.2)      20.0
IMMUNOMEDICS INC  IM3 GR             53.1        (75.2)      20.0
IMMUNOMEDICS INC  IM3 TH             53.1        (75.2)      20.0
IMMUNOMEDICS INC  IM3 QT             53.1        (75.2)      20.0
INFOR ACQUISIT-A  IAC/A CN          233.0         (5.5)       0.3
INFOR ACQUISITIO  IAC-U CN          233.0         (5.5)       0.3
INNOVIVA INC      INVA US           379.0       (353.0)     178.0
INNOVIVA INC      HVE GR            379.0       (353.0)     178.0
INNOVIVA INC      INVAEUR EU        379.0       (353.0)     178.0
INTERNAP CORP     IP9A GR           430.6         (3.7)     (15.9)
INTERNAP CORP     INAP US           430.6         (3.7)     (15.9)
INTERNATIONAL WI  ITWG US           324.8        (12.0)      99.6
JACK IN THE BOX   JBX GR          1,258.6       (273.2)    (118.2)
JACK IN THE BOX   JACK US         1,258.6       (273.2)    (118.2)
JACK IN THE BOX   JACK1EUR EU     1,258.6       (273.2)    (118.2)
JACK IN THE BOX   JBX QT          1,258.6       (273.2)    (118.2)
JUST ENERGY GROU  JE US           1,287.8       (209.6)     104.5
JUST ENERGY GROU  1JE GR          1,287.8       (209.6)     104.5
JUST ENERGY GROU  JE CN           1,287.8       (209.6)     104.5
KERYX BIOPHARM    KYX GR            141.4         (8.3)     111.3
KERYX BIOPHARM    KERX US           141.4         (8.3)     111.3
KERYX BIOPHARM    KYX TH            141.4         (8.3)     111.3
KERYX BIOPHARM    KERXEUR EU        141.4         (8.3)     111.3
L BRANDS INC      LTD GR          8,170.0       (727.0)   1,451.0
L BRANDS INC      LTD TH          8,170.0       (727.0)   1,451.0
L BRANDS INC      LB US           8,170.0       (727.0)   1,451.0
L BRANDS INC      LBEUR EU        8,170.0       (727.0)   1,451.0
L BRANDS INC      LB* MM          8,170.0       (727.0)   1,451.0
L BRANDS INC      LTD QT          8,170.0       (727.0)   1,451.0
LAMB WESTON       LW US           2,432.2       (650.9)     336.9
LAMB WESTON       0L5 GR          2,432.2       (650.9)     336.9
LAMB WESTON       LW-WEUR EU      2,432.2       (650.9)     336.9
LAMB WESTON       0L5 TH          2,432.2       (650.9)     336.9
LANTHEUS HOLDING  0L8 GR            255.9       (106.5)      67.0
LANTHEUS HOLDING  LNTH US           255.9       (106.5)      67.0
LINN ENERGY INC   LNGG US         4,660.6     (2,397.0)  (1,341.1)
MADISON-A/NEW-WI  MSGN-W US         854.1     (1,033.7)     217.3
MANNKIND CORP     MNKD IT           107.1       (183.6)     (14.6)
MASCO CORP        MAS US          5,137.0       (103.0)   1,474.0
MASCO CORP        MSQ GR          5,137.0       (103.0)   1,474.0
MASCO CORP        MSQ TH          5,137.0       (103.0)   1,474.0
MASCO CORP        MAS* MM         5,137.0       (103.0)   1,474.0
MASCO CORP        MAS1EUR EU      5,137.0       (103.0)   1,474.0
MCDONALDS - BDR   MCDC34 BZ      31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MDO TH         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCD TE         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MDO GR         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCD* MM        31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCD US         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCD SW         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCD CI         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MDO QT         31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCDCHF EU      31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCDUSD SW      31,023.9     (2,204.3)   1,380.3
MCDONALDS CORP    MCDEUR EU      31,023.9     (2,204.3)   1,380.3
MCDONALDS-CEDEAR  MCD AR         31,023.9     (2,204.3)   1,380.3
MDC COMM-W/I      MDZ/W CN        1,577.4       (442.4)    (313.2)
MDC PARTNERS-A    MDZ/A CN        1,577.4       (442.4)    (313.2)
MDC PARTNERS-A    MDCA US         1,577.4       (442.4)    (313.2)
MDC PARTNERS-A    MD7A GR         1,577.4       (442.4)    (313.2)
MDC PARTNERS-A    MDCAEUR EU      1,577.4       (442.4)    (313.2)
MDC PARTNERS-EXC  MDZ/N CN        1,577.4       (442.4)    (313.2)
MEAD JOHNSON      MJN US          4,087.7       (472.1)   1,462.4
MEAD JOHNSON      0MJA TH         4,087.7       (472.1)   1,462.4
MEAD JOHNSON      0MJA GR         4,087.7       (472.1)   1,462.4
MEAD JOHNSON      MJNEUR EU       4,087.7       (472.1)   1,462.4
MEDLEY MANAGE-A   MDLY US           122.4        (16.9)      34.9
MERITOR INC       AID1 GR         2,394.0       (185.0)     154.0
MERITOR INC       MTOR US         2,394.0       (185.0)     154.0
MERITOR INC       MTOREUR EU      2,394.0       (185.0)     154.0
MERRIMACK PHARMA  MACK US            81.5       (252.7)     (30.8)
MICHAELS COS INC  MIK US          2,147.6     (1,698.4)     518.6
MICHAELS COS INC  MIM GR          2,147.6     (1,698.4)     518.6
MIRAGEN THERAPEU  MGEN US             7.5          4.7        3.7
MIRAGEN THERAPEU  1S1 GR              7.5          4.7        3.7
MIRAGEN THERAPEU  SGNLEUR EU          7.5          4.7        3.7
MONEYGRAM INTERN  MGI US          4,597.4       (208.4)     (11.5)
MONEYGRAM INTERN  9M1N GR         4,597.4       (208.4)     (11.5)
MONEYGRAM INTERN  9M1N QT         4,597.4       (208.4)     (11.5)
MONEYGRAM INTERN  9M1N TH         4,597.4       (208.4)     (11.5)
MONEYGRAM INTERN  MGIEUR EU       4,597.4       (208.4)     (11.5)
MOODY'S CORP      DUT GR          5,327.3     (1,027.3)     824.9
MOODY'S CORP      MCO US          5,327.3     (1,027.3)     824.9
MOODY'S CORP      DUT TH          5,327.3     (1,027.3)     824.9
MOODY'S CORP      MCOEUR EU       5,327.3     (1,027.3)     824.9
MOODY'S CORP      DUT QT          5,327.3     (1,027.3)     824.9
MOTOROLA SOLUTIO  MTLA GR         8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MTLA TH         8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MSI US          8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MOT TE          8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MSI1EUR EU      8,463.0       (952.0)     800.0
MSG NETWORKS- A   MSGN US           854.1     (1,033.7)     217.3
MSG NETWORKS- A   1M4 GR            854.1     (1,033.7)     217.3
MSG NETWORKS- A   1M4 TH            854.1     (1,033.7)     217.3
MSG NETWORKS- A   MSGNEUR EU        854.1     (1,033.7)     217.3
NATHANS FAMOUS    NATH US            78.3        (67.3)      55.7
NATHANS FAMOUS    NFA GR             78.3        (67.3)      55.7
NATIONAL CINEMED  XWM GR          1,057.4       (181.2)     100.5
NATIONAL CINEMED  NCMI US         1,057.4       (181.2)     100.5
NATIONAL CINEMED  NCMIEUR EU      1,057.4       (181.2)     100.5
NAVIDEA BIOPHARM  NAVB IT            12.5        (67.7)     (59.0)
NAVISTAR INTL     IHR GR          5,394.0     (5,329.0)     683.0
NAVISTAR INTL     NAV US          5,394.0     (5,329.0)     683.0
NAVISTAR INTL     IHR TH          5,394.0     (5,329.0)     683.0
NAVISTAR INTL     IHR QT          5,394.0     (5,329.0)     683.0
NEFF CORP-CL A    NEFF US           648.4       (131.7)      16.8
NEFF CORP-CL A    NFO GR            648.4       (131.7)      16.8
NEOS THERAPEUTIC  NEOS US            80.1         (1.5)      33.6
NEW ENG RLTY-LP   NEN US            190.6        (34.2)       -
NYMOX PHARMACEUT  NYMX US             2.1         (0.6)       0.7
NYMOX PHARMACEUT  NYM GR              2.1         (0.6)       0.7
OKTA INC          OKTA US           130.6        (15.7)     (42.8)
OKTA INC          OKTAEUR EU        130.6        (15.7)     (42.8)
OKTA INC          0OK GR            130.6        (15.7)     (42.8)
OMEROS CORP       3O8 GR             67.3        (37.4)      44.2
OMEROS CORP       OMER US            67.3        (37.4)      44.2
OMEROS CORP       3O8 TH             67.3        (37.4)      44.2
OMEROS CORP       OMEREUR EU         67.3        (37.4)      44.2
ONCOMED PHARMACE  OMED US           195.5        (23.0)     133.7
ONCOMED PHARMACE  O0M GR            195.5        (23.0)     133.7
PENN NATL GAMING  PN1 GR          4,974.5       (543.3)    (137.1)
PENN NATL GAMING  PENN US         4,974.5       (543.3)    (137.1)
PHILIP MORRIS IN  PM1EUR EU      36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI SW         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM1 TE         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  4I1 TH         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM1CHF EU      36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  4I1 GR         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM US          36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM FP          36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI1 IX        36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI EB         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  4I1 QT         36,851.0    (10,900.0)   1,141.0
PINNACLE ENTERTA  PNK US          4,077.1       (372.9)    (102.8)
PINNACLE ENTERTA  65P GR          4,077.1       (372.9)    (102.8)
PITNEY BOWES INC  PBW GR          5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBI US          5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBW TH          5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBIEUR EU       5,837.1       (103.7)      (2.4)
PLANET FITNESS-A  PLNT US         1,001.4       (214.8)       8.0
PLANET FITNESS-A  3PL TH          1,001.4       (214.8)       8.0
PLANET FITNESS-A  3PL GR          1,001.4       (214.8)       8.0
PLANET FITNESS-A  PLNT1EUR EU     1,001.4       (214.8)       8.0
PROS HOLDINGS IN  PH2 GR            227.7         (3.4)      76.9
PROS HOLDINGS IN  PRO US            227.7         (3.4)      76.9
RADIO ONE INC-A   ROIA US         1,358.8        (58.7)     107.2
RADIO ONE-CL D    ROIAK US        1,358.8        (58.7)     107.2
REATA PHARMACE-A  RETA US           101.8       (212.3)      39.8
REATA PHARMACE-A  2R3 GR            101.8       (212.3)      39.8
REATA PHARMACE-A  RETAEUR EU        101.8       (212.3)      39.8
REGAL ENTERTAI-A  RGC US          2,645.7       (838.9)     (63.1)
REGAL ENTERTAI-A  RETA GR         2,645.7       (838.9)     (63.1)
REGAL ENTERTAI-A  RGC* MM         2,645.7       (838.9)     (63.1)
RESOLUTE ENERGY   R21 GR            588.4        (75.7)     (38.2)
RESOLUTE ENERGY   REN US            588.4        (75.7)     (38.2)
RESOLUTE ENERGY   RENEUR EU         588.4        (75.7)     (38.2)
REVLON INC-A      REV US          3,023.5       (614.8)     415.4
REVLON INC-A      RVL1 GR         3,023.5       (614.8)     415.4
ROSETTA STONE IN  RST US            194.3         (1.7)     (65.7)
ROSETTA STONE IN  RS8 GR            194.3         (1.7)     (65.7)
ROSETTA STONE IN  RS8 TH            194.3         (1.7)     (65.7)
ROSETTA STONE IN  RST1EUR EU        194.3         (1.7)     (65.7)
RR DONNELLEY & S  DLLN GR         4,284.7        (92.2)     965.8
RR DONNELLEY & S  RRD US          4,284.7        (92.2)     965.8
RR DONNELLEY & S  DLLN TH         4,284.7        (92.2)     965.8
RR DONNELLEY & S  RRDEUR EU       4,284.7        (92.2)     965.8
RYERSON HOLDING   RYI US          1,558.7        (49.3)     665.4
RYERSON HOLDING   7RY GR          1,558.7        (49.3)     665.4
RYERSON HOLDING   7RY TH          1,558.7        (49.3)     665.4
SALLY BEAUTY HOL  SBH US          2,109.9       (289.0)     687.4
SALLY BEAUTY HOL  S7V GR          2,109.9       (289.0)     687.4
SANCHEZ ENERGY C  SN US           1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  SN* MM          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  13S GR          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  13S TH          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  SNEUR EU        1,286.3       (696.1)     385.8
SBA COMM CORP     4SB GR          7,360.9     (1,995.9)    (548.9)
SBA COMM CORP     SBAC US         7,360.9     (1,995.9)    (548.9)
SBA COMM CORP     SBJ TH          7,360.9     (1,995.9)    (548.9)
SBA COMM CORP     SBACEUR EU      7,360.9     (1,995.9)    (548.9)
SCIENTIFIC GAM-A  TJW GR          7,087.4     (1,935.7)     424.2
SCIENTIFIC GAM-A  SGMS US         7,087.4     (1,935.7)     424.2
SEARS HOLDINGS    SEE GR          9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SEE TH          9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SHLD US         9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SHLDEUR EU      9,362.0     (3,824.0)     315.0
SIGA TECH INC     SIGA US           161.0       (287.4)      55.3
SILVER SPRING NE  SSNI US           447.1        (31.5)      15.2
SILVER SPRING NE  9SI GR            447.1        (31.5)      15.2
SILVER SPRING NE  9SI TH            447.1        (31.5)      15.2
SILVER SPRING NE  SSNIEUR EU        447.1        (31.5)      15.2
SIRIUS XM CANADA  XSR CN            307.0       (127.9)    (152.0)
SIRIUS XM CANADA  SIICF US          307.0       (127.9)    (152.0)
SIRIUS XM HOLDIN  SIRI US         8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  RDO TH          8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  RDO GR          8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  SIRI SW         8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  RDO QT          8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  SIRIEUR EU      8,003.6       (792.0)  (2,026.0)
SLATE RETAIL R-U  SRT-U CN        1,114.6         (2.9)       -
SLATE RETAIL R-U  SRT/U CN        1,114.6         (2.9)       -
SLATE RETAIL R-U  SRRTF US        1,114.6         (2.9)       -
SONIC CORP        SONC US           571.7       (157.7)      38.2
SONIC CORP        SO4 GR            571.7       (157.7)      38.2
SONIC CORP        SONCEUR EU        571.7       (157.7)      38.2
STONE ENERGY COR  SGY US          1,139.5       (637.3)     132.4
STONE ENERGY COR  SEQ2 GR         1,139.5       (637.3)     132.4
STONE ENERGY COR  SGY1EUR EU      1,139.5       (637.3)     132.4
STRAIGHT PATH-B   STRP US             9.9        (14.2)      (7.4)
STRAIGHT PATH-B   5I0 GR              9.9        (14.2)      (7.4)
SUPERVALU INC     SVU US          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 GR          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 TH          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SVU* MM         4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 QT          4,474.0       (253.0)    (747.0)
SYNTEL INC        SYNT US           454.5       (183.1)     146.9
SYNTEL INC        SYE GR            454.5       (183.1)     146.9
SYNTEL INC        SYE TH            454.5       (183.1)     146.9
SYNTEL INC        SYNT1EUR EU       454.5       (183.1)     146.9
SYNTEL INC        SYNT* MM          454.5       (183.1)     146.9
TAILORED BRANDS   TLRD US         2,097.9       (107.6)     705.8
TAILORED BRANDS   WRMA GR         2,097.9       (107.6)     705.8
TAILORED BRANDS   TLRD* MM        2,097.9       (107.6)     705.8
TAUBMAN CENTERS   TU8 GR          4,010.9        (62.0)       -
TAUBMAN CENTERS   TCO US          4,010.9        (62.0)       -
TEMPUR SEALY INT  TPD GR          2,702.6         (4.6)     126.0
TEMPUR SEALY INT  TPX US          2,702.6         (4.6)     126.0
TRANSDIGM GROUP   T7D GR         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDG US         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDG SW         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDGCHF EU      10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   T7D QT         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDGEUR EU      10,037.1     (1,874.6)   1,536.5
ULTRA PETROLEUM   UPM GR          1,540.9     (2,928.2)     383.2
ULTRA PETROLEUM   UPLMQ US        1,540.9     (2,928.2)     383.2
ULTRA PETROLEUM   UPLEUR EU       1,540.9     (2,928.2)     383.2
ULTRA PETROLEUM   UPL US          1,540.9     (2,928.2)     383.2
UNISYS CORP       UISCHF EU       2,021.6     (1,647.4)      45.7
UNISYS CORP       UISEUR EU       2,021.6     (1,647.4)      45.7
UNISYS CORP       UIS US          2,021.6     (1,647.4)      45.7
UNISYS CORP       UIS1 SW         2,021.6     (1,647.4)      45.7
UNISYS CORP       USY1 TH         2,021.6     (1,647.4)      45.7
UNISYS CORP       USY1 GR         2,021.6     (1,647.4)      45.7
UNITI GROUP INC   UNIT US         3,318.8     (1,321.9)       -
UNITI GROUP INC   8XC GR          3,318.8     (1,321.9)       -
VALVOLINE INC     VVV US          1,865.0       (286.0)     266.0
VALVOLINE INC     0V4 GR          1,865.0       (286.0)     266.0
VALVOLINE INC     0V4 TH          1,865.0       (286.0)     266.0
VALVOLINE INC     VVVEUR EU       1,865.0       (286.0)     266.0
VALVOLINE INC     0V4 QT          1,865.0       (286.0)     266.0
VECTOR GROUP LTD  VGR GR          1,404.0       (253.3)     509.3
VECTOR GROUP LTD  VGR US          1,404.0       (253.3)     509.3
VECTOR GROUP LTD  VGR QT          1,404.0       (253.3)     509.3
VERISIGN INC      VRS TH          2,334.6     (1,200.6)     320.4
VERISIGN INC      VRS GR          2,334.6     (1,200.6)     320.4
VERISIGN INC      VRSN US         2,334.6     (1,200.6)     320.4
VERISIGN INC      VRSNEUR EU      2,334.6     (1,200.6)     320.4
VERSUM MATER      VSM US          1,087.5       (134.2)     335.0
VERSUM MATER      2V1 GR          1,087.5       (134.2)     335.0
VERSUM MATER      VSMEUR EU       1,087.5       (134.2)     335.0
VERSUM MATER      2V1 TH          1,087.5       (134.2)     335.0
VERSUM MATER      2V1 QT          1,087.5       (134.2)     335.0
VIEWRAY INC       VRAY US            48.8        (43.7)      (1.3)
VIEWRAY INC       6L9 GR             48.8        (43.7)      (1.3)
VIEWRAY INC       VRAYEUR EU         48.8        (43.7)      (1.3)
WEIGHT WATCHERS   WTW US          1,271.0     (1,202.9)     (57.2)
WEIGHT WATCHERS   WW6 GR          1,271.0     (1,202.9)     (57.2)
WEIGHT WATCHERS   WW6 TH          1,271.0     (1,202.9)     (57.2)
WEIGHT WATCHERS   WTWEUR EU       1,271.0     (1,202.9)     (57.2)
WEIGHT WATCHERS   WW6 QT          1,271.0     (1,202.9)     (57.2)
WELBILT INC       WBT US          1,769.1        (43.5)      (4.9)
WELBILT INC       6M6 GR          1,769.1        (43.5)      (4.9)
WELBILT INC       MFS1EUR EU      1,769.1        (43.5)      (4.9)
WEST CORP         WSTC US         3,440.8       (441.8)     199.7
WEST CORP         WT2 GR          3,440.8       (441.8)     199.7
WESTMORELAND COA  WLB US          1,584.9       (690.1)      (1.6)
WESTMORELAND COA  WME GR          1,584.9       (690.1)      (1.6)
WINGSTOP INC      WING US           111.8        (74.6)      (5.6)
WINGSTOP INC      EWG GR            111.8        (74.6)      (5.6)
WINMARK CORP      WINA US            48.6         (7.9)      15.4
WINMARK CORP      GBZ GR             48.6         (7.9)      15.4
WORKIVA INC       WK US             143.1         (3.1)      (1.8)
WORKIVA INC       0WKA GR           143.1         (3.1)      (1.8)
YRC WORLDWIDE IN  YRCW US         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YEL1 GR         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YEL1 TH         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YEL1 QT         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YRCWEUR EU      1,770.0       (416.2)     218.9
YUM! BRANDS INC   YUM US          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   TGR GR          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   TGR TH          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMEUR EU       5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   TGR QT          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMCHF EU       5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUM SW          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMUSD SW       5,478.0     (5,656.0)     113.0


                            *********

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
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***