TCR_Public/170614.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, June 14, 2017, Vol. 21, No. 164

                            Headlines

1776 AMERICAN PROPERTIES: Has $375K of DIP Financing From SP2
30DC INC: MaloneBailey Quits as Accountant
477 WEST: Trustee Selling New York Property
56 SOMERS ST: VVS1 Buying Brooklyn Property by Credit Bid
ADPT DFW: Disclosure Statement Hearing Set for July 10

AGRO INNOVA: Chapter 727 Case Filed; Claims Due Aug. 22
ALITALIA SPA: Chapter 15 Case Summary
ALITALIA SPA: Gets TRO on Moves vs. JFK Airport Lease, U.S. Routes
ALITALIA SPA: Says U.S. Critical to Global Operations
ANTHONY LAWRENCE: Seeks Nov. 16 Plan Exclusivity Period Extension

BC ACQUISITIONS: Discloses Plan to Pursue Suit vs. JFP, 4 Others
BEVERAGES & MORE: S&P Rates Proposed $190MM Sr. Sec. Notes 'B-'
BIOLARGO INC: Files Amendment No.5 to 36.1M Shares Prospectus
BROUGHER INC: Plan Solicitation to be Funded by Okin Adams
C-LEVELED LLC: FNB Asks Court to Deny Approval of Plan Disclosures

C.B.S.A. FAMILY: Case Summary & 3 Unsecured Creditors
CADIZ INC: Stockholders Elected 9 Directors
CAMELOT CLUB: Proposes Plan to Exit Chapter 11 Protection
CANNELLE PATISSERIE: Unsecured Creditors to be Paid 5% in 12 Mos.
CARTER & MOSER: Voluntary Chapter 11 Case Summary

CELADON GROUP: BlackRock Holds 6.4% Equity Stake as of May 31
CHESAPEAKE ENERGY: 2.50% Contingent Notes Removed From NYSE Listing
CHF DEKALB II: Moody's Cuts $130MM Revenue Bonds Rating to Ba3
CIBER INC: Claims Bar Date Set for July 14
CLEAR LAKE: Richard Buying Perkinston Property for $32K

CLOUDBREAK ENTERTAINMENT: Asks Court to Approve Plan Outline
COALITION TOXICOLOGY: Chapter 727 Case Filed; Claims Due Sept. 5
COMMUNITY TRANSLATOR: Selling Translator Permits, Licenses for $53K
D C EASTERN: Voluntary Chapter 11 Case Summary
DEXTERA SURGICAL: Has 26.7M Outstanding Common Shares as of June 7

DHX MEDIA: S&P Lowers CCR to 'B' on Debt-Financed Acquisition
DR. LUIS A VINAS: Wants to Use King's, et al.'s Cash Collateral
DUPONT FABROS: S&P Puts 'BB' CCR on CreditWatch Positive
EAT GATOR: Unsecureds to be Paid $1,000 Monthly Over 4 Years at 2%
EMERALD GRANDE: Plan Filing Deadline Extended Through Sept. 8

ENVIRO-SAFE: Wants to Use Busey Bank's Cash Collateral
ESPLANADE HL: Needs More Time to Complete Asset Sale, File Plan
ESPLANADE HL: RL's $1.44M to Open Auction for Illinois Property
ETERNAL ENTERPRISE: May Use Hartford Holdings' Cash Until June 30
EXTRACTION OIL: Fitch Assigns First-Time 'B+' Issuer Default Rating

GREAT BASIN: Amends 6 Million Units Prospectus with SEC
GREAT BASIN: Has 2.6-M Outstanding Common Shares as of June 8
GYMBOREE CORP: Moody's Cuts PDR to 'D-PD' Amid Bankruptcy Filing
GYMBOREE CORPORATION: Halts Filing of Reports with SEC
HAHA INC: Chapter 727 Case Filed; Claims Due Aug. 15

HALKER CONSULTING: Unsecureds to be Paid in Full Under Exit Plan
HANSELL/MITZEL: Members Seek Nov. 10 Exclusivity Extension
HOWARD HUGHES: S&P Affirms 'B+' Rating on $800MM Sr. Notes
HUNTWICKE CAPITAL: Incurs $186,000 Net Loss in Third Quarter
IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers Expiration

IHEARTCOMMUNICATIONS INC: Extends Private Term Loan Offers
IMH FINANCIAL: Annual Meeting Scheduled for June 29
INDIANA FINANCE: Fitch Cuts Private Activity Bonds Rating to CC
INVERSIONES CESAR: Case Summary & 9 Unsecured Creditors
IPC CORP: S&P Lowers CCR to 'B-' on Operational Performance

JACUZZI BRANDS: Moody's Assigns B3 CFR; Outlook Stable
JACUZZI BRANDS: S&P Assigns 'B' CCR Over Planned Acquisitions
JEFF BENFIELD: Plan Outline Okayed, Plan Hearing on July 6
KAPPA DEVELOPMENT: Voluntary Chapter 11 Case Summary
KEENEY TRUCK: June 22 Auction of Commercial Equipment

KEMPLON MARINE: Court Terminates Use of Cash Collateral
KERRI A. NOYES: Chapter 727 Filed; Claims Due Aug. 16
KFC HOLDING: Moody's Rates New $500MM Sr. Unsecured Notes B1
LARKIN EXCAVATING: May Use Cash Collateral on Interim Basis
LIBERTY TIRE: S&P Affirms 'B-' CCR, Outlook Stable

LIFE FUND II: Chapter 727 Case Filed; Claims Due Sept. 22
MANUFACTURERS ASSOCIATES: May Use Cash Collateral Until June 30 30
METER READINGS: S&P Affirms 'B' CCR on $80MM Loan Add-On
MINI MASTER: Disclosure Statement Hearing Moved to Sept. 13
MOSAIC MANAGEMENT: Wins Confirmation of Reorganization Plan

MRI INTERVENTIONS: AIGH Investment Reports 7.7% Equity Stake
NET ELEMENT: Director Healy Quits for Personal Reasons
NEVADA GAMING: Sale of Slot Route Assets for $2.9M Approved
NORTHEAST ENERGY: Exit Plan to Pay Unsecured Claims in Full
NORTHERN INYO: S&P Affirms 'BB' Rating on 2010/2013 Revenue Bonds

NRMT LLC: Creditors' Panel Hires Thames Markey as Counsel
OAKFABCO INC: Court Finds Terms of Policy with NERC Ambiguous
OMNICOMM SYSTEMS: Reports Executive Appointments
ORBITAL ATK: Moody's Revises Outlook Stable & Affirms Ba2 CFR
OUTBOUND GROUP: Plan Outline Okayed, Plan Hearing on July 7

PARKER PORK: Gage Buying Two Automobiles for $40K
PENNSVILLE 8 URBAN: July 6 Disclosure Statement Hearing
PERFORMANT FINANCIAL: S&P Affirms 'B-' CCR; Outlook Negative
PREMIER DENTAL: S&P Affirms 'B-' CCR & Rates New Secured Loans 'B-'
RCWE HOLDING: Case Summary & 20 Largest Unsecured Creditors

RECOVERY ASSOCIATES PALM BEACHES: Claims Bar Date Set for Sept. 1
RENNOVA HEALTH: Special Meeting Again Moved Due to Lack of Quorum
RENT-A-CENTER INC: Moody's Confirms B2 CFR; Outlook Negative
RFI MANAGEMENT: Hires Ashton Trevethan as Accountant
ROOT9B HOLDINGS: Extends 2014 Notes Maturity to May 2018

RUE21 INC: Unsecureds to Get 2%-4% Under Chap. 11 Plan
RXI PHARMACEUTICALS: Stockholders Elected Five Directors
SEVEN GENERATIONS: S&P Raises Rating on Sr. Unsec. Notes to 'B+'
SILGAN HOLDINGS: Moody's Rates $1.19BB Sr. Credit Facilities Ba1
SOLARWORLD INDUSTRIES: Seeks U.S. Recognition of German Proceeding

SOMNANG REALTY: Names Taylor King as Attorney
SOUTHWESTERN STEEL: Plan Outline Okayed, Plan Hearing on July 27
SPECTRUM BRANDS: S&P Affirms 'BB-' CCR; Outlook Stable
STINAR HG: Hires Sapienta Law as Attorneys
SUMMIT INVESTMENT: Lassiter Buying Salisbury Property $308K

TABERNA PREFERRED: Involuntary Chapter 11 Case Summary
THEODORE VENIA: Selling San Juan Capistrano Property for $1.3M
TIRAMISU RESTAURANT: Hires Kornfeld & Associates as Attorney
TOP SECRET NUTRITION: Chapter 727 Case Filed; Claims Due Aug. 15
UNIVAR INC: S&P Raises CCR to 'BB-' on Improved Credit Metrics

US STEEL: Chapter 15 Recognition Hearing Set for June 29
VERDESIAN LIFE: S&P Cuts CCR to B- on Expected Weaker Performance
VERITAS BERMUDA: S&P Assigns 'B+' Rating on 1st-Lien Term Loan
WEX INC: S&P Revises Outlook to Stable & Affirms 'BB-' ICR
WOMEN'S HEALTH: U.S. Trustee Directed to Appoint PCO

WORLD IMPORTS: Files Chapter 11 Plan of Liquidation
WOW ORTHODONTICS: Disclosures OK'd; Plan Hearing on Aug. 1
YUM! BRANDS: S&P Rates New $500MM Sr. Unsec. Notes 'BB'
ZYNEX INC: Appoints Daniel Moorhead as Chief Financial Officer
[*] Fitch: Gymboree Filing Ups US Retail Loan Default Rate to 2.7%


                            *********

1776 AMERICAN PROPERTIES: Has $375K of DIP Financing From SP2
-------------------------------------------------------------
1776 American Properties IV LLC, et al., seek authority from the
U.S. Bankruptcy Court for the Southern District of Texas to incur
postpetition indebtedness up to $375,000 from American Property
Recovery Fund SPC – Property Loan Development Fund SP2, the
largest unsecured creditor to 1776 V.

A hearing on the Debtors' request will be held on June 26, 2017, at
10:30 a.m.

The DIP Loan will be used for purposes of paying off Noble Capital
first lien on lots 6-11, Block 2, Edison Park Subdivision, Harris
County, Texas, in order protect the Debtor's interest in the six
lots tracts of land.  The DIP Financing Agreement will be used to
pay-off the Noble first lien deeds of trusts on the Noble
collateral.  If the DIP Financing Agreement is not approved, 1776 V
will be unable to protect its initial $840,000 investment in lots
6-11, and it will incur a significant loss, causing a substantial
economic loss to the estate.

1776 V owns the completed townhomes located on lots 2 through 10,
Block 2, Section 1, located in the Edison Park subdivision, Harris
County, Texas, which are being marketed for sale.  As provided for
in the DIP promissory note, the DIP loan will be repaid through the
sale of those townhomes (subject to payment of prior existing
mortgages held by Peer Street), and subject to a reserve of $15,000
per property for the estate to cover administrative expenses and
costs and U.S. Trustee fees related to the sale.  The net proceeds
of the townhome sales will be paid to the estate, with all but
$15,000 then being paid to DIP Lender in repayment of the DIP Loan.
1776 V expects that upon the sale of four to five townhomes, the
DIP Loan will be repaid in full.

The DIP Loan will have 0.00% interest.  The note comes due on the
earlier (a) March 31, 2018; (b) the effective date of a plan of
reorganization or arrangement in the Chapter 11 case; (c) the sale
of the completed townhomes owned by 1776 V located in the Edison
Park subdivision; or (d) conversion of the case to a Chapter 7.  It
will be treated as an Administrative expense under 11 U.S.C.
Section 503(b)(1), subject only to administrative fees and expenses
of professionals allowed under Section 327 of the Bankruptcy Code.

1776 V says that it will suffer irreparable harm if its request is
not immediately considered as it does not have the funds to protect
its second lien position on the lots.  Without payment of the Noble
Capital lien, the 1776 V's equity in lots 6-11 will be completely
lost.  1776 V assures the Court that there is no harm to general
unsecured creditors under this agreement because without the loan,
any potential return on Lots 6-11 will be completely lost.  Thus,
if the 1776 V cannot fund and finalize the payoff of Noble first
lien, there will be very little, if nothing for unsecured
creditors.  Further, interest at 14% continue to accrue on the
Noble Capital indebtedness.  

A copy of the Debtor's request is available at:

           http://bankrupt.com/misc/txsb17-30422-192.pdf

               About 1776 American Properties IV LLC

1776 American Properties IV LLC and its 12 affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Lead Case No. 17-30422) on Jan. 27, 2017.  The petition was
signed by Jeff Fisher, director. The case is assigned to Judge
Karen K. Brown.  Josh T. Judd, Esq., at Andrews Myers PC serves as
the Debtor's bankruptcy counsel.

At the time of the filing, the Debtors estimated assets of $1
million to $10 million and liabilities of less than $50,000.

To date, no trustee or examiner has been appointed in these
bankruptcy cases and no official committee of unsecured creditors
has been established.


30DC INC: MaloneBailey Quits as Accountant
------------------------------------------
MaloneBailey, LLP, the independent registered public accounting
firm for 30DC, Inc., resigned on June 1, 2017, which resignation
was concurrently accepted by the Company's Board of Directors,
according to a Form 8-K report filed with the Securities and
Exchange Commission.  No audit committee exists other than the
members of the Board of Directors.

MaloneBailey's reports on the Company's financial statements for
the fiscal years ended June 30, 2015, and 2014 did not contain an
adverse opinion, and were not qualified or modified as to
uncertainty, audit scope, or accounting practices.  MaloneBailey's
report on the Company's financial statements for the fiscal years
ended June 30, 2015, and 2014 contained an explanatory paragraph
indicating that there was a substantial doubt as to the Company's
ability to continue as a going concern.

According to the regulatory filing, the Company and MaloneBailey
have not, during MaloneBailey's audit of the financial statements
for the fiscal years ended June 30, 2015 and 2014 or through the
date of this 8-K, had any disagreements on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved
to the satisfaction of MaloneBailey, would have caused MaloneBailey
to make reference to the subject matter in its reports for such
years; and there were no "reportable events" as the term is
described in Item 304(a)(1)(v) of Regulation S-K.  In relation to
the audit of the financial statements, MaloneBailey informed the
Company of its observations of a material weakness in internal
control over financial reporting.

                        About 30DC Inc.

New York-based 30DC, Inc., provides Internet marketing services and
related training to help Internet companies in operating their
businesses.  It operates in two divisions, 30 Day Challenge and
Immediate Edge.

30DC reported a net loss of $1.59 million on $738,000 of total
revenue for the year ended June 30, 2015, compared to net income of
$58,918 on $2.35 million of total revenue for the year ended June
30, 2014.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company has accumulated losses
from operations since inception and has a working capital deficit
as of June 30, 2015.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


477 WEST: Trustee Selling New York Property
-------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York will convene a status hearing on June 15,
2017, at 2:00 p.m. to consider the public auction sale by Gregory
Messer, the Chapter 11 Trustee of 477 West 142nd Street Housing
Dev. Fund Corp., of the Debtor's estate's right, title and interest
in the real property located at, and known as, 477 West 142nd
Street, New York, New York, designated as Block 2058 and Lot 29 to
be conducted by Maltz Auctions Inc.

As of the Filing Date, the Debtor owned and operated an apartment
building located at the Property.  The Property has approximately
four commercial spaces on the first floor and eight residential
apartments above the commercial spaces.

As of the Trustee's appointment, the Trustee has been operating the
Property.  The Trustee has collected (limited) rents from the
tenants/shareholders of the Property, made necessary repairs and
conducted routine maintenance at the Property.  Such
responsibilities are ongoing.

The Trustee contemplates moving forward with the Auction Sale of
the Property coextensively with the formulation, filing, and
ultimate approval of the Trustee's Chapter 11 plan.  He anticipates
that the Trustee's Plan will pay all allowed creditors' claims in
full, including all administrative claims in the case and the
capital gain tax obligations of the estate incurred by virtue of
the sale.  To this end, the Trustee anticipates filing in the
immediate future, an application asking Court approval of the
employment of Maltz as real estate broker to the Trustee and the
Debtor's estate.

The Debtor is/was a Housing Development Fund Corporation created
under Article XI of the Private Housing Finance Law of the State of
New York, and ownership of the Property was conveyed from NYC as
grantor to the Debtor as grantee by deed dated Dec. 7, 1982.

Upon information and belief, on Sept. 20, 2007, the Debtor executed
and delivered a mortgage and note in favor of Madison Park
Investors LLC and E.R. Holdings LLC ("Original Lender") in the
principal amount of $650,000 ("Mortgage Loan").  Thereafter, the
Debtor defaulted on the Mortgage Loan, and, in 2009, the Original
Lender commenced a foreclosure action against the Property.

On March 23, 2015, the Original Lender assigned the Mortgage Loan
to 477 W. 142nd Funding, LLC ("Lender").  Subsequently, a
foreclosure auction sale of the Property was scheduled for Aug. 5,
2015.  On the same date, the Debtor filed its Petition for relief
under Chapter 11 in order to stop the foreclosure sale and address
its business affairs.

As of the Filing Date, upon information and belief, the Lender was
owed approximately $1,725,045, plus interest, fees, taxes,
insurance and other charges, including attorney's fees, in
connection with the Mortgage Loan.  Additionally, unpaid and
accrued real estate taxes against the Property are approximately
$700,000, and open water charges for the Property are approximately
$212,000.  Additional judgments and ECB's are filed against the
Property in the aggregate sum of several hundred thousand dollars.

The Trustee seeks, through the Auction Sale, to obtain the highest
possible value for the Property in order to address and reorganize
the debts of the Debtor's estate, while also recognizing the
interests of the Shareholders.  For a substantial period of time,
the Trustee has been contacted by, and communicated with, multiple
interested parties inquiring about the potential purchase of the
Property, and recently has been soliciting and receiving multiple
formal and informal purchase offers for the Property.  The Trustee
intends on further marketing the Property via Maltz through the
date of the Auction Sale (to be determined and scheduled in the
near future) in order to maximize the Purchase Price.  The Auction
Sale will offer the Property for sale "as is, where is" and free
and clear of all Liens, with any such Liens to attach to the
proceeds of sale in the order and priority as they existed on the
Filing Date, but subject to certain rights for the Shareholders as
set forth in the Terms and Conditions of Sale.  Accordingly, the
Trustee respectfully asks that the Court authorizes and approves
the Auction Sale of the Property.

The salient terms of the Terms and Conditions of Sale are:

    a. Qualifying Deposit: $490,000

    b. Opening Bid: $4,900,000 plus the Buyer's Premium

    c. Deposit: 10% of the high bid realized at Auction minus the
Qualifying Deposit, plus a 4% Buyer's Premium for the Broker's
compensation

    d. Buyer's Premium: 4% of the high bid at Auction

    e. Purchase Price: The sum of the high bid at Auction and the
Buyer's Premium.

    f. Auction: July 26, 2017 at 11:00 a.m., at a place to be
determined

    g. Closing: The Closing will take place within 30 calendar days
after the entry of the Order of the Court approving the sale of the
Property to the Successful Bidder at the Law Offices of Gregory
Messer, PLLC, 26 Court Street, Suite 2400, Brooklyn, New York, or
such other place as directed by the Trustee.  As to the Successful
Purchaser, time is of the essence to close the transaction.  No
transaction  will be deemed final until it has been approved by the
Court.

A copy of the Bidding Procedures attached to the Motion is
available for free at:

        http://bankrupt.com/misc/477_West_115_Sales.pdf

Furthermore, an integral component of the Terms and Conditions is
that, upon Closing, and in accordance with the requirements and
conditions as may be set forth in the Trustee's Plan, the
Successful Purchaser will acquire the Property subject to Life
Tenancies of the five Shareholders (one presently occupied unit
each).  Blakely's Life Tenancy for her unit will be transferable to
her daughter (based upon existing disability hardship
circumstances).  No other transfers of units or Life Tenancies are
permitted.

Rent for the Life Occupancy Tenants will be paid per unit to the
Successful Purchaser (Owner) as follows: (i) without charge for the
first two years following Closing; (ii) then the monthly sum of
$400 for years two through four after Closing; (iii) for the fifth
year after Closing, the monthly rent may be increased by no more
than 5%, and (iv) with subsequent annual increases of rent
thereafter at the rate of 3%.

As further set forth in the Terms and Conditions, all due diligence
by any interested party or bidder will be borne by such party or
bidder.  Additionally, in accordance with the Terms and Conditions,
all deed transfer taxes that are not otherwise exempt by the Plan
under section 1146 of the Bankruptcy Code or other applicable state
law will be borne by the Successful Purchaser.

There are no contingencies of any kind on the part of the
Successful Purchaser.  The only contingency on the part of the
Debtor's estate is to deliver insurable title to the Property and
obtain, if necessary, NYC and/or NYC Housing Development Funding
Corp. approval for the transfer of the Property.  In the event the
Trustee cannot deliver insurable title (or any required NYC
approval), the sole recourse of the Successful Purchaser is to
receive a refund of the Deposit (and the Buyer's Premium).

Immediately, or shortly, following the Auction Sale, subject to the
Court's availability, the Trustee will seek Court approval of the
Auction Sale results.  Upon Court approval, and in conjunction with
the Trustee's Plan, the Trustee will be in a position to move
forward with the sale and to close on the Property as soon as
practicable.

The Trustee, in the exercise of his reasonable business judgment,
further submits and asks that he may, but is not required to, prior
to the commencement of the Auction, offer a bidder certain stalking
horse rights and/or bid protections, as warranted, without the
necessity of a further Order of the Court.  Such rights and/or
protections would include a prospective first overbid over the
Opening Bid in the amount of up to $5.1 million (a potential
$200,000 increase), plus the Buyer's Premium, and a Breakup Fee of
up to $150,000 to be paid exclusively from Closing proceeds.

The Trustee, in the exercise of his reasonable business judgment,
has concluded that the sale of the Property, pursuant to the
proposed Auction procedures, as set forth in the Terms and
Conditions, will produce the highest or best offer that could
reasonably be obtained for the Property, and will satisfactorily
pay all of the claims against the estate.  Therefore, the Auction
sale of the Property is in the best interests of the Debtor’s
estate, creditors, and the Shareholders.

The Trustee asks that the Court waives the 14-day stay under
Bankruptcy Rule 6004(h) to be able to close on the sale of the
asset as quickly as possible.

                    About 477 West 142nd Street

477 West 142nd Street Housing Dev. Fund Corp. is primarily in the
business of ownership of real property located at 477 West 142nd
Street, New York, New York, also known as 1661-1669 Amsterdam
Avenue, New York, New York.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-12178) on Aug. 5, 2015.

The court appointed Gregory Messer, Esq., as Chapter 11 trustee by

orders dated March 17 and 21, 2016.  The trustee is represented by

Adam P. Wofse, Esq., at Lamonica Herbst & Maniscalco, LLP.


56 SOMERS ST: VVS1 Buying Brooklyn Property by Credit Bid
---------------------------------------------------------
56 Somers St., LLC, asks the U.S. Bankruptcy Court for the Southern
District of New York to authorize the sale of real property asset
located at 56 Somers Street, Brooklyn, New York, to VVS1 Corp. for
a sale price that will satisfy the entire amount of the secured and
unsecured portions of the first mortgage debt.

A hearing on the Motion is set for July 25, 2017 at 10:00 a.m.
Objections, if any, must be filed at least seven days before the
hearing date.

On June 6, 2006, Cassandra Hickson was the owner of the Property.
On the same date, Lehman Brothers Bank and Hickson entered into a
first mortgage loan transaction, pursuant to which Lehman loaned
the principal sum of $540,000 to Hickson, repayment of which,
together with interest thereon, was secured by Lehman's first
mortgage lien against the Property.  On July 1, 2006, the First
Mortgage was recorded against the Property with the New York City
Register's Office in Kings County.

On June 6, 2006, Mortgage Lenders Network USA, Inc. ("MLN") and
Hickson entered into a second mortgage loan transaction, pursuant
to which MLN loaned the principal sum of $135,000 to Hickson,
repayment of which, together with interest thereon, was secured by
MLN's second mortgage lien against the Property.  On July 1, 2006,
the Second Mortgage was recorded against the Property with the New
York City Register's Office in Kings County.

Starting in February 2007, and for each month thereafter from March
2007 to August 2007, Hickson failed to pay any portion of the
required monthly amount due under both the First Mortgage and the
Second Mortgage and,   Hickson defaulted under both the First
Mortgage and the Second Mortgage ("2007 Defaults").  The Second
Mortgage indicates that Hickson's failure to pay the required
monthly amount due under the First Mortgage also constitutes a
separate and distinct default under the Second Mortgage.

In response to the 2007 Defaults, and pursuant to the acceleration
rights in the First Mortgage, Lehman exercised its right to
accelerate the First Mortgage debt in 2007, prior to the
commencement of mortgage foreclosure litigation in state court.  In
response to the 2007 Defaults, and pursuant to the acceleration
rights in the Second Mortgage, MLN exercised its right to
accelerate the Second Mortgage debt in 2007, prior to the
commencement of mortgage foreclosure litigation in state court.

On Aug. 7, 2007, Lehman commenced mortgage foreclosure litigation
in state court against the Property, pursuant to which Lehman named
MLN as a party-defendant, in order to terminate the Second Mortgage
as a subordinate lien against the Property, and to have a First
Mortgage foreclosure sale of the Property free and clear of the
Second Mortgage.  

Lehman's filed foreclosure complaint in the 2007 First Mortgage
Case indicates that it again exercises its right to accelerate the
First Mortgage debt.  In response to being served with process in
the 2007 First Mortgage Case, MLN again exercised its right to
accelerate the Second Mortgage Debt in 2007.

By Order, dated Nov. 16, 2009, in the 2007 First Mortgage Case, the
state court granted the First Mortgagee's motion for relief, by
default, against the Second Mortgagee, and to appoint a foreclosure
referee to compute the precise amount of the accelerated mortgage
debt owed by Hickson.

In August 2012, Hickson sold the investment Property to another
investor, for mutually acceptable consideration.  

After the 2012 Sale, and following further delays in the
prosecution of the 2007 First Mortgage Case throughout 2013 and
into early 2014, Eitan Itah, a real estate investor and the
managing member of the Debtor, was presented with an investment
opportunity to purchase the accelerated First Mortgage, at a
discounted value compared to the full amount of the outstanding
principal and accrued interest due under the accelerated First
Mortgage.  

On April 25, 2014, Eitan caused a real estate investment entity
VVS1 ("First Mortgagee") to pay significant consideration so as to
become the purchaser of the accelerated First Mortgage loan.  An
assignment of the First Mortgage to VVS1, as the current assignee
of and current successor-in-interest to the First Mortgagee, was
recorded with the Office of the New York City Register for Kings
County.  As the current assignee of and current
successor-in-interest to the First Mortgagee, VVS1 continued the
prosecution of the 2007 First Mortgage Case in the name of Lehman,
as the original First Mortgagee therein.

During 2014, after the sale of the First Mortgage to VVS1, the
First Mortgagee continued the prosecution of the 2007 First
Mortgage Case.  The Second Mortgagee was notified of the same and
failed to object thereto.

By Notice of Motion, dated Feb. 19, 2015, in the 2007 First
Mortgage Case, the First Mortgagee moved to obtain a final judgment
of foreclosure and sale, so as to direct a termination of the
Second Mortgage, to authorize the First Mortgagee to proceed with a
foreclosure sale of the Property, and to confirm the foreclosure
referee's report on the accelerated mortgage debt.  The Second
Mortgagee was notified of the same and failed to object thereto.

By Final Judgment of Foreclosure and Sale, issued July 21, 2016, in
the 2007 First Mortgage Case, the state court issued the First
Mortgagee Final Judgment.  Said Final Judgment provides that the
accelerated amount of the First Mortgage debt is the sum of
$884,318, together with interest thereon since Sept. 1, 2014, and
other sums.  The market value of the Property is less than the
accelerated amount of the First Mortgage debt that was awarded to
the First Mortgagee in the First Mortgagee Final Judgment, plus
accrued interest thereon to date.  There is no equity in the
Property for payment of any portion of the subordinate Second
Mortgage.

Upon information and belief, over many years, there has been no
equity in the Property for payment of any portion of the
subordinate Second Mortgage as far back as the commencement of the
2007 First Mortgage Case.

Gustavia Home, LLC, also referred to as the "Second Mortgagee," is
an alleged investor-assignee of, and successor-in-interest to, the
no-equity Second Mortgage.  On June 14, 2016, despite nine years of
litigation involving the First Mortgagee's rights against the
Second Mortgagee in the 2007 First Mortgage Case, investor Gustavia
filed a jurisdictionally improper, second mortgage case, on the
basis of an alleged diversity of citizenship, in the U.S. District
Court for the Eastern District of New York.  

On April 14, 2017, the Debtor and the First Mortgagee discovered
that (i), since June 14, 2016, Gustavia, as an alleged assignee of
and successor-in-interest to the Second Mortgagee, had been
pursuing a jurisdictionally improper, second foreclosure case
against the same Property -- despite nine years of litigation
involving that Property, and the First Mortgagee's rights against
the Second Mortgagee, in the 2007 First Mortgage Case; and (ii) on
March 21, 2017, the Second Mortgagee had obtained a default
judgment of foreclosure and sale against the Property in its
jurisdictionally improper, second foreclosure case.  On the same
date, an emergency application was filed with the Second Mortgage
Court for an interim stay of a Second Mortgagee foreclosure sale
against the Property, pending the determination of, inter alia, the
First Mortgagee's motion for leave to intervene and, upon
intervention, to dismiss the 2016 Second Mortgage Case for lack of
diversity of citizenship subject matter jurisdiction.  The Court
granted it by a text order granting an interim stay of Gustavia's
Second Mortgagee foreclosure sale against the Property, pending
April 28, 2017 and further proceedings therein.

On July 21, 2016, the First Mortgagee Final Judgment was issued in
the 2007 First Mortgage Case terminating the Second Mortgage and
authorizing the First Mortgagee to proceed with a foreclosure sale
of the Property.

Shortly before the First Mortgagee's scheduled foreclosure sale of
the Property, a post-judgment motion, by order to show cause, was
filed on Aug. 10, 2016 in the 2007 First Mortgage Case, solely by
Hickson, an investor who had sold ownership of the Property in 2012
to another investor.  In that order to show cause, investor Hickson
failed to disclose that, at the time she filed her Post-Judgment
Hickson Motion, Hickson lacked an ownership interest in the
Property because she had sold the Property years earlier, in 2012,
to another investor, to wit: the Plaintiff.  After various
procedural delays in the lower court's processing of the
Post-Judgment Hickson Motion, a traverse hearing was scheduled for
April 24, 2017 before Judge Johnny Lee Baynes.

At the April 24, 2017 traverse hearing in the 2007 First Mortgage
Case, and pursuant to Appellate Division, Second Department
precedent, the First Mortgagee asked Justice Baynes to deny the
Post-Judgment Hickson Motion on the threshold ground of lack of
standing.  At the said traverse hearing, the First Mortgagee also
applied, in the alternative, for interim stay modification relief
so as to allow the First Mortgagee to proceed with its foreclosure
sale solely against the Second Mortgagee and other
parties-defendants holding subordinate liens against the Property.
After the traverse hearing, Justice Baynes signed the Void Sua
Sponte Ruling that not only sustains Hickson's traverse, vacates
the Final Judgment against Hickson, and dismisses the case against
Hickson -- but also contains Justice Baynes' sua sponte ruling that
sua sponte vacates the First Mortgagee's Final Judgment against the
Second Mortgagee and the other Non-Hickson Subordinate Lienors.

On April 25, 2017, investor Gustavia capitalized thereon and filed
papers in its 2016 Second Mortgage Case, based thereon, to vacate
the interim stay of its foreclosure sale therein against the
Property.

On May 3, 2017, and in reliance upon the Void Sua Sponte Ruling in
the 2007 First Mortgage Case, the Second Mortgage Court issued a
text order that vacated the interim stay of Gustavia's foreclosure
sale therein against the Property.

On May 4, 2017, in the 2016 Second Mortgage Case, Gustavia filed a
notice scheduling a foreclosure sale of the Property for May 25,
2017.

On May 10, 2017, in the 2007 First Mortgage Case, the First
Mortgagee served and filed its notice of appeal, and filed a motion
in the Appellate Division, Second Department for interim relief
seeking, inter alia, (i) permission to appeal the Void Sua Sponte
Ruling against the Second Mortgagee, so as to seek reinstatement of
the First Mortgagee Final Judgment against the Second Mortgagee;
and (ii) a stay of Second Mortgagee Gustavia's scheduled
foreclosure sale of the Property, pending an adjudication ofthe
merits of the First Mortgagee's appeal.  The Appellate Division, on
May 11, 2017, expedited the interim relief motion for a decision,
prior to the scheduled foreclosure sale date of May 25, 2017,
thereby obviating the need for a temporary restraining order
pending the determination of the interim relief motion.

Prior to, and during the pendency of, the interim relief motion
before the Appellate Division, both the Debtor and the First
Mortgagee filed applications, in the 2016 Second Mortgage Case,
seeking an interim stay of Gustavia's scheduled May 25, 2017
foreclosure sale of the Property -- pending the determination of
motions, inter alia, to vacate Gustavia's default-procured judgment
of foreclosure and sale.

Prior to the May 10, 2017 filing of the First Mortgagee appeal with
the Appellate Division, the Second Mortgage Court denied an interim
stay of Gustavia's scheduled May 25, 2017 foreclosure sale of the
Property.

After the May 10, 2017 filing of the First Mortgagee appeal with
the Appellate Division, the Second Mortgage Court did not issue any
additional orders.

On May 24, 2017, in the 2007 First Mortgage Case, a decision on the
interim relief motion was made available on-line by the Appellate
Division, Second Department.  The first part of the decision grants
the First Mortgagee's interim relief motion for permission to
appeal the Void Sua Sponte Ruling against the Second Mortgagee,
thereby enabling the First Mortgagee, on such appeal, to reinstate
the First Mortgagee Final Judgment against the Second Mortgagee.
The second part of the decision denies the application for an
interim stay of Gustavia's scheduled May 25, 2017 foreclosure sale
ofthe Property in the 2016 Second Mortgage Case.  The decision does
not cite any specific reason, or any case law precedent, for its
grant or denial of relief.

As the decision was not available on-line until the morning of May
24, 2017-- and as Gustavia wished to proceed with a foreclosure
sale of the Property the following morning on May 25, 2017 -- there
was insufficient time for interim stay papers to be prepared by the
Eitan-managed Debtor, and the Eitan-managed First Mortgagee, so as
to be filed with the U.S. Court of Appeals for the Second Circuit,
in connection with the 2016 Second Mortgage Case.

Therefore, during the afternoon on May 24, 2017, in order to
protect his real estate investment in the Property through the
Eitan-managed Debtor and the Eitan-managed First Mortgagee, Eitan
caused the Eitan-managed Debtor to file for Chapter 11 bankruptcy
to obtain the statutory protection of the automatic stay to prevent
investor Gustavia from proceeding with a May 25, 2017 foreclosure
sale of the Property in the now-stayed 2016 Second Mortgage Case.

Irrespective of whether Gustavia, as a wholly unsecured creditor,
even has standing to object to the asset sale motion, there is a
sound business purpose or for the sale of the Property to the
undersecured First Mortgagee, on the sale terms identified because
such sale terms will yield the highest price for the assets because
the Buyer can select the liabilities it will assume and no other
higher purchase price proposals for the estate asset were
forthcoming.

Here, the sale price for the Property will be deemed to satisfy the
entire amount of the secured and unsecured portions of the First
Mortgage debt pursuant to the exercise of the First Mortgagee's
credit-bid rights -- an economic outcome that would not otherwise
be achieved outside of bankruptcy at a foreclosure sale.  And,
significantly, the sale price for the Property will also be
supplemented by the First Mortgagee's payment of $20,000 from its
own separate funds into escrow solely for distribution solely to
unsecured creditors along with a waiver of administration claims.

The undersecured First Mortgagee consents to the DIP's sale of the
Property free and clear of the secured and unsecured portions of
its First Mortgage pursuant to the exercise of the First
Mortgagee's credit-bid rights.

Apart from Gustavia and Hickson, it is not anticipated that the
holders of any other liens or interests against the Property will
interpose any objection to the proposed sale of the Estate Property
to the First Mortgagee on the sale terms identified.

Pursuant to the Guidelines for the Conduct of Asset Sales issued by
the Court, the DIP discloses that:

   a. the Sale Motion may be deemed as a proposed asset sale to an
"insider" to the extent that the First Mortgagee, as a proposed
purchaser, is managed by real estate investor Eitan Itah, and Mr.
Itah also manages the DIP;

   b. the measures taken to ensure the fairness of the sale process
and the proposed transaction are set forth and the Court is
respectfully referred thereto;

   c. the DIP does not seek a public auction of the Estate
Property, the DIP has not sought and is not actively seeking higher
or better offers, and no good faith deposit has been requested from
the proposed Purchaser;

   d. the DIP asks to sell the Estate Property free and clear of
all liens and interests;

   e. the DIP asks seeks to sell the Estate Property free and clear
of any successor liability claims against the Purchaser; and

   f. the DIP asks relief from the 14-day automatic stay of
enforcement of an asset sale order under Bankruptcy Rule 6004(h),
and to have a Sale Order become immediately enforceable.

                   About 56 Somers St. LLC
        
56 Somers St., LLC, listed its business as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B).  Its principal
assets are located at 56 Somers Street, Brooklyn, NY 11233, which
property is scheduled for foreclosure.

56 Somers St., LLC, sought Chapter 11 protection (Bankr. S.D. N.Y.
Case No. 17-11444) on May 24, 2017.  The petition was signed by
Eiton Itah, managing member.

The Debtor estimated assets and liabilities in the range of  $1
million to $10 million.

The Debtor tapped Michael B. Wolk, Esq., at The Law Offices of
Michael B. Wolk, P.C., as counsel.


ADPT DFW: Disclosure Statement Hearing Set for July 10
------------------------------------------------------
The Hon. Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas will hold a hearing on July 10, 2017, at
9:30 a.m. (prevailing Central Time) at Earle Cabell Federal
Building, 1100 Commerce Street - 14th floor, Courtroom No. 1,
Dallas, Texas, to consider the adequacy of the proposed disclosure
statement dated April 19, 2017, describing the joint Chapter 11
plan of reorganization filed by ADPT DFW Holdings LLC and its
debtor-affiliates.  Objections, if any, are due on July 7.

Judge Jernigan ordered that, in conjunction with the plan, the
Debtors must file a motion to value assets for purposes of claim
classification and plan confirmation by June 27, 2017, and a
valuation report by July 7.  All objections to the valuation motion
will be filed by July 21, and any party-in-interest that wishes to
present expert testimony during the hearing on the valuation
request will file a valuation report by July 28.  A hearing on the
valuation motion will be held on Aug. 21 at 9:30 a.m. (prevailing
Central Time).

As reported by the Troubled Company Reporter on April 27, 2017,
Class 6 General Unsecured Claims are impaired by the Plan.  Each
holder of an allowed General Unsecured Claim will receive its pro
rata share of the proceeds of the Litigation Trust to be paid after
the Deerfield Trust Repayment Distributions, except to the extent
that a holder of an Allowed General Unsecured Claim has been paid
prior to the Effective Date or agrees to a less favorable
classification and treatment in the ordinary course of business as
if the Chapter 11 Cases had never been commenced.

Class 7 Subordinated Claims are impaired by the Plan.  Holders
under this class will get 0%.  Subordinated Claims are subordinated
pursuant to the Plan and Section 510 of the Bankruptcy Code.  The
holders of Subordinated Claims shall not receive or retain any
property under the Plan on account of the claims, and the
obligations of the Debtors and the Reorganized Debtors on account
of Subordinated Claims will be discharged.

The Plan implements extensive negotiations among the Debtors,
Deerfield, the Debtors' prepetition Bank Lenders, the Debtors'
joint venture partners and MPT. The Debtors believe that approval
of the Plan is in the best interests of the Debtors' creditors,
employees, patients and the general public they serve.

Plan Distributions of cash will be funded from the proceeds of the
DIP facility and the Debtors' cash on hand as of the applicable
date of the plan distribution.  Plan Distributions of cash from the
Litigation Trust Assets will be paid from the Litigation Trust.

Pursuant to the Plan, the Debtors will establish a Litigation Trust
to investigate and pursue Causes of Action transferred to the
Litigation Trust and to distribute the proceeds of any recovery
thereupon.  The Deerfield Parties will provide initial funding of
$750,000 to the Litigation Trust and will have the option to
provide additional funding in its sole and absolute discretion.
The Deerfield Parties will be repaid the Litigation Trust Initial
Funding in full plus interest thereon at 10% per annum from any
proceeds of the Litigation Trust.

The Liquidating Trust Trustee will investigate and purse Causes of
Action.  Holders of Lease Rejection Claims, Medical Malpractice
Claims, and General Unsecured Claims will be paid from the proceeds
of the Litigation Trust after the Deerfield Trust Repayment
Distributions are paid.  Additionally, the Debtors have in place
insurance policies with $50 million dollars in total limits that
cover certain actions against directors and officers.  The D&O
Policies are "claims made" policies and include $40 million in ABC
coverage and $10 million in Side A DIC coverage.  The D&O Policies
also provide for $0 retention for claims made against individual
directors and officers when the entity is in bankruptcy.

The Disclosure Statement is available at
http://bankrupt.com/misc/txnb17-31432-16.pdf

                       About Adeptus Health

Adeptus Health LLC -- http://www.adpt.com/-- through its  
subsidiaries, owns and operates hospitals and free standing
emergency rooms in partnership with various healthcare providers.
Adeptus Health Inc. is a holding company whose sole material asset
is a controlling equity interest in Adeptus Health LLC.

Lewisville, Texas-based ADPT DFW Holdings LLC and its affiliates,
including Adeptus Health, Inc., and Adeptus Health LLC, each filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Case No.
17-31432) on April 19, 2017, listing $798.7 million in total assets
and $453.48 million in total debt as of Sept. 30, 2016. Andrew
Hinkelman, chief restructuring officer, signed the petitions.

Judge Stacey G. Jernigan presides over the cases.

Elizabeth Nicolle Boydston, Esq., Kristian W. Gluck, Esq., John N.
Schwartz, Esq., Timothy S. Springer, Esq., and Louis R. Strubeck,
Jr., Esq., at Norton Rose Fulbright US LLP serve as the Debtors'
bankruptcy counsel.  The Debtors have tapped DLA Piper LLP (US) as
special counsel; FTI Consulting, Inc., as chief restructuring
officer; Houlihan Lokey, Inc., as investment banker; and Epiq
Systems as claims and noticing agent.

On May 1, 2017, a nine-member official unsecured creditors
committee was formed in the case.  The committee tapped Akin Gump
Strauss Hauer & Feld LLP as counsel.

Daniel T. McMurray has been named as Patient Care Ombudsman in the
Debtors' cases.


AGRO INNOVA: Chapter 727 Case Filed; Claims Due Aug. 22
-------------------------------------------------------
A petition commencing an assignment for the benefit of creditors
pursuant to Chapter 727, Florida Statutes, made by AGRO INNOVA CO.,
a Florida corporation, Assignor, with its principal place of
business at 2700 Glades Cir # 151, Weston, FL 33327, to WILLIAM G.
KING, Assignee, whose address is 401 E Las Olas Blvd # 1400, Ft.
Lauderdale, FL 33301, was filed on April 24, 2017.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the assignee or his attorney on or before Aug.
22, 2017 (120 days from the date of the filing of the petition).

The case is, In re: ASSIGNMENT FOR THE BENEFIT OF CREDITORS OF AGRO
INNOVA CO., a Florida corporation, Assignor, to: WILLIAM G. KING,
Assignee, CASE NO. 17-007734-CACE-18, pending in the CIRCUIT COURT
IN AND FOR THE 17TH JUDICIAL CIRCUIT IN AND FOR BROWARD COUNTY,
FLORIDA CIVIL DIVISION.

The Assignee may be reached at:

     WILLIAM G. KING, Assignee
     401 E Las Olas Blvd # 1400
     Ft. Lauderdale, FL 33301

Attorneys for the Assignee:

     ZACH B. SHELOMITH, Esq.
     LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, PLLC
     2699 Stirling Road, Suite C401
     Ft. Lauderdale, Florida 33312
     Tel: (954) 920-5355
     Fax: (954) 920-5371
     E-mail: zbs@lsaslaw.com


ALITALIA SPA: Chapter 15 Case Summary
-------------------------------------
Chapter 15 Debtor: Alitalia - Societa Aerea Italiana S.p.A.
                   in Amministrazione Straordinaria

Type of Business: Based in Fiumicino, Italy, Alitalia - Societa
                  Aerea Italiana S.p.A. is Italy's flagship        
          
                  carrier.  It operates a fleet of 123 aircraft,
                  including 25 long-haul (11 Boeing 777-
                  200 ER, 14 Airbus A330-200), 78 medium-haul (12
                  Airbus A321s, 44 Airbus A320s, 22 Airbus A319)
                  and 20 regional aircraft (5 Embraer 190 and 15
                  Embraer 175).  In 2016 Alitalia carried 22.6
                  million passengers.  As part of its 2017 summer
                  schedule, Alitalia flies to 94 destinations,
                  including 26 Italian and 68 international
                  destinations, with 4,200 weekly flights.
                  Alitalia is a member of the SkyTeam alliance
                  together with Aeroflot, Aerolineas Argentinas,
                  Aeromexico, Air Europa, Air France, China
                  Airlines, China Eastern, China Southern, Czech
                  Airlines, Delta Air Lines, Garuda Indonesia,
                  Kenya Airways, KLM Royal Dutch Airlines, Korean
                  Air, Middle East Airlines, Saudia, Tarom,
                  Vietnam Airlines and Xiamen Airlines.  Alitalia
                  collaborates with the other Etihad Airways
                  Partners: airberlin, Air Serbia, Air Seychelles,
                  Etihad Airways, Etihad Regional operated by
                  Darwin Airline, Jet Airways and NIKI.  EAP
                  airlines reach over 250 destinations across
                  Europe, North and South America, Middle East,
                  Africa and Asia-Pacific region.  In 2010
                  Alitalia joined Air France - KLM and Delta Air
                  Lines as part of the airline industry's leading
                  Transatlantic Joint Venture.

                  Website: https://www.alitalia.com

Foreign Proceeding: Amministrazione straordinaira delle grandi
                    imprese in crisi (i.e., the extraordinary
                    administration procedure provided for large
                    insolvent companies)

Chapter 15 Petition Date: June 12, 2017

Chapter 15 Case No.: 17-11618

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

Judge: Hon. Sean H. Lane

Chapter 15 Petitioners: Dr. Luigi Gubitosi, Prof. Enrico Laghi,
                        and Prof. Stefano Paleari as foreign
                        representatives

Chapter 15 Petitioners' Counsel: Madlyn Gleich Primoff, Esq.
                                 FRESHFIELDS BRUCKHAUS
                                 DERINGER US LLP
                                 601 Lexington Avenue
                                 31st Floor
                                 New York, NY 10019-9710
                                 Tel: 212-277-4000
                                 Fax: 212-277-4001
                                 Email:
                                 madlyn.primoff@freshfields.com

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

         http://bankrupt.com/misc/nysb17-11618.pdf

Estimated Assets: Not Indicated

Estimated Debts: Not Indicated


ALITALIA SPA: Gets TRO on Moves vs. JFK Airport Lease, U.S. Routes
------------------------------------------------------------------
Italy's flag carrier Alitalia, which is undergoing insolvency
proceedings in Italy, filed a Chapter 15 bankruptcy petition in New
York, in the United States, on June 12, 2017, and promptly sought
and obtained a temporary restraining order against threats to
terminate critical contracts in the U.S.

According to filings before the U.S. Bankruptcy Court for the
Southern District of New York, Alitalia has significant United
States assets, and certain of its creditors have given notice that,
beginning on June 13, they will terminate critical contracts.  Its
other assets are exposed to adverse action by other key creditors,
business partners, and other parties located in the United States.
Consequently, to prevent the detrimental impact that such action
will have on its businesses and to facilitate a restructuring in
Italy in accordance with Italian law, the Debtor required certain
provisional relief, including in particular the protection of a
stay order.

Without an injunction, Alitalia said it will experience immediate
disruption to its restructuring and operations.  Specifically,
Terminal One Group Association, L.P., has provided notice that it
will terminate the Debtor's lease and contract for various crucial
services at John F. Kennedy International Airport in New York on
June 13, 2017 if its claims remain unpaid.  Likewise, Broadband
Centric Inc. has provided notice it will terminate its contracts
for the provision of internet and telephone services to the
Debtor's United States operations on June 20, 2017 if its claims
remain unpaid.  The termination of these contracts will disrupt its
U.S. operations, Alitalia's representatives said.

Madlyn Gleich Primoff, Esq., at Freshfields Bruckhaus Deringer US
LLP, Alitalia's U.S. counsel, notes that the seizure of even one
aircraft, for example, could disrupt the Debtor's global operations
and potentially trigger or encourage subsequent exercise of
remedies by other adverse parties.  Such actions would also disrupt
the Debtor's restructuring in the proceedings in Italy.

Chapter 15 of the Bankruptcy Code is intended to prevent precisely
these negative effects on a foreign debtor's operations and to
complement and facilitate corporate rehabilitations in a foreign
debtor's home country.

"The crux of this Chapter 15 filing is straightforward.  The
Debtor's United States business is critical to its overall global
operations.  The Debtor's U.S. operations generate approximately
30% of Alitalia's total annual revenues.  At least 15% of
Alitalia's global revenues are generated by flights to and from
John F. Kennedy International Airport in New York alone.  The
Debtor operates nine flights departing from the United States to
Italy on a daily basis.  The Debtor employs approximately 12,000
employees, including 36 employees in the United States," Ms.
Primoff told the Court.

                    Temporary Restraining Order

U.S. Bankruptcy Judge Sean H. Lane on June 12, 2017, issued a
Temporary Restraining Order, which provides that:

   1. The Application is granted insofar as a temporary restraining
order ("TRO") is in immediate effect for 10 days through and
including June 23, 2017.  The TRO will automatically be extended
through June 26, 2017, unless objection to its continued effect is
made before then by any creditor, including without limitation,
Broadband Centric Inc. or Terminal One Group Association, L.P.

   2. To the extent unresolved objections to the preliminary
injunction requested in the Application exist, all parties in
interest must come before the Honorable United States Bankruptcy
Judge Sean H. Lane for the Southern District of New York, for a
hearing (the "Hearing") at 2:00 p.m. on June 26, 2017, at the
United States Bankruptcy Court, Alexander Hamilton Customs House,
Room 701, One Bowling Green, New York, New York 10004, or as soon
thereafter as counsel may be heard, to show why a preliminary
injunction should not be granted, pending the issuance of an order
recognizing the Foreign Representatives as "foreign
representatives" within the meaning of Section 101(24) of the
Bankruptcy Code and the Foreign Main Proceeding as a "foreign main
proceeding" as defined in Section 1502(4) of the Bankruptcy Code:

     (a) ordering that the protections of Sections 361 and 362 of
the Bankruptcy Code apply to the Debtor and its assets in the
United States;

     (b) establishing the Foreign Representatives as the
representatives of the Debtor with full authority to administer the
Debtor's assets and affairs in the United States, including,
without limitation, making payments on account of the Debtor's
prepetition and postpetition obligations;

     (c) enjoining all persons and entities, including Terminal One
Group Association L.P. ("Terminal One") and Broadband Centric Inc.
("Broadband") from seizing, attaching and/or enforcing or executing
liens or judgments against the Debtor's property in the United
States or from transferring, encumbering or otherwise disposing of,
interfering with, or terminating any contractual or other rights
with respect to the Debtor's assets or agreements in the United
States without the express consent of the Foreign Representatives;

     (d) enjoining all persons and entities are enjoined from
commencing or continuing, including the issuance or employment of
process of, any judicial, administrative or any other action or
proceeding involving or against the Debtor or its assets or
proceeds thereof, or to recover a claim or enforce any judicial,
quasi-judicial, regulatory, administrative or other judgment,
assessment, order, lien or arbitration award against the Debtor or
its assets or proceeds thereof;

     (e) entrusting the administration and realization of all of
the Debtor's assets in the United States to the Foreign
Representatives, including all of the Debtor's assets located in
the United States or which may have been transferred to third
parties in the United States; and

     (f) providing that the Foreign Representatives are authorized
to examine witnesses, take evidence and deliver information
concerning the Debtor's assets, affairs, rights, obligations or
liabilities.

   3. Any party in interest wishing to submit a response or
objection to the relief requested in the Application must do so in
writing and shall be served so as to be actually received by no
later than June 22, 2017 at 12:00 noon (Eastern Time) by the
following parties: (a) counsel to the Foreign Representatives,
Freshfields Bruckhaus Deringer US LLP, 601 Lexington Avenue, New
York, New York 10022, Attn: Madlyn Gleich Primoff, Scott Talmadge,
and Scott A. Eisman; (b) the Office of the United States Trustee
for the Southern District of New York, 33 Whitehall Street, 21st
Floor, New York, New York 10004; and (c) all parties that file
notices of appearance in the Chapter 15 Case in accordance with
Federal Rule of Bankruptcy Procedure 2002.  Any reply to the
response or objection shall be filed by June 29, 2017 at 12:00
noon.

The Court noted that the relief is without prejudice to any party's
ability to request that the hearing on the Debtor's requested
preliminary injunction take place before Monday, June 26, 2017; any
party may make such a request by filing a letter on the docket by
June 16, 2017 at 2 p.m., at which point the Court will determine a
new hearing date.

A copy of the TRO is available at:

      http://bankrupt.com/misc/Alitalia_5_Ch15_TRO.pdf

                          About Alitalia

Alitalia - Societa Aerea Italiana S.p.A. , is the flag carrier of
Italy.  Alitalia operates 123 aircraft with approximately 4,200
flights weekly to 94 destinations, including 26 destinations in
Italy and 68 destinations outside of Italy.  It has a strong global
presence, flying within Europe as well as to cities across North
America, South America, Africa, Asia and the Middle East. During
2016, the Debtor provided passenger service to approximately 22.6
million passengers.  Its air freight business also is substantial,
having carried over 74,000 tons in 2016.  Alitalia is a member of
the SkyTeam alliance, participating with other member airlines in
issuing tickets, code-share flights,
mileage programs and other similar services.


Alitalia previously navigated its way through a successful
restructuring.  After filing for bankruptcy protection in 2008,
Alitalia found additional investors, acquired rival airline Air
One, and re-emerged as Italy's leading airline in early 2009.  

Alitalia was the subject of a bail-out in 2014 by means of a
significant capital injection from Etihad Airways, with goals of
achieving profitability during 2017.

After labor unions representing Alitalia workers rejected a plan
that called for job reductions and pay cuts in April 2017, and the
refusal of Etihad Airways to invest additional capital, Alitalia
filed for extraordinary administration proceedings on May 2, 2017.

On June 12, 2017, Alitalia filed a Chapter 15 bankruptcy petition
in Manhattan, New York, in the U.S. (Bankr. S.D.N.Y. Case No.
17-11618) to seek recognition of the Italian insolvency proceedings
and protect its assets from legal action or creditor collection
efforts in the U.S.  The Hon. Sean H. Lane is the case judge in the
U.S. case.  Dr. Luigi Gubitosi, Prof. Enrico Laghi, and Prof.
Stefano Paleari are the foreign representatives authorized to sign
the Chapter 15 petition.  Madlyn Gleich Primoff, Esq., Freshfields
Bruckhaus Deringer US LLP, is the U.S. counsel to the Foreign
Representatives.


ALITALIA SPA: Says U.S. Critical to Global Operations
-----------------------------------------------------
Alitalia - Societa Aerea Italiana S.p.A., which has commenced
corporate reorganization proceedings in Italy, said in U.S. court
filings that its United States business is critical to its overall
global operations.

Benedetto Mencaroni Poiaini, VP Regional Manager for Americas,
explains that Alitalia's U.S. operations generate approximately 30%
of its total annual revenues. At least 15% of the Debtor's global
revenues are generated by flights to and from Terminal One at John
F. Kennedy International Airport alone.  The Debtor operates nine
flights departing from the United States to Italy on a daily basis.


The Debtor leases space at five airports in the United States and
also leases offices in New York, New York.

The Debtor leases space at John F. Kennedy International Airport in
New York; Logan International Airport in Boston; Los Angeles
International Airport in Los Angeles; Miami International Airport
in Miami; and Chicago O'Hare International Airport in Chicago.  It
maintains corporate offices in New York City. It has approximately
36 employees in the United States.  And at any time, it has
multiple aircraft located at airports in the United States.

The Debtor is also party to certain litigation pending in the
United States.

Finally, the Debtor purchases approximately EUR543 million worth of
jet fuel in the United States each year to operate its aircraft.
The Debtor purchases this fuel from third-party fuel suppliers.
The Debtor is also party to into-plane fueling service contracts
pursuant to which third parties transport fuel into the Debtor's
aircraft.  As with other business partners, these fuel suppliers
and transporters are critical to the Debtor's operations.  The
Debtor must be able to refuel its planes in the United States to
fly its transatlantic routes.

To minimize any loss of value to its business, the Debtor's
objective is to engage in business as usual following the
commencement of the restructuring proceeding in Italy with as
little interruption to the Debtor's operations as possible.

Accordingly, Alitalia has commenced a Chapter 15 bankruptcy case in
the U.S. to receive the protections of the United States Bankruptcy
Code immediately to prevent any of the Debtor's business partners
or creditors from disrupting its operations

"Any attempt by creditors to seize -- or interfere with -- these
assets, including terminating contracts, would harm the Debtor's
revenues and disrupt its flight schedules and operations. Like
other major airlines, the Debtor's global route system requires
precision in scheduling. Thus, any error or delay in scheduling
such as that caused by creditors attempting to seize assets would
affect the Debtor's entire global system of flights," Mr. Poiaini
said in a filing with the U.S. Bankruptcy Court for the Southern
District of New York.

"As with any major airline, the Debtor's primary source of revenue
is generated from use of its aircraft.  Seizure of even one
aircraft would harm the Debtor's revenue, disrupt flight schedules
and potentially cause customers to turn to competitor airlines,
thus destroying the Debtor's goodwill.  Furthermore, if the
Debtor's assets located in the United States are left unprotected,
creditors would be free to exercise remedies against such assets,
frustrating the Debtor's reorganization efforts in Italy and
harming the value of the Debtor's estate."

                     Italian Proceedings

To undertake a comprehensive court-supervised restructuring, the
Debtor commenced reorganization proceedings in Italy pursuant to
the Decree Law 347/03, Italy's corporate reorganization law for
large debtor entities.

On May 2, 2017, the Debtor submitted to the Minister of Economic
Development a petition requesting commencement of an insonvency
proceeding known in Italy as the amminstrazione straordinaria delle
grandie imprese in crisi (i.e., the extraordinary administration
procedure provided for large insolvent companies) under the Italian
Decree Law no. 347 dated December 23, 2003.

That day, the Minister of Economic Development issued a decree,
commencing the proceedings in Italy.  Pursuant to the Decree, each
of Dr. Luigi Gubitosi, Prof. Enrico Laghi, and Prof. Stefano
Paleari was appointed as a commissioner to oversee the
restructuring proceeding.  Under the Decree Law 347/03,
commissioners must either (a) formulate and submit a formal plan of
reorganization or liquidation to the Minister of Economic
Development within 180 days of appointment, which period may be
extended by an additional 90 days, or (b) arrange a sale or lease
of the company's assets where the purchaser/lessor agrees to
continue providing the relevant public services.

To support the restructuring, the Italian government has agreed to
provide the Debtor with financing.  Specifically, the Debtor has
obtained support from the Government of Italy through a six-month
bridge financing for an amount equal to EUR600 million as operating
capital.  This operating capital will facilitate the Debtor paying
its business partners in the ordinary course.

                     Chapter 15 Proceedings

Even though the Debtor will continue to pay its business partners
and contract counterparties in the ordinary course of business,
that may not be sufficient to maintain stable operations.  Most
immediately, Terminal One Group Association, L.P. ("Terminal One")
has provided notice that it will terminate the Debtor's lease and
contract for various crucial services at John F. Kennedy
International Airport in New York on June 13, 2017 if its claims
remain unpaid.  The termination would render the Debtor immediately
unable to operate its daily flights to and from New York, cutting
off a substantial revenue stream of the company.

Likewise, Broadband Centric Inc. ("Broadband") has provided notice
it will terminate its contracts for the provision of internet and
telephone services to the Debtor's United States operations on June
20, 2017, if its claims remain unpaid.  The termination would
render the Debtor unable to continue operating its call center or
conduct routine office activities and thus immediately disrupt its
operations in the United States.

Moreover, the Debtor's business and relationships require the
Debtor to have numerous other business partners and contract
counterparties in the United States.  Once these business partners
and contract counterparties learn that the Debtor has commenced
corporate reorganization proceedings in Italy, it may be that some
of them -- particularly those with unfavorable long-term supply,
maintenance, or similar contracts -- may refuse to perform, attempt
to impose default terms, demand security deposits or other credit
enhancements, change trade credit terms, or take other actions that
will harm the Debtor's operations and reorganization efforts. In
addition, the Debtor's creditors may seek to seize the Debtor's
assets in the United States, particularly its aircraft located in
the United States.

Any such unilateral self-help action by the Debtor's business
partners, contract counterparties, or creditors could jeopardize
the Debtor's reorganization efforts and result in irreparable harm
to the Debtor's business.  Moreover, the Debtor would have to
expend unnecessary costs and time defending against such self-help
efforts, diverting management's attention from running and
restructuring the business.

The Debtor has commenced a Chapter 15 case, seeking recognition of
the Italian proceedings as a "foreign main proceeding."  Upon the
U.S. Court's recognition of the Italian proceeding as a "foreign
main proceeding," the automatic stay provided by Section 362 of the
Bankruptcy Code will immediately and without exception apply with
respect to all property of the Debtor that is within the
territorial jurisdiction of the United States.

Pending recognition, the Foreign Representatives ask the U.S. Court
to enter a temporary restraining order and preliminary injunction.
The Foreign Representatives request that the U.S. Court:

   (a) order that the protections of Sections 361 and 362 of the
Bankruptcy Code apply to the Debtor and its assets in the United
States;

   (b) establish the Foreign Representatives as the representatives
of the Debtor with full authority to administer the Debtor's assets
and affairs in the United States, including, without limitation,
making payments on account of the Debtor's
obligations;

   (c) enjoin all persons and entities from seizing, attaching
and/or enforcing or executing liens or judgments against the
Debtor's property in the United States or from transferring,
encumbering or otherwise disposing of, interfering with, or
terminating any contractual or other rights with respect to the
Debtor's assets or agreements in the United States without the
express consent of the Foreign Representatives;

   (d) enjoin all persons and entities from commencing or
continuing, including the issuance or employment of process of, any
judicial, administrative or any other action or proceeding
involving or against the Debtor or its assets or proceeds thereof,
or to recover a claim or enforce any judicial, quasi-judicial,
regulatory, administrative or other judgment, assessment, order,
lien or arbitration award against the Debtor or its assets or
proceeds thereof;

   (e) entrust the administration and realization of all of the
Debtor's assets in the United States to the Foreign
Representatives, including all of the Debtor's assets located in
the United States or which may have been transferred to third
parties in the United States; and

   (f) provide that the Foreign Representatives are authorized to
examine witnesses, take evidence and deliver information concerning
the Debtor's assets, affairs, rights, obligations or liabilities.

The Recognition Hearing is scheduled for July 5, 2017, at 11:00
a.m.

                          About Alitalia

Alitalia - Societa Aerea Italiana S.p.A., is the flag carrier of
Italy.  Alitalia operates 123 aircraft with approximately 4,200
flights weekly to 94 destinations, including 26 destinations in
Italy and 68 destinations outside of Italy.  It has a strong global
presence, flying within Europe as well as to cities across North
America, South America, Africa, Asia and the Middle East. During
2016, the Debtor provided passenger service to approximately 22.6
million passengers.  Its air freight business also is substantial,
having carried over 74,000 tons in 2016.  Alitalia is a member of
the SkyTeam alliance, participating with other member airlines in
issuing tickets, code-share flights,
mileage programs and other similar services.

Alitalia previously navigated its way through a successful
restructuring.  After filing for bankruptcy protection in 2008,
Alitalia found additional investors, acquired rival airline Air
One, and re-emerged as Italy's leading airline in early 2009.  

Alitalia was the subject of a bail-out in 2014 by means of a
significant capital injection from Etihad Airways, with goals of
achieving profitability during 2017.

After labor unions representing Alitalia workers rejected a plan
that called for job reductions and pay cuts in April 2017, and the
refusal of Etihad Airways to invest additional capital, Alitalia
filed for extraordinary administration proceedings on May 2, 2017.

On June 12, 2017, Alitalia filed a Chapter 15 bankruptcy petition
in Manhattan, New York, in the U.S. (Bankr. S.D.N.Y. Case No.
17-11618) to seek recognition of the Italian insolvency proceedings
and protect its assets from legal action or creditor collection
efforts in the U.S.  The Hon. Sean H. Lane is the case judge in the
U.S. case.  Dr. Luigi Gubitosi, Prof. Enrico Laghi, and Prof.
Stefano Paleari are the foreign representatives authorized to sign
the Chapter 15 petition.  Madlyn Gleich Primoff, Esq., at
Freshfields Bruckhaus Deringer US LLP, is the U.S. counsel to the
Foreign Representatives.


ANTHONY LAWRENCE: Seeks Nov. 16 Plan Exclusivity Period Extension
-----------------------------------------------------------------
Anthony Lawrence of New York Inc. requests the U.S. Bankruptcy
Court for the Eastern District of New York to further extend the
time within which only the Debtor may file a plan of reorganization
to November 16, 2017, and solicit acceptances of its plan of
reorganization to January 16, 2018.

Absent the requested extension, the exclusive time within which the
Debtor may file a plan of reorganization and the exclusive time
within which the Debtor may solicit acceptances to a plan of
reorganization have been scheduled to expire on July 14, 2017.

The Debtor tells the Court that it has spent a significant amount
of its time focusing on its litigation with former counsel in the
pending adversary proceeding, which has taken a significant amount
of time away from moving forward with confirming a chapter 11 plan.


The Debtor says that while the matter has been settled in
principle, the Parties have spent the time since the last hearing
hammering out the Stipulation of Settlement, which does not seem
like it will be finalized soon.

The Debtor contends that while its business has been doing well
enough to fund a plan of reorganization, it could use those funds
in order to pay certain claims which are required to be paid
immediately upon confirmation of the Debtor's plan and to make its
chapter 11 plan more feasible.

The Debtor relates that it has also been focusing on its
operations. Subsequent to the prior extension of the Exclusive
Periods, the Debtor has discussed the possibility of claims
objections for some of the claims filed, as well as proposing a
chapter 11 plan of reorganization. The Debtor has contacted the
claimants for which it may need to Object to their claims.

The Debtor relates that, so far, with regards to Proof of Claim
number 13, that claimant has agreed to withdraw their claim, and
the Debtor is still waiting on other claimants to agree to withdraw
their claims, otherwise by March 24, 2017, the Debtor plans on
objecting to those claims. Additionally, the Debtor has determined
that it must object to two claims filed by governmental units.

The Debtor claims that further work is also required to complete a
financial analysis, a post-petition business plan, and the final
determination of certain alleged unsecured creditors.  As such,
termination of the Debtor's Exclusive Periods will materially
affect the Debtor's ability to continue these efforts, and any
potential competing plan would delay and complicate the Debtor's
effective reorganization.

            About Anthony Lawrence of New York, Inc.

Headquartered in Long Island City, New Yok, Anthony Lawrence of New
York, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 15-44702) on Oct. 15, 2015, estimating its assets
at up to $50,000 and its liabilities at between $1 million and $10
million. The petition was signed by Joseph J. Calagna, president.
Judge Elizabeth S. Stong presides over the case.  

The Debtor is engaged in the business of custom manufacturing of
furniture and window treatments for the wholesale market only.

James P Pagano, Esq., was formerly tapped to serve as the Debtor's
bankruptcy counsel.  The Law Office of Rachel S. Blumenfeld PLLC
now represents the Debtor.  

No trustee or examiner has been appointed in this Chapter 11 case.
No Committee of Unsecured Creditors has been appointed in this
case.


BC ACQUISITIONS: Discloses Plan to Pursue Suit vs. JFP, 4 Others
----------------------------------------------------------------
BC Acquisitions, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Texas the company's latest disclosure
statement, which explains its proposed plan to exit Chapter 11
protection.

According to the filing, creditors holding allowed Class 3
unsecured claims will be paid in full when the real property owned
by BC Acquisitions is sold.  Moreover, the company intends to
pursue its adversary case (Case No. 17-5002) against JFP Services,
LLC and four others.   It is anticipated that the plaintiff will
recover damages in the case, according to the company's disclosure
statement filed on June 1.

A copy of the disclosure statement is available for free at
https://is.gd/30GPmk

                   About BC Acquisitions, LLC

BC Acquisitions, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 16-52245) on October 3,
2016. The Debtor was engaged in the operation of a "man camp" in
Carrizo Springs, Texas. After its bankruptcy filing, the Debtor
has
not continued the operation due to the downfall of the oil and gas
industry in South Texas. The petition was signed by Allen Torans,
Jr., managing member.

The case is assigned to Judge Craig A. Gargotta. James Samuel
Wilkins, Esq., at Willis & Wilkins, LLP, represents the Debtor as
its bankruptcy counsel.  The Debtor hired John M. Carr as
accountant.

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

On March 30, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


BEVERAGES & MORE: S&P Rates Proposed $190MM Sr. Sec. Notes 'B-'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating to
Beverages & More Inc.'s (BevMo) proposed $190 million senior
secured notes due 2022.  The recovery rating on the new notes is
'4', reflecting S&P's expectation for average (30%-50%; rounded
estimate: 35%) recovery in the event of a payment default.  The
company plans to use the proceeds to redeem its $180 million 10%
senior secured notes due 2018 and pay approximately $10 million in
fees, expenses, and a call premium.  Prior to this refinancing,
BevMo amended its asset-based revolving credit facility in May 2017
to increase the borrowing limit to $145 million and extend the
maturity to May 22, 2022.

S&P's 'B-' corporate credit rating and stable outlook on specialty
retailer BevMo reflect the company's small size, concentrated
geographic footprint in California, and narrow product focus in the
highly competitive, fragmented, and regulated alcoholic beverage
retail industry.  These factors are partially offset by the
company's brand recognition, broad merchandise assortment within
the alcoholic beverage category, and good customer service. In
S&P's view, the company's newly announced strategic initiatives
centered around transitioning to a self-distribution model will be
critical to providing the savings necessary to support sustained
targeted price investments in key categories.  S&P views this as a
necessary step to driving traffic growth and reversing five
consecutive quarters of negative same-store sales growth.

BevMo's financial-sponsor ownership and weak credit protection
metrics, including adjusted leverage above 6.5x and expectations
for negative free cash flow generation, are reflected in the
rating.  The rating also incorporates the company's adequate
liquidity, supported by positive funds from operations generation,
availability under its revolving credit facility, and minimal
financial covenant requirements.

                        RECOVERY ANALYSIS

Key Analytical Factors

   -- S&P's simulated default scenario projects a protracted
      period of elevated competition from grocers, warehouse
      clubs, and mass merchandisers that results in lost sales and

      margin compression.  This would lead to a reduction in
      EBITDA and inhibit the company's ability to meet its fixed
      charge obligations.

   -- S&P's recovery analysis assumes that in a hypothetical
      bankruptcy scenario, the senior secured noteholders'
      recoveries would benefit from a second lien on substantially

      all assets of the company and subsidiary guarantors.
      However, recovery prospects would be limited due to the
      notes' junior status relative to the asset-back lending
      facility.

   -- Additionally, S&P's recovery analysis assumes BevMo would
      emerge from a bankruptcy event because of the company's
      brand recognition in its core California market.

   -- S&P has valued the company on a going-concern basis using a
      5x multiple, in line with other small, regional specialty
      retailers, applied to S&P's projected emergence-level
      EBITDA.

Simulated Default Assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $32 mil.
   -- Implied enterprise value (EV) multiple: 5x
   -- Estimated gross EV at emergence: $162 mil.

Simplified Waterfall

   -- Net recovery value after admin expenses (5%): $154 mil.
   -- Estimated priority claims: $83 mil.
   -- Estimated senior secured notes claims: $201 mil.
      -- Recovery expectations: 30%-50% (rounded estimate: 35%)

*All debt amounts include six months of prepetition interest.

RATINGS LIST

Beverages & More Inc.
Corporate Credit Rating               B-/Stable/--

New Rating
Beverages & More Inc.
$190 million senior secured notes     B-
due 2022
  Recovery rating                      4(35%)


BIOLARGO INC: Files Amendment No.5 to 36.1M Shares Prospectus
-------------------------------------------------------------
Biolargo, Inc., filed with the Securities and Exchange Commission a
fifth amendment to its Form S-1 registration statement relating to
the sale of up to 36,090,857 shares of the Company's common stock
by persons who have purchased shares in a series of private
placements.  The shares offered under this prospectus by the
selling stockholders may be sold on the public market, in
negotiated transactions with a broker-dealer or market maker as
principal or agent, or in privately negotiated transactions not
involving a broker dealer.  The prices at which the selling
stockholder may sell the shares may be determined by the prevailing
market price of the shares at the time of sale, may be different
than such prevailing market prices or may be determined through
negotiated transactions with third parties.  The Company will not
receive proceeds from the sale of its shares by the selling
stockholders.

Since Jan. 23, 2008, the Company's common stock has been quoted on
the OTC Markets "OTCQB" marketplace under the trading symbol
"BLGO."  The selling stockholders will sell up the shares at prices
established on the OTC Bulletin Board during the term of this
offering, at prices different than prevailing market prices or at
privately negotiated prices.

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/e8AiMo

                          BioLargo Inc.

BioLargo, Inc., is a provider of platform technologies.  The
Company's products are used to eliminate contaminants that threaten
the water, health and quality of life.  Its technology has
commercial applications within several industries.  The Company
focuses on four areas: water treatment; industrial odor control
applications; commercial, household and personal care products
(CHAPP), and advanced wound care.  Its AOS Filter combines iodine,
water filter materials and electrolysis within a water filter
device.  It generates oxidation potential in order to oxidize and
breakdown or otherwise eliminate, soluble organic contaminant,
which are found in contaminated water.

Biolargo reported a net loss of $8.07 million on $281,106 of total
revenue for the year ended Dec. 31, 2016, compared with a net loss
of $5.07 million on $127,582 of total revenue for the year ended
Dec. 31, 2015.  As of Dec. 31, 2016, Biolargo had $2.11 million in
total assets, $2.88 million in total liabilities, and a total
stockholders' deficit of $770,198.

Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has incurred
recurring losses, negative cash flows from operations and has
limited capital resources, and a net stockholders' deficit. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.


BROUGHER INC: Plan Solicitation to be Funded by Okin Adams
----------------------------------------------------------
Brougher, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Texas a first amended combined disclosure
statement and plan of liquidation.

The plan constitutes a liquidating chapter 11 plan for the Debtor.
All of the Debtor's tangible assets have been liquidated pursuant
to the Sale. The Sale generated approximately $650,000 in cash
proceeds plus the assumption of certain liabilities, and a credit
bid of approximately $4,808,500.

The Plan provides for the use of the Sale proceeds to pay for
certain Claims on the Effective Date and fund the Litigation Trust
established under the Plan for the benefit of creditors. A
Litigation Trustee will be appointed to litigate any remaining
claims of the Estate retained under the Plan.

The Debtor will be dissolved as soon as practicable following the
establishment and funding of the Litigation Trust pursuant to the
Plan. The Litigation Trust will be dissolved as soon as practicable
after the retained claims have been litigated pursuant to the
Plan.

This version of the Plan asserts that Brougher, Inc.'s position is
that TBK Bank created a special relationship with Brougher, Inc. by
virtue of the March 4, 2016 Loan Agreement and the July 7, 2016
First Amendment to Loan Agreement, and established complete lender
control by the Bank over the Company by including provisions for a
bank lock box, Availability Block, a Restructuring Consultant, the
reserve clause and the depreciation clause, all of which hampered
the Company's ability to do business. Commencing after July 7,
2016, the Bank wrongfully exercised its control over the
Company’s day-to-day operations by controlling its accounts
receivables and limiting release of funds for payment of operating
expenses, including payroll and purchase of product for work in
progress, and inventory necessary to competitively bid on new jobs
and to comply with contractual requirements on existing jobs. The
Bank's pattern of refusing to fund inventory, and piecemeal
approval for existing expenses caused the Company to lose
contracts, lose customers and fail as a going concern.

The plan also added that expenses for soliciting the Plan shall be
funded by Okin Adams LLP and such expenses shall be considered
Trust Expenses.

A copy of the First Amended Combined Disclosure Statement is
available at:

             http://bankrupt.com/misc/txsb16-35575-123.pdf

                     About Brougher Inc.

Brougher, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Texas Case No. 16-35575) on Nov. 2,
2016.  The petition was signed by Wade Brougher, president.   

The case is assigned to Judge Jeff Bohm.  The Debtor is
represented
by Julie M. Koenig, Esq., at Cooper & Scully, PC.

At the time of the filing, the Debtor estimated assets of less
than
$1 million and liabilities of $10 million to $50 million.

No official committee of unsecured creditors, trustee or examiner
has been appointed in the case.


C-LEVELED LLC: FNB Asks Court to Deny Approval of Plan Disclosures
------------------------------------------------------------------
First National Bank of Pennsylvania objects to the disclosure
statement to accompany the plan of reorganization, dated April 27,
2017, filed by C-Leveled, LLC.

FNB complains that the Disclosure Statement to accompany Plan is
deficient under Section 1125 of the Bankruptcy Code which governs
the requirements for Disclosure Statements in Chapter 11 cases.

The bank also argues that the Disclosure Statement is deficient in
that it asserts that monthly financial reporting has been done
throughout this Chapter 11. A copy of the docket shows that there
was no monthly financial report filed for Dec. 2016 or for Feb.
2017. This failure is particularly important because the Debtor has
recently experienced a terrible month with respect to earnings and
no Plan can be confirmed that does not provide for principal
reductions in secured creditor claims especially a Plan that calls
for $120,000.00 per year salaries for three insiders.

In addition to the general standard under 1125 that creditors are
entitled to adequate financial information an additional ground to
disapprove a Disclosure Statement is where the Plan that
accompanies the Disclosure is not confirmable.

The Plan submitted confuses the claims of FNB and Commonwealth
Bank. For the reasons stated, the Disclosure Statement cannot be
approved because the Disclosure lacks adequate information as
defined in 1125(a)(1) and (2) and the underlying Plan is not
feasible or confirmable.

Based on the above reasons, First National Bank of Pennsylvania
respectfully requests that the Honorable Court sustain this
objection to Disclosure and grant such other and further relief as
is appropriate.

Counsel to First National Bank of Pennsylvania:

     J. Michael McCague, Esq.
     GRIFFITH, MCCAGUE & WALLACE, P.C.
     408 Cedar Avenue
     Pittsburgh, PA 15212
     Tel: (412) 803-3690
     Fax: (412) 803-3678
     Email: jmm@gmwpclaw.com

                 About C-Leveled, LLC

C-Leveled, LLC, based in Pittsburgh, Pa., filed a Chapter 11
petition (Bankr. W.D. Pa. Case No. 16-22748) on July 26, 2016.
The
Hon. Gregory L. Taddonio presides over the case. Donald R.
Calaiaro, Esq. of Calaiaro Valencik as bankruptcy 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 Denise DeSimone, chairman.


C.B.S.A. FAMILY: Case Summary & 3 Unsecured Creditors
-----------------------------------------------------
Debtor: C.B.S.A. Family Partnership
        1835 Newport Boulevard, No. A109-158
        Costa Mesa, CA 92627

Case No.: 17-12377

Business Description: C.B.S.A. Family listed its business as a
                      single asset real estate (as defined in 11
                      U.S.C. Section 101(51B).  The Debtor owns a
                      fee simple interest in 10,000 sq. ft.
                      industrial building located at 340 N. Grant
                      Avenue, Corona, CA 92882 valued at $2.5
                      million.

Chapter 11 Petition Date: June 12, 2017

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

Judge: Hon. Erithe A. Smith

Debtor's Counsel: Jerome Bennett Friedman, Esq.
                  FRIEDMAN LAW GROUP, P.C.
                  1900 Ave of the Stars 11th Fl
                  Los Angeles, CA 90067-4409
                  Tel: 310-552-8210
                  Fax: 310-733-5442
                  E-mail: jfriedman@flg-law.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kimberly M. Ord, president.

The Debtor's list of three unsecured creditors is available for
free at http://bankrupt.com/misc/cacb17-12377.pdf


CADIZ INC: Stockholders Elected 9 Directors
-------------------------------------------
On June 7, 2017, Cadiz Inc. held its 2017 annual meeting of
stockholders at which the stockholders:

   (1) elected Keith Brackpool, Stephen E. Courter, Geoffrey
       Grant, Winston Hickox, Murray H. Hutchison, Richard Nevins,
       Raymond J. Pacini, Timothy J. Shaheen and Scott S. Slater
       as directors;

   (2) approved PricewaterhouseCoopers LLP as the Company's
       independent auditors for the fiscal year 2017;

   (3) approved, on an advisory basis, the compensation of the
       Company's named executive officers; and

   (4) recommended, on an advisory basis, that the Company conduct
       future stockholder advisory votes on named executive
       officer compensation every year.

The Company has considered the stockholder vote regarding the
frequency of stockholder advisory votes on named executive officer
compensation and determined that it will hold an advisory vote on
its executive officer compensation annually.

                         About Cadiz

Cadiz Inc. is a land and water resource development company with
45,000 acres of land in three areas of eastern San Bernardino
County, California.  Virtually all of this land is underlain by
high-quality, naturally recharging groundwater resources, and is
situated in proximity to the Colorado River and the Colorado River
Aqueduct, a major source of imported water for Southern California.
The Company's properties are suitable for various uses, including
large-scale agricultural development, groundwater storage and water
supply projects.  The Company's main objective is to realize the
highest and best use of its land and water resources in an
environmentally responsible way.

Cadiz reported a net loss and comprehensive loss of $26.33 million
on $412,000 of total revenues for the year ended Dec. 31, 2016,
compared to a net loss and comprehensive loss of $24.01 million on
$304,000 of total revenues for the year ended Dec. 31, 2015.
The Company's balance sheet at Dec. 31, 2016, showed $67.09 million
in total assets, $121.41 million in total liabilities and a total
stockholders' deficit of $54.31 million.


CAMELOT CLUB: Proposes Plan to Exit Chapter 11 Protection
---------------------------------------------------------
Camelot Club Condominium Association, Inc., on June 1 filed with
the U.S. Bankruptcy Court for the Northern District of Georgia its
proposed plan to exit Chapter 11 protection.

The restructuring plan proposes to pay in full the claims of IPFS
Corporation, Georgia Power, and the City of Atlanta.  Georgina
Afari-Opoku, a secured creditor, will not receive any payment from
the association.  Her claims will be paid by an insurance company.

Meanwhile, creditors holding homeowner claims will not receive any
distribution under the plan.  If the court determines that the
creditors hold an allowed claim, the amount of the claim will be
used to reduce unpaid and outstanding assessments due and owing
from each respective creditor to the association or, alternatively,
applied as a credit against future assessments.

Camelot Club will pay all claims from its post-petition income,
which is derived from the collection of monthly assessments from
homeowners, according to its disclosure statement filed on June 1.

A copy of the disclosure statement is available for free at
https://is.gd/dQvrUn

                        About Camelot Club

Camelot Club Condominium Association, Inc. is a nonprofit
condominium association managed by a seven-member board.  The
Camelot Club Condominium, which consists of approximately 338
units, is located at 5655 Old National Highway, College Park,
Georgia.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.:
16-68343) on October 13, 2016.  The petition was signed by Kenneth
Harris, CEO.

The Debtor is represented by M. Denise Dotson, Esq. in Atlanta,
Georgia.

At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of less than $50,000.


CANNELLE PATISSERIE: Unsecured Creditors to be Paid 5% in 12 Mos.
-----------------------------------------------------------------
Unsecured creditors of Cannelle Patisserie Inc. will recover 5% of
their claims under the company's proposed plan to exit Chapter 11
protection.

The restructuring plan proposes to pay non-insiders holding general
unsecured claims the sum of $11,926.33 or 5% of their allowed
claims.  The claims will be paid in 12 equal monthly installments
of $993.86 to be distributed pro rata among the general unsecured
creditors starting on the effective date of the plan.

Cannelle will fund the plan through its operations.  Through April
30, the company has net income of $303,731 or $46,728 per month,
enough to fund its obligations.  Moreover, the company expects to
have sufficient cash on hand to make the payments required on the
effective date, according to its disclosure statement filed on June
1 with the U.S. Bankruptcy Court for the Eastern District of New
York.

A copy of the disclosure statement is available for free at
https://is.gd/8vAN8v

                 About Cannelle Patisserie Inc.

Cannelle Patisserie Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 16-44577) on October 11, 2016.  The
petition was signed by Jean-Claude Perrenau, president.  At the
time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $1 million.

The Debtor is represented by Daniel C. Marotta, Esq. and Richard M.
Gabor, Esq., at Gabor & Marotta LLC.


CARTER & MOSER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Carter & Moser Trucking, Inc.
        560 Atlanta South Parkway, Suite 600
        College Park, GA 30349

Business Description: Carter & Moser is an active carrier
                      operating under United States Department of
                      Transportation.  The Company is licensed to
                      carry hazmat rated materials from the
                      general freight, air freight, cargo
                      categories.

Chapter 11 Petition Date: June 12, 2017

Case No.: 17-60394

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

Debtor's Counsel: Michael C. Familetti, Esq.
                  FAMILETTI LAW FIRM
                  142 S. Park Square
                  Marietta, GA 30060
                  Tel: (770) 794-8005
                  E-mail: lexres@bellsouth.net
                          familettilaw@gmail.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Charles S. Carter, president.

The Debtor did not file a list of 20 largest unsecured creditors on
the Petition Date.

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

           http://bankrupt.com/misc/ganb17-60394.pdf


CELADON GROUP: BlackRock Holds 6.4% Equity Stake as of May 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, BlackRock, Inc. reported that as of May 31, 2017, it
beneficially owns 1,813,218 shares of common stock of Celadon
Group Inc. representing 6.4 percent of the shares outstanding.
A full-text copy of the regulatory filing is available at:

                    https://is.gd/DO8Lj0

                        About Celadon

Celadon Group, Inc. is a truckload freight transportation provider.
The Company's primary services involve point-to-point shipping for
major customers within the United States, between the United States
and Mexico, and between the United States and Canada.  It
complements these services with a variety of warehousing, supply
chain logistics, tractor leasing, and other services that it
believes add value to its customers and professional truck
drivers.

Celadon reported net income of $24.84 million for the year ended
June 30, 2016, compared to net income of $37.21 million for the
year ended June 30, 2015.  As of Dec. 31, 2016, Celadon had $981.72
million in total assets, $613.50 million in total liabilities and
$368.21 million in total stockholders' equity.

As Celadon previously disclosed, as of April 25, 2017, the
Company's auditor, BKD, LLP, advised the Company it has determined
that, based on additional information concerning transactions
involving "revenue equipment held for sale," BKD has been unable to
obtain sufficient appropriate audit evidence to provide a
reasonable basis to support its previously issued reports on the
Company's financial statements for its fiscal year ended June 30,
2016, and the quarters ended September 30, 2016 and December 31,
2016.  In addition, the Company disclosed that BKD is not
performing its normal review procedures with respect to the
Company's Quarterly Report on Form 10-Q for its third fiscal
quarter ended March 31, 2017.  These events have resulted in
unexpected time and resource constraints on the Company's
accounting staff and Audit Committee, including the evaluation of
any potential additional disclosures and financial statement
impacts that need to be reflected in the Form 10-Q.  Accordingly,
the Company's filing of its Quarterly Report on Form 10-Q for its
third fiscal quarter ended March 31, 2017, were delayed.

Celadon received on May 2, 2017, a notice from the New York Stock
Exchange notifying the Company of its failure to meet a NYSE
listing standard.  The failure  resulted from the Company's
independent auditor's withdrawal of its reports related to the
Company's Form 10-K for the fiscal year ended June 30, 2016, and
Form 10-Qs for the quarters ended September 30 and Dec. 31 2016,
respectively.  The withdrawal constitutes a "Filing Delinquency"
under Section 802.01E (SEC Annual and Quarterly Report Timely
Filing Criteria) of the NYSE Listed Company Manual.  The Company
previously disclosed the withdrawal of its auditor's reports on May
1, 2017, in a press release and Form 8-K, which resulted in the
NYSE's notification of a Filing Delinquency.  This notification and
the related process described below are to be expected and are part
of the NYSE's normal compliance process when a listed company's
auditor withdraws an audit report.


CHESAPEAKE ENERGY: 2.50% Contingent Notes Removed From NYSE Listing
-------------------------------------------------------------------
The New York Stock Exchange LLC filed with the Securities and
Exchange Commission a Form 25 notifying the removal from listing or
registration of Chesapeake Energy's 2.50% Contingent Convertible
Senior Notes due May 15, 2037, on the Exchange.

                   About Chesapeake Energy

Chesapeake Energy Corporation (NYSE: CHK) is a petroleum and
natural gas exploration and production company headquartered in
Oklahoma City, Oklahoma.  The company was founded in 1989 by Aubrey
McClendon and Tom L. Ward with only a $50,000 initial investment.
As of Dec. 31, 2016, it owned interests in approximately 22,700 oil
and natural gas wells.  It has positions in resource plays of the
Eagle Ford Shale in South Texas, the Utica Shale in Ohio, the
Anadarko Basin in northwestern Oklahoma and the stacked pay in the
Powder River Basin in Wyoming.  Its natural gas resource plays are
the Haynesville/Bossier Shales in northwestern Louisiana and East
Texas and the Marcellus Shale in the northern Appalachian Basin in
Pennsylvania.

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 March 31, 2017, Chesapeake had $11.69 billion in total
assets, $12.90 billion in total liabilities, and a $1.2 billion
total deficit.

                           *    *    *

In January 2017, S&P Global Ratings raised its corporate credit
rating on Chesapeake Energy 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.

In December 2016, 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'.


CHF DEKALB II: Moody's Cuts $130MM Revenue Bonds Rating to Ba3
--------------------------------------------------------------
Moody's Investors Service has downgraded CHF Dekalb II, L.L.C. -
Northern Illinois University Project Student Housing Revenue Bonds
(approximately $130 million outstanding) to Ba3 from Ba1. This
concludes Moody's rating reviews for downgrade initiated on May 15,
2017 that was pending further review of the underlying student
housing project and resolution of the Moody's rating for Northern
Illinois University. The outlook on the bonds remains negative. CHF
Dekalb II's downgrade to Ba3 reflects a combined occupancy rate of
90% at its two student housing facilities located on the main
campus of Northern Illinois University. The drop in project
occupancy is attributed to enrollment pressures at the University,
largely due to lower than budgeted first-time freshmen for Fall
2016.

Rating Outlook

The negative outlook reflects the uncertainty of timely payment
from the University if needed to support the CHF Dekalb project,
given its close ties and financial dependence on NIU.

Factors that Could Lead to an Upgrade

- While Moody's believes a credit upgrade is unlikely in the near
to medium term, a significant
and sustained increase in occupancy at the CHF Dekalb ("the
Project") coupled with enrollment growth at the University would be
a positive credit factor

- Upgrade of the University rating

Factors that Could Lead to a Downgrade

- Failure of the University to fund occupancy shortfalls or any
project obligation

- Further downgrade of the University which provides occupancy
guarantee and expenses

- Erosion of debt service coverage ratio ("DSCR")

Legal Security

The bonds are limited obligations of the issuer, secured by trust
estate assets and payments to be made under the loan agreement.

Use of Proceeds

The bond proceeds were used to finance the construction and
furnishing of New Hall, an on-campus student housing facility with
1,008 beds for undergraduate freshmen students and a 31,564 square
foot community center with a full service dining facility. The
dining facility is sub-leased to and operated by the University.In
addition, Owner/Borrower applied bond proceeds towards the
refinancing of debt on Northern View Apartments (Series 2006 A&B).
Completed in 2007, Northern View Apartments is a 120-unit, 240-bed
privatized student housing project benefitting families with
children, graduate students and older undergraduate students.

Obligor Profile

CHF-DeKalb II, L.L.C. is a single member limited liability company
established for the purpose of assisting Northern Illinois
University in providing on-campus housing for its students. The
sole member of CHF-DeKalb II, L.L.C. is Collegiate Housing
Foundation, an Alabama not-for-profit corporation organized in 1996
exclusively for charitable and educational purposes, including
assisting its member colleges and universities in providing housing
for their enrolled students and faculty and otherwise assisting its
member colleges and universities in furtherance of their
educational missions.

Methodology

The principal methodology used in this rating was Global Housing
Projects published in December 2015.


CIBER INC: Claims Bar Date Set for July 14
------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set July 14,
2017, at 5:00 p.m. (prevailing Eastern Time) as deadline for
persons or entities to file proofs of claim against CIBER Inc. and
its debtor-affiliates.

The Court also set Oct. 6, 2017, at 5:00 p.m. (prevailing Eastern
Time) as the last day for governmental units to file their claims
against the Debtors.

All proofs of claim must be filed by filing via the interface on
Prime Clerk's website at
https://cases.primeclerk.com/ciber/EPOC-index or sending the proof
of claim to:

   Ciber Inc. Claims Processing Center
   c/o Prime Clerk LLC
   830 Third Avenue, 3rd Floor
   New York, NY 10022

                        About CIBER Inc.

CIBER, Inc. -- http://www.ciber.com/-- is a global information    
technology consulting, services and outsourcing company.  

CIBER, Inc., and two other affiliates sought bankruptcy protection
on April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772).  The
petition was signed by Christian Mezger, chief financial officer.

The Debtors disclosed total assets of $334.2 million and total
liabilities of $171.9 million as of Sept. 30, 2016.

The Hon. Brendan Linehan Shannon presides over the case.  

Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel.
Polsinelli, PC, serves as co-counsel while Saul Ewing LLP serves as
local counsel.  The Debtors also hired Houlihan Lokey as investment
banker and financial advisor; Alvarez & Marsal North America, LLC,
as restructuring advisor; and Prime Clerk LLC as noticing and
claims agent.

An official committee of unsecured creditors has been appointed in
the Chapter 11 case.  The committee hired Perkins Coie, LLP as
bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel;
and BDO Consulting as financial advisor.


CLEAR LAKE: Richard Buying Perkinston Property for $32K
-------------------------------------------------------
Clear Lake Development, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to authorize the sale of a parcel
of real property located at 0 Clear Lake, Perkinston, Stone County,
Mississippi, consisting of 16 acres, being part of Stone County Tax
Parcel No. 092-10-001.005, to Sheila R. Richard, for $32,000.

At the time of the filing of the Petition, the Debtor was the owner
of the Property.  It has entered into a Contract for the Sale and
Purchase of Real Estate as to the Property, with the Buyer, for a
sale price of $32,000.  The Property is being sold free and clear
of all liens and encumbrances.

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

           http://bankrupt.com/misc/Clear_Lake_97_Sales.pdf

Whitney Bank, doing business as Hancock Bank, holds a promissory
note and first deed of trust secured by the Property and other
land.  Said Note and Deed of Trust are dated Nov. 17, 2015 and the
Deed of Trust is recorded in land records of Stone County at Deed
of Trust Book 393, Page 296.

The Debtor proposes to pay all of the net proceeds of the sale of
the Property to Hancock Bank to pay down the amount due on the
Note.

Property taxes are (i) due to Stone County for tax year 2015 in
amount of approximately $165 which will be paid at or prior to
closing; (ii) due to Stone County for tax year 2016 in amount of
approximately $122 which will be paid at closing; and projected to
be due to Stone County for the tax year 2017 for the time prior to
closing that the Property is owned by the Debtor during 2017, which
are estimated to be in the approximate amount of $200.

The Debtor has agreed that these expenses, charges and fees should
be paid from the proceeds of the sale if not paid prior to
closing:

   a. Proration of the County ad valorem taxes for the current year
of approximately $200, if not paid prior to closing.

   b. Payment of county ad valorem taxes for tax year 2016, in the
amount of approximately $122, if not paid prior to closing.

   c. Payment or redemption of county ad valorem taxes for tax year
2015, in the amount of approximately $165, if not paid prior to
closing.

   d. Estimated fees due to the U.S. Trustee as quarterly fees as a
result of completion of the sale of $2,925, if not paid or withheld
prior to closing.

   e. Payment to Hancock Bank of 100% of the Net Proceeds of sale.
The Net Proceeds will be defined, for the purpose of the Motion:
the purchase price, less real estate commissions; ad valorem taxes
paid by the Seller; proration's, title curative costs required by
the Contract, cost of survey, any title insurance premium and/or
binders required to be paid by the Seller, and an estimated amount
that will become due to the U.S. Trustee as quarterly fees as a
result of completion of the sale.

   f. Real Estate commission to Joel L. Carter and J. Carter Real
Estate, LLC, in amount of 6% of the sale price of $5,040.  

Joel L. Carter and J. Carter Real Estate have been employed by the
Debtor as approved by the Court via Order entered on May 16, 2017.

   g. Paydown of the Note in amount of the Net Proceeds to Hancock
Bank.

Hancock Bank will be required to execute a partial release of the
Deed of Trust describing the Property upon receipt of the Net
Proceeds as set out.

The sale contemplated should release the Property from all existing
liens and transfer such lien to the proceeds of sale.  Accordingly,
the Debtor asks the Court approve the relief sought.

The Purchaser can be reached at:

          Sheila R. Richard
          Telephone: (228) 861-4060

                  About Clear Lake Development

Clear Lake Development, LLC of Biloxi, Mississippi, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Miss. Case No. 17-50392) on March 6, 2017.  The petition was
signed by Bernard Favret, member.

As of March 6, 2017, the Debtor estimated assets of less than $1
million and liabilities of $1 million to $10 million.

Judge Katharine M. Samson presides over the case.

The Debtor is represented by Patrick A. Sheehan, Esq., of Sheehan
Law Firm, PLLC.


CLOUDBREAK ENTERTAINMENT: Asks Court to Approve Plan Outline
------------------------------------------------------------
Cloudbreak Entertainment, Inc., asked the U.S. Bankruptcy Court for
the Central District of California to approve the disclosure
statement, which explains its proposed Chapter 11 plan of
reorganization.

The request, if granted by the court, would allow the company to
start soliciting votes for the plan filed on June 2.

Under U.S. bankruptcy law, the proponent of a Chapter 11 plan must
get court approval of its disclosure statement to begin soliciting
acceptances from creditors.  The document must contain adequate
information to enable creditors to make an informed decision about
the plan.

In the same filing, Cloudbreak asked the court to set an August 4
deadline for creditors to cast their votes, and an August 25
deadline to object to the restructuring plan.  The company proposed
a September 12 hearing to consider confirmation of the plan.

Judge Neil Bason will hold a hearing on July 11, at 1:00 p.m., to
consider approval of the disclosure statement.  The hearing will
take place at Courtroom 1545, 255 E. Temple Street, Los Angeles,
California.

               About Cloudbreak Entertainment Inc.

Santa Monica, California-based Cloudbreak Entertainment, Inc. filed
for Chapter 11 protection (Bankr. C.D. Cal. Case No. 15-28443) on
Dec. 1, 2015.  The Debtor estimated asset and debts at $1 million
to $10 million.

Judge Neil W. Bason presides over the case.  Jeremy V. Richards,
Esq., at Pachulski Stang Ziehl & Jones LLP represents the Debtor as
bankruptcy counsel.

No trustee or examiner has been appointed in the Debtor's case.

On June 2, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


COALITION TOXICOLOGY: Chapter 727 Case Filed; Claims Due Sept. 5
----------------------------------------------------------------
A petition commencing an Assignment for the Benefit of Creditors
pursuant to Chapter 727 of Florida Statutes, was made by Coalition
Toxicology, LLC, as assignor, to William G. King, as assignee", on
May 8, 2017.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the Assignee or his counsel on or before
September 5, 2017.

Coalition Toxicology has its principal place of business at 2626
North Federal Highway, Boynton Beach, Florida 33435.

The Assignee has his principal place of business at 401 East Las
Olas Boulevard, Suite 1400, Ft. Lauderdale, Florida 33301.

The case is, In Re: Assignment for the Benefit of Creditors of
COALITION TOXICOLOGY, LLC, Assignor, To: WILLIAM G. KING, Assignee,
Case No. 50-2017-CA-005116-XXXX-MB, pending before the CIRCUIT
COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH
COUNTY, FLORIDA.


COMMUNITY TRANSLATOR: Selling Translator Permits, Licenses for $53K
-------------------------------------------------------------------
Community Translator Network, LLC, asks the U.S. Bankruptcy Court
for the District of Utah, Central Division, to authorize the sale
of (i) Construction Permit, File No. BNPFT-20130826AHJ to Mountain
Community Translator, LLC for $15,000; (ii) Construction Permit,
File No. 20130827AAU to Frandsen Media Group, LLC for $35,000; and
(iii) Broadcast License, File No. BLFT-20151021AIG to William H.
Traue for $2,500.

On Jan. 9, 2014, the FCC granted the Construction Permit, File No.
BNPFT-20130826AHJ for FM Broadcast Translator Station K227CP,
Cheyenne, Wyoming (Facility No. 143430); and Construction Permit,
File No. 20130827AAU for FM Broadcast Translator Station K227CO,
Logan, Utah (Facility no. 143532) to Powell Meredith Communications
Co..  Said permits were assigned the Debtor per BAPFT-20140113ABD
granted March 21, 2014.

On Nov. 2, 2015, the FCC granted to the Debtor the Broadcast
License, File No. BLFT-20151021AIG for FM Translator Station
K261EN, Graville, Utah (Facility No. 145194).

During the course of the case, the Debtor has closed sales of CPs.
These sales have been reported in its monthly operating reports.
The Debtor has obtained contracts for the assignment of the CPs and
license.  The Debtor desires to sell, assign and transfer the
construction permits ("CPs") for the translators on the terms and
conditions of the asset purchase agreements. Although there is an
escrow agreement in the Cheyenne, Wyoming assignment agreement, no
escrow will be required.  The Logan, Utah and Cheyenne, Wyoming CPs
are the only CPs that are the subject of the CTNPMCC assignment
agreement.   

The salient terms of the Facility No. 143430 sale are:

   a. Buyer: Mountain Community Translator, LLC

   b. Seller: Community Translator Network, LLC

   c. Purchase Price: $15,000

   d. Deposit: $3,000

   e. Terms: Free of any claims, liabilities, liens or other
encumbrances of any nature

   f. FCC Application; Court Approval: June 1, 2017 at 5:59 p.m.
(ET)

   g. Closing: Five business days following the date on which the
FCC approval of the assignment of the CP from the Debtor to the
Buyer is granted and becomes a "Final Order"

The salient terms of the Facility No. 143532 sale are:

   a. Buyer: Frandsen Media Group, LLC

   b. Seller: Community Translator Network, LLC

   c. Purchase Price: $55,000

   d. Deposit: $7,000

   e. Terms: Free of any claims, liabilities, liens or other
encumbrances of any nature

   f. FCC Application; Court Approval: May 21, 2017 at 5:59 p.m.
(ET)

   g. Closing: Five business days following the date on which the
FCC approval of the assignment of the CP from the Debtor to the
Buyer is granted and becomes a "Final Order"

The salient terms of the Facility No. 145194 sale are:

   a. Buyer: William H. Traue

   b. Seller: Community Translator Network, LLC

   c. Purchase Price: $2,500

   d. Deposit: $0

   f. FCC Application; Court Approval: June 2, 2017 at 5:59 p.m.
(ET)

   g. Closing: Five business days following the date on which the
FCC approval of the assignment of the CP from the Debtor to the
Buyer is granted and becomes a "Final Order"

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

   http://bankrupt.com/misc/Community_Translator_272_Sales.pdf

The Debtor has publicized the CPs and Licenses as being for sale by
mass Internet advertising through nationally recognized marketing
agents and by sending out private offerings to predetermined
qualified buyers.  The Debtor became aware of the Buyers by
research or referral or a potential buyer's request for more
information.  It negotiates prices for the CPs by determining the
listening population count in the given areas that that the CP
services and requesting a flat rate per listener.  This method is
the FCC recognized method for determining sale price.  Neither the
Debtor nor its principals has made any arrangements for
compensation with any of the buyers other than what has been
disclosed in the Motion.  No party has raised an objection to any
of the sales of the CPs.

The Debtor's principals have exercised their best business judgment
in entering into these sales.  The Debtor currently has no more CPs
after theses sales are consummated at the FCC.  The sales will
therefore effect a full liquidation of its outstanding CPs at the
best price available on the market and with effectively no cost to
the estate.

The Debtor asks the Court to the 14-day stay otherwise imposed by
Fed. R. Bankr. P. 6004(h) and make its Order effective
immediately.

The Buyers can be reached at:

          MOUNTAIN COMMUNITY TRANSLATORS, LLC
          87 Jasper Lake Road
          Loveland, CO 80537
          Attn: Vic Michael
          E-mail: vicmichael@aol.com

                  - and -

          FRANDSEN MEDIA GROUP, LLC
          810 West 200 North
          P.O. Box 570
          Logan, UT 4323-0570
          Attn: Kent Frandsen
          E-mail: kent@cvradio.com

                  - and -

          William H. Traue
          133 Fairhills Circle
          Idaho Falls, ID 83401
          Attn: Bill Traue
          E-mail: bill@eiradio.com

Frandsen Media is represented by:

          Joe Chmabers, Esq.
          HARRIS, PRESTON, & CHAMBERS LLP
          31 Federal Avenue
          Logan, UT 84321
          E-mail: jchambers@utahlawfirm.com

               About Community Translator

Community Translator Network LLC is a limited liability company
registered in Utah on Jan. 26, 2006.  The Debtor's principal
source
of revenue and profits is from the purchase, development, and sale
of FM Broadcast Translator Stations authorized by the Federal
Communications Commission, or the permits and licenses to
construct
or operate FM translator stations.  The Debtor may operate
translator stations that it develops or owns for a period of time,
but it does not generate significant revenue or profit from
operating FM translator stations.  

The Debtor sought Chapter 11 protection (Bankr. D. Utah Case No.
15-31245) on Dec. 1, 2015, estimating less than $100,000 in assets
and less than $50,000 in debt.  John Christian Barlow, Esq., at
Law
Office of John Christian Barlow, serves as counsel to the Debtor.
The Debtor also hired Knute Rife, Esq., at the Rife Law Office as
counsel.


D C EASTERN: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: D C Eastern Buffet Inc.
        2012 Margaret Avenue
        Scranton, PA 18508

Business Description: D C Eastern is a small business Debtor as
                      defined in 11 U.S.C. Section 101(51D)
                      engaged in the buffet restaurant business.

Chapter 11 Petition Date: June 12, 2017

Case No.: 17-02477

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: Hon. John J. Thomas

Debtor's Counsel: Edward James Kaushas, Esq.
                  KAUSHAS LAW
                  995 Sunrise Drive
                  Pittston, PA 18640
                  Tel: 570-299-7487
                  Fax: 888-900-6977
                  E-mail: Ekaushas@kaushaslaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Zong Chen, president.

The Debtor did not file list of 20 largest unsecured creditors on
the Petition Date.

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

          http://bankrupt.com/misc/pamb17-02477.pdf


DEXTERA SURGICAL: Has 26.7M Outstanding Common Shares as of June 7
------------------------------------------------------------------
The outstanding capital stock of Dextera Surgical Inc. as of the
close of business on June 7, 2017, was as follows:

  Shares of Common Stock: 26,771,371
  Shares of Series A Convertible Preferred Stock: 0
  Shares of Series B Convertible Preferred Stock: 3,701

                      About Dextera Surgical

Dextera Surgical (Nasdaq:DXTR) designs and manufactures proprietary
stapling devices for minimally invasive surgical procedures.
Dextera Surgical also markets automated anastomosis devices for
coronary artery bypass graft (CABG) surgery on the market today:
the C-Port Distal Anastomosis Systems and PAS-Port Proximal
Anastomosis System.  These products are sold by Dextera Surgical
under the Cardica brand name.

Dextera reported a net loss of $15.98 million for the fiscal year
ended June 30, 2016, following a net loss of $19.18 million for the
year ended June 30, 2016.  As of March 31, 2017, Dexterra had $5.79
million in total assets, $9.64 million in total liabilities and a
total stockholders' deficit of $3.85 million.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.


DHX MEDIA: S&P Lowers CCR to 'B' on Debt-Financed Acquisition
-------------------------------------------------------------
Halifax, N.S.-based DHX Media Ltd. is acquiring the entertainment
division of Iconix Brand Group for US$345 million and refinancing
all its debt with a new US$30 million revolver, US$480 million term
loan and C$140 million unsecured convertible debentures.

S&P Global Ratings said it lowered its long-term corporate credit
rating on Halifax, N.S.-based DHX Media Ltd. to 'B' from 'B+' based
on the proposed debt-funded acquisition of the entertainment
division of Iconix Brand Group.  The outlook is stable.

S&P Global Ratings also lowered its issue-level rating on DHX's
senior secured term loan to 'BB-' from 'BB', with the '1' recovery
rating unchanged; and lowered its issue-level rating on the
company's  unsecured notes to 'B+' from 'BB-', with the '2'
recovery rating unchanged.  The ratings on this debt will be
withdrawn on close of the acquisition, because S&P Global Ratings
expects these facilities to be repaid as per of the proposed
transaction.

At the same time, S&P Global Ratings assigned its 'B' issue level
rating and '3' recovery rating to DHX's proposed senior secured
US$480 million term loan and US$30 million revolver.  S&P Global
Ratings bases the '3' recovery rating on its expectation of
meaningful (50%-70%, rounded estimate 60%) recovery in the event of
a default.

"The downgrade reflects our expectation of debt leverage weakening
to 6.5x-7.0x in fiscal 2018 following the proposed acquisition,
which is above our previous downside threshold" said S&P Global
Ratings credit analyst Nayeem Islam.  "Although we expect DHX to
generate positive free cash flows that could be used to repay ebt,
we believe its debt-to-EBITDA will likely remain above 5x for the
next two years," Mr. Islam added.

The acquisition gives DHX 80% controlling interest in the Peanuts
brand and 100% interest in the Strawberry Shortcake brand.  These
brands will allow DHX to generate new content for global
distribution along with feeding its own linear TV and on-demand
(such as YouTube) distribution channels.  The acquisition also
creates opportunities to refresh the old Peanuts and Strawberry
Shortcake brands and reintroduce them to a younger generation.

The stable outlook reflects S&P Global Ratings' expectation that
DHX will maintain adjusted debt to EBITDA of 6.5x-7x and EBITDA
interest coverage 2.0x-2.5x for fiscal 2018.  S&P Global Ratings'
assessment also reflects moderating capital and production
expenditures, which should contribute to positive free cash flows
of C$40 million-C$50 million that the company could use toward debt
repayment.

S&P could lower the rating if EBITDA interest coverage declines
below 2x due to margins and revenues being pressured from lower
pricing power and weaker industry fundamentals.  S&P believes such
a scenario would be precipitated by a 20% decline in pro forma
EBITDA, which could lead to negative free cash flow generation and
limit DHX's ability to deleverage.

S&P could raise the ratings if the company demonstrates
strengthening of its market position and operating performance,
along with management committing to a more conservative financial
risk profile with adjusted debt-to-EBITDA below 5x.


DR. LUIS A VINAS: Wants to Use King's, et al.'s Cash Collateral
---------------------------------------------------------------
Dr. Luis A. Vinas, MD, PA, asks, for the third time, for permission
from the U.S. Bankruptcy Court for the Southern District of Florida
to use cash collateral to maintain its business.

The Debtor wants to use the cash collateral to continue to operate
its plastic surgery business, to allow for the recovery of existing
accounts receivables and conversion to cash of existing receivables
and for the expenditures of prepetition receivables and
postpetition receipts.

These entities may claim an interest in cash collateral: King's
Cash Group, LG Funding LLC, Pearl Capital Rivis Ventures, Bank
United, and On Deck Capital.  The amount due to KGC on the Petition
Date was $18,473.10; the amount due to LG on the Petition Date was
$8,325.00; the amount to due to Pearl on the Petition Date was
$146,900.0; the amount due to BU was $709,747.23; and the amount
due to On Deck was $4,856.

The Debtor will continue to use its cash on hand and any cash
generated from the recovery of any receivable until the time as
KGC, LG, Pearl, Bank United and On Deck are either paid in full, a
plan is confirmed, the case is dismissed, or further order of the
Court.

No additional liens, other than replacements liens, in the cash,
will be provided to the Secured Claimants.  Adequate protection
will be provided by the increase in value of collateral by virtue
of the continued orderly operations of the business, and monthly
interest payments as reflected in the budget.

The Debtor generates revenue from its operation of the medical
practice specializing in cosmetic surgery procedures and skin care.
Most of the fees and charges for procedures and services are
reimbursed through various health care providers whose contracts
and practices provide for a variety of reimbursement rates and
schedules and direct payments from the patients' themselves,
otherwise known as "private pay."  On the Petition Date, the Debtor
had approximately $378,689.81 in outstanding accounts receivables.
Of that sum, $328,890.43 was due from patients directly and
$49,799.38 was due from insurance providers.

The Debtor leases its business premises, which is located at 550 S
Quadrille Avenue, Suite 100, West Palm Beach, FL 33401.  The
revenues derived from the practice are used to fund the Debtor's
operations.  Due to the number of health care contracts the
Debtor's patients have, it is impossible to project the anticipated
cash receipts in the next 90 days due to the variances in the
respective contracts' reimbursement schedules.  On the Petition
Date, the Debtor had approximately $12,000 in cash on hand and
$378,689.81 in accounts receivables.  These funds and those
received post-petition are the cash for which authority is sought.

The Secured Claimants have not consented to the Debtor's use of
cash collateral.

Without the use of cash collateral, the Debtor will be unable to
remain in business and provide the necessary services and care for
the patients whose health and safety is dependent upon the ability
to provide the necessary care.  These expenditures also must be
made to maintain compliance with the various regulatory and
licensing agencies who have authority over the Debtors' affairs.
In addition, the estate is administratively insolvent.  Therefore,
in the absence of the ability to spend and reorganize, all
creditors will receive less than their allowed claims and most will
receive no distribution at all.

As adequate protection for the use of the cash collateral, the
Debtor proposes to grant the Secured Claimants a continuing lien on
cash and other receivables.  In addition, by remaining a going
concern the Debtor will be able to collect its existing accounts
receivable and will be a benefit to the other creditors of the
Debtor's estate.  Finally, the Debtor will be able maintain
operations and therefore generate new and future receivables all of
which will provide adequate protection for the use of its cash
collateral.

A copy of the Debtor's request is available at:

          http://bankrupt.com/misc/flsb17-14765-55.pdf

                About Dr. Luis A. Vinas, MD PA.

Dr. Luis A. Vinas, MD PA, is engaged in the health care business
and is 100% owned by Dr. Luis A. Vinas.  Dr. Vinas is Board
Certified by The American Board of Plastic Surgery.  For over two
decades, Dr. Vinas has been nationally recognized for his surgical
techniques and minimally invasive surgical procedures.  Dr. Vinas
is a plastic surgeon specializing in cosmetic and reconstructive
surgery including facelifts, tummy tucks, breast augmentation,
single-stage breast  reconstruction, liposuction, body contouring,
and anti-aging procedures.

Dr. Luis A. Vinas, MD PA, filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 17-14765) on April 17, 2017.  Luis A Vinas, MD,
president and 100% owner, signed the petition.  The case is
assigned to Judge Paul G. Hyman, Jr.  The Debtor is represented by
Nicholas B. Bangos, Esq., at Nicholas B. Bangos, P.A.  At the time
of filing, the Debtor had estimated assets of at least $50,000 and
liabilities ranging from $1 million to $10 million.


DUPONT FABROS: S&P Puts 'BB' CCR on CreditWatch Positive
--------------------------------------------------------
S&P Global Ratings said that it placed all of its ratings on
Washington–based DuPont Fabros Technology Inc. (DFT), including
the 'BB' corporate credit rating, on CreditWatch with positive
implications.

On June 9, 2017, Digital Realty Trust (DLR) and DuPont Fabros
Technology Inc. (DFT) announced they have entered into a definitive
agreement under which DFT will merge with DLR in an all-stock
transaction valued at $7.6 billion.

The CreditWatch placement follows the joint announcement that
Digital Realty Trust (DLR) and DFT entered into a definitive
agreement under which DFT will merge with DLR in an all-stock
transaction.  DFT's shareholders will receive a fixed exchange
ratio of 0.545 DLR shares per DFT share, for a transaction valued
at approximately $7.6 billion in enterprise value (including $1.6
billion of assumed debt and excluding transaction costs).  The
transaction is expected to close in the second half of 2017 and is
subject to the approval of both companies' shareholders and other
customary closing conditions.

S&P expects to resolve the CreditWatch placement upon closing.
Following the closing of the acquisition, S&P will likely upgrade
DFT based on it having been acquired by a higher-rated parent
company.



EAT GATOR: Unsecureds to be Paid $1,000 Monthly Over 4 Years at 2%
------------------------------------------------------------------
Eat Gator, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Texas its first disclosure statement to
accompany its plan reorganization, dated June 2, 2017.

Class 5 under the Plan will consist of Allowed General Unsecured
Claims and the Claims are estimated to be in the amount of
approximately $48,000. Each holder of an Allowed General Unsecured
Claim will be paid their pro-rata share of $1,000 a month over 4
years at an interest rate of 2% per annum as of the Confirmation
Date, beginning on the 15th of the first month following the
Effective Date. This class is impaired.

The major source of funding for the Plan will come from the
Debtor's restaurant revenue.

A copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/txnb16-34698-11-50.pdf

The Debtor is represented by:

    Joyce Lindauer, Esq.
    Joyce W. Lindauer Attorney, PLLC
    12720 Hillcrest Road, Suite 625
    Dallas, TX 75230
    Telephone: (972) 503-4033
    Facsimile: (972) 503-4034
    Email: joyce@joycelindauer.com

                     About Eat Gator LLC

Eat Gator, LLC sought protection under Chapter 11 of the
Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-34698) on December 5, 2016.
The
petition was signed by Arthur Hood, managing member.  

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


EMERALD GRANDE: Plan Filing Deadline Extended Through Sept. 8
-------------------------------------------------------------
Judge Patrick M. Flatley of the U.S. Bankruptcy Court for the
Northern District of West Virginia extended the exclusive periods
during which only Emerald Grande, LLC may file a plan of
reorganization through and including September 8, 2017, and to
obtain acceptance of the plan of reorganization through and
including November 7, 2017.

The Troubled Company Reporter has previously reported that the
Debtor sought exclusivity extension, claiming that after filing its
bankruptcy petition, the Debtor determined that it had not been
billing its tenants at its Charleston property, for actual amounts
of real estate taxes, insurance and common area maintenance as
required under its leases.  The Debtor told the Court that on April
17, 2017, it had transmitted invoices to the tenants of the
Charleston Property, after consultation with First Bank, for
additional rent as follows: Verizon, $15,495; La Carreta, $63,713;
and Fujiyama, $99,403. As of May 10, the Debtor said the
arrangements with the tenants of the Charleston Property for
payment of the additional rent were still incomplete.

The Debtor acknowledged that it owns and operates two hotel
properties, the La Quinta Inn adjacent to the Elkview Crossings
Shopping Mall, Elkview, West Virginia; and the La Quinta Inn
adjacent to the Merchant's Walk Shopping Mall, Summersville, West
Virginia. The Debtor also owns a real estate development in the
Kanawha Landing Shopping Center Complex along MacCorkle Ave., South
East and 57th Street, in Charleston, West Virginia.

In addition to the unresolved contingency relating to additional
rent at the Charleston Property, the Debtor anticipated that an
application will be filed by Tara Retail Group, LLC for an
administrative expense for contribution towards the cost of
rebuilding the bridge to the Crossings Mall, which will also
restore access to the Debtor's La Quinta Inn in Elkview, West
Virginia.

The Debtor averred that Tara Retail Group, LLC, owns the Elkview
Crossings Shopping Mall property, adjacent to the Elkview Hotel.
The Debtor said that Tara and the Debtor are both controlled by
William A. Abruzzino, although Tara is not technically an affiliate
of the Debtor.  

The Debtor related that on June 23, 2016, thunderstorms brought
torrential rain to much of West Virginia, resulting in
unprecedented flooding in Kanawha County. The Debtor further
related the flood waters of Little Sandy Creek, a tributary of the
Elk River, washed away the culvert and bridge connecting the
Elkview Hotel and the adjacent Elkview Crossings Shopping Mall, to
the public road. Since this flood, the Debtor said there had been
no suitable public access to Elkview Hotel and the hotel has not
operated and is not generating any income.

Thus, the Debtor told the Court that although progress had been
made, additional time would be needed in order for the Debtor to
formulate a plan of reorganization, to allow for arrangements to be
made for collection of additional rents from the tenants of the
Charleston Property, and for resolution of the question of how much
the Debtor should contribute to the cost of rebuilding the bridge
at the Crossings Mall.

The Debtor asserted that the lack of income from the Elkview Hotel
placed significant stress on its overall financial performance, and
restoration of access to the Elkview Hotel was still sometime away.
However, the Debtor anticipated that it will be able to propose a
plan of reorganization within a reasonable time, once access will
be restored and the Elkview Hotel can resume normal operations.

                   About Emerald Grande

Emerald Grande, LLC, owns and operates two hotel properties, the La
Quinta Inn and Suites adjacent to the Elkview Crossings Shopping
Mall, in Elkview, West Virginia; and the La Quinta Inn and Suites
adjacent to the Merchants Walk Shopping Mall, in Summersville, West
Virginia.  It also owns a real estate development in Charleston
(Kanawha City), West Virginia.

Emerald Grande filed a Chapter 11 petition (Bankr. N.D. W.Va. Case
No. 17-00021) on Jan. 11, 2017.  The petition was signed by William
A. Abruzzino, managing member. The case is assigned to Judge
Patrick M. Flatley.

The Debtor estimated assets and liabilities at $10 million to $50
million at the time of the filing. The Debtor is represented by
Steven L. Thomas, Esq., at Kay, Casto & Chaney PLLC. The Debtor
employs Woomer, Nistendirk & Associates PLLC as accountants; and
Realcorp, LLC as broker, with Jon Cavendish serving as the listing
agent, to market and sell its property in Kanawha County, West
Virginia.  

The Office of the U.S. Trustee on Feb. 23 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Emerald Grande, LLC.


ENVIRO-SAFE: Wants to Use Busey Bank's Cash Collateral
------------------------------------------------------
Enviro-Safe Refrigerants, Inc., asks the U.S. Bankruptcy Court for
the Central District of Illinois for authorization to use cash
collateral of Busey Bank, an Illinois Banking Corporation for the
Debtor's actual and necessary costs and expenses incurred in the
ordinary course of its business until a final hearing may be
conducted.

The Debtor believes that Busey Bank holds a property perfected and
valid lien against its deposit accounts and accounts receivable.

As the Debtor needs immediate use of cash collateral in order to
stay a going concern, it requests that it be allowed to use the
accounts receivable and its deposit accounts on an interim basis.

The Debtor suggests that a postpetition lien on its postpetition
receivables to replace the loss of any prepetition receivables, and
a lien against the Debtor-In-Possession deposit accounts in favor
of Busey Bank would be appropriate.

A copy of the Debtor's request is available at:

            http://bankrupt.com/misc/ilcb17-80827-2.pdf

                  About Enviro-Safe Refrigerants

Headquartered in Pekin, Illinois, Enviro-Safe Refrigerants Inc. --
http://www.es-refrigerants.com/-- provides refrigerant and support
fluids.  The Debtor's products include air conditioning tools,
automotive fluids, green gas and industrial supplies.

Enviro-Safe Refrigerants filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Ill. Case No. 17-80827) on June 5, 2017, estimating
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Julie C. Price, president.

Judge Thomas L. Perkins presides over the case.

Sumner Bourne, Esq., at Rafool, Bourne & Shelby, P.C., serves as
the Debtor's bankruptcy counsel.


ESPLANADE HL: Needs More Time to Complete Asset Sale, File Plan
---------------------------------------------------------------
Esplanade HL, LLC, and its debtor-affiliates filed a third motion,
asking the U.S. Bankruptcy Court for the Northern District of
Illinois to extend the exclusive time periods during which only the
Debtors may file a chapter 11 plan of reorganization and solicit
acceptances of such plan, to and including August 15, 2017, and
October 16, 2017, respectively.

The Debtor's initial exclusivity period was through February 14,
2017, which was extended through April 14, 2017.  Subsequently, the
Court extended the Debtor's exclusivity and set the deadline to
file a plan and disclosure statement as June 14, 2017.

The Debtors own certain real estate consisting of:

     (a) Lots 12, 13 and 14 (the EHL Property) within the Esplanade
Subdivision in Algonquin, Illinois containing a Hobby Store, now
known as Lots 1 and 2 of the final re-subdivision of the ES;

     (b) Lot 6 (the Esplanade Building) located at 2380 Esplanade,
Algonquin, Illinois and Units 100 and 300 in the three story
business condominium building located on Lot 7 located at 2390
Esplanade, Algonquin, Illinois;

     (c) An office building (the 9501 Property) located at 9501 W.
144th Orland Park, Illinois;

     (d) A strip mall shopping center (the Belvidere Property)
located at 171 W Belvidere in Round Lake, Illinois; and

     (e) A ranch located at 310 Thick Spike Road, Fairplay,
Colorado (the Big Rock Property).

The Bankruptcy Court on June 8, 2017, entered an Order approving
the sale of the EHL Property to VEREIT Acquisitions, LLC.  The EHL
Sale Transaction is scheduled to close in the next two weeks.

Further, on June 9, 2017, 171 W. Belvidere Road, LLC filed its Sale
Motion, which contemplates the entry of an order approving a sale
of the Belvidere Property in July and a closing within thirty days
thereof.

Likewise, 9501 W. 144th Place, LLC has drafted a purchase agreement
and circulated it to an interested party and believes that a sale
motion regarding the 9501 Property can be filed within the next
thirty to forty days.

As such, the Debtors have not been able to fully formulate an
effective chapter 11 plan or plans, and the Debtors now seek to
extend the deadline to file a plan and related exclusivity
deadlines to afford them additional time to exclusively formulate
and implement a viable Plan.

The Debtors contend that absent the sale of the EHL Property, the
Belvidere Property, and the 9501 Property, the Debtors will be
unlikely to generate enough funds to confirm a plan of liquidation.
However, if each of the sales closes, the Debtors will be able to
finalize a plan that likely pays the Debtor's creditors in full on
account of their allowed claims.

Consequently, the Debtors believe that each 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.  Esplanade HL's
case is assigned to Judge Carol A. Doyle.  2380 Esplanade Drive's
case is assigned to Judge Donald R Cassling.  9501 W. 144th Place's
case is assigned to Judge Timothy A. Barnes.  171 W. Belvidere
Road, LLC's case is assigned to Judge Janet S. Baer. Big Rock
Ranch's case is assigned to Judge Deborah L. Thorne.  The Debtors
have requested the joint administration of their cases.

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 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.


ESPLANADE HL: RL's $1.44M to Open Auction for Illinois Property
---------------------------------------------------------------
Judge Carol A. Doyle of the U.S. Bankruptcy Court for the Northern
District of Illinois will convene a hearing on June 15, 2017, at
10:00 a.m. to consider bidding procedures proposed by Esplanade HL,
LLC ("EHL") and its debtor-affiliates, in connection with the sale
of 171 W. Belvidere Road, LLC's commercial real property in Round
Lake, Illinois, to RL Commons, LLC or its designee or assignee for
$1,440,000, subject to overbid.

171 Belvidere's commercial real property located at 171 West
Belvidere Road in Round Lake, Illinois, (the "Property") is
currently leased to seven entities pursuant to the Leases described
on Schedule 9(e) of the Purchase Agreement.

On Dec. 2, 2016, the Debtors filed their Application for Order
Authorizing the Employment of A&G Realty Partners, LLC as Real
Estate Advisors to the Debtors which was granted by the Court on
Dec. 7, 2016.  Since that date, A&G has been actively marketing the
Debtors' properties by reaching out to over 93,000 parties and its
efforts have resulted in 171 Belvidere's entry into the Purchase
Agreement dated April 27, 2017 (as amended by that certain First
Amendment to Real Estate Purchase Agreement dated June 6, 2017)
with the Purchaser for the purchase of the Property.  On June 6,
2017, the Review Period terminated and the Purchase Agreement is
now binding on the Purchaser.

The primary terms of the Purchase Agreement are:

   a. Purchaser: RL Commons, LLC

   b. Seller: 171 W. Belvidere Road, LLC

   c. Purchase Price: $1,440,000 ("Stalking Horse Bid")

   d. Acquired Property: 171 West Belvidere Road, in Round Lake,
Illinois

   e. Assumed Liabilities: None

   f. Deposit: $100,000, which has already been received

   g. Closing: On or before 30 days after entry of an Order of the
Court approving the Purchase Agreement

   h. Bidding Procedures: The Purchaser's bid for the Property will
be subject to higher and better bids, and if any qualified bids are
received, an Auction will be held.  If an alternative transaction
is approved and consummated, the Purchaser may be entitled to the
Break-up Fee in the amount of $43,200 (3% of the Stalking Horse
Bid).  The initial overbid for the Property must be $68,200 higher
than the Stalking Horse Bid (i.e., $1,518,200 or higher).

The Bidding Procedures are designed to create a controlled, but
also fair and open, bidding process that promotes interest in the
Property by financially capable, motivated bidders who are likely
to close a transaction, while simultaneously discouraging
non-serious offers and offers from entities whom 171 Belvidere does
not believe are sufficiently capable or likely to actually
consummate a transaction.  171 Belvidere therefore respectfully
asks that the Court approve the Bidding Procedures at the initial
hearing on the Motion.  171 Belvidere also asks approval of the
Purchaser as the stalking horse bidder and approval of the $43,200
(3% of the Stalking Horse Bid) Break-up Fee contemplated in the
Purchase Agreement.

The salient terms of the Bidding Procedures are:

   a. Initial Bid: $1,450,000

   b. Good Faith Deposit:  $100,000

   c. Bid Deadline: June 28, 2017 at 5:00 p.m. (CST)

   d. Auction: June 29, 2017 at 10:00 a.m. (CST) at the offices of
Goldstein & McClintock LLLP, 111 West Washington Street, Suite
1221, Chicago, Illinois

   e. Minimum Overbid and Bid Increments: Initial overbid must be
equal to the Purchase Price plus the Termination Fee plus the
amount of $25,000

   f. Termination Fee: If Initial Bidder is not the Successful
Bidder at the Auction and an alternative transaction is
consummated, the Initial Bidder will become entitled to a
termination fee in accordance with the Agreement executed by it,
dependent on which of the Purchased Property it is not the
successful bidder on.

   g. Closing of Sale: The Closing of the purchase and sale of the
Purchased Property to the Successful Bidder will on the 15th day
following the entry of the Order of the Court approving the
Agreement unless otherwise agreed to by the parties.

The Property is being sold free and clear of all liens, claims, and
encumbrances.  The Sale of the Property contemplates the assumption
of the Leases, and the subsequent assignment of the Leases to the
Purchaser.  Therefore, as part of the Final Order to be entered
approving the Sale, 171 Belvidere asks approval for the assumption
and assignment of the Leases to the Purchaser.

A copy of the Purchase Agreement (and amendment), the Bidding
Procedures, and the Leases attached to the Motion is available for
free at:

          http://bankrupt.com/misc/Esplanade_HL_162_Sales.pdf

171 Belvidere also respectfully asks that the Court schedules the
Auction, approves the notices associated with the Sale and Auction,
and schedule the Final Hearing.  It thus asks that the Court sets
(i) an Auction date of June 29, 2017 and (ii) a Final Hearing on
July 5, 2017 (to approve the Sale of the Property to the Successful
Bidder.

No later than three days after entry of the Procedures Order, 171
Belvidere proposes to cause an Auction Notice to all Notice
parties.

In order to maximize value for the estate, 171 Belvidere believes
that it is crucial to sell the Property.  The purchase price is in
excess of the principal amount owed to First Midwest Bank, 171
Belvidere's senior secured lender.  171 Belvidere thus believes
that the Sale proposed, including the proposed Auction and Bidding
Procedures, will provide the maximum possible recovery to its
estate.

The Purchaser can be reached at:

          RL COMMONS, LLC
          c/o Dr. Kalpit Shah
          425 N. Wilson Road
          Round Lake, IL 60073

The Purchaser is represented by:

          David A. D'Amico
          LAW OFFICES OF DAVID A. D'AMICO, P.C.
          1821 Walden Office Square
          Schaumburg, IL 60173
          Facsimile: (847) 891-8494
          E-mail: damicolaw@comcast.net

                       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 Oct.
17, 2016.  The petitions were signed by William Vander Velde III,
sole member and manager.

Big Rock Ranch estimated assets at $500,000 to $1 million and
liabilities at $100,000 to $500,000.

The cases are jointly administered and are pending before the
Honorable Carol A. Doyle.

The Debtors are represented by Harold D. Israel, Esq. and Sean P.
Williams, Esq., at Goldstein & McClintock, LLLP.


ETERNAL ENTERPRISE: May Use Hartford Holdings' Cash Until June 30
-----------------------------------------------------------------
The Hon. Ann M. Nevins of the U.S. Bankruptcy Court for the
District of Connecticut has authorized Eternal Enterprise, Inc., to
use from June 1, 2017, though and including June 30, 2017, up to
$118,597 of Hartford Holdings, LLC's cash collateral for
maintaining its properties and U.S. Trustee's statutory fees.

The use of cash collateral is necessary to continue operations for
the benefit of the estate.  In exchange for use of cash collateral,
the Secured Creditor is granted replacement liens.

The Debtor will not make any payment on any loans from insiders or
officers.  
The Debtor may make a reduced adequate protection payment of $1,403
to the Secured Creditor.

The Debtor will pay the following "make up payments" for this
period upon receipt of payment for lost income from the Debtor
insurance policy: for the difference between the $1,403 payment
provided herein and the sum of $35,000 previously established
adequate protection payments, the Debtor will pay the Secured
Creditor the sum of $33,597.

The Court has previously entered orders requiring that the Debtor
pay "make up payments" to the Secured Creditor, on account of
required adequate protection payments not made due to the lack of
sufficient cash flow, which "make up payments" are to be made from,
inter alia the receipt of business interruption insurance
proceeds.

To the extent that the adequate protection ordered and provided for
herein turns out to be inadequate, the Secured Creditor will be
entitled to a superpriority administrative expense claim.
A copy of the court order is available at:

           http://bankrupt.com/misc/ctb14-20292-1112.pdf

                     About Eternal Enterprise

Eternal Enterprises Inc. -- http://www.eternalenterprises.net/--  

was initially started in 1997 for the purpose of managing and
owning low income apartment buildings in Hartford, Connecticut.
Since its inception, Eternal has been a family business primarily
operated by spouses, Vera Mladen and Dusan Mladen, and their son,
Goran Mladen.

Eternal Enterprises, which owns and manages eight properties
located in Hartford, Connecticut, filed a Chapter 11 bankruptcy
petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014. Vera
Mladen, president, signed the petition.

Judge Ann M. Nevins presides over the case.  

Irene Costello, Esq., at Shipkevich, PLLC, serves as counsel to the
Debtor, while Greene Law, PC, acts as special counsel.  Lakeshore
Realty has been tapped as broker to the Debtor.  

The Debtor estimated assets at $50,000 to $100,000 and debt at $1
million to $10 million at the time of the Chapter 11 filing.

                         *     *     *

On Feb. 8, 2017, the Debtor filed a disclosure statement, which
explains its Chapter 11 plan of reorganization.  The Plan proposes
to pay general unsecured creditors in full in cash.


EXTRACTION OIL: Fitch Assigns First-Time 'B+' Issuer Default Rating
-------------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'B+' to Extraction Oil & Gas, Inc. (NASDAQ: XOG).
The Rating Outlook is Stable.

XOG's rating reflects the company's sizeable oil-focused DJ Basin
acreage position, competitive cost structure leading to solid
netbacks, favorable hedging policy, and credit conscious financial
policy. These considerations are offset by the company's small
production size, heightened execution risk given the plan to grow
from approximately 30 mboe/d to over 80 mboe/d in two years using
pad drilling, and the need for external capital to fund the growth
plan. Despite the competitive economics of XOG's oil & gas assets,
small size and execution risk will likely serve as near-term caps
to the rating.

KEY RATING DRIVERS

Single Basin Asset: XOG has a concentrated position in the DJ
Basin, consisting of 230,000 total net acres, 116,000 of which XOG
considers to be core. The company estimates it has 2,600 net
drilling locations and 14 years of inventory at current operating
levels in their core acreage in the Niobrara and Codell formations.
XOG estimates that 80% of their drilling inventory is economic at
$45/bbl and 27% is economic at $30/bbl based on the current type
curve, which they are currently exceeding by 20% to 50% using
higher amounts of proppant loading. The economics of XOG's core
drilling locations should increase resiliency to moderate oil price
shocks, supporting the overall development plan. Cash netbacks in
the first quarter of 2017 were healthy at $12.9/boe, and Fitch
expects moderately improving production costs per unit throughout
the forecast as XOG gains production scale.

Growth Focused Operations: XOG has a near-term plan to grow average
production from 29.9 mboe/d in 2016 to approximately 50 mboe/d in
2017, exiting the year at close to 70 mboe/d in production. To
achieve the growth goal, XOG has implemented well pad drilling and
completion techniques. Most of the pads are large, with 12 to 20
wells per pad, which allows for rig mobilization efficiencies,
drilling repeatability and greater estimated ultimate recoveries.
Fitch does recognize a degree of execution risk in using large pads
considering the size of XOG's current production. A delay in
completing the wells could cause material differences in actual
versus forecasted production volume and cash flows. As XOG
increases its overall production base, Fitch expects these risks to
diminish and favors the efficiencies associated with the technique.
Additionally, the current development plan is on target, exceeding
first quarter guidance by 4%.

Negative FCF Through Forecast: The fast ramp in production volumes
will require significant capital expenditures throughout the
forecast. Fitch expects XOG to run sizeable negative free cash flow
through 2017 and 2018, prompting a need for external capital
through equity or debt issuances. Fitch expects XOG to have a cash
flow deficit of approximately $600 million in 2017 but recognizes
it has essentially been pre-funded with equity via the 2016 IPO.
Fitch's forecast anticipates that the company will fund additional
near term cash flow deficits with revolver borrowings, long-term
note issuances, or a combination to help fund growth.

Improving Credit Metrics: Fitch's base case forecasts that total
debt/EBITDA will decrease from 3.8x in 2017 to 2.1x in 2018,
primarily due to increased production volumes, lower unit operating
costs, and moderate revenue uplift from Fitch's base case oil and
gas price assumptions. These positive factors are partially offset
by increases in gross debt used to fund development spending.
Management has indicated a net debt/EBITDA target of between 1.0x
to 1.5x, which should be achievable over time if the company is
successful in growing production volumes as expected. Additionally,
reserve-based and debt/flowing barrel metrics are strong for the
rating category and compare favorably to peers. The improving
metrics are supportive to the rating and allow for some headroom if
there are material mismatches in the timing of capital expenditures
and cash flows from first production, which Fitch views as a
possibility considering the large pad completion technique.

Hedging Provides Stability: To support the development plan and
provide for increased cash flow stability, XOG hedges up to 85% of
forecasted production, and begins to hedge production before money
is spent on completion activities. Currently, the company has
approximately 84% of their forecasted 2017 oil production hedged.
The company has also been layering on 2018 volumes via collars,
with a floor near $50 that should lock in solid returns for the
company should prices trend lower. Fitch expects XOG to continue
their hedging program through the forecast period and views
management's hedging strategy as supportive for the credit
profile.

Colorado Regulatory Environment: Recent events involving the oil
and gas industry in Colorado highlights risk associated with having
a singular basin focus. However, Fitch believes developments in
2016 helped make the industry more resilient to potential sweeping
regulations. These include constitutional amendment 71, which makes
it more difficult to change the state constitution via a ballot
initiative and another ruling that prohibits local restrictions on
oil and gas beyond state regulation. Fitch also believes the
positive economic impact of the industry on Colorado through job
creation and state and local tax income provides a layer of
security against strong actions against the industry. However, a
disruption in activity or material increase in operating costs
associated with regulatory actions could lead to a negative ratings
action.

DERIVATION SUMMARY

XOG is currently smaller on a production volume basis than several
'B' category E&P peers but is expected to grow rapidly, surpassing
some peers by 2018 while keeping leverage manageable for the rating
category. The company's concentrated position in the DJ basin
should allow for focused deployment of capital. XOG has a
competitive cost position with strong netbacks despite a basin
differential, which helps to provide confidence around the growth
plan and overall credit risk. FCF is negative through the forecast
period, which is not unusual for small high-yield E&Ps.

KEY ASSUMPTIONS

Fitch's key assumptions within its ratings case for the issuer
include:

-- WTI oil price that trends up from $50/bbl in 2017, $52.5/bbl in
2018, $57.5/bbl in 2019 to $62.5/bbl long term.

-- Henry Hub gas price that trends up from $2.75/mcf in 2017,
$3.00/mcf in 2018 and 2019 to $3.25/mcf long term.

-- Production of approximately 51 mboe/d in 2017, consistent with
management's guidance, followed by approximately 60% volume growth
in 2018.

-- Capital expenditures of $875 million in 2017 with similar
levels in 2018.

-- 2018 FCF deficits are funded with debt.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

-- Sustained operational momentum, with production volumes at or
in excess of 100mboe/d.

-- Maintenance of debt/EBITDA below 3.5x and debt/flowing barrel
below $30,000.

-- Maintenance of an adequate hedging program to facilitate
drilling & completion activity.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

-- Expectations of mid-cycle debt/EBITDA above 4.0x.

-- Loss in operational momentum leading to production below 40
mboe/d.

-- Deterioration of the liquidity profile or an inability to
access capital to fund growth.

-- Regulatory actions that materially impact DJ Basin operations.

ADEQUATE LIQUIDITY

Liquidity as of March 31, 2017 was approximately $759 million,
consisting of $284.6 million in cash and equivalents and $474.4
million from an undrawn revolver. The credit facility is a
borrowing base revolver with semi-annual redeterminations on May
1st and November 1st. The current borrowing base is $475 million,
with a committed amount of $1.0 billion. The company has elected to
have a redetermination of the borrowing base on Aug. 1st, 2017. In
the medium term, Fitch expects the borrowing base to increase as
the company expands its reserve base, helping to offset some
liquidity risk. The company has no near term debt maturities, with
$550 million in senior unsecured notes due 2021.

FULL LIST OF RATING ACTIONS

Extraction Oil & Gas, Inc.
-- Long Term IDR 'B+';
-- Senior Secured Revolver 'BB+/RR1';
-- Senior Unsecured Notes 'BB/RR2'


GREAT BASIN: Amends 6 Million Units Prospectus with SEC
-------------------------------------------------------
Great Basin Scientific, Inc., filed with the Securities and
Exchange Commission a second amendment to its Form S-1 registration
statement in connection with an offering of up to 6,000,000 units
that can be comprised of either Class A Units or Class B Units,
together with 6,000,000 shares of common stock included in the
Class A Units, 24,000,000 shares of common stock underlying the
Series J Warrants and 6,000,000 shares of common stock underlying
the Pre-funded Series K warrants.

Each Class A Unit consists of 1 share of the Company's common
stock, par value $0.0001, and 1 Series J Warrant to purchase 2
shares of its common stock.  The Class A Units are being offered at
an assumed public offering price of $0.72 per Class A Unit, the
closing price of the Company's common stock on June 2, 2017.  The
Series J Warrants will be immediately exercisable at an initial
exercise price per share equal to 100% of the public offering price
of the Class A Units and will expire 180 days from the date of
issuance.

Each Class B Unit consists of 1 pre-funded Series K Warrant to
purchase 1 share of the Company's common stock and 1 Series J
Warrant to purchase 2 shares of the Company's common stock.  Each
Pre-funded Series K Warrant will be sold together with 1 Series J
Warrant at the same assumed combined public offering price of $0.72
per unit less the $0.01 per share exercise price of the Pre-funded
Series K Warrant included in the Class B Unit.  Each Pre-funded
Series K warrant will entitle the holder to acquire 1 share of the
Company's common stock at an exercise price of $0.01 per share.
The Company is offering the Class B Units to any purchaser
including those purchasers, if any, whose purchase of Class A Units
in this offering would result in the purchaser, together with its
affiliates and certain related parties, beneficially owning more
than 4.99% (or, at the election of the purchaser 9.99%) of its
issued and outstanding shares of common stock following the
consummation of this offering.

The Units will not be issued to purchasers or certificated.
Purchasers will receive only shares of common stock and the
Offering Warrants.  The common stock and the Offering Warrants are
immediately separable, will be issued separately and may be
transferred separately immediately upon issuance.

Each Pre-funded Series K Warrant will be immediately exercisable at
an initial exercise price of $0.01 per share.  The Pre-funded
Series K Warrants will expire upon exercise.

The Company's common stock is quoted on the OTCQB marketplace under
the symbol "GBSN."  On June 2, 2017, the closing price of the
Company's common stock on the OTCQB was $0.72 per share.  There is
no established trading market for the Offering Warrants and the
Company does not expect an active trading market to develop.  In
addition, the Company does not intend to list the Offering Warrants
on any securities exchange or other trading market.  Without an
active trading market, the liquidity of the Offering Warrants will
be limited.  On April 10, 2017, the Company effected a 1-for-2,000
reverse stock split of its issued and outstanding shares of common
stock.  

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

                      https://is.gd/33R78t

                       About Great Basin

West Valley City, Utah-based Great Basin Scientific Inc. is a
molecular diagnostic testing company focused on the development and
commercialization of its patented, molecular diagnostic platform
designed to test for infectious disease, especially
hospital-acquired infections.  The Company believes that small to
medium sized hospital laboratories, those under 400 beds, are in
need of simpler and more affordable molecular diagnostic testing
methods.  The Company markets a system that combines both
affordability and ease-of-use, when compared to other commercially
available molecular testing methods.

Great Basin Scientific reported a net loss of $89.14 million on
$3.04 million of revenues for the year ended Dec. 31, 2016,
compared to a net loss of $57.89 million on $2.14 million of
revenues for the year ended Dec. 31, 2015.

As of March 31, 2017, Great Basin had $29.24 million in total
assets, $59.10 million in total liabilities and a total
stockholders' deficit of $29.86 million.

The Company's independent accountants, BDO USA, LLP, in Salt Lake
City, Utah, expressed "substantial doubt" about the Company's
ability to continue as a going concern noting that the Company has
incurred substantial losses from operations, has negative operating
cash flows and has a net capital deficiency.


GREAT BASIN: Has 2.6-M Outstanding Common Shares as of June 8
-------------------------------------------------------------
As previously disclosed, on April 17, 2017, Great Basin Scientific,
Inc., entered into an exchange agreement whereby each holder of
Series F Convertible Preferred Stock would convert their pro rata
amount of 2,000 shares of Series F Preferred Stock into shares of
the Company's common stock, par value $0.0001 per share, at a
conversion price per the terms of the agreement.  

On June 1, 2017, pursuant to the terms of the agreement, the
Company issued 101,647 shares of Common Stock for the conversion of
108 shares of Series F Convertible Preferred Stock at a conversion
rate of $1.06 per share.  The issuance of the shares pursuant to
the conversion of the Series F Convertible Stock is exempt from
registration under the Securities Act of 1933, as amended, pursuant
to the provisions of Section 3(a)(9) thereof as securities
exchanged by the issuer with its existing security holders
exclusively where no commission or other remuneration is paid or
given directly or indirectly for soliciting such exchange.  

On June 1 through June 8, 2017, certain holders of 2017 Series B
Senior Secured Convertible Notes dated April 17, 2017, were issued
shares of the Company's Common Stock, in connection with
conversions at the election of the holder.  The conversions were
pursuant to a letter dated May 12, 2017, from the Company to the
holders of the 2017 Series B Notes that reduced the conversion
price of the 2017 Series B Notes from $3.00 per share to $1.10 per
share until July 14, 2017.  In connection with the conversions, the
Company issued 158,182 shares of Common Stock.  As per the terms of
the Series B Notes, the Conversion Shares immediately reduced the
principal amount outstanding of the Series B Notes by $174,000
based upon a conversion price of $1.10 per share.  The issuance of
the Conversion Shares pursuant to the conversion of the Series B
Notes is exempt from registration under the Securities Act pursuant
to the provisions of Section 3(a)(9) thereof as securities
exchanged by the issuer with its existing security holders
exclusively where no commission or other remuneration is paid or
given directly or indirectly for soliciting such exchange.  As of
June 8, 2017, approximately $0.8 million in Series B Note principal
remains outstanding for conversion pursuant to the terms of the
Series B Notes.

As of June 8, 2017, there are 2,656,315 shares of Common Stock
issued and outstanding.

                        About Great Basin

West Valley City, Utah-based Great Basin Scientific Inc. is a
molecular diagnostic testing company focused on the development and
commercialization of its patented, molecular diagnostic platform
designed to test for infectious disease, especially
hospital-acquired infections.  The Company believes that small to
medium sized hospital laboratories, those under 400 beds, are in
need of simpler and more affordable molecular diagnostic testing
methods.  The Company markets a system that combines both
affordability and ease-of-use, when compared to other commercially
available molecular testing methods.

Great Basin Scientific reported a net loss of $89.14 million on
$3.04 million of revenues for the year ended Dec. 31, 2016,
compared to a net loss of $57.89 million on $2.14 million of
revenues for the year ended Dec. 31, 2015.

As of March 31, 2017, Great Basin had $29.24 million in total
assets, $59.10 million in total liabilities and a total
stockholders' deficit of $29.86 million.

The Company's independent accountants, BDO USA, LLP, in Salt Lake
City, Utah, expressed "substantial doubt" about the Company's
ability to continue as a going concern noting that the Company has
incurred substantial losses from operations, has negative operating
cash flows and has a net capital deficiency.


GYMBOREE CORP: Moody's Cuts PDR to 'D-PD' Amid Bankruptcy Filing
----------------------------------------------------------------
Moody's Investors Service downgraded The Gymboree Corporation's
Probability of Default Rating to D-PD from Ca-PD. The downgrade was
prompted by Gymboree's June 11, 2017 announcement that it had
initiated Chapter 11 bankruptcy proceedings. The ratings outlook
was changed to stable.

RATINGS RATIONALE

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

Downgrades:

Issuer: Gymboree Corporation (The)

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

Outlook Actions:

Issuer: Gymboree Corporation (The)

-- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Gymboree Corporation (The)

-- Speculative Grade Liquidity Rating, Affirmed SGL-4

-- Corporate Family Rating, Affirmed Ca

-- Senior Secured Bank Credit Facility, Affirmed Ca(LGD3)

-- Senior Unsecured Regular Bond/Debenture, Affirmed C(LGD5)

Headquartered in San Francisco, California, The Gymboree
Corporation ("Gymboree") is a leading retailer of infant and
toddler apparel. The company designs and distributes infant and
toddler apparel through its stores, which operate under the
"Gymboree", "Gymboree Outlet", "Janie and Jack" and "Crazy 8"
brands in the United States, and Canada, as well as through its
on-line stores. Revenues approached $1.2 billion for the twelve
months ended January 28, 2017. The company is owned by affiliates
of Bain Capital Partners LLC.


GYMBOREE CORPORATION: Halts Filing of Reports with SEC
------------------------------------------------------
The Gymboree Corporation, which sought Chapter 11 protection on
Monday, informed the Securities and Exchange Commission that it
will cease voluntarily filing reports with the Commission.

In 2011, Gymboree registered the 9.125% Senior Notes due 2018 under
the Securities Act of 1933, as amended, pursuant to a Form S-4
declared effective by the Securities and Exchange Commission.  The
Securities were guaranteed by certain subsidiaries of the Company.


Pursuant to Section 15(d) of the Securities Exchange Act of 1934,
as amended, the duty of the Company and the guarantors thereunder
to file reports under Section 15(d) of the Exchange Act was
suspended for the fiscal year beginning January 1, 2013, because
the Securities were held of record by less than 300 persons as of
that date. Since that time, the Company has continued to file
reports on a voluntary basis.

The Company filed a Form 15 on June 12 to provide notice of its
intention to cease filing reports.

The Company said that there are approximately 45 holders of record
of its securities as of Monday.

In a separate SEC filing on Monday, Daniel J. Griesemer, the
Company's Chief Executive Officer, said that as of June 12, 2017,
Gymboree will post information regarding the business of the
Company and copies of certain documents required by several
non-disclosure agreements executed by the Company and certain
lenders under its amended and restated credit agreement, dated as
of February 11, 2011, on a secure website to which access will be
given to lenders under the Credit Agreement, prospective lenders
thereunder, holders of the 9.125% unsecured senior notes due 2018,
prospective investors in the Unsecured Notes, securities analysts
and market making financial institutions, in each case who agree to
(1) treat all such information as confidential, (2) not use such
information for any purpose other than their investment or
potential investment in the Unsecured Notes and/or term loan, as
applicable and (3) not publicly disclose or distribute any such
information.  The eligible persons should email
investor_relations@gymboree.com for further details on accessing
the secure website.

                     About The Gymboree Corp.

The Gymboree Corporation is a children apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007).  The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and  
http://www.crazy8.com/

In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.

The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on June
11, 2017.  James A. Mesterharm, chief restructuring officer, signed
the petitions.  The cases are pending before the Honorable Keith L.
Phillips.

Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.

Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel.  Kutak
Rock LLP is the Debtors' local bankruptcy counsel.  Munger, Tolles
& Olson LLP is the Debtors' special counsel.  Lazard Freres & Co.
LLC is the investment banker.  AlixPartners, LLP is the
restructuring advisor.  Prime Clerk LLC is the claims agent.

Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.

Bain Capital Partners is represented by Weil Gotshal & Manges LLP.

Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.

Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.

The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.

Counsel to the ad hoc group of senior unsecured noteholders is Akin
Gump Strauss Hauer & Feld LLP.

                           *     *     *

The Gymboree Corporation is set to file a Chapter 11 plan of
reorganization that it negotiated with controlling owner Bain
Capital Private Equity, LP, and a majority of its term loan
lenders, prior to the bankruptcy filing.

The Plan will reduce debt by more than $900 million.  Secured term
loan lenders owed $788.8 million will exchange their debt for most
of the new common shares of reorganized Gymboree.

Under the Plan, holders of general unsecured claims will not be
entitled to any recovery or distribution under the Plan.  Holders
of existing common stock also won't receive anything.


HAHA INC: Chapter 727 Case Filed; Claims Due Aug. 15
----------------------------------------------------
On April 17, 2017 a petition was filed commencing an Assignment for
the Benefit of Creditors proceeding, pursuant to Chapter 727 of the
Florida Statutes, made by Haha, Inc. d/b/a Jaavan Patio Furniture
(the "Assignor"), with its principal place of business at 7227 N.W.
32nd St., Miami, Florida 33122 to Philip J. Von Kahle (the
"Assignee"), of Michael Moecker & Associates, Inc., whose address
is 1883 Marina Mile Blvd., Suite 106, Fort Lauderdale, Florida
33315.

Pursuant to Florida Statutes, Section 727.105, no proceeding may be
commenced against the Assignee except as provided in Chapter 727
and except in the case of a secured creditor enforcing its rights
and collateral under Chapter 679, there shall be no levy,
execution, attachment, or the like in the respect of any judgment
against assets of the estate, other than real property, in the poss
ession, custody, or control of the Assignee.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the Assignee:

     Philip J. Von Kahle
     Michael Moecker & Associates, Inc.
     1883 Marina Mile Blvd., Suite 106
     Fort Lauderdale, Florida 33315

or before August 15, 2017.

The case is captioned, In re: ASSIGNMENT FOR THE BENEFIT OF
CREDITORS OF HAHA, INC. d/b/a JAAVAN PATIO FURNITURE Assignor, To:
PHILIP J. VON KAHLE, Assignee, CASE NO. 2017-009172-CA-22, pending
before the CIRCUIT COURT OF THE 11TH JUDICIAL CIRCUIT, IN AND FOR
MIAMI- DADE COUNTY, FLORIDA.


HALKER CONSULTING: Unsecureds to be Paid in Full Under Exit Plan
----------------------------------------------------------------
Unsecured creditors will recover 100% of their claims under a
Chapter 11 plan of reorganization jointly filed by Halker
Consulting LLC and Matthew Halker, the company's president and sole
member.

Under the plan, creditors holding Class 7 general unsecured claims
against Halker Consulting will receive a pro rata share of the sum
of $50,000 per month, plus 50% of the company's monthly profits, if
any, for the preceding month in excess of a monthly working capital
reserve in the amount of $50,000.  Interest rate on unpaid portion
of the claims is 7% per annum.

All distributions on account of general unsecured claims against
the company will be made quarterly on the 15th day of the month.

Meanwhile, Class 8 general unsecured creditors of Mr. Halker will
also recover 100% of their claims.  They will receive cash in an
amount equal to the unpaid portion of their allowed claims, plus
post-petition interest,

Distributions under the plan will be made from cash on hand and
revenues generated after the effective date of the plan, according
to the disclosure statement filed on June 1 with the U.S.
Bankruptcy Court in Colorado.

A copy of the disclosure statement is available for free at
https://is.gd/g1ALzH

Mr. Halker and his company are represented by:

     Adam L. Hirsch, Esq.
     Kutak Rock LLP
     1801 California St., Suite 3000
     Denver, CO 80202
     Phone: (303) 297-2400
     Fax: (303) 292-7799
     Email: adam.hirsch@kutakrock.com

                   About Halker Consulting LLC

Halker Consulting LLC is a nationwide provider of multi-disciplined
engineering, design, project management, procurement and field
services for oil & gas, and other energy industry sectors.  It
specializes in oil and gas surface facilities design and
engineering.

The company was founded in 2006 by Matt Halker.  It is based in
Centennial, Colorado with field operations in Midland, Texas,
Greeley, Colorado, Durango, Colorado, and Dickinson, North Dakota.

Halker Consulting sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Col. Case No. 17-15141) on June 1, 2017.
The petition was signed by its manager Matthew Halker who filed a
separate Chapter 11 petition (Bankr. D. Col. Case No. 17-15143).  

At the time of the filing, Halker Consulting disclosed $1.55
million in assets and $3.63 million in liabilities.


HANSELL/MITZEL: Members Seek Nov. 10 Exclusivity Extension
----------------------------------------------------------
Daniel R. Mitzel and Patricia R. Burklund request the U.S.
Bankruptcy Court for the Western District of Washington, for an
extension of exclusivity to confirm a plan of reorganization
through and including November 10, 2017.

The Debtors and the LLC filed a Joint Plan of Reorganization on
June 9, 2017.  Due to the July 4 holiday, the hearing on approval
of the Disclosure Statement has been scheduled for July 14, 2017.

Absent the requested extension, Mitzel and Burklund's current
exclusivity deadline to confirm a Plan would expire on August 9,
2017.

The Debtors relate that on May 2, 2017, the Court entered an Order
extending the LLC's exclusivity periods to file a plan to September
10, 2017, and to confirm a plan to November 10, 2017, respectively.
Accordingly, Mitzel and Burklund request for an extension of the
exclusivity period to confirm a Plan to November 10, 2017.

Mitzel and Burklund relate that they have worked diligently with
the LLC in preparing a Joint Plan of Reorganization and Disclosure
Statement which involved extensive analyses, descriptions, and
projections as to the maximizing of the value of the LLC assets,
along with treatment of some 25 classes of claim in the Debtors'
personal Plan.

Moreover, because the LLC and the Debtors have proposed a Joint
Plan, Mitzel and Burklund seek a confirmation extension
commensurate with the LLC extension.

                     About Hansell/Mitzel

Based in Mt. Vernon, Washington, Hansell/Mitzel LLC, which conducts
business under the names Hansell Mitzel Homes and Resort
Maintenance Services, filed a Chapter 11 petition (Bankr. W.D.
Wash. Case No. 16-16311) on Dec. 21, 2016.  In its petition, the
Debtor estimated $10 million to $50 million in both assets and
liabilities.  The petition was signed by Daniel R. Mitzel, managing
member.

The case is administratively consolidated with the Chapter 11 case
(Bankr. W.D. Wash. Case No. 17-10565) of Daniel Mitzel and Patricia
Burklund.

Judge Timothy W. Dore presides over the Chapter 11 cases.  Bush
Kornfeld LLP serves as the Debtor's bankruptcy counsel.


HOWARD HUGHES: S&P Affirms 'B+' Rating on $800MM Sr. Notes
----------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issue-level rating (one-notch
higher than the corporate credit rating on the company) on
U.S.-based real estate developer The Howard Hughes Corp.'s $800
million senior unsecured notes due in 2025.  The recovery rating on
the notes remains '2', indicating S&P's expectation for substantial
(70%-90%; rounded estimate: 75%) recovery of principal for lenders
in the event of a payment default.

S&P also affirmed its 'B' corporate credit rating on the company.
The outlook is stable.

"We view the proposed transaction as leverage-neutral because the
company will use proceeds to reduce construction-level debt," said
S&P Global Ratings credit analyst Pablo Garces.  S&P sees a risk
that coverage metrics could weaken if market conditions were to
precipitously deteriorate, particularly if the company were saddled
with unoccupied commercial space in several key locations or had to
delay the sale of some of its communities.  With EBITDA to interest
coverage of more than 2x as of March 2017, S&P believes the company
has ample availability to service its debt.

The stable rating outlook on The Howard Hughes Corp. reflects S&P's
expectation that cash on hand, operating cash flow from operating
assets, and additional property-level borrowings will be sufficient
to fund upcoming redevelopment/development project spending.  S&P
also believes that leverage will remain high over the next year.

S&P could lower its rating on Howard Hughes if it significantly
accelerates planned investment spending beyond what S&P now
assumes, such that S&P came to expect liquidity to become
constrained to the point that sources exceeded uses by less than
1.2x.  S&P could also consider lowering our rating if EBITDA
interest coverage fell below 1x because regional-level conditions
in markets that its MPCs are in were to deteriorate and prevent the
company from selling sufficient volume of lots at favorable prices.
This could cause a delay monetization of assets, requiring
additional debt to fund strategic developments and lifting leverage
further.

S&P could raise the rating on Howard Hughes if it maintained debt
to capital below 50% and EBITDA interest coverage of more than 2x,
while continuing to successfully expand its base of recurring
rental income and deliver on its strategic development projects,
leading to it reducing leverage far more aggressively than S&P's
forecast anticipates and adhering to a consistently more moderate
financial policy.


HUNTWICKE CAPITAL: Incurs $186,000 Net Loss in Third Quarter
------------------------------------------------------------
Huntwicke Capital Group Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $186,023 on $819,691 of revenue for the three months ended Jan.
31, 2017, compared to a net loss of $22,515 on $76,843 of revenue
for the three months ended Jan. 31, 2016.

For the nine months ended Jan. 31, 2017, the Company reported a net
loss of $257,934 on $994,476 of revenue compared to a net loss of
$156,101 on $203,678 of revenue for the nine months ended
Jan. 31, 2016.

As of Jan. 31, 2017, Huntwicke had $5.93 million in total assets,
$2.67 million in total liabilities and $3.25 million in total
stockholders' equity.

As of Jan. 31, 2017, the Company had $946,435 cash on hand and a
working capital of $3,257,648.  Management believes the Company's
increasing cash provided by its secured line of credit and the
availability of loans from related parties will be adequate to
sustain its operations at the current level for the next twelve
months.  Should the Company not be able to meet its current
financial needs, the Company said it will seek alternative methods
of financing, such as issuing convertible debt or introducing
additional shares of its common stock into the market.

Net cash provided by operating activities was $375,286 as compared
to net cash used in operating activities of $27,728 for the nine
months ended Jan. 31, 2016.  This increase is primarily attributed
to increased commissions payable and deferred revenue associated
with Company's financial services divisions.

Net cash used in investing activities was $124,958 as compared to
net cash used in investing activities of $1,188,395 for the nine
month period ended Jan. 31, 2016.  This decrease is primarily
attributable to the nine months ended Jan. 31, 2016, the Company
purchased a building for cash.

Net cash provided by financing activities amounted to $487,028 as
compared to net cash provided by financing activities of $1,427,062
for the nine month period ended Jan. 31, 2016.  This decrease is
primarily attributed to during the nine months ended Jan. 31, 2016,
the Company drew down the proceeds of a credit line.

The Company's principal sources of liquidity include cash from
rental revenue bank loans, credit facilities, sales of common stock
and loans from shareholders to cover mortgage obligations.

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

                     https://is.gd/f2yNeO

                    About Huntwicke Capital

Huntwicke Capital Group Inc., formerly known as Magnolia Lane
Income Fund, was incorporated in the state of Delaware on May 12,
2009.  The Company was formed to commence business as a stock agent
in the wool trade.

On May 13, 2013, the Company entered into a stock purchase
agreement with Ian Raleigh and Michael Raleigh and Magnolia Lane
Financial, Inc., whereby the Purchaser purchased from the Sellers,
10,000,000 shares of common stock, par value $0.0001 per share, of
the Company, representing approximately 69.57% of the issued and
outstanding shares of the Company.  As a result, the Purchaser
became the majority shareholder of the Company.

Magnolia Lane reported a net loss of $197,969 for the year ended
April 30, 2016, compared to a net loss of $187,294 for the year
ended April 31, 2015.

Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended April 30, 2016, citing that the Company has used
cash in operations of $22,835 and an accumulated deficit of
$707,094 at April 30, 2016.  These matters raise substantial doubt
about the Company's ability to continue as a going concern.


IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers Expiration
-----------------------------------------------------------------
iHeartCommunications, Inc., is extending the private offers to
holders of certain series of iHeartCommunications' outstanding debt
securities to exchange the Existing Notes for new securities of
iHeartMedia, Inc., CC Outdoor Holdings, Inc. and
iHeartCommunications, and the related solicitation of consents from
holders of Existing Notes to certain amendments to the indentures
and security documents governing the Existing Notes.

The Exchange Offers and Consent Solicitations were previously
scheduled to expire on June 9, 2017, at 5:00 p.m., New York City
time, and will now expire on June 23, 2017, at 5:00 p.m., New York
City time.  The deadline to withdraw tendered Existing Notes in the
Exchange Offers and revoke consents in the Consent Solicitations
has also been extended to 5:00 p.m., New York City time, on June
23, 2017.  iHeartCommunications is extending the Exchange Offers
and Consent Solicitations to continue discussions with holders of
Existing Notes regarding the terms of the Exchange Offers and to
continue discussions with lenders under its Term Loan D and Term
Loan E facilities in connection with the concurrent private offers
made to such lenders, which iHeartCommunications announced today
will now expire at 5:00 p.m., New York City time, on June 23,
2017.

As of 5:00 p.m., New York City time, on June 7, 2017, an aggregate
amount of approximately $46.4 million of Existing Notes,
representing approximately 0.6% of outstanding Existing Notes, had
been tendered into the Exchange Offers.

The terms of the Exchange Offers and Consent Solicitations have not
been amended and remain the same as set forth in the Amended and
Restated Offering Circular and Consent Solicitation Statement,
dated April 14, 2017, as supplemented by Supplement No. 1.

The Exchange Offers and Consent Solicitations, which are only
available to holders of Existing Notes, are being made pursuant to
the Offering Circular, and are exempt from registration under the
Securities Act of 1933.  The New Securities, including the new debt
of iHeartCommunications and related guarantees, will be offered
only in reliance on exemptions from registration under the
Securities Act.  The New Securities have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities
Act and applicable state securities or blue sky laws and foreign
securities laws.

Documents relating to the Exchange Offers and Consent Solicitations
will only be distributed to holders of the Existing Notes that
complete and return a letter of eligibility.  Holders of Existing
Notes that desire a copy of the letter of eligibility must contact
Global Bondholder Services Corporation, the exchange agent and
information agent for the Exchange Offers and Consent
Solicitations, by calling toll-free (866) 470-3700 or at (212)
430-3774 (banks and brokerage firms) or visit the following website
to complete and deliver the letter of eligibility in electronic
form: http://gbsc-usa.com/eligibility/ihc-bondoffers.

                   About iHeartCommunications

iHeartCommunications, Inc., formerly known as Clear Channel
Communications, Inc., is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile, social,
live events, on-demand entertainment and information services for
local communities, and uses its unparalleled national reach to
target both nationally and locally on behalf of its advertising
partners.  The Company is dedicated to using the latest technology
solutions to transform the company's products and services for the
benefit of its consumers, communities, partners and advertisers,
and its outdoor business reaches over 40 countries across five
continents, connecting people to brands using innovative new
technology.

IHeartcommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015.  As of Dec. 31, 2016, Iheartcommunications had
$12.86 billion in total assets, $23.74 billion in total liabilities
and a total shareholders' deficit of $10.88 billion.

                           *    *    *

iHeartCommunications carries a 'Caa2' Corp. corporate family rating
from Moody's Investors Service.

As reported by the TCR on March 20, 2017, Fitch Ratings has
downgraded iHeartCommunications, Inc.'s Long-Term
Issuer Default Rating (IDR) to 'C' from 'CC'.  The downgrades
reflect iHeart's announcement on March 15 that the
company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.

The TCR reported on March 17, 2017, that S&P Global Ratings lowered
its corporate credit rating on Texas-based media company
iHeartMedia Inc. and its subsidiary iHeartCommunications Inc. to
'CC' from 'CCC'.  The rating outlook is negative.  The downgrade
follows iHeartCommunications' announcement that it has offered to
exchange five series of priority-guarantee notes, its senior notes
due 2021, and its term loan D and E for longer-dated debt; and, in
certain scenarios, stock and warrants, or contingent value rights.

"Under all but one scenario, there would be a reduction in the
principal amount of debt outstanding and an extension of the debt
maturity by two years for exchanged debt," said S&P Global Ratings'
credit analyst Jeanne Shoesmith.  "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."


IHEARTCOMMUNICATIONS INC: Extends Private Term Loan Offers
----------------------------------------------------------
iHeartCommunications, Inc., has extended the deadline for
participation in the private offers to lenders under its Term Loan
D and Term Loan E facilities to amend the Existing Term Loans.  The
Term Loan Offers have been extended to 5:00 p.m., New York City
time, on June 23, 2017.  iHeartCommunications is extending the Term
Loan Offers to continue discussions with lenders regarding the
terms of the Term Loan Offers.

The terms of the Term Loan Offers have not been amended and remain
the same as set forth in the Confidential Information Memorandum,
dated March 15, 2017, as supplemented by Supplements No. 1 through
No. 5.

The Term Loan Offers, which are only available to holders of
Existing Term Loans, are being made pursuant to the Confidential
Information Memorandum, and are exempt from registration under the
Securities Act of 1933.  The new securities of iHeartMedia, Inc.,
CC Outdoor Holdings, Inc., Broader Media, LLC and/or
iHeartCommunications being offered in the Term Loan Offers are
offered only in reliance on exemptions from registration under the
Securities Act.  The New Securities have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities
Act and applicable state securities or blue sky laws and foreign
securities laws.

Documents relating to the Term Loan Offers will only be distributed
to holders of Existing Term Loans that complete and return a letter
of eligibility.  Holders of Existing Term Loans that desire a copy
of the letter of eligibility must contact Global Bondholder
Services Corporation, the tabulation agent and information agent
for the Offers, by calling toll-free (866) 470-3700 or at (212)
430-3774 (banks and brokerage firms) or visit the following website
to complete and deliver the letter of eligibility in electronic
form: http://gbsc-usa.com/eligibility/ihc-termloanoffers.

                   About iHeartCommunications

iHeartCommunications, Inc., formerly known as Clear Channel
Communications, Inc., is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile, social,
live events, on-demand entertainment and information services for
local communities, and uses its unparalleled national reach to
target both nationally and locally on behalf of its advertising
partners.  The Company is dedicated to using the latest technology
solutions to transform the company's products and services for the
benefit of its consumers, communities, partners and advertisers,
and its outdoor business reaches over 40 countries across five
continents, connecting people to brands using innovative new
technology.

IHeartcommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015.  As of Dec. 31, 2016, Iheartcommunications had
$12.86 billion in total assets, $23.74 billion in total liabilities
and a total shareholders' deficit of $10.88 billion.

                           *    *    *

iHeartCommunications carries a 'Caa2' Corp. corporate family rating
from Moody's Investors Service.

As reported by the TCR on March 20, 2017, Fitch Ratings has
downgraded iHeartCommunications, Inc.'s Long-Term
Issuer Default Rating (IDR) to 'C' from 'CC'.  The downgrades
reflect iHeart's announcement on March 15 that the
company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.

The TCR reported on March 17, 2017, that S&P Global Ratings lowered
its corporate credit rating on Texas-based media company
iHeartMedia Inc. and its subsidiary iHeartCommunications Inc. to
'CC' from 'CCC'.  The rating outlook is negative.  The downgrade
follows iHeartCommunications' announcement that it has offered to
exchange five series of priority-guarantee notes, its senior notes
due 2021, and its term loan D and E for longer-dated debt; and, in
certain scenarios, stock and warrants, or contingent value rights.

"Under all but one scenario, there would be a reduction in the
principal amount of debt outstanding and an extension of the debt
maturity by two years for exchanged debt," said S&P Global Ratings'
credit analyst Jeanne Shoesmith.  "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."


IMH FINANCIAL: Annual Meeting Scheduled for June 29
---------------------------------------------------
Lawrence Bain, chairman and CEO of IMH Financial issued a letter to
shareholders of the Company which included information regarding
recent retirement of debt, asset sales, and certain of the
Company's initiatives being undertaken.

Dear IMH Shareholder:

It has been an exciting time since I last wrote you.  We started
2017 with a significant transaction which has helped further define
our strategy and sets the path going forward.

On February 28, 2017, we announced the sale of our Sedona
hospitality assets -- L'Auberge de Sedona Resort and Spa, Orchards
Inn and 89 Agave Restaurant -- to DiamondRock Hospitality Company
(NYSE:DRH) for $97 million.  We achieved a gain on sale of $6.8
million on this transaction.  This is in addition to $18 million of
net operating income that we achieved over the 46 months after we
recovered the property.  As part of this transaction, we retained
the rights to utilize the L'Auberge brand outside of the Northern
Arizona area, and we are exploring opportunities to develop the
brand in additional locations both domestically and internationally
over the coming months and years.  As part of this transaction, we
also entered into a multi-year management contract with the buyer
to continue to manage both hotels and 89 Agave. This arrangement
provides IMH with a platform to develop and grow a third-party
hotel management business, which we hope will result in a
consistent, recurring revenue stream of management fees.  It is
worth noting that when we took over these assets in May of 2013,
the IMH Board of Directors considered selling the asset then at $65
million based on an offer we received around that time. After
careful market review and consideration, we decided to hold and
work to increase the value of the assets through operational and
capital improvements.  We feel this decision, along with strong
management at the property level, yielded this positive result for
IMH.

The Sedona property sale also provides IMH with the capital we need
to re-launch our lending platform.  We are actively back in the
market reviewing potential new loans.  Our investment policy has
been restructured to substantially reduce land as an acceptable
asset class, thereby allowing our underwriters to focus their
efforts on income-producing commercial buildings, multi-family
apartments, industrial and hospitality assets.

Additionally, I am pleased to report that the IMH preferred stock
previously owned by an affiliate of Singerman Real Estate Group has
been purchased by a subsidiary of JPMorgan Chase & Co. (JPM). With
this transaction, JPM will retain a seat on our Board of Directors
replacing the Singerman Group representative.  JPM is one of the
world's largest real estate owners and lenders.  Their investment
in IMH demonstrates confidence in our strategic direction and
should enhance our ability to identify opportunities for our
lending platform.

Currently, we have minimal secured property level debt and our only
corporate debt is the 4%, $10 million shareholder exchange notes
that we issued in April 2014 as part of the shareholder class
action settlement.  We are in negotiations with JPM for a $25
million credit facility that would provide us with very manageable
leverage on our new lending platform, in an effort to enhance our
loan yields.  We expect that our interest costs on this facility
will vary from 300 to 600 basis points over LIBOR (currently
approximately 1%) and are hopeful to close on this facility by the
end of the second quarter of 2017.  This is the lowest borrowing
cost we have ever enjoyed.  We expect this facility to expand as
our loan assets grow.

In the first quarter in 2017, we reported cash and cash equivalents
of $48.2 million, net income of $2.0 million, and our earnings
before interest, depreciation, amortization, non-cash based
compensation and taxes (Adjusted EBITDA) was $4.1 million. This is
the second consecutive quarter that we have been profitable.  In
the fourth quarter of 2016, we reported net income of $6.5 million
and Adjusted EBITDA of $11.3 million.  In the quarters ahead, we
are focused on selling and monetizing our remaining recovered
assets in order to continue this successful progress.

We have already identified new lending opportunities totaling over
$15 million with an average coupon of 11%.  Our pipeline is robust
and we expect to close additional loans in the coming months and
quarters.

We continue to search the landscape for additional boutique hotels
to purchase and/or manage.  The objective here is to find amazing
assets that have been "under loved," acquire them, rebrand them,
re-stabilize, drive net operating earnings, and then sell the asset
and retain the management contract.  We hope to close at least one
hotel purchase in 2017.

We recognize the desire by many shareholders to recover at least
some of their original investment in the Company.  Commencing in
the 4th quarter of 2017, we anticipate working with investment
banks to explore possible options to raise additional capital and
create liquidity for our shareholders.  Of course, we cannot assure
you that this will happen as this is highly dependent on market
conditions and there are numerous restrictions on the amount of
stock we can sell without compromising our net operating loss
carryforwards, as I have discussed in prior letters.  We are also
exploring alternative capital raising options.  The opportunity to
manage capital will spread our corporate overhead over a larger
base to help generate additional earnings for IMH.

Finally, we would like to remind you that our next annual meeting
of shareholders is scheduled for June 29, 2017, at 9:00 a.m. at the
Hotel Du Pont at 11th and Market Streets in Wilmington, Delaware.
All shareholders received a notice in the mail which included
instructions for how to cast your vote for the annual meeting.  If
you have not already done so, we encourage you to vote by visiting
www.envisionreports.com/IMH as described on the notice.  If you
have not received the notice, please contact us at (800) 510-6445
to obtain one.  All votes must be received by no later than June
28, 2017, 11:59 am Eastern time.

Thank you for your continued support and confidence.

Sincerely

Lawrence Bain
Chairman and CEO

                      About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

IMH Financial reported a net loss attributable to common
shareholders of $12.25 million on $33.68 million of total revenue
for the year ended Dec. 31, 2016, compared to a net loss
attributable to common shareholders of $18.90 million on $32.49
million of total revenue for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, IMH Financial had $146.3 million in total
assets, $77.44 million in total liabilities, $32.14 million in
redeemable convertible preferred stock and total stockholders'
equity of $36.67 million.


INDIANA FINANCE: Fitch Cuts Private Activity Bonds Rating to CC
---------------------------------------------------------------
Fitch Ratings has downgraded the Indiana Finance Authority's (IFA)
private activity bonds (PABs) issued on behalf of I-69 Development
Partners LLC (I-69 DP) for the I-69 Section 5 project to 'CC' from
'B-'. The bonds remain on Rating Watch Negative.

The downgrade reflects limited available options to successfully
complete the project, given the failure to reach a global solution
between all stakeholders and the current inability of IFA and
bondholders to reach a negotiated settlement offer to redeem the
PABs. The longstop date of Oct. 31, 2017 is not achievable and
default appears probable unless a settlement between IFA and
bondholders is reached and the project transitions to state
control. Available funds can support construction work through
month end, at which time additional funding sources will need to be
identified given that bond proceeds cannot be released without
technical advisor consent.

The bonds remain on Negative Watch; resolution of the Watch depends
on a global solution between all involved parties or an agreement
between IFA and bondholders that transitions the project to state
control.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action:

-- Failure to reach a negotiated settlement between bondholders
and IFA or failure to reach a global solution for project
completion between all parties with identified funding sources.

-- Continued delays, ongoing disputes, inadequate liquidity and
further work suspensions that jeopardize the ability to meet a
revised completion date.

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action:

-- Execution of a global settlement between parties that resolves
outstanding issues in regards to liquidity, timing and scope and a
construction schedule that is deemed to be technically sound and
achievable.

SUMMARY OF CREDIT

IFA is working toward a settlement with bondholders that would
redeem the PABs and allow the state to bring the I-69 Section 5
project under direct state control. A global solution that includes
all stakeholders and I-69 DP as developer does not seem achievable,
in Fitch's view, and there is no longer any effort towards that
goal. IFA's initial settlement offer to bondholders was rejected,
but negotiations continue. Under the offered settlement, IFA
proposed redeeming the PABs and paying termination compensation, to
be funded by bond proceeds expected to be issued by Sept. 1, 2017.
The offer to bondholders was an amount equal to the sum of: the
principal amount of all bonds, plus accrued interest to the
redemption date, plus release of the debt service reserve amount
(approximately $6.2 million), less all other unspent bond proceeds
(approximately $30 million).

A developer default has not been declared by IFA, but if declared
bondholders have step-in rights (between 30-60 legal days, which
remain unclear). After this period, if the public-private agreement
is terminated due to a developer default other than insolvency,
compensation to bondholders could be substantially less than
outstanding par amount and potentially as low as 80% of debt
balance. There is of course potential for bondholders to make
further claims in litigation, but that would not prevent default
with no assurance of full recovery.

Construction work is progressing and payments for completed work
are made directly to subcontractors, though remaining available
funds are expected to be depleted by the end of June. The current
estimated cost to complete the project, as assessed by the IFA and
subcontractors, is $236.8 million, which would bring the expected
total project cost to $496.9 million, or approximately $162.4
million over the original project budget. There is $72 million in
remaining sources of funds, including unused PABs proceeds of $36
million, which leaves a shortage of $164.8 million to be funded.

The Feb. 2017 Memorandum of Understanding extended the substantial
completion date by about 17 months to May 31, 2018, which the
Technical Advisor noted was not achievable, casting further doubt
on the design-build contractor's ability to complete the project.


INVERSIONES CESAR: Case Summary & 9 Unsecured Creditors
-------------------------------------------------------
Debtor: Inversiones Cesar Castillo Inc.
        PO Box 195536
        San Juan, PR 00919

Business Description: The Debtor listed its business as a
                      single asset real estate (as defined in 11
                      U.S.C. Section 101(51B)).  The Debtor owns
                      a fee simple interest in a 62,297 sq ft
                      commercial office & warehouse building
                      located at No. 361 Angel Bounomo St.,
                      Tres Monjitas Industrial Park valued at
                      $3.5 million.

Chapter 11 Petition Date: June 12, 2017

Case No.: 17-04202

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Wigberto Lugo Mender, Esq.
                  LUGO MENDER GROUP, LLC
                  Centro Internacional De Mercadeo
                  100 Carr 165 Suite 501
                  Guaynabo, PR 00968
                  Tel: 787 707-0404
                  Email: wlugo@lugomender.com

Total Assets: $4.33 million

Total Liabilities: $10.22 million

The petition was signed by Cesar Castillo Gonzalez, president.

The Debtor's list of nine unsecured creditors is available for free
at http://bankrupt.com/misc/prb17-04202.pdf


IPC CORP: S&P Lowers CCR to 'B-' on Operational Performance
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Jersey
City, N.J.-based IPC Corp. to 'B-' from 'B'.  S&P removed all
ratings from CreditWatch, where it originally placed them with
negative implications on Feb. 23, 2017.  The outlook is negative.

At the same time, S&P lowered the issue ratings on IPC's first-lien
debt to 'B-' from 'B'.  The recovery rating remains '3', which
indicates S&P's expectation for meaningful recovery (50-70%;
rounded estimate of 60%) in the event of a payment default.  In
addition, S&P lowered the issue-level rating on IPC's second-lien
debt to 'CCC+' from 'B-'.  The recovery rating remains '5', which
indicates S&P's expectation for modest recovery (10-30%; rounded
estimate of 10%) in the event of a payment default.

"The downgrade reflects IPC's ongoing weak operating performance
combined with very tight covenant cushion under its bank credit
facility covenant," said S&P Global Ratings credit analyst William
Savage.  Lower-than-expected earnings, partly stemming from client
capital spending delays in the first half of 2016, and foreign
currency exchange pressures have resulted in weaker cash flow than
under S&P's previous base-case forecast.  Although S&P believes
that operating performance will improve in the second half of the
year as more bookings come in, S&P still expects narrowing covenant
cushion as the company's first-lien debt leverage covenant
continues to step down.  Beyond 2017, S&P expects covenant headroom
to continue to remain below 10%, as revenue associated with the
current $110 million backlog (which includes the impact of
subscription contracts) is recognized, but offset by further
covenant step-downs.

The outlook is negative.  Over the next 12 months, S&P expects
minimal covenant cushion as continued covenant step-downs offset
modest deleveraging.

S&P could lower the rating if continued operational issues lead it
to believe that a breach of the company's first-lien leverage
covenant appears likely.  Such a scenario would most likely result
from declines in new trading system bookings combined with a
significant deterioration in free operating cash flow that leads to
the company being unable to outpace the rate of its covenant
step-downs.

S&P could revise the outlook to stable if the company can
demonstrate an ability to maintain adequate headroom against future
covenant step-downs, which S&P believes would most likely come from
a covenant amendment to its existing first-lien credit facility.


JACUZZI BRANDS: Moody's Assigns B3 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
("CFR") and a B3-PD Probability of Default Rating ("PDR") to
Jacuzzi Brands LLC. Concurrently, Moody's assigned a B3 rating to
the company's proposed $170 million senior secured term loan. The
rating outlook is stable.

Proceeds from the proposed term loan will be used to (i) repay the
$81 million existing term loan (unrated), (ii) finance the
acquisitions of Hydropool and Liners Direct for a combined $63
million, (iii) settle tax litigation, and (iv) pay for transaction
fees and expenses.

Moody's took the following rating actions for Jacuzzi Brands LLC:

-- Corporate Family Rating, assigned B3

-- Probability of Default Rating, assigned B3-PD

-- Proposed $170 million senior secured term loan due 2023,
    assigned B3 (LGD 4)

-- Stable outlook

RATINGS RATIONALE

The B3 CFR is constrained by the company's small size, product
concentration and the highly cyclical and discretionary nature of
demand for premium hot tubs and spas. These risks are somewhat
mitigated by Jacuzzi's well-recognized brands and geographic and
customer diversification. Moody's anticipates that credit metrics
will be relatively good for the B3 rating category. Pro-forma for
the refinancing and run rate impact of acquisitions before synergy
realization, Moody's-adjusted debt/EBITDA is estimated in the low-5
times range, and EBIT/interest expense at around the mid-1 times
range, both as of January 2017. However, excluding the impact of
realized foreign exchange derivative losses, these metrics will be
equivalent to the mid-4 times and mid-2 times range, respectively.
Moody's projects that leverage and interest coverage will remain
about flat to these levels in 2017 and improve slightly in 2018 as
a result of modest earnings growth, assuming no impact from foreign
currency. Moody's also expects the company to have adequate
liquidity over the next 12-18 months, including flat to slightly
positive free cash flow after mandatory amortization, adequate
availability under its $30 million asset-based revolver and good
covenant cushion.

The stable outlook reflects expectations of modest earnings growth
and adequate liquidity.

The ratings could be upgraded if the company achieves and maintains
debt/EBITDA below 4 times, EBIT/interest expense above 2.5 times,
and good liquidity including consistent positive free cash flow
generation.

The ratings could be downgraded if earnings materially decline, the
planned acquisitions underperform company projections, or liquidity
deteriorates, including negative free cash flow generation and
limited revolver availability. Quantitatively, the ratings could be
downgraded if debt/EBITDA is maintained above 6 times and
EBIT/interest expense declines below 1.25 times.

Jacuzzi Brands LLC is a designer, manufacturer and marketer of spas
and hot tubs. The company sells its products in North America,
Europe and South America under the brand names Jacuzzi, Sundance
Spas, Dimension One and ThermoSpas. The company reported revenues
of $344 million for the twelve months ended March 2017 and will
have over $400 million in revenue pro-forma for the planned
acquisitions of Hydropool and Liners Direct. Jacuzzi is controlled
by Ares Management and Clearlake Capital (since 2010), as well as
Apollo Global Management (since 2006).

The principal methodology used in these ratings was Consumer
Durables Industry published in April 2017.


JACUZZI BRANDS: S&P Assigns 'B' CCR Over Planned Acquisitions
-------------------------------------------------------------
U.S.-based manufacturer and distributor of hot tubs and
hydrotherapy baths Jacuzzi Brands LLC (Jacuzzi) intends to acquire
Hydropool and Liners Direct with the objective to expand its
business. The company is launching a $170 million first-lien senior
secured term loan to finance the acquisition.

S&P Global Ratings said that it assigned its 'B' corporate credit
rating to Chino Hills, Calif.-based Jacuzzi.  The outlook is
stable.

At the same time, S&P assigned its 'B' issue-level rating to
Jacuzzi's proposed $170 million first-lien senior secured term loan
due in 2023.  The '3' recovery rating on the facility indicates
S&P's expectation for meaningful (50%-70%; rounded estimate: 55%)
recovery in the event of a payment default.

S&P's 'B' corporate credit rating on Jacuzzi is based on pro forma
debt leverage of just less than 5x for the proposed transactions
and the company's ownership by private equity financial sponsors
Ares, Clearlake Capital, and Apollo.  S&P's rating incorporates the
potential for leverage to increase above 5x given financial sponsor
ownership considerations (i.e., future leveraging events such as
debt financed dividends, acquisitions, or recapitalization).  The
company is privately owned and does not release its financial
statements publically.

The rating also incorporates S&P's view of Jacuzzi's relatively
small size and narrow product focus on spas (hot tubs), swim spas,
and bath remodeling products--all of which are big-ticket and
highly discretionary consumer goods subject to housing and
recessionary cycles.  Also, Jacuzzi's operating margins are below
average among other building material peers.  These weaknesses are
partially offset by its strong brand name, the ability to pass
through costs in prices of products, its stable EBITDA margins, and
geographic diversity with just over one-third of its revenues
coming from outside North America.

The stable outlook reflects S&P's expectation that Jacuzzi will
generate earnings that will result in pro forma leverage of 4x-5x
during the next 12 months.  S&P expects that current favorable
economic conditions (wage growth, employment growth, and new home
construction) will lead to increased sales over the next 12 months.


S&P could lower the ratings on Jacuzzi if debt to EBITDA increased
above 7x, which S&P believes could occur because of weak earnings,
debt-funded acquisitions, or shareholder returns.  S&P also could
lower the ratings if liquidity became constrained, which could
occur if availability on the ABL facility fell to $0 and free cash
flow fell to break-even levels.  S&P believes that a downgrade from
weaker earnings, resulting in a 300 basis points decline in EBITDA
margins, would stem from an unexpected pullback in demand relative
to S&P's base-line forecast due to lower employment or a decrease
in housing starts.

S&P is unlikely to upgrade the company over the next 12 months
given its ownership by private equity firms.  However, S&P could
raise its rating if Jacuzzi's operating performance is much better
than S&P expects, such that debt leverage is sustained well below
5x and FFO to debt above 12%, and if S&P gains confidence that the
company's owners are not likely to have aggressive strategies such
as short- to intermediate-term holding periods and the use of debt
or debt-like instruments to maximize shareholder returns.  Any
upgrade would also require, in S&P's view, further evidence that
Jacuzzi could maintain leverage below 5x even if housing starts
slow.


JEFF BENFIELD: Plan Outline Okayed, Plan Hearing on July 6
----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of North
Carolina will consider approval of the Chapter 11 plan for Jeff
Benfield Nursery Inc. at a hearing on July 6.

The hearing will be held at 9:30 a.m., at the Charles R. Jonas
Federal Building, Courtroom 1−4, 401 West Trade Street,
Charlotte, North Carolina.

The court had earlier approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.  

The May 30 order set a July 1 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

                   About Jeff Benfield Nursery

Headquartered in Marion, North Carolina, Jeff Benfield Nursery,
Inc., operates a commercial wholesale nursery, growing trees,
shrubs, and similar agricultural products on approximately 1,000
acres in McDowell and Avery Counties.  The Debtor, which was formed
in 1989, has 30 regular employees and additional seasonal workers.

Jeff Benfield Nursery previously sought bankruptcy protection in
2009 (Case No. 09-40311), and its plan of reorganization was
confirmed in an order entered on June 10, 2010.

Jeff Benfield Nursery filed a chapter 11 petition (Bankr. W.D.N.C.
Case No. 16-40375) on Aug. 26, 2016.  The petition was signed by
Jeffrey L. Benfield, president.  The Debtor estimated assets at $10
million to $50 million and liabilities at $1 million to $10 million
at the time of the filing.

The case is assigned to Judge J. Craig Whitley.  Richard S. Wright,
Esq., at Moon Wright & Houston, PLLC, is the Debtor's bankruptcy
counsel.  The Debtor hired GreerWalker LLP as financial advisor.

On May 26, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan.


KAPPA DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Kappa Development & General Contracting, Inc
        10480 Reichold Road
        Gulfport, MS 39505

Business Description: Commercial and Office Building Contractor

Chapter 11 Petition Date: June 12, 2017

Case No.: 17-51155

Court: United States Bankruptcy Court
       Southern District of Mississippi
       (Gulfport-6 Divisional Office)

Judge: Hon. Katharine M. Samson

Debtor's Counsel: Nicholas Van Wiser, Esq.
                  BYRD & WISER
                  P O Box 1939
                  Biloxi, MS 39533
                  Tel: (228) 432-8123
                  Fax: (228)432-7029
                  E-mail: nwiser@byrdwiser.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Randy Blacklidge, president.

The Debtor did not a list of its 20 largest unsecured creditors
together with the petition.

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

         http://bankrupt.com/misc/mssb17-51155.pdf


KEENEY TRUCK: June 22 Auction of Commercial Equipment
-----------------------------------------------------
Judge Sandra R. Klein of the U.S. Bankruptcy Court for the Central
District of California authorized Keeney Truck Lines, Inc.'s
overbid procedures in connection with the auction sale of (i)
trailers and yard and shop equipment ("Lot 1") to Food Express,
Inc. for 670,800; and (ii) tractors, trailers and yard equipment to
Pallets Plus, Inc. for $100,000 ("Lot 3"), subject to overbid.

The Court has issued a tentative ruling on May 31, 2017, heard
argument of counsel at the regular scheduled hearing on June 1,
2017, and continued hearing on June 7, 2017 at 9:30 a.m.

The Auction of Lot 1 and Lot 3 will be held at the Keeney's place
of business at 3500 Fruitland Avenue, Maywood, California
commencing at 11:00 a.m. on June 22, 2017.

The Overbid Procedures are approved except that initial overbids
will be at 5% of the offers made by Food Express for Lot 1 and by
Pallets Plus for Lot 3, respectively, and all subsequent
overbidding will be in increments of not more than 5% (based on the
initial offers) or increments as may be set by the Auctioneer at
the time of auction so as to be commercially reasonable.

Keeney is authorized to sell (i) Lot 1 to Food Express, Inc., or to
a qualifying successful overbidder, free and clear of all liens,
claims, and encumbrances; and (ii) Lot 3 to Pallets Plus, Inc., or
to a qualifying successful overbidder.

The salient terms of the Overbid Procedure are:

   a. Overbidder will sign a Purchase and Sale Agreement in
substantially the form as signed by the initial bidder for Lot 1
and Lot 3;

   b. Initial overbid on Lot 1 will $33,540 (5% of $670,800) and
initial deposit of first overbidder will total $83,540 ($50,000
deposit plus initial overbid $33,540);

   c. Initial overbid on Lot 3 will be $5,000 (5% of $100,000) and
initial deposit of first overbidder will total $15,000($10,000
deposit plus initial overbid $5,000);

   d. Bidding will be in increments of not more than 5% of the
initial offered bid or as set by auctioneer so as to be
commercially reasonable;

   e. Overbidder will pay the balance of winning/successful bid in
good verified funds, ie. cashier's check or money wired within 48
hours of close of bidding;

   f. Overbidder agrees to collection of successful bid to AGES for
collecting the funds in gross on behalf of the Debtor, collection
to include sales tax as is required by law;

   g. All parties to the auction agree that as a winning/successful
bidder and unable to consummate their purchase within 48 hours of
closing of bidding, they will forfeit their deposit as liquidated
damages to the estate; and

   h. All parties to the auction agree in a case of failure by the
winning/successful bidder, the Lot will be made available to the
next highest or runner up bidder.

A copy of the Overbid Procedures, and Lots 1 and 3 attached to the
Order is available for free at:

      http://bankrupt.com/misc/Keeney_Truck_98_Order.pdf

The 14-day waiting period prescribed by Rule 6004(h) of the Federal
Rules of Bankruptcy Procedure is waived.

Keeney is authorized to enter into a Rental Agreement with Food
Express concerning Lot 1 for the period in advance of the sale of
Lot 1 and is authorized to use the sale proceeds to pay AGES'
commission of 1.5% of the final sales.

                   About Keeney Truck Lines

Keeney Truck Lines, Inc.filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Cal. Case No. 16-12509) on Sept. 9, 2016.  The
petition was signed by Dan Hubbard, president/CEO.

The Hon. Sandra R. Klein presides over the case.  

The Law Office of William Fennell, APLC represents the Debtor as
counsel.

The Debtor disclosed total assets of $3.30 million and total
liabilities of $1.68 million as of the bankruptcy filing.


KEMPLON MARINE: Court Terminates Use of Cash Collateral
-------------------------------------------------------
The Hon. John K. Olson of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an agreed order
terminating Kemplon Marine, Inc.'s use of cash collateral.

The Debtor's authorization to use cash collateral was terminated
effective on May 26, 2017.  The Debtor will have no authorization
to use any cash collateral after May 26, prior to obtaining Paragon
Financial Group, Inc.'s express written consent to the use cash
collateral.

A copy of the court order is available at:

          http://bankrupt.com/misc/flsb17-15732-51.pdf

                     About Kemplon Marine

Kemplon Marine, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 17-15732) on May 5, 2017.  Mark S.
Roher, Esq., at the Law Office of Mark S. Roher, PA, serves as
bankruptcy counsel.  The Debtor's estimated assets and liabilities
are both below $1 million.


KERRI A. NOYES: Chapter 727 Filed; Claims Due Aug. 16
-----------------------------------------------------
A petition was filed commencing an Assignment for the Benefit of
Creditors Proceeding pursuant to Chapter 727, Florida Statutes,
made by the Assignor, Kerri A. Noyes Construction, Inc. d/b/a Carey
Construction Company with its principal place of business at 1368
N. Killian Dr., Suite A, Lake Park, FL 33403 to Philip J. Von
Kahle, Assignee, who has offices located at Michael Moecker &
Associates, Inc., at 1883 Marina Mile Blvd., Suite 106, Fort
Lauderdale, FL 33315, on April 18, 2017.

Pursuant to Florida Statutes 727.105, no proceeding may be
commenced against the Assignee except as provided in Chapter 727
and except in the case of a secured creditor enforcing its rights
and collateral under Chapter 679, there shall be no levy,
execution, attachment, or the like in the respect of any judgment
against assets of the estate, other than real property, in the
possession, custody, or control of the Assignee.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the Assignee:

     Philip J. Von Kahle
     Michael Moecker & Associates, Inc.
     1883 Marina Mile Blvd., Suite 106
     Fort Lauderdale, FL 33315

on or before Aug. 16, 2017.

The case is, In re: ASSIGNMENT FOR THE BENEFIT OF CREDITORS OF:
Kerri A. Noyes Construction, Inc. d/b/a Carey Construction Company,
a Florida Corporation, Assignor, To: Philip J. Von Kahle, Assignee,
Case No.: 50-2017-CA-004340-XXXX:-MB Division: AB, pending before
the CIRCUIT COURT OF THE 15TH JUDICIAL CIRCUIT IN AND FOR PALM
BEACH COUNTY, FLORIDA.


KFC HOLDING: Moody's Rates New $500MM Sr. Unsecured Notes B1
------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to KFC Holding Co.'s
proposed $500 million senior unsecured note offering. KFC Holding
is a direct wholly owned subsidiary of Yum! Brands, Inc. (Ba3
Corporate Family Rating / stable ratings outlook).

The net proceeds from the proposed offering are expected to be used
to repay approximately $260 million outstanding under KFC Holding's
revolving credit facility as well as to pay fees and expenses. The
remainder will be used to make a cash distribution to Yum! Brands
to fund share repurchases, dividends to shareholders and/or
repayment of debt.

Rating Assigned is;

Assignments:

Issuer: KFC Holding Co.

-- Backed Senior Unsecured Regular Bond/Debenture Assigned B1
    (LGD 4)

RATINGS RATIONALE

The Ba3 Corporate Family Rating (CFR) reflects Yum's significant
scale, geographic reach, brand diversity and franchise based
business model which helps to add stability to revenues and
earnings as compared to some other restaurant operators and reduces
overall capital requirements. The ratings also factor in the
reduced earnings volatility that result from Yum's goal of becoming
at least 98% franchised by the end of 2018 as well as the company's
very good liquidity. The ratings also incorporate Yum's financial
policy that favors shareholder returns as it completes its goal of
returning between $6.5-$7.0 billion to shareholders from 2017 to
2019, while targeting leverage of about 5.0x (5.4 times based on
Moody's standard analytical adjustments). Yum's shareholder returns
are expected to be funded through a combination of internal cash
flow, additional debt and refranchising proceeds.

The stable outlook reflects Moody's expectation that Yum maintains
a consistent financial policy that results in credit metrics
sustained around current levels, particularly leverage of 5.4 times
(based on Moody's standard analytical adjustments). The outlook
also expects the company to maintain very good liquidity.

Yum's ratings could be downgraded in the event of a sustained
deterioration in credit metrics with adjusted debt to EBITDA well
above 5.5 times or EBIT to Interest below 2.5 times. An upgrade
would require a sustained improvement in Pizza Hut while
maintaining good operating performance at KFC and Taco Bell and
debt to EBITDA below 4.75 times and EBIT to Interest above 3.0
times. Moreover, a proven track record of a consistent financial
policy that results in credit metrics in-line with current levels
could result in upward ratings pressure.

Yum! Brands, Inc., headquartered in Louisville, Kentucky, is an
owner, operator and franchisor of quick service and casual dining
restaurants with brands that include KFC, Taco Bell, and Pizza Hut.
Revenues are around $6.4 billion.

The principal methodology used in this rating was Restaurant
Industry published in September 2015.


LARKIN EXCAVATING: May Use Cash Collateral on Interim Basis
-----------------------------------------------------------
The Hon. Dale L. Somers of the U.S. Bankruptcy Court for the
District of Kansas has granted Larkin Excavating, Inc., interim
permission to use cash collateral.

A final hearing on Debtor's request will be held on June 22, 2017,
at 8:30 a.m.  Objections to the cash collateral use must be filed
by June 15, 2017.

The Debtor's real property, equipment, vehicles and accounts
receivable is the prepetition collateral.  The Debtor's cash
generated from the collection of pre-petition accounts receivable
is cash collateral.

The Debtor is indebted to Central Bank of the Midwest (previously
named Metcalf Bank) pursuant to, inter alia, a Commercial Loan
Modification Agreement dated Oct. 1, 2014, and a Promissory Note in
the principal amount of $1,316,007, dated Oct. 1, 2014.  The Loan
Documents extended the maturity date of an already existing
obligation.  Pursuant to the Loan Documents, Bank agreed to extend
the maturity of certain loans and advances to the Debtor.

As of the Petition Date the total indebtedness owed to Bank was
$1,363,516.  Interest accrues on this debt at the per diem rate of
$167.92.  To secure payment of the obligations owing to Bank, the
Debtor granted Bank valid first and prior liens and security
interests in and to essentially all assets of Debtor, which
includes the Prepetition Collateral.

The Debtor is also indebted to the Internal Revenue Service, in the
estimated amount of $1,205,254, of which $978,302 is secured by the
Prepetition Collateral.  The IRS lien in accounts receivable and
inventory primes that of Bank and therefore, the IRS holds a senior
lien in the Cash Collateral.

The Debtor is also indebted to Commercial Credit Group, Inc., in
the amount of $204,888 on two loans as of the Petition Date and
which are secured by Prepetition Collateral.  CCG also has a lease
balance of $314,547 as of the Petition Date.  To secure payment
under the loans and the lease, the Debtor granted CCG first liens
on certain equipment and junior liens on essentially all assets of
the Debtor, which includes the Prepetition Collateral.

The Debtor has no source of income other than from the operation of
its businesses and the collection of its accounts.  If the Debtor
is not permitted to use the Cash Collateral in the ordinary course
of its business, the Debtor contends it will be unable to pay its
operating and business expenses, thus effectively precluding its
ability to obtain the highest value for its assets in accordance
with Chapter 11 of the Code, causing imminent and irreparable harm
to its bankruptcy estate.

The Bank and the IRS have agreed that Debtor may use the Cash
Collateral to immediately pay these expenses, which total
$187,700:

     a. Truck Tags: $14,000
     b. Insurance: $20,000
     c. Payroll: $150,000
     d. Fuel: $2,200
     e. Utilities: $1,500

CCG also agrees to withdraw its limited objection if its liens in
the Prepetition Collateral are acknowledged and its prepetition
priority and security interest is continued in the post-petition
receivables generated and post-petition inventory purchased by the
Debtor's use of cash collateral.

As adequate protection for the use of their Cash Collateral, Bank,
CCG and the IRS will be granted replacement liens.

A copy of the court order is available at:

          http://bankrupt.com/misc/ksb17-20890-43.pdf

As reported by the Troubled Company Reporter on May 31, 2017, the
Debtor filed a motion seeking permission from the Court to use cash
collateral for the payment of its operating expenses for an initial
six month period.  The Debtor requires the use of cash collateral
as well as sufficient time to pursue these avenues in order to
maintain its business operations and protect its ability to obtain
the highest value for its assets, ultimately, for recovery to its
secured creditors.

                    About Larkin Excavating

Larkin Excavating, Inc. -- http://larkinexcavating.com/-- provides
construction services and operates throughout the United States.
It owns a shop and office building located at 13575 Gilman Road,
Lansing, Kansas, valued at $453,500; a vacant land in Eisenhower
Road, Leavenworth, with a value of $300,000; and a track of real
property, identified by Larkin as the rock quarry and landfill, in
Leavenworth County, valued at $400,000.

Larkin Excavating sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 17-20890) on May 17, 2017.
John Larkin, president, signed the petition.  

At the time of the filing, the Debtor disclosed $3.46 million in
assets and $6.38 million in liabilities.  

Judge Dale L. Somers presides over the case.

The Debtor is represented by Joanne B. Stutz, Esq., at Evans &
Mullinix, P.A.


LIBERTY TIRE: S&P Affirms 'B-' CCR, Outlook Stable
--------------------------------------------------
S&P Global Ratings affirmed all of its ratings on Liberty Tire
Recycling Holdco LLC, including S&P's 'B-' corporate credit rating.
The outlook is stable.

"We revised our assessment of Liberty Tire's liquidity to adequate
from weak because the company has received the proceeds from the
sale of its Ontario facility and has improved its free cash flow
generation over the last 12 months," said S&P Global Ratings credit
analyst Michael Killeen.

Despite this revision, the company continues to face other risks,
such as its elevated debt leverage.  Specifically, S&P expects that
the company's debt balance will increase as the paid-in-kind (PIK)
interest on its second-lien notes will offset its modest earnings
growth.  The company faces substantial PIK interest payments on its
second-lien notes such that its free cash flow generation would
have been negative in fiscal-year 2016 if it had been required to
make cash interest payments on the notes.

The stable outlook on Liberty Tire reflects S&P's belief that the
recent increases in the company's tire collection volumes and
pricing will support its improved liquidity.  Specifically, S&P
expects that the company's debt leverage will remain in the mid-7x
range over the next 12 months as modest earnings growth will offset
the PIK interest on its second-lien notes.

S&P could lower its ratings on Liberty if an unexpected
deterioration in the company's profitability caused its liquidity
to become strained, or if its adjusted debt-to-EBITDA continually
exceeds 8.5x with no prospects for improvement.

Although unlikely over the next 12 months, S&P could raise its
ratings on Liberty if the company reduces its adjusted
debt-to-EBITDA to approximately 6x on a sustained basis.


LIFE FUND II: Chapter 727 Case Filed; Claims Due Sept. 22
---------------------------------------------------------
A petition commencing an Assignment for the Benefit of Creditors,
pursuant to Chapter 727 Florida Statutes, was made by Life Fund II
LLC, as assignor, to Joseph J. Luzinski, as Assignee, on May 24,
2017.

Life Fund II has its principal place of business at c/o Millennium
Management, L.L.C., 10800 Biscayne Boulevard, Suite 600, Miami,
Florida 33161.

Creditors are notified that in order to receive any dividend in
this proceeding, they must file a proof of claim with the Assignee
or with his undersigned counsel on or before September 22, 2017.

The case is, In Re: LIFE FUND II LLC, Assignor, To: JOSEPH J.
LUZINSKI, Assignee, CASE NO.: 17-012573 CA 44, pending before the
CIRCUIT COURT OF THE 11TH JUDICIAL CIRCUIT IN AND FOR MIAMI-DADE
COUNTY, FLORIDA.

The Assignee may be reached at:

     Joseph J. Luzinski
     500 W. Cypress Creek Road, Suite 400
     Fort Lauderdale, Florida 33309
     Tel: 305-374-2717
     Fax: 305-374-2718
     E-mail: jluzinski@dsi.biz

Counsel for the Assignee:

     MICHAEL L. SCHUSTER, ESQ.
     ALLISON DAY, ESQ.
     GENOVESE JOBLOVE & BATTISTA, P.A.
     100 Southeast Second Street, Suite 4400
     Miami, Florida 33131
     Tel: 305-349-2300
     Fax: 305-349-2310
     E-mail: mschuster@gjb-law.com


MANUFACTURERS ASSOCIATES: May Use Cash Collateral Until June 30 30
------------------------------------------------------------------
The Hon. Ann M. Nevins of the U.S. Bankruptcy Court for the
District of Connecticut has authorized Manufactures Associates,
Inc., to use starting June 1, 2017, and ending June 30, 2017, up to
$147,000 of Nuvo Bank and Trust Company's cash collateral to meet
all necessary business expenses incurred in the ordinary course of
its business and statutory quarterly chapter 11 fees payable to the
Office of the U.S. Trustee.

A hearing on the continued use of cash collateral will be held on
June 28, 2017, at 11:00 a.m.

The use of cash collateral is necessary to continue the operations
and for the benefit of the estate.

In exchange for use of cash collateral, the Nuvo Bank is granted
replacement liens.

The Debtor will make adequate protection payments to Nuvo Bank for
each month by the 20th day of each month as follows: $3,500 for the
period of June 1, 2017, through June 30, 2017.

A copy of the court order is available at:

          http://bankrupt.com/misc/ctb15-31832-386.pdf

                 About Manufacturers Associates

Manufacturers Associates, Inc., based in West Haven, Conn., filed a
Chapter 11 petition (Bankr. D. Conn. Case No. 15-31832) on Nov. 2,
2015.  The petition was signed by Anthony Parillo, Jr., president.
At the time of the filing, the Debtor estimated assets at $0 to
$50,000 and liabilities at $1 million to $10 million.

The case is assigned to Judge Julie A. Manning.

Initially, the Debtor was represented by Peter L. Ressler, Esq., at
Groob Ressler & Mulqueen, P.C.  The Debtor is currently represented
by Carl T. Gulliver, Esq., at Coan, Lewendon, Gulliver &
Miltenberger, LLC, as general Chapter 11 counsel.

The U.S. Trustee appointed Roberta Napolitano, Esq., as the Chapter
11 Trustee of the Debtor's estate.

The Chapter 11 Trustee retained Erum Randhawa of Blum Shapiro &
Co., P.C., as accountant, and Roberta Napolitano, Esq., at Ignal
Napolitano & Shapiro, P.C., as counsel.


METER READINGS: S&P Affirms 'B' CCR on $80MM Loan Add-On
--------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on St.
Louis-based Meter Readings Holding LLC.  The outlook is stable.

At the same time, S&P affirmed its 'B' issue-level rating on the
company's senior secured credit facility, which it expects will be
upsized to $425 million following the upcoming $80 million add-on
term loan transaction.  The existing $345 million term loan and the
proposed $80 million add-on term loan will both mature in August
2023.  The '3' recovery rating on the facility remains unchanged,
indicating S&P's expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery for lenders in the event of a payment
default.

The company plans to use the proceeds from the add-on to finance a
dividend distribution to its shareholders.

"Despite the additional debt that Aclara is taking on to fund the
dividend distribution, the company's credit measures and liquidity
should remain acceptable for the current rating over the next year
as it posts a solid operating performance and benefits from its
cost-savings initiatives," said S&P Global Ratings credit analyst
James T Siahaan.

As of March 31, 2017, Aclara's revenue had increased by 20% during
the first six months of its fiscal year on contributions from its
acquisitions of Apex CoVantage LLC's Smart Grid Solutions division
(SGS) in March 2016 and Tollgrade Communications Inc.'s grid
monitoring business in August 2016.  While the company's pro forma
organic growth was negative, this was largely due to the roll-off
of the revenue from a project it completed for Southern California
Gas Co.  The operating environment for AMI companies appears
supportive as Aclara's backlog has increased by almost 20% over the
past year to over $1 billion, particularly due to the strong growth
in its SGS segment (whose backlog now approaches $300 million).
The company also won new orders in its AMI and Meters segments.
Its multi-year smart meter rollout for almost four million of
Consolidated Edison Inc.'s customers will also likely begin to
produce revenue for the company later this year. Furthermore,
cost-savings opportunities related to the consolidation of Aclara's
contract manufacturing, its procurement practices, and other areas
could provide the company with annualized savings of $17 million
per year by the end of 2019.

The stable outlook on Aclara reflects S&P's expectation that steady
growth, the company's good order backlog, new business wins, and
procurement and other cost savings should support its operating
performance.  This should allow the company to reduce its adjusted
debt-to-EBITDA and sustain it well below 6x.  The company has a
demonstrated track record of enhancing its growth via bolt-on
acquisitions and we expect that it will continue to pursue small
bolt-on acquisitions as part of its growth strategy. Given Aclara's
ownership by financial sponsor Sun Capital Partners, the company
may continue to provide periodic debt-funded returns to its equity
holders.

S&P could lower its ratings on Aclara if a significant decline in
its earnings or a large debt-financed acquisition or similar
shareholder return causes its total debt-to-EBITDA to exceed 6x
without clear prospects for recovery.  This could occur if the
company faces operational challenges following unexpected volume
declines from cancelled projects, the loss of key customer
contracts, the substitution of its products, or an inability to
effectively manage its highly variable cost structure.  Based on
S&P's downside scenario, this could occur if Aclara's operating
margins weaken by more than 250 basis points (bps) or its volume
declines by over 15%.

While Aclara's credit measures could improve meaningfully if it
continues to win new orders and realizes its cost-savings goals,
S&P's assessment of Sun Capital Partners' financial policies is key
to determining whether a rating upgrade is warranted.  For a modest
upgrade, the company would need to commit to--and demonstrate a
track record of--operating with a debt-to-EBITDA metric of 4x-5x, a
FFO-to-debt ratio of near 20%, and a consistently positive free
cash flow-to-debt ratio with no prospects for near-term material
deterioration.  The likelihood for any additional upgrades is more
remote and would likely depend on whether the company can
meaningfully strengthen its business risk profile by enhancing its
scale, increasing its market share, or improving its pricing and
operating efficiencies.


MINI MASTER: Disclosure Statement Hearing Moved to Sept. 13
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico moved to
September 13, at 9:00 a.m., the hearing on approval of the
disclosure statement, which explains the proposed Chapter 11 plan
for Mini Master Concrete Services Inc.  Objections to the
disclosure statement must be filed not less than 14 days prior to
the hearing.

               About Mini Master Concrete Services

On June 28, 1972, Mini Master Concrete Services, Inc. was
incorporated under the laws of Puerto Rico, by late Eng. Victor S.
Maldonado Davila, to be primarily engaged in the processing,
production, and sale of ready-mixed concrete.  In 1973, Mini Master
made its first incursion in the aggregates business by leasing a
property in Morovis, Puerto Rico, where it began a small and simple
operation of sand extraction to provide its own raw materials for
its concrete operations and those of its affiliate, Master Concrete
Corporation.

On Dec. 11, 2013, Mini Master and its affiliates, Master Concrete
Corporation ("Master") and Master Aggregates Toa Baja Corporation
("Master Aggregates"), filed voluntary petitions for relief
pursuant to Chapter 11 of the Bankruptcy Code with the Bankruptcy
Court.  The three cases were substantially consolidated, with Mini
Master as the surviving entity in Case No. 13-10302

After the confirmation of the Debtor's Plan in said case, the
Debtor opened another concrete plant in an effort to increase its
revenues and comply with its consolidated confirmed Plan.
Notwithstanding, the economic factors, coupled with 2016 as the
worst year in concrete sales in Puerto Rico during the past 11
years, caused the Debtor to continue the difficulties to comply
with its obligations in the ordinary course of business and with
the payments under the Debtor's confirmed Plan.

Accordingly, Mini Master pursued a second Chapter 11 case, filed a
Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-09956) on
Dec. 22, 2016.  The petition was signed by Carmen M. Betancourt,
president.  The Debtor disclosed total assets of $15.78 million and
total liabilities of $5.46 million.

Judge Mildred Caban Flores over the new case.

Charles A. Cuprill, Esq., at PCS Law Offices, serves as counsel to
the Debtor.

On April 28, 2017, the Debtor filed a Chapter 11 plan and
disclosure statement, which contemplates the sale of substantially
all of the Debtor's assets.  The plan proposes to pay Class 4
general unsecured creditors 1.75% of their claims from a $50,000
carve out to be reserved from the proceeds generated from the sale
of the Debtor's assets.


MOSAIC MANAGEMENT: Wins Confirmation of Reorganization Plan
-----------------------------------------------------------
Judge Erik P. Kimball on June 5, 2017, signed an order confirming a
Plan of Reorganization for Mosaic Management Group, Inc., Mosaic
Alternative Assets Ltd., and Paladin Settlements, Inc.  The
Debtors, the Official Committee of Unsecured Creditors and the
Official Committee of Investor Creditors were co-proponents of the
Plan, which provides for potential recovery to creditors in excess
of $60 million.

Previous management, led by president Charles T. Ryals, moved to
liquidate the Debtors' existing life insurance policies, and
portfolio to a third party purchaser.  Investors, however,
expressed fears that the sale would result to a destruction in
value of their investments.  After Andrew Murphy assumed leadership
of the Debtors in August 2016, the Debtors considered alternative
courses.  The Debtors did not push through with the sale as an
"open cry" auction for the entire portfolio resulted only to a
final bid of only $18.5 million.

With the influx of new liquidity from a $5 million DIP facility
from ASM Capital, LLC's ASM Mosaic LLC, the Debtors obtained
sufficient funds to pay ongoing premium obligations through and
including approximately August 2017.

It is the Debtors' collective position that the Debtors' assets
consist primarily of their interests in life insurance policies
which the Debtors have purchased as life settlements.  These
Policies have a face value of approximately $64.65 million.
However, certain investors  dispute this contention, and assert
that the investors are the beneficial owners of such policies.

The Plan is the product of a consensual and cooperative negotiation
process among the Debtors, representatives of Investors, Landau
Investors and Lapolla Investors, the Committees,
and other Creditors interested in the Chapter 11 Cases.

One of the principal issues in controversy in these Chapter 11
Cases has been who the "beneficial" or "equitable" owners of the
Policies are -- the Debtors or some or all of the Investors (the
"Ownership Issue").

According to the Debtors, their Plan efficiently and economically
resolves many issues, including, but limited to:

   (a) The "beneficial" or "equitable" ownership of the Policies
within the Portfolio by providing Holders of General Unsecured
Claims several election options with respect to their allowed
claims, including participating as beneficiaries in the Investment
Trust;

   (b) The administration of the Policies on a going forward basis
by creating the Investment Trust and providing for the appointment
of an independent, qualified Investment Trustee to administer the
Investment Trust for the benefit of Holders of General Unsecured
Claims who make the Investment Trust Election; and

   (c) Funding the premium obligations and the ongoing
administrative expenses relating to the Policies within the
Portfolio by incorporating and obtaining the Exit Facility, which
may be utilized, as necessary, by the Investment Trust and the
Investment Trustee.

Under the Plan, Holders of Allowed General Unsecured Claims in
Class 3 can elect one of the following options: (i) the Cash Out
Election and receive a lump sum payment on the Effective Date in
respect of their Allowed Claim, (ii) the Investment Trust Election
and receive Investment Trust Shares in respect of their Allowed
Claim, or (iii) the Hybrid Election and receive the same treatment
as the Cash Out Election for 50% of their Allowed Claim and the
same treatment as the Investment Trust Election for the remaining
50% of their Allowed Claim.  Finally, Holders of Allowed Landau
Creditor Claims (Class 4) will receive from the Investment Trust a
Distribution in the amount equal to such Holder's contractual right
to a Fractional Interest of the Maturity Funds derived from the
Landau Policy minus a 3% administration fee to the Investment
Trust, minus a 2% service fee, and minus any unpaid Pre-Petition
Default Amount owed by such Holder.

Holders of Claims in Class 3 (General Unsecured Claims) and Class 4
(Landau Investor Claims) voted to accept the Plan by the requisite
majorities, determined without including any acceptance of the Plan
by any insider.  All of the Debtors' significant creditors support
the Plan. The U.S. Trustee has consented to the Plan on the terms
set forth therein and in the Plan Modifications.

Judge Erik P. Kimball conducted a confirmation hearing on May 31,
2017 and entered an order approving the Disclosure Statement and
confirming the Plan on June 6.

The Plan Confirmation Order approved a $5 million in exit funding
from ASM, which will be used to fund ongoing premium obligations
and administrative expenses.

According to the Plan Confirmation Order, the Investment Trust
Agreement is approved in all respects.  The selection of Margaret
J. Smith of GlassRatner Advisory & Capital Group as Investment
Trustee is approved and ratified.

Ms. Smith can be reached at:

          Margaret J. Smith
          Principal
          GLASSRATNER ADVISORY & CAPITAL GROUP
          Main: (561) 209-2548
          Mobile: (954) 547-9381
          Fax: (305) 358-7039
          E-mail: msmith@glassratner.com

The Plan Confirmation Order authorizes the Investment Trustee to
leave the following sums with the Debtors to be paid
Post-Confirmation by the Reorganized Debtors:

   (a) The sum of $141,064.84 in premiums received by the Debtors
postpetition, all of which shall be promptly refunded to the
Investors who paid them;

   (b) The sum of $29,160, which will be utilized to pay employee
leasing and payroll expenses through June 30, 2017;

   (c) The sum of $15,640 will be utilized to pay for Premium
Optimization services at the request of the Investment Trustee;

   (d) The sum of $40,365 will be utilized to pay final Debtor
expenses;

   (e) All sums necessary to satisfy any obligations to the Office
of the United States Trustee; and

   (f) Any sums remaining after payment of the foregoing
obligations will be promptly remitted to the Investment Trust.

The Court will conduct a post-confirmation status conference on
August 23, 2017 at 2:00 p.m., at the United States Bankruptcy
Court, 1515 North Flagler Drive, Room 801, Courtroom B, West Palm
Beach, Florida 33401 to determine (i) whether the Debtors have
complied with the provisions of this Order, and (ii) an appropriate
deadline for the Investment Trustee to file the Final Report of
Estate and Motion for Final Decree Closing Case in accordance with
Local Rule 3022-1.

A copy of the Plan Confirmation Order is available at:

   http://bankrupt.com/misc/Mosaic_1036_Plan_Conf_Order.pdf

A copy of the Disclosure Statement dated April 12, 2017, is
available at:

          http://bankrupt.com/misc/flsb16-20833-489.pdf

                  About Mosaic Management Group

Founded in 2001, Mosaic Management was a financial services
organization that provided management oversight and administration
services for portfolios of life insurance policies.  Mosaic
Alternative was established in the British Virgin Islands in 2003
under the name of Mosaic Caribe Ltd., with the model of promoting
international sales of life settlement products to prospective
investors.

Mosaic was engaged in the business of buying existing life
insurance policies, and then selling fractional interests in those
policies to others. In the typical life settlement transaction, the
Debtors purchased policies from the insureds for a cash settlement
for an amount in excess of the contract's cash surrender value but
less than its death benefit.  To fund these purchases and its
business operations, Mosaic sold fractionalized interests in the
policies' future benefits to "investors" or "purchasers" -- i.e.,
Investors, Landau Investors, and Lapolla Investors.

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.

The Debtors had the law firm of Berger Singerman LLP as general
bankruptcy counsel when they sought bankruptcy protection.
However, when Andrew Murphy assumed leadership of the Debtors, the
Debtors terminated Berger Singerman and hired Tripp Scott, P.A., as
general bankruptcy counsel.

Furr & Cohen, P.A. is counsel to the Official Committee of
Unsecured Creditors.

Bast Amron LLP represents the Official Committee of Investor
Creditors.


MRI INTERVENTIONS: AIGH Investment Reports 7.7% Equity Stake
------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, AIGH Investment Partners, L.P. and Orin Hirschman
reported that as of May 25, 2017, they beneficially own
800,000 shares of common stock of MRI Interventions, Inc.
representing 7.7 percent based on 10,335,365 shares of common stock
outstanding as of May 30, 2017.  A full-text copy of the regulatory
filing is available for free at https://is.gd/jlfzlq

                    About MRI Interventions

Based in Irvine, Calif., MRI Interventions, Inc., is a medical
device company.  The Company develops and commercializes platforms
for performing minimally invasive surgical procedures in the brain
and heart under direct, intra-procedural magnetic resonance imaging
(MRI) guidance.  It has two product platforms: ClearPoint system,
which is used to perform minimally invasive surgical procedures in
the brain and ClearTrace system, which is under development, to be
used to perform minimally invasive surgical procedures in the
heart.

MRI Interventions incurred a net loss of $8.06 million for the year
ended Dec. 31, 2016, compared to a net loss of $8.44 million for
the year ended Dec. 31, 2015.  

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company incurred net
losses during the years ended Dec. 31, 2016, and 2015 of
approximately $8.1 million and $8.4 million, respectively.
Additionally, the stockholders' deficit at Dec. 31, 2016, was
approximately $756,000.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


NET ELEMENT: Director Healy Quits for Personal Reasons
------------------------------------------------------
William Healy submitted his resignation, to be effective June 30,
2017, as director of Net Element, Inc., due to personal reasons and
not over any disagreement with the Board of Directors or the
Company's management, according to a Form 8-K report filed with the
Securities and Exchange Commission.  Mr. Healy has served on the
Board of Directors of the Company since June 30, 2014.

                    About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., is a global financial technology and value-added
solutions group that supports companies in accepting electronic
payments in an omni-channel environment that spans across
point-of-sale (POS), e-commerce and mobile devices.

Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.  As of
March 31, 2017, Net Element had $22.98 million in total assets,
$19.53 million in total liabilities, and $3.45 million in total
stockholders' equity.

Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern.  The independent
auditors stated that the Company's recurring losses from operations
and working capital and accumulated deficits raise substantial
doubt about its ability to continue as a going concern.


NEVADA GAMING: Sale of Slot Route Assets for $2.9M Approved
-----------------------------------------------------------
Judge Gary Spraker of the U.S. Bankruptcy Court for the District of
Nevada authorized Nevada Gaming Partners, LLC's sale of slot route
properties outside the ordinary course of business to Sartini
Gaming, LLC, for $2,900,000.

A hearing on the Motion was held on May 30, 2017 at 9:30 a.m.

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

The SHC/Kmart Objection is deemed moot by entry of the Court's
order granting the Debtor's Motion for an Order Authorizing
Assumption of License Agreement Pursuant to 11 U.S.C Section 365.

Pursuant to Sections 365(b) & 365(f) of the Bankruptcy Code, the
Debtor is authorized to assign to the Purchaser the Assigned
Contracts other than the SHC/Kmart License Agreement, which Debtor
is authorized to assign to the Purchaser upon the Debtor's
assumption of the SHC/Kmart License Agreement provided that, prior
to or concurrent with assumption, the SHC/Kmart Cure Amount is paid
to SHC/Kmart, which is the only cure amount remaining unpaid as of
the Order date.

Except with respect to Assumed Liabilities, or as expressly set
forth in the Purchase Agreement or other related ancillary
documents, the Purchaser and its successors and assigns will have
no liability for any Claim relating to the Purchased Assets or the
transfer of the Purchased Assets.

The Sale Order will be effective immediately upon entry, and any
stay of Sale Orders provided for in Bankruptcy Rules 6004 or 6006
or any other provision of the Bankruptcy Code or Bankruptcy Rules
is expressly lifted.  The 14-day stay provided under Bankruptcy
Rules 6004(h) and 6006(d) is expressly waived and will not apply.

In the fifth line of Section 8.7 of the Purchase Agreement, the
reference to "Schedule 2.1(A)" is deleted and replaced with the
words "Schedule 2.1(B)."

                  About Nevada Gaming Partners

Headquartered in Las Vegas, Nevada, Nevada Gaming Partners, LLC,
is a gaming company that focuses on slot route operations, casino,
operations and refurbishment of slot machines.  The Debtor
operated 429 slot machines throughout the State of Nevada via its
Slot Routes as of the bankruptcy filing date.  The Company does
business as Nevada Gaming Partners Management II, LLC, Nevada
Gaming Centers, Nevada Gaming Partners Management II, Sarah's
Kitchen, Nevada Gaming Partners, Evolve Gaming Management and
Klondike Sunset Casino.

Nevada Gaming filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 16-15521) on Oct. 12, 2016.  The petition was signed
by Bruce Familian, manager.  The Debtor estimated $1 million to
$10 million in both assets and liabilities.

Judge Laurel E. Davis presides over the case.  

The Debtor is represented by Brett A. Axelrod, Esq., and Micaela
Rustia Moore, Esq., at Fox Rothschild LLP.  Henry & Horne, LLP
serves as the
Debtor's financial advisor.

On Jan. 12, 2017, the Office of the U.S. Trustee formed an official
committee of unsecured creditors.  Brinkman Portillo Ronk, APC,
serves as the committee's legal counsel.


NORTHEAST ENERGY: Exit Plan to Pay Unsecured Claims in Full
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
is set to hold a hearing on July 13, at 10:00 a.m., to consider
approval of the disclosure statement, which explains the proposed
Chapter 11 plan of reorganization for Northeast Energy Management,
Inc.

The hearing will take place at Courtroom B, Penn Traffic Building,
319 Washington Street, Johnstown, Pennsylvania.  Objections are due
by July 6.

Northeast Energy on May 30 filed its restructuring plan, which
proposes to pay creditors holding Class 18 general unsecured claims
in full from the proceeds generated from the sale of its assets.
These creditors assert $1,696,090 in total claims.  Class 18 is not
impaired by the plan.

The plan proposes to pay creditors from the proceeds generated from
the auction sale of the company's assets to be conducted by The PPL
Group, with a guaranteed payment of $3.35 million and an additional
80% of any amount of sales proceeds in excess of $3.635 million,
according to the company's disclosure statement filed on May 30.

A copy of the disclosure statement is available for free at
https://is.gd/DhGP6f

               About Northeast Energy Management

Northeast Energy Management, Inc. operated as a service company for
the oil and natural gas industry in Southwestern Pennsylvania and
the Appalachian region of West Virginia.  It was founded in 1988 by
William Gregg, Paul Ruddy, Michael Melnick and John Pisarcik, the
principal owners of its sole shareholder, Interstate Gas Marketing,
Inc.

The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
17-70032) on Jan. 16, 2017.  The petition was signed by Paul G.
Ruddy, secretary.  In its petition, the Debtor estimated $1 million
to $10 million in both assets and liabilities.  

The Hon. Jeffery A. Deller presides over the case.  Michael J.
Henny, Esq., at the Law Office of Michael J. Henny, serves as
bankruptcy counsel.

On May 30, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


NORTHERN INYO: S&P Affirms 'BB' Rating on 2010/2013 Revenue Bonds
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term rating on the
Northern Inyo County Local Hospital District, Calif.'s series 2010
and series 2013 revenue bonds.  At the same time, S&P removed the
rating from CreditWatch with negative implications.  The outlook is
stable.

"The rating had been placed on CreditWatch negative on April 19,
2017, due to the district's failure to provide timely and
sufficient information," said S&P Global Ratings credit analyst
Allison Bretz.  "Management has since provided all necessary data
to complete the review process."

S&P assessed the district's financial profile as vulnerable,
including S&P's view of the district's high debt load and very thin
days' cash on hand.  In addition, S&P assessed the district's
enterprise profile as vulnerable, driven by its view of the
inherent credit risks posed by the district's very limited
population size and very high concentration of admissions among its
top 10 admitting physicians which, although not unusual for a small
hospital, can expose the facility to volume fluctuations following
unexpected physician departures.  S&P's assessments of the
district's vulnerable enterprise profile and vulnerable financial
profile lead to an indicative rating level of 'bb' and a final
rating of 'BB'.  The 'BB' rating on the hospital's revenue bonds
also reflects S&P's holistic view of the credit, including the
risks inherent in its small size, but also the added support from
tax revenues that the hospital receives annually.  Although the
district's operating results are somewhat weaker through the first
nine months of fiscal 2017, S&P believes its solid market position
and strategic focus will support a return to profitability in the
next fiscal year.

The stable outlook reflects S&P's anticipation that the district
will return to modest operating profitability, supported by
strategic growth initiatives, and that the organization will
continue to maintain relatively steady business volumes and market
position.  Although S&P considers certain balance sheet and
coverage metrics vulnerable, since management has no plans for new
debt or major capital plans in the outlook time frame, S&P do not
expect these metrics to worsen during the outlook period.

S&P could consider a negative outlook or rating action during the
one-year outlook period if the district is unable to stabilize
operations and return to operating profitability by S&P Global
Ratings' calculations.  S&P would also consider such an action if
the district increased its debt load or depleted unrestricted
reserves.

S&P considers a higher rating unlikely during the outlook period.
However, S&P could consider a positive outlook over time if the
district improved its overall financial profile to a level S&P
considers adequate.  Also, S&P considers the district's strategic
direction an area that is improving.  The district's ability to
effectively implement its strategies while developing a track
record of good execution could contribute to upward rating
potential.

At June 30, 2016, the district had approximately $56.3 million in
total debt outstanding, approximately $20 million of which was
revenue bonds and capital leases.


NRMT LLC: Creditors' Panel Hires Thames Markey as Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors of NRMT, LLC seeks
authorization from the U.S. Bankruptcy Court for the Middle
District of Florida to retain Thames Markey & Heekin, P.A. as
counsel.

The Committee requires Thames Markey to:

   (a) advise the Committee with respect to its rights, powers and

       duties in this case;

   (b) assist and advise the Committee in its consultations with
       the Debtor regarding the administration of this case;

   (c) assist the Committee in analyzing the claims of the
       Debtor's secured and unsecured creditors;

   (d) assist with the Committee's investigation of the acts,
       conduct, assets, liabilities, and financial condition of
       the Debtor and of the operation of their businesses;

   (e) investigate and perhaps pursue the substantive
       consolidation of the Debtor's estate;

   (f) pursue avoidance actions which the Debtor refuse to pursue;

   (g) assist the Committee in its analysis of, and negotiations
       with, the Debtor or any third party concerning matters
       related to among other things, the terms of a Chapter 11
       Plan of the Debtor;

   (h) assist and advise the Committee with respect to its
       communications with the general creditor body regarding
       significant matters in this case;

   (i) represent the Committee at all hearings and other
       proceedings;

   (j) review and analyze all applications, orders, statements of
       operations and schedules filed with the Court and advise
       the Committee as their propriety;

   (k) assist the Committee in preparing the pleadings and
       applications as may be necessary in the furtherance of the
       Committee's interests and objectives; and

   (l) perform such other legal services as may be required and
       are deemed to be in the interests of the Committee in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code.

Thames Markey will be paid at these hourly rates:
    
       Richard R. Thames, Attorney           $465
       Bradley R. Markey, Attorney           $375
       Robert A. Heekin, Jr., Attorney       $345
       Ryan T. Hyde, Attorney                $295
       Lauren W. Box, Attorney               $275
       Loretta A. Talbert, Attorney          $245
       Amy K. Bishop, Paralegal              $165
       Shelly A. Jenkins, Paralegal          $165              
                    
Thames Markey will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Richard R. Thames, managing partner of Thames Markey, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estate.

Thames Markey can be reached at:

       Richard R. Thames
       Thames Markey & Heekin, PA
       50 N. Laura Street, Suite 1600
       Jacksonville, Florida 32202
       Tel: (904) 358-4000
       Fax: (904) 358-4001
       E-mail: rrt@tmhlaw.net

                     About NRMT LLC

NRMT LLC filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-00702) on
March 1, 2017.  The Debtor is represented by Robert D. Wilcox,
Esq., of Wilcox Law Firm.

Robert D. Wilcox, Esq., and Elizabeth R. P. Bowen, Esq., at Wilcox
Law Firm, serves as the Debtor's counsel.


OAKFABCO INC: Court Finds Terms of Policy with NERC Ambiguous
-------------------------------------------------------------
Oakfabco, Inc., moved for approval of a settlement with New England
Reinsurance Company, which was objected by the Asbestos Claimants
Committee.

In this case, the parties' ultimate dispute concerns the maximum
possible recovery by the Debtor in its coverage exhaustion dispute
with New England. The ACC has argued that a certain Renewal
Certificate provides additional liability limits of $10 million
from March 1, 1984, to March 2, 1985, and that the Binder provides
additional $10 million coverage limits for the two-month stub
period not covered by the Renewal Certificate.

New England then moved for partial summary judgment, seeking
determination that an insurance was terminated and superseded by
New England Policy No. 688013 and that the insurance binder does
not provide a separate limit of liability independent from the
Policy of the Debtor.

New England argues that "the Binder is not an insurance policy,
contains no terms or conditions regarding coverage, and cannot
provide coverage independent of the insurance policy. It,
therefore, claims that "there can be no dispute that the Binder was
terminated and superseded by the Policy when the Renewal
certificate was issued.

Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois finds that the terms in the Binder
and the Renewal Certificate are ambiguous, even if the ACC's
interpretation of the Binder as providing additional coverage for
two-month stub period is similarly inconclusive based on the
evidence presented.

New England also contends that a binder is intended to provide
temporary protection until issuance pending full investigation by
the insurer and until formal policy or certificate is issued. This
argument, however, presumes that the Renewal Certificate was issued
to replace the Binder, and ignores the inconsistencies between the
two documents. If New England’s reading of these two documents
were correct, separate reference to the Binder Period and the
Policy Period, and the terms and conditions identified in the
Binder would be surplusage.

Judge Schmetterer concludes that these ambiguities and the
existence of competing reasonable inferences based on the terms of
the Binder and Renewal Certificate require denial of New England's
Motion for partial Summary Judgment.  The judge said he will deny
New England's motion for partial summary judgment on a separate
order.

A full-text copy of Judge Schmetterer's Opinion dated June 8, 2017,
is available at:

          http://bankrupt.com/misc/ilnb15-27062-459.pdf

                      About Oakfabco, Inc.

Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has
not manufactured boilers since 1988 when it sold its Kewanee boiler
business in an 11 U.S.C. Section 363 sale to Coppus Engineering
Corporation. In early 2009, it sold all of its remaining assets.

The Debtor has no employees, and, Frederick W. Stein is the
Debtor's sole officer and director. The Debtor's sole remaining
asset is its insurance, and it has no known liabilities other than
asbestos claims.

In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois
Corporation, acquired the assets and debt of American Standard,
Inc.'s commercial boiler manufacturing division known as "Kewanee
Boiler." The boilers manufactured and sold by Kewanee Boiler were
insulated with asbestos.

Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
16-27062) on Aug. 7, 2015, to resolve its remaining asbestos
claims. The petition was signed by Frederick W. Stein, president.

Stephen T. Bobo, Esq., Aaron B. Chapin, Esq., Paul M. Singer,
Esq.,
Luke A. Sizemore, Esq., and Joseph D. Filloy, Esq., at Reed Smith
LLP, serves as counsel to the Debtor.

The Debtor estimated $10 million to $50 million in assets and
debt.

The U.S. Trustee for Region 11 appointed four members to the
Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of
Oakfabco Inc.: Vince Holajn, William E. Gallet, Kristin Leigh
Hart,
and Michael Batchelor. The Asbestos Claimants' Committee is
represented by Frances Gecker, Esq., at FrankGecker LLP.

The Debtor tapped Logan & Company, Inc. as its claims and noticing
agent, and Alan D. Lasko and Associates, P.C. as its tax
accountant.

The Asbestos Claimants' Committee retained Henry Booth and Colin
Gray to provide insurance professional services.


OMNICOMM SYSTEMS: Reports Executive Appointments
------------------------------------------------
Omnicomm Systems, Inc., filed with the Securities and Exchange
Commission a current report on Form 8-K on June 7, 2017, disclosing
various appointments to its executive team, all are effective June
1, 2017.

Cornelis Wit was named executive chairman.  He has been a member of
the Company's Board of Directors since November 1999, and served as
the Company's chief executive officer from June 2002 until June 1,
2017.

Stephen Johnson was named chief executive officer and president.
Mr. Johnson served as the Company's chief operating officer and
president from June 2010 until June 1, 2017.  Previously, he served
as COO and executive vice president of business development.  Mr.
Johnson joined OmniComm as the senior vice president of business
development in 2006.  Prior to joining OmniComm, he spent seven
years managing business development for the Oracle Clinical
Applications group.  He has more than 20 years of industry
experience specific to clinical trials and electronic data capture
(EDC), having held various positions of increasing responsibility
for Oracle, PHT Corp., Clinical Data Solution and Pfizer
Pharmaceuticals.

Randall Smith, OmniComm's founder, chairman of the Board and chief
technology officer, was named the Company's executive vice
chairman.  Mr. Smith has been an executive officer and member of
OmniComm's Board of Directors since 1997.  He served as president
and CTO from May 1997 until August 2000, and thereafter as Chairman
and CTO until June 1, 2017.

Keith Howells was named the Company's chief technology officer.
Mr. Howells joined OmniComm in January 2011, with responsibility
for the development and innovation of the Company's products.
Prior to being named chief technology officer he served as the
senior vice president of development.  Mr. Howells has more than 20
years of experience in designing, building and implementing
clinical research applications, including five years as the head of
development for Oracle's pharmaceutical application suite and five
years as the head of development for Medidata Solutions

John Fontenault was named the Company's chief operating officer.
He served as the Company's senior vice president of operations from
October 2014 until June 2017.  A clinical data operations and data
systems executive, he brings over 24 years of pharmaceutical
industry experience.  Prior to joining OmniComm, Mr. Fontenault was
vice president, operations at ER Squared, providing strategic
eClinical business process and technology change management and
adoption services to large and small sized sponsors and CROs.
Prior to ER Squared, Mr. Fontenault was executive director and
Global Head of Clinical Data Management and Technology at Kendle
International (INC Research).

Kuno van der Post was named the Company's chief commercial officer.
He served as the Company's senior vice president of Business
Development from June 2013 until June 2017.  He has been working in
both the preclinical and clinical development arena for over 14
years.  Prior to joining OmniComm, he worked for Oracle's Health
Sciences Global Business Unit as well as Medidata Solutions.  He
obtained his PhD from the University of Liverpool (UK) and his
Master of Science from Salford University (UK).

According to the Company, there are no family relationships between
any of these officers and any other director or executive officer
of the Company.  There are no understandings or arrangements
between any of the officers and any other person pursuant to which
the officer was appointed to their new role.  There are no
unreported related-party transactions between the Company and any
of the officers.

                   About OmniComm Systems

Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. --
http://www.omnicomm.com/-- is a healthcare technology company that
provides Web-based electronic data capture ("EDC") solutions and
related value-added services to pharmaceutical and biotech
companies, clinical research organizations, and other clinical
trial sponsors principally located in the United States and
Europe.

OmniComm reported net income of $101,880 on $25.41 million of total
revenues for the year ended Dec. 31, 2016, compared with net income
of $2.58 million on $20.71 million of total revenues for the year
ended Dec. 31, 2015.  As of March 31, 2017, Ominicomm had $7.08
million in total assets, $28.05 million in total liabilities and a
total shareholders' deficit of $20.96 million.


ORBITAL ATK: Moody's Revises Outlook Stable & Affirms Ba2 CFR
-------------------------------------------------------------
Moody's Investors Service has changed the rating outlook of Orbital
ATK, Inc. to stable from negative and affirmed all ratings,
including the corporate family rating of Ba2, secured rating at
Baa3 and unsecured at Ba3. Concurrently, the speculative grade
liquidity rating has been upgraded to SGL-2 from SGL-3.

Upgrades:

Issuer: Orbital ATK, Inc.

-- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
    SGL-3

Outlook Actions:

Issuer: Orbital ATK, Inc.

-- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Orbital ATK, Inc.

-- Probability of Default Rating, Affirmed Ba2-PD

-- Corporate Family Rating, Affirmed Ba2

-- Senior Secured Bank Credit Facility, Affirmed Baa3

-- Senior Unsecured Regular Bond/Debenture, Affirmed Ba3

RATINGS RATIONALE

The rating outlook change to stable from negative follows
resolution of the financial restatement and reporting delay that
began in August 2016 when OA identified a forward loss provision on
its largest contract-the 10-year $2.3 billion, fixed-price
ammunition contract with the US Army. OA restated its financial
statements and is current in its filings, bringing the company in
compliance with SEC reporting requirements and all other financial
reporting requirements under OA's debt agreements.

The cumulative contract loss totaled $373 million, a substantial
amount and recorded to the 2013-2015 fiscal years. Also, the
contract is expected to produce around a $30 million annual cash
deficit through 2019. OA should still generate solid free cash
flow, nonetheless. Other contracts reviewed during the restatement
process revealed that the accounting problems were not widespread.
The remediation and testing work needed to restore effective
controls over financial reporting should conclude with delivery of
the 2017 audited financial statements.

The Lake City, MO ammunition plant where OA produces its small
caliber ammunition experienced an explosion in April 2017 that will
temporarily hurt production levels. In Moody's view, risk of
further contract loss will continue until full production resumes
later this year. But OA's plan for managing through the disruption
without substantial excess cost seems achievable.

The Ba2 CFR considers a solid backlog growth trend, debt to EBITDA
expected to be in the low 3x range and expectation of operating
margin of 12%. OA is a resourceful designer and integrator of
launch vehicles and satellites, as well as its portfolio of
missiles, gun systems, munitions, propulsion offerings and
aerospace components. US defense and space program priorities well
align with OA and conflicts occurring across the Middle East will
sustain a healthy level of tactical munitions demand from foreign
governments. As a result, the revenue outlook strengthened for OA.
Revenues will probably grow in the 3% to 5% range through 2019.
Anticipated free cash flow generation (Moody's adjusted basis) of
$150 million, about 5% of debt, will be weak for the company's size
as OA is making investments in its business.

With the operational integration of Orbital Sciences and Alliant
Techsystems largely completed (effectively the two companies merged
in February 2015), management's focus has shifted toward product
development and prime contract opportunities. OA plans annual
growth capital/R&D spending of $100 million or more across the next
two to three years, higher this year. The return potential from
these investments seems promising but rising competition within the
launch segment presents challenge. Moreover, contractors are
broadly increasing R&D as defense and space program outlays step-up
globally.

The rating could be upgraded following restoration of effective
internal controls over financial reporting, expectation of a
healthy backlog trend and evidence of progress on new program
initiatives. Revenues growing at mid-single digit percentage level,
steady leverage around 3x, annual free cash flow of around $200
million and a good liquidity profile would likely accompany any
upgrade. Progress toward completion of the US Army ammunition
contract without significant additional charges would likely factor
into upward rating momentum as well.

The rating could be downgraded with negative contract developments,
debt/EBITDA above 4x, negative free cash flow, or weakened
liquidity.

Orbital ATK, Inc., headquartered in Dulles, Virginia, designs,
builds and delivers space, defense and aviation-related systems as
a prime contractor and as a merchant supplier. The company's three
business segments are: flight systems, defense systems, and space
systems. Revenues for 2016 were $4.5 billion.

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


OUTBOUND GROUP: Plan Outline Okayed, Plan Hearing on July 7
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan is
set to hold a hearing on July 7 to consider approval of the Chapter
11 plan of reorganization for The Outbound Group, Inc., and Mt.
Carmel Leasing, LLC.

The hearing will be held at 11:00 a.m., at Courtroom 1975, 211 West
Fort Street, Detroit, Michigan.

The court will also consider at the hearing the final approval of
the companies' disclosure statement, which it preliminarily
approved on May 30.

The order set a June 30 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

                    About The Outbound Group

The Outbound Group, Inc. and Mt. Carmel Leasing, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D.
Mich. Lead Case No. 16-55971) on November 29, 2016.  The petition
was signed by Harry J. Zoccoli, III, shareholder.  

At the time of the filing, Outbound Group estimated assets of less
than $50,000 and liabilities of $1 million to $10 million.  Mt.
Carmel estimated both assets and liabilities of less than $50,000.

The cases are assigned to Judge Phillip J. Shefferly.  Stevenson &
Bullock, PLC serves as the Debtors' legal counsel.  The Debtor
hired MRPR Group, P.C. as accountant.

No trustee, examiner or unsecured creditors' committee has been
appointed in the cases.

On May 26, 2017, the Debtors filed their first amended combined
plan of reorganization and disclosure statement.  The court
preliminarily approved the disclosure statement on May 30, 2017.


PARKER PORK: Gage Buying Two Automobiles for $40K
-------------------------------------------------
Parker Pork Farms, LLC, and Edwin Elzie Parker, ask the U.S.
Bankruptcy Court for the District of Kansas to authorize the
private sale of 1967 Chevrolet Chevelle and 1971 GMC Pickup to
Steve Gage for $20,000 each.

No creditors have a lien in the Automobiles.

Debtor Edwin Parker owns the Automobiles.  He proposes to sell the
Automobiles in order to use the proceeds for living expenses and
expenses of administering the bankruptcy estate, including
insurance and quarterly US Trustee fees.  He asks approval to sell
the Automobiles for a total of $40,000, in a private sale to the
Buyer.

The Debtor further asks shortened objection period on the Motion
because he is in urgent need of funds for the expenses described.

The Purchaser can be reached at:

          Steve Gage
          117 North Alanthus St.
          Stanberry, MO 64489

Counsel for the Debtor:

          Jeffrey A. Deines, Esq.
          Shane J. McCall, Esq.
          LENTZ CLARK DEINES PA
          9260 Glenwood
          Overland Park, KS 66212
          Telephone: (913) 648-0600
          Facsimile: (913) 648-0664
          E-mail: jdeines@lcdlaw.com
                  afelton@lcdlaw.com
                  smccall@lcdlaw.com

                     About Parker Pork Farms

Based in Robinson, Kansas, Parker Pork Farms LLC and its owner
Edwin Elzie Parker sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Lead Case No. 17-20202) on Feb. 13,
2017.    

At the time of the filing, Parker Pork Farms estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.


PENNSVILLE 8 URBAN: July 6 Disclosure Statement Hearing
-------------------------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey has scheduled a hearing on July 6, 2017, at
10:00 a.m., to consider the adequacy of Pennsville 8 Urban Renewal,
LLC's disclosure statement explaining its plan of reorganization.

Written objections to the adequacy of the disclosure statement
shall be filed and served no later than 14 days prior to the
hearing.

             About Pennsville 8 Urban Renewal

Pennsville 8 Urban Renewal, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-14388) on March
6, 2017.  The petition was signed by William Juliano, managing
member, Pennsville 8 Manager, LLC.  The case is assigned to Judge
Michael B. Kaplan.

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


PERFORMANT FINANCIAL: S&P Affirms 'B-' CCR; Outlook Negative
------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Livermore, Calif.-based Performant Financial Corp.  The outlook is
negative.

At the same time, S&P raised the issue rating on Performant's
secured debt to 'B+' from 'B' and revised the recovery rating to
'1' from '2'.  The '1' recovery rating indicates S&P's expectation
for very high recovery (90%-100%; rounded estimate: 95%) in the
event of a payment default.

"The affirmation reflects our belief that the company will be able
to successfully refinance the estimated $43 million balance
(following the May 2017 prepayment of $7.5 million using restricted
cash) on its term loan that matures in June 2018," said S&P Global
Ratings credit analyst William Savage.

S&P bases this on the fact that the company had $27 million of
unrestricted cash as of March 31, 2017 and S&P's projection for
slightly positive free cash flow even without the DoE contract.

The negative outlook reflects the potential that the company may be
unable to continue to extend the maturity of its debt balance.
However, S&P believes the company has thus far been unable to
refinance because lingering uncertainty over the DoE contract makes
it difficult to properly price new debt.  Therefore, S&P expects
the company to refinance shortly after the protest is resolved.

S&P could lower the rating two notches if the company is unable to
continue to extend the maturity of its debt balance, such that the
maturity is less than nine months away.  Such a scenario would most
likely result from a significant deterioration in free operating
cash flow, prohibiting the company to be able to seek an amendment
from its lenders that would allow them to extend the maturity of
its remaining debt balance.

S&P could revise the outlook to stable if the company is able to
successfully extend its maturity profile beyond 2018, with the
expectation of positive free cash flow generation for the
foreseeable future.

Key analytical factors

   -- S&P Global's simulated default scenario envisions poor
      collection performance resulting in the loss of key
      customers or contracts exacerbated by Performant's high
      customer concentration, additional regulatory changes
      affecting student loans or Medicare leading to disruption in

      Performant's business model, and high employee churn,
      increasing costs and compromised productivity.  S&P uses an
      EBITDA multiple of 5x in our default valuation due to the
      asset-light nature of the business, which is in line with
      that of peers that also operate in the recovery, accounts
      management, and outsourcing types of businesses.

Simulated default assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $9 million
   -- EBITDA multiple: 5x

Simplified waterfall

   -- Net enterprise value (after 5% admin. costs): $44 million
   -- Collateral value available to secured creditors: $44 million
   -- Secured debt: $44 million
   -- Recovery rating: '1' (90% to 100%; rounded estimate: 95%)

Note: All debt amounts include six months of prepetition interest.


PREMIER DENTAL: S&P Affirms 'B-' CCR & Rates New Secured Loans 'B-'
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Premier Dental Services Inc.  The outlook is stable.

At the same time, S&P assigned a 'B-' issue-level rating to the new
senior secured revolving credit facility and term loan B issued by
Premier Dental and subsidiary Western Dental Services Inc.

The recovery rating on the senior secured debt is '3', indicating
S&P's expectations for meaningful (50%-70%; rounded estimate: 50%)
recovery in the event of a payment default.

S&P will withdraw the ratings on the refinanced debt at the close
of the transaction.

"Our rating of Premier Dental reflects the slow-growing, niche, and
fragmented dental services industry, and the company's operating
concentration in California, vulnerability to economic downturns,
and above-average exposure to government reimbursement," said S&P
Global Ratins credit analyst Matthew Todd.  In addition, S&P
expects leverage to remain high and the company to execute on an
aggressive growth strategy due to its private equity ownership.

The U.S. dental services industry is highly fragmented with nearly
200,000 dentist offices, of which about 90% are still independent,
and this highly competitive environment results in EBITDA margins
typically below other health care services. Premier Dental competes
by focusing on dental services to lower-income families because
those patients are less competitive to acquire.  About 55% of
Premier Dental's patients are covered by Medicaid (compared to 8%
for average dental company), but about 20% of revenue comes from
those patients because Medicaid reimburses at a rate one-fifth of
cash-pay and one-half of private insurance.  S&P believes, in an
economic downturn, patients will elect for fewer discretionary
services like orthodontics, resulting in much lower volume for
higher-margin, cash-pay services that could lead to discretionary
cash flow deficits.  The company is already exposed to
higher-than-average bad debt-expense that represents about 10% of
revenues, and S&P believes this could increase in an economic
downturn.

S&P's stable outlook reflects its expectation that the company will
grow revenue in the mid-single-digits and see margin contraction of
about 100 basis points as a result of acquisition and integration
related expenses under the company's new strategy. S&P expects free
cash flows to remain positive, and S&P expects the company to use
free cash flow and additional debt to acquire new dental practices
to supplement its low-single-digit growth in mature offices.

S&P could consider lowering the rating should it expect that
Premier Dental will generate persistent cash flow deficits, which
could occur from Denti-Cal eligibility or reimbursement rates cuts
or greater competition for patients.  In addition, an economic
downturn in California could lead to lower discretionary procedures
and cash flow deficits.  In this scenario, a 150-basis-point
decline in EBITDA margins from S&P's base case and flat revenue
growth would result in free operating cash flow deficits.

S&P views an upgrade in the next year as unlikely due to the
company's geographic concentration, exposure to government
reimbursement, and relatively small size.  In the most likely
scenario, the company could be comparable to a 'B' peer if it
establishes a track record of generating about $20 million of
discretionary cash flow annually.

S&P also could consider a higher rating if the company is able to
add geographic diversity away from California, add additional cash
pay and private insurance patients, and grow closer to $1 billion
in revenue.  In this scenario, S&P would expect Premier Dental to
maintain system-wide EBITDA margins above 15%, demonstrate
stability of profitability, and maintain adjusted debt leverage in
the low-5x area.

S&P would view deleveraging below 5x as temporary because it
expects the company to be acquisitive and maintain an aggressive
financial policy due to its private equity owners.


RCWE HOLDING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: RCWE Holding Company
        155 West Eighth Street
        Erie, PA 16501

Business Description: Single Asset Real Estate (as defined in 11
                      U.S.C. Section 101(51B))

Chapter 11 Petition Date: June 12, 2017

Case No.: 17-10597

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Erie)

Judge: Hon. Thomas P. Agresti

Debtor's Counsel: Guy C. Fustine, Esq.
                  KNOX MCLAUGHLIN GORNALL & SENNETT, P.C.
                  120 West Tenth Street
                  Erie, PA 16501
                  Tel: 814-459-2800
                  E-mail: mwernick@kmgslaw.com
                          gfustine@kmgslaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Mr. Ken Smith, member of the Board of
Directors.

The Debtor's list 20 largest unsecured creditors is available for
free at http://bankrupt.com/misc/pawb17-10597.pdf


RECOVERY ASSOCIATES PALM BEACHES: Claims Bar Date Set for Sept. 1
-----------------------------------------------------------------
A petition commencing an Assignment for the Benefit of Creditors
pursuant to Chapter 727 of Florida Statutes, was made by Recovery
Associates of the Palm Beaches, Inc., as assignor, to Philip Von
Kahle as assignee, on May 4, 2017.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the Assignee or his counsel on or before
September 1, 2017.

Recovery Associates of the Palm Beaches has its principal place of
business at 2801 North Flagler Drive, West Palm Beach, FL 33407.

Philip Von Kahle is based at 1883 Marina Mile Boulevard, Suite 106,
Fort Lauderdale, FL 33315.

The case is, In Re: Assignment for the Benefit of Creditors of
RECOVERY ASSOCIATES OF THE PALM BEACHES, INC., Assignor, To: PHILIP
VON KAHLE, Assignee, CASE NO.: 50-2017-CA-004979-XXXX-MB, pending
before the CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND
FOR PALM BEACH COUNTY, FLORIDA.


RENNOVA HEALTH: Special Meeting Again Moved Due to Lack of Quorum
-----------------------------------------------------------------
Rennova Health, Inc. has postponed its special meeting of
stockholders to June 16, 2017, at 11:00 a.m. Eastern time at the
offices of Shutts & Bowen LLP, 525 Okeechobee Boulevard, Suite
1100, West Palm Beach, FL 33401.  The record date of April 21,
2017, remains unchanged.  This Special Meeting was originally
scheduled for May 19, 2017, and was subsequently postponed to
May 26, 2017, to June 2, 2017, and to June 9, 2017.  This most
recent postponement is necessary because a quorum of shares
represented at the meeting continues not to be achieved.

"While our proxy solicitors are making progress toward the 50%
quorum, currently just under 46% of the shares have been voted,
thus requiring another rescheduling of our Special Meeting.  That
said, 82% of the votes cast to date are in favor of the proposals,"
commented Seamus Lagan, chief executive officer of Rennova.  "I
continue to impress upon our stockholders that Rennova incurs
expenses each time the solicitation is extended. These delays are
costly in terms of time, money and progress with our business plan,
which is not something any stockholder wants to experience at this
critical time of our development.  We urge all stockholders,
regardless of the size of their holdings, to take the time to vote
and enable the Company to progress its plans for the benefit of
all."

Stockholders who have already voted do not need to recast their
votes.  Stockholders who have not yet voted are strongly encouraged
to do so.  Stockholders who own their shares in "street name"
through a stock brokerage account or through a bank or nominee
should consult the broker, bank or nominee about its procedures to
vote the shares.

The Special Meeting is for the following purposes:

   1. To approve, for the purpose of Nasdaq Listing Rule 5635(d),
      the issuance of shares of Common Stock underlying Senior
      Secured Original Issue Discount Convertible Debentures and
      three series of Warrants issued by the Company pursuant to
      the terms of that certain Securities Purchase Agreement,
      dated as of March 15, 2017, and those certain Exchange
      Agreements, dated as of March 15, 2017, between the Company
      and the investors named therein, in an amount in excess of
      19.99% of the Company's Common Stock outstanding before the
      issuance of such Senior Secured Original Issue Discount
      Convertible Debentures and Warrants;

   2. To authorize an adjournment of the Special Meeting, if
      necessary, if a quorum is present, to solicit additional
      proxies if there are not sufficient votes in favor of
      Proposal 1; and

   3. To transact such other business as may properly come before
      the Special Meeting or any adjournment or postponement
      thereof.

                     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.

Rennova Health reported a net loss of $32.61 million on $5.24
million of net revenues for the year ended Dec. 31, 2016, compared
with a net loss of $35.96 million on $18.39 million of net revenues
for the year ended Dec. 31, 2015.

As of March 31, 2017, Rennova Health had $8.31 million in total
assets, $73.64 million in total liabilities and a total
stockholders' deficit of $65.33 million.

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.


RENT-A-CENTER INC: Moody's Confirms B2 CFR; Outlook Negative
------------------------------------------------------------
Moody's Investors Service confirmed Rent-A-Center, Inc.'s B2
Corporate Family Rating, B2-PD Probability of Default Rating, Ba2
Secured Credit Facilities ratings and B3 Unsecured Notes ratings.
Moody's also upgraded Rent-A-Center's Speculative Grade Liquidity
rating to SGL-3 from SGL-4, reflecting the expectation for adequate
liquidity over the next 12-18 months. The ratings outlook is
negative. This concludes the review for downgrade that was
initiated on January 23, 2017 and continued on March 6, 2017.

The confirmation of the long term ratings and upgrade of the SGL
reflect the June 6, 2017 closing of an amendment to Rent-A-Center's
existing credit agreement, which has improved the company's overall
liquidity position due to the elimination of financial maintenance
covenants that would likely not have been met due to weak operating
performance. "Balance sheet cash, cash flow and excess revolver
availability should be more than sufficient to cover basic cash
flow needs over the next twelve months as Rent-A-Center looks to
execute upon its turnaround strategy," stated Moody's retail
analyst, Mike Zuccaro.

Rent-A-Center is implementing steps to stabilize its weak operating
performance following point-of-sale system implementation issues
last fall, heavy promotional activity, and higher delinquency
rates. The company is addressing such items as its product mix,
pricing, store-level workforce and delinquency rates. Zuccaro
added, "The negative outlook reflects the risks related to the
execution of Rent-A-Center's turnaround, as it will likely take
significant time to rebuild its rental portfolio and improve
overall operations, particularly in light of a very challenging
environment that includes choppy consumer spending patterns,
increased competition from both traditional brick-and-mortar and
online retailers, and better access to credit."

In addition to the amendment, on June 8, 2017, Rent-A-Center
shareholders elected to replace three members to its Board of
Directors, including its chairman/CEO/company founder, with three
new members nominated by activist investor, Engaged Capital LLC.
While the company is currently in the midst of executing an
operational turnaround plan, Engaged Capital, which owns 20.5% of
Rent-A-Center's shares, seeks to have the company look at more
strategic alternatives to enhance shareholder value, such as a sale
or re-franchising program, in addition to changes to management
staffing and corporate governance. Zuccaro added, "Yesterday's
change in the composition of the board of directors to include
three members nominated by Engaged Capital creates additional
uncertainty at a very challenging time for the company,
particularly with regards to future financial policy and credit
metric improvement."

Upgrades:

Issuer: Rent-A-Center, Inc.

-- Speculative Grade Liquidity Rating, Upgraded to SGL-3 from
    SGL-4

Outlook Actions:

Issuer: Rent-A-Center, Inc.

-- Outlook, Changed To Negative From Rating Under Review

Confirmations:

Issuer: Rent-A-Center, Inc.

-- Probability of Default Rating, Confirmed at B2-PD

-- Corporate Family Rating, Confirmed at B2

-- Senior Secured Bank Credit Facility, Confirmed at Ba2 (LGD2)

-- Senior Unsecured Regular Bond/Debenture, Confirmed at B3 (LGD4

    from LGD5)

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Rent-A-Center's weak credit
metrics and Moody's expectation for further significant
deterioration in 2017 as it will likely take time for the company's
turnaround initiatives to take hold given the challenging
environment. Moody's estimates that lease-adjusted debt/EBITDA will
likely rise above 5.0 times and EBIT/Interest will fall near 1.0
times in 2017, from 4.5 times and 1.5 times, respectively at the
end of 2016. The rating also reflects the risks associated with the
replacement of three board directors with three representatives of
a known shareholder activist, which increases uncertainty with
respect to future event risk, financial policy or operational and
credit metric improvement plans. There is no room in the current B2
rating for any increase in shareholder returns or any other policy
that would diminish Rent-A-Center's credit profile.

The rating also considers Rent-A-Center's strong position in the
consumer rent-to-own industry and, despite recent weakening, its
historical track record of maintaining relatively strong and stable
debt protection measures and balanced financial policy that had
included debt reduction.

Rent-A-Center's SGL-3 reflects an adequate liquidity profile.
Moody's expects Rent-A-Center will generate modestly positive free
cash flow after capital expenditures and mandatory debt repayments
but may need to rely on its revolver for seasonal working capital
needs. On June 6, 2017, the company announced that it closed an
amendment to its existing credit agreement, replacing the financial
maintenance covenants with a single fixed charge coverage test,
which requires a minimum level of availability of $50.0 million if
the test is not met. The revolver commitment was reduced to $350.0
million from $675 million, with available borrowing now governed by
a borrowing base determined by the value of eligible rental
agreements and inventory held for rent. At closing, the company had
$178.2 million of availability after deducting total borrowings of
$70.0 million and letters of credit and reserves of $101.8 million.
The revolver expires on March 19, 2019, with the next closest
maturity being the 6.625% Unsecured Notes due in November 2020.
Alternate source of liquidity are limited as all assets are pledged
to the bank credit facilities but Rent-A-Center could pursue
additional franchise arrangements or a sale of its Mexican
operations if needed.

Ratings could be downgraded if liquidity deteriorates for any
reason, financial policies become aggressive, or should it appear
that the company's turnaround strategy is not taking hold come the
second half of 2017.

Given the negative outlook and Moody's expectation that performance
and credit metrics will remain weak, an upgrade is unlikely over
the near term. An upgrade would require the company to resume
positive revenue growth with margin expansion, such that
EBIT/Interest exceeded 1.5 times and lease-adjusted debt/EBITDAR
approached 4.5x, along with improving its liquidity position.

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

Rent-A-Center, Inc., with headquarters in Plano, Texas operates the
largest chain of consumer rent-to-own stores in the U.S. with
approximately 4,500 company operated stores and kiosks located in
the U.S., Canada, Mexico and Puerto Rico. Rent-A-Center also
franchises approximately 230 rent-to-own stores that operate under
the "Rent-A-Center," "ColorTyme" and "RimTyme" banners. Revenue
approached $2.9 billion for the twelve month period ended
March 31, 2017.


RFI MANAGEMENT: Hires Ashton Trevethan as Accountant
----------------------------------------------------
RFI Management, Inc. seeks authorization from the U.S. Bankruptcy
Court for the Middle District of North Carolina to employ Scott
Ashton and Ashton Trevethan & Company as accountant, nunc pro tunc
to  May 22, 2017.

The Debtor requires Ashton Trevethan to:

   (a) prepare the 2016 income tax returns;

   (b) prepare profit and loss statements, balance sheets and
       projections of  cash flows;

   (c) prepare and review financial information included in
       Debtor's Plan; and

   (d) provide general accounting needs of Debtor as they arise.

Ashton Trevethan will be paid at an hourly rate of $200 on services
rendered.  
               
Ashton Trevethan will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Scott Ashton, managing partner of Ashton Trevethan, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estate.

Ashton Trevethan can be reached at:

       Scott Ashton, CPA
       ASHTON TREVETHAN & COMPANY
       3622 Lyckan Pkway.Suite 2003
       Durham, NC 27707
       Tel: (919) 490-1879
       Fax: (919) 490-3172
       E-mail: scott@atccpas.com

                    About RFI Management

RFI Management, Inc., works as a subcontractor installing a full
range of flooring products and wall materials, principally in
Hotel Properties across the United States and in Puerto Rico.

RFI Management filed a Chapter 11 bankruptcy petition (Bankr.
M.D.N.C. Case No. 17-80247) on March 29, 2017.  Edward Rosa,
President, signed the petition.  At the time of filing, the Debtor
estimated assets and liabilities between $100,000 and $500,000.

James C. White, Esq. and Michelle M. Walker, Esq., at Parry
Tyndall White, serve as counsel to the Debtor.  Padgett Business
Services of NC is the Debtor's accountant.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case.


ROOT9B HOLDINGS: Extends 2014 Notes Maturity to May 2018
--------------------------------------------------------
root9B Holdings, Inc., entered into convertible promissory note
amendments with existing holders of the Company's unsecured
convertible notes issued in connection with the Securities Purchase
Agreement, first dated as of Oct. 23, 2014, by and among the
Company and the purchasers.  The Note Amendments extend the
maturity date of the notes from May 21, 2017, to May 21, 2018.  The
Note Amendments increase the interest rate from 10% per annum to
15% per annum and require that the Company make semi-annual,
non-refundable advanced payments of six months interest, rather
than payments in arrears.  Further, the Note Amendments reduce the
price at which the Unsecured Notes may be voluntarily converted
from $16.80 per share (as previously adjusted to reflect the
Company's one-for-fifteen reverse stock split on Dec. 1, 2016) to
$8.00 per share.  Finally, the Note Amendments require the Company
to repay the Unsecured Notes in the event the Company raises an
aggregate of at least $16,000,000 in capital through the issuance
of debt, equity, or a combination thereof.

Also on June 7, 2017, the Company and the Holders entered into
amendments to the warrants issued in connection with the Unsecured
Notes.  The Warrant Amendments reduce the exercise price of the
warrants from $16.80 per share (as previously adjusted to reflect
the Company's one-for-fifteen reverse stock split on Dec. 1, 2016)
to $8.00 per share.
  
In connection with the Note Amendments and the Warrant Amendments,
the Company entered into a Waiver of Anti-Dilution Rights with the
Qualified Holders.  Pursuant to the terms of the Waiver, the
Qualified Holders agreed to waive certain anti-dilutive rights
provided to them under the terms of the 2016 Agreement with respect
to the Note Amendments and the Warrant Amendments.

                 Waiver of Financial Covenants

On June 7, 2017, the Holders of the Company's Secured Convertible
Promissory Notes issued pursuant to the Securities Purchase
Agreement, dated Sept. 9, 2016, agreed to waive through July 31,
2017, application of the Company's covenants to (i) maintain a
positive Working Capital and (ii) maintain sufficient cash on hand
equal to or greater than the largest payroll during the preceding
90 days (subject to certain adjustments).

         Amendment to Warrant for Qualified Purchasers

On June 5, 2017, the Company agreed to amend the common stock
purchase warrants issued to the Qualified Purchasers in connection
with the 2016 Agreement to extend the Expiration Date of the
warrant from five years from the date of issuance to six years from
the date of issuance.

                          About Root9B

root9B Holdings, Inc. (OTCQB: RTNB) --
http://www.root9bholdings.com/-- is a provider of Cybersecurity
and Regulatory Risk Mitigation Services.  Through its wholly owned
subsidiaries root9B and IPSA International, the Company delivers
results that improve productivity, mitigate risk and maximize
profits.  Its clients range in size from Fortune 100 companies to
mid-sized and owner-managed businesses across a broad range of
industries including local, state and government agencies.

Root9B Technologies, Inc., changed its name to root9B Holdings
effective Dec. 5, 2016, and relocated its corporate headquarters
from Charlotte, NC to the current headquarters of root9B, its
wholly owned cybersecurity subsidiary, in Colorado Springs, CO.

root9B reported a net loss of $30.49 million on $10.24 million of
net revenue for the year ended Dec. 31, 2016, compared with a net
loss of $8.33 million on $11.16 million of net revenue for the year
ended Dec. 31, 2015.  

As of Dec. 31, 2016, root9B Holdings disclosed $19.74 million in
total assets, $15.67 million in total liabilities, and
stockholders' equity of $4.06 million.

Cherry Bekaert LLP issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company has suffered recurring losses from
operations and has negative operating cash flows and will require
additional financing to fund the continued operations.  The
availability of such financing cannot be assured.  These conditions
raise substantial doubt about its ability to continue as a going
concern, the auditors noted.


RUE21 INC: Unsecureds to Get 2%-4% Under Chap. 11 Plan
------------------------------------------------------
rue21, inc., has filed a Chapter 11 plan of reorganization that
would reduce its debt by as much as $700 million and would provide
the company and its affiliates with the capital necessary to fund
their operations.

According to the plan, upon exiting their bankruptcy cases, the
reorganized companies' capital structure will consist of a senior
secured revolving credit facility in the aggregate principal amount
of up to $125 million, and a senior secured term loan credit
facility in the aggregate principal amount of $50 million to be
entered into by the companies on the effective date of the plan.

The proceeds of the credit facilities, together with cash on hand
and cash from operations, will be used to pay in full
administrative claims, priority claims, and claims under a credit
agreement entered into by rue21 and Bank of America, N.A., and to
make other distributions to holders of claims.

Under the plan, general unsecured creditors will recover 2% to 4%
of their claims if they vote in favor of the plan or 0% if they
vote otherwise.

All cash needed to make payments under the plan will be funded with
proceeds from the debtor-in-possession (DIP) facilities and cash on
hand, and proceeds, if any, from avoidance actions.  Moreover,
rue21 may draw available proceeds under the $125 million credit
facility on or after the effective date, according to the company's
disclosure statement filed on June 1 with the U.S. Bankruptcy Court
for the Western District of Pennsylvania.

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

                https://is.gd/bugUqm

                     About rue21

rue21 -- http://www.rue21.com/-- is a teen specialty apparel
retailer.  For over 37 years, rue21 has been famous for offering
the latest trends at an affordable price point.  It has core brands
in girls' apparel (rue21), intimate apparel (true), girls'
accessories (etc!), girls' cosmetics (ruebeaute!), guys' apparel
and accessories (Carbon), girls' plus-size apparel (rue+), and
girls' swimwear (ruebleu).  The company is headquartered in
Warrendale, Pennsylvania and have one distribution center located
in Weirton, West Virginia.

Headquartered just north of Pittsburgh, Pennsylvania, rue21 had
1,179 stores in 48 states in shopping malls, outlets and strip
centers, and on its website.  In April, Company began the process
of closing approximately 400 underperforming stores in its 1,179
store fleet in order to streamline operations.

On May 15, 2017, rue21, inc., and affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Lead Case No. 17-22045).  Todd M. Lenhart, the
Company's senior vice president, treasurer, chief financial
officer, and chief accounting officer, signed the petitions.

The Debtors have sought joint administration of the Chapter 11
cases.  The Honorable Gregory L. Taddonio is the case judge.

The Debtors tapped Reed Smith LLP as local counsel; Kirkland &
Ellis LLP as bankruptcy counsel; Rothschild Inc., as investment
banker; Berkeley Research Group, LLC, as financial advisor; A&G
Realty Partners, LLC, as real estate advisor and consultant; and
Kurtzman Carson Consultants LLC as claims and notice agent.

rue21 estimated $1 billion to $10 billion in assets and
liabilities.

Counsel to the DIP Term Loan Agent, DIP Term Loan Lenders,
Prepetition Term Loan Agent and Term Loan Steering Committee are
Scott J. Greenberg, Esq., Michael J. Cohen, Esq., and Jeffrey J.
Bresch, Esq., at Jones Day.

Counsel to the DIP ABL Agent and the Prepetition ABL Agent are
Julia Frost-Davies, Esq., and Amelia C. Joiner, Esq., at Morgan
Lewis & Bockius LLP; and James D. Newell, Esq., and Timothy
Palmer, Esq., at Buchanan Ingersoll & Rooney PC.

The Sponsor Lenders are represented by Simpson Thacher &
Bartlett's Elisha D. Graff, Esq.

An Ad Hoc Cross-Holder Group is represented by Milbank, Tweed,
Hadley & McCloy's Gerard Uzzi, Esq., and Eric Stodola, Esq.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on May 23, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors.  The Committee has tapped Cooley LLP as
counsel; and Fox Rothschild LLP as local counsel.


RXI PHARMACEUTICALS: Stockholders Elected Five Directors
--------------------------------------------------------
RXi Pharmaceuticals Corporation held its 2017 annual meeting of
stockholders on June 6, 2017, at which the stockholders:

    (i) elected Geert Cauwenbergh, Dr. Med. Sc., Robert J.
        Bitterman, Keith L. Brownlie, Paul H. Dorman and
        Curtis A. Lockshin, Ph.D. as directors to serve until the
        2018 annual meeting;

   (ii) ratified the selection of BDO USA, LLP as the Company's
        independent registered public accounting firm for the
        fiscal year ending Dec. 31, 2017;

  (iii) approved an amendment to the Company's Amended and
        Restated Certificate of Incorporation, as amended, to
        effect a reverse stock split, if considered by the Board
        of Directors to be necessary, of the shares of the
        Company's common stock, at a ratio of not less than 1-for-
        2 and not greater than 1-for-40, with the exact ratio and
        effective time of the reverse stock split to be determined
        by the Board of Directors; and

   (iv) approved, for purposes of complying with NASDAQ Listing
        Rule 5635(d), the issuance of more than 20% of the
        Company's issued and outstanding common stock pursuant to
        the Company's acquisition of MirImmune Inc. in January
        2017.

In connection with the approval of Proposal IV, RXi Pharmaceuticals
Corporation issued a total of 1,118,224 shares of common stock upon
conversion of an equal number of shares of Series C Convertible
Preferred Stock previously issued in connection with the Company's
acquisition of MirImmune Inc.

On June 6, 2017, the Board of Directors of the Company increased
the size of the Board to six members and appointed Jonathan
Freeman, Ph.D. to serve on the Company's Board until the 2018
annual meeting of stockholders.  Dr. Freeman was named to serve on
the Board's Audit Committee and Nominating & Governance Committee.

On June 6, 2017, the Company's Board amended the Company's Amended
and Restated Bylaws, as amended, effective immediately.  Section
2.1 of the existing Bylaws has been amended to provide that the
number of directors of the Company will not be less than two and
not more than six.  The Bylaws previously provided that the number
of directors of the Company will not be less than two and not more
than five.

                           About RXi

RXi Pharmaceuticals Corporation, a biotechnology company, focuses
on discovering and developing therapies primarily in the areas of
dermatology and ophthalmology.  The company develops therapies
based on siRNA technology and immunotherapy agents.  Its clinical
development programs include RXI-109, a self-delivering RNAi
compound, which is in Phase IIa clinical trial that is used to
prevent or reduce dermal scarring following surgery or trauma, as
well as for the management of hypertrophic scars and keloids; and
Samcyprone, an immunomodulation agent, which is in Phase IIa
clinical trial for the treatment of various disorders, such as
alopecia areata, warts, and cutaneous metastases of melanoma.  The
company's preclinical program includes the development of products
for ocular indications with RXI-109, including retinal and corneal
scarring.  Its discovery stage development programs include a
dermatology franchise for the discovery of collagenase and
tyrosinase targets for its RNAi platform; and ophthalmology
franchise, a program for the discovery of sd-rxRNA compounds for
oncology indications, including retinoblastoma.  The company was
incorporated in 2011 and is headquartered in Marlborough, Mass.

RXi reported a net loss applicable to common stockholders of $11.06
million on $19,000 of net revenues for the year ended Dec. 31,
2016, compared to a net loss applicable to common stockholders of
$10.43 million on $34,000 of net revenues for the year ended Dec.
31, 2015.  As of Dec. 31, 2016, RXi had $13.39 million in total
assets, $2.54 million in total liabilities, all current, and $10.85
million in total stockholders' equity.


SEVEN GENERATIONS: S&P Raises Rating on Sr. Unsec. Notes to 'B+'
----------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on Seven
Generations Energy Ltd.'s senior unsecured notes to 'B+' from 'B'
and revised its recovery rating on the debt to '5' from '6'.  A '5'
recovery rating indicates S&P's expectation of modest (10%-30%;
rounded estimate 20%) recovery in default.

At the same time, S&P Global Ratings affirmed its 'BB-' long-term
corporate credit rating on the company.  The outlook is stable.

"The upgrade on Seven Generations' senior unsecured debt was driven
by our view that noteholders can expect modest recovery in our
hypothetical default scenario," said S&P Global Ratings' credit
analyst Wendell Sacramoni.  The revised recovery rating reflects
our use of a reserve multiple-based approach to derive an estimated
distressed value for the company based on its reserves as of Dec.
31, 2016.  The upsize on the company's revolving credit facility,
announced, has also been incorporated into S&P's recovery
analysis.

The stable outlook reflects S&P's expectation that the increased
production and cash flow growth will meet its base-case scenario
resulting in FFO-to-debt of 45%-55%, and that the company will have
sufficient funds to finance the acquisition and its capital
spending plan with adequate liquidity.

S&P would take a negative rating action if Seven Generations'
performance is significantly weaker than the base-case scenario,
either due to lower oil and gas prices, a delay in production, or
if the company's operating cost profile is weaker than S&P is
forecasting, resulting in FFO-to-debt consistently below 30%.

S&P could take a positive rating action if the company materially
increases its PD reserve base and RLI reaches levels more
comparable with those of higher rated peers that usually have PD
ratios above 40% of proved reserves and RLI above five years.


SILGAN HOLDINGS: Moody's Rates $1.19BB Sr. Credit Facilities Ba1
----------------------------------------------------------------
Moody's Investors Service assigned Ba1 ratings to the new senior
secured credit facilities including a $1.19 billion and C$15
million senior secured revolving credit facilities, and an $800
million and C$45.5 million senior secured term loans of Silgan
Holdings Inc. (Silgan). The company's Ba2 corporate family rating,
Ba2-PD probability of default rating as well as other instrument
ratings are unchanged. The ratings outlook is stable. The proceeds
from the new term loans were used to repay existing term loans
therefore the existing credit facilities will be withdrawn.

Silgan's Ba2 corporate family rating, Ba2-PD probability of default
rating and other instrument ratings are unchanged as the
transaction is leverage neutral but extends the revolver and term
loan maturities. Moody's expects the company will successfully
execute on its operating plan and generate positive free cash flow
while maintaining good liquidity in the rating horizon.

Assignments:

Issuer: Silgan Holdings Inc.

-- C$15 million Senior Secured Revolving Credit Facility due
    2022, Assigned Ba1 (LGD2)

-- $1.19 billion Senior Secured Revolving Credit Facility due
    2022, Assigned Ba1 (LGD2)

-- C$45.5 million Senior Secured Term Loan A due 2023, Assigned
    Ba1 LGD2)

-- $800 million Senior Secured Delayed Draw Term Loan A due 2023,

    Assigned Ba1 (LGD2)

Existing Senior Secured Credit Facilities will be withdrawn

RATINGS RATIONALE

The Ba2 Corporate Family Rating reflects the consolidated industry
structure in the company's metals segment (food can and metal
closures) and strong market shares and contract structures in food
cans. The rating also reflects the significant onsite presence with
customers in the food can segment and the significant percentage of
custom products in the plastics segment. The company remains
focused on cost cutting and productivity. Silgan also maintains
good liquidity.

The Corporate Family Rating is constrained by the company's
acquisitiveness, primarily commoditized product line and
concentration of sales. Additionally, the rating is constrained by
the elevated leverage pro forma for the acquisition of dispensing
systems business from WestRock Company (Baa2 stable) as well as the
integration and operating risk associated with the acquisition. The
rating is also constrained by the low growth in the food can market
and the potential for increased business, operating and ratings
risk over time due to the company's acquisition strategy. Contracts
in the closures and plastics segments, which will incorporate the
proposed acquisition, have relatively weaker terms than the food
can segment (including a lack of cost pass-throughs for costs other
than raw materials) and resin prices have been volatile
historically. Moreover, the industry structure for the plastic and
plastic closures segments is fragmented with significant
competitive pressures.

The ratings outlook is stable. The stable outlook reflects an
expectation that Silgan's credit metrics will improve as the
company benefits from completed efficiency initiative and focuses
on debt reduction.

The rating could be upgraded if Silgan sustainably improves credit
metrics within the context of continued stability in the operating
and competitive environment. Specifically, the ratings could be
upgraded if debt to EBITDA improves to below 3.8 times, EBITDA to
interest expense improves to over 5.5 times, and/or funds from
operation to debt improves to over 18.0%.

Silgan's pro forma credit metrics are at the bottom of the rating
category and the company will need to execute on its operating and
integration plan and use its free cash flow accordingly to improve
credit metrics to a level commensurate with the rating category.
Additionally, continued acquisitions that alter the company's
business and operating profile or significant debt financed
acquisitions may also prompt a downgrade. The ratings could also be
downgraded if there is deterioration in the operating and
competitive environment. Specifically, the ratings could be
downgraded if adjusted debt to EBITDA remains above 4.2 times,
funds from operation to debt declines below 15.5%, and/or EBITDA to
interest expense declines to below 5.0 times.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.

Headquartered in Stamford, Connecticut, Silgan Holdings Inc.
(Silgan) is a manufacturer of metal and plastic consumer goods
packaging products including food cans, closures for food and
beverage products (both metal and plastic), and plastic containers
for the personal care, health care, shelf-stable food,
pharmaceutical, household and industrial chemicals industries. Pro
forma for the acquisition, consolidated net revenue for the 12
months ended December 2016 was approximately $4.2 billion.
Approximately 30% of the outstanding stock is owned by the two
founders of the company.


SOLARWORLD INDUSTRIES: Seeks U.S. Recognition of German Proceeding
------------------------------------------------------------------
SolarWorld Industries Sachsen GmbH filed a Chapter 15 bankruptcy
petition in Detroit, Michigan, to seek U.S. recognition of a
pending insolvency proceeding of SolarWorld under Germany's
Insolvency Code.

Based in Freiberg, Germany, SolarWorld AG is Germany's biggest
solar manufacturer.  SolarWorld is a global manufacturer and
supplier of solar power solutions with more than 40 years of
experience in solar technology development and production.

On May 11, 2017, the management board of SolarWorld AG filed for
insolvency proceedings.  The management concluded that due to the
ongoing price erosion and the development of the business, the
Company no longer has a positive going concern prognosis, is
therefore over-indebted and thus obliged to file for insolvency
proceedings.

The management of the affiliated companies SolarWorld Industries
Sachsen GmbH, SolarWorld Industries Thuringen GmbH, SolarWorld
Industries Deutschland GmbH and SolarWorld Innovations GmbH.  filed
for insolvency proceedings on May 12, 2017.

On May 19, 2017, the local court of Bonn, Germany, as the competent
court of insolvency, appointed restructuring expert Horst
Piepenburg of the Piepenburg-Gerling law firm as preliminary
insolvency administrator of SolarWorld AG and its affiliated
companies.

"Together with my team, I will quickly familiarize myself with the
current situation of the company," Mr. Piepenburg said on May 19.
The preliminary administrator has already contacted the managing
directors of the affiliated companies as well as the employee
representatives and has informed employees about the current status
of the proceedings at a staff meeting in Bonn.

Furthermore, the preliminary administrator will arrange to
safeguard wages and salaries for May, June and July 2017 through
pre-financing through an insolvency allowance.  According to Mr.
Piepenburg, it is now of major importance to maintain business
operations as smoothly as possible.

SolarWorld Industries Sachsen GmbH filed a Chapter 15 petition
(Bankr. E.D. Mich. Case No. 17-48723) to seek U.S. recognition of
the insolvency proceedings in Germany.  The Hon. Mark A. Randon
presides over the Chapter 15 case.  Mr. Holger Reetz is
SolarWorld's foreign representative in the U.S. case.  Max J.
Newman, Esq., at Butzel Long, serves as counsel in the U.S. case.

The Debtor said it does not have a place of business or assets in
the United States, but there is an action or proceeding pending
against it in a federal or state court captioned Hemlock
Semiconductor Operations LLC v. SolarWorld Industries Sachsen GmbH,
Eastern District of Michigan Civil No. 1:13-cv-110.


SOMNANG REALTY: Names Taylor King as Attorney
---------------------------------------------
Somnang Realty LLC seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Taylor J. King
as attorney.

The Debtor requires Mr. King to provide general representation in
the proceeding and the performance of all legal services which may
be necessary herein.

The Debtor paid a retainer of $8,000 ($6,283 attorney fees, $1,717
chapter 11 filing fee). The retainer is billed against the law
firm's hourly rates ranging from $250-$300 per hour.
               
Mr. King will also be reimbursed for reasonable out-of-pocket
expenses incurred.

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

Mr. King can be reached at:

       Taylor J. King, Esq.
       MICKLER & MICKLER
       5452 Arlington Expressway
       Jacksonville, FL 32211
       Tel: (904) 725-0822
       Fax: (904) 725-0855
       E-mail: tjking@planlaw.com

                    About Somnang Realty LLC

Based in Jacksonville, Florida, Somnang Realty LLC is the fee
simple owner of properties located at: (a) 2137 Lake Vilma Drive,
Orlando, FL 32835; (b) 11209 Spinning Reel Cir., Orlando, FL
32825-7229; (c) 12352 N Sondra Cove Trail, Jacksonville FL 32225;
and (d) 3970 Pine High Rd, Jacksonville FL 32225.  In the
aggregate, the properties are valued at $952,934.  Somnang Realty
has a checking account balance of $3,247 at Wells Fargo.

Somnang Realty sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-01850) on May 22, 2017.  The
petition was signed by Sophal Kheng, authorized member.

At the time of the filing, the Debtor indicated $956,181 in total
assets and $1.07 million in total liabilities. The Debtor is
represented by Taylor J. King, Esq. of Mickler & Micler.


SOUTHWESTERN STEEL: Plan Outline Okayed, Plan Hearing on July 27
----------------------------------------------------------------
Southwestern Steel & Supply Co., Inc., is now a step closer to
emerging from Chapter 11 protection after a bankruptcy judge
approved the outline of its plan of reorganization.

Judge Brenda Moody Whinery of the U.S. Bankruptcy Court in Arizona
gave the thumbs-up to the disclosure statement after finding that
it contains "adequate information."

The June 1 order set a July 20 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.  The deadline for filing the ballot report is July 24.

A court hearing to consider confirmation of the plan is scheduled
for July 27, at 11:00 a.m.  The hearing will take place at John M.
Roll U.S. Courthouse, Courtroom 1 (Suite 270), 98 West 1st Street,
Yuma, Arizona.

Under the proposed restructuring plan, general unsecured creditors
will receive a one-time payment in full on the effective date of
the plan, according to court filings.

                    About Southwestern Steel

Based in Yuma, Arizona, Southwestern Steel & Supply Co., Inc. has
been in the business of steel fabrication and erection since 1964.
  
The Debtor filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
14-06520) on April 30, 2014.  The Debtor listed total assets of
$1.09 million and liabilities of $280,357.  John T. Beltran,
president signed the petition.

Judge Brenda Moody Whinery presides over the case.  The Debtor is
represented by the Law Office of Phil Hineman, P.C.


SPECTRUM BRANDS: S&P Affirms 'BB-' CCR; Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
Middleton, Wis.-based Spectrum Brands Inc.  The outlook is stable.

S&P also affirmed its 'BB+' issue-level rating on the company's
senior secured bank debt with a recovery rating of '1', indicating
S&P's expectation for very high (90%-100%, rounded estimate: 95%)
recovery in the event of a payment default.  At the same time, S&P
affirmed its 'BB-' issue-level rating on the company's senior
unsecured notes, with a recovery rating of '4', indicating S&P's
expectations for average (30%-50%; rounded estimate: 45%) recovery
in the  event of a payment default.  

Debt outstanding pro forma for its recent pet product acquisitions
is about $4.1 billion.

"The ratings affirmation reflects our view that Spectrum Brands
will grow EBITDA modestly, primarily by making acquisitions and
using the majority of its estimated $575 million annual free cash
flow for shareholder-enhancing initiatives, while improving and
sustaining adjusted debt to EBITDA around 4x or below over the next
12 months," said S&P Global Ratings credit analyst Gerald Phelan.

The outlook is stable.  S&P forecasts Spectrum Brands will generate
$550 million-$575 million in annual free cash flow over each of the
next two fiscal years and achieve mid-single-digit percentage
EBITDA growth, much of which is from recently closed and assumed
moderate acquisition activity.  This should result in adjusted debt
to EBITDA improving to around 4x or below, compared to around 4.3x
pro forma for the recent pet care acquisitions.

S&P could lower its ratings on Spectrum Brands over the next year
if S&P expects adjusted debt to EBITDA to deteriorate on a
sustained basis to well over 5x, which could result from a large,
debt-financed acquisition; a substantial weakening of consumer
demand, particularly for the company's more discretionary product
segments such as home improvement and small appliances; a
meaningful drop in consumer battery usage; or substantial input
cost volatility.  Compared to pro forma credit ratios, a downgrade
could result if EBITDA falls 20% or debt increases by about
$700 million.

A higher rating would be predicated on S&P's belief that the
company will not make large acquisitions that meaningfully
over-leverage its balance sheet and a continued demonstration of
financial independence from HRG Group Inc.  S&P could raise its
ratings if Spectrum Brands continues to grow EBITDA while directing
a portion of discretionary cash flow toward debt repayment,
resulting in adjusted debt to EBITDA sustained below 4x.


STINAR HG: Hires Sapienta Law as Attorneys
------------------------------------------
Stinar HG, Inc. dba Stinar Corporation, and Oakridge Holding, Inc.
seek authorization from the U.S. Bankruptcy Court for the District
of Minnesota to employ Kenneth Edstrom, Esq. and Sapientia Law
Group as attorneys.

The Debtors require Sapientia Law to represent it in all legal
matters arising during the control of the Debtors' assets, the
determination of claims, negotiations with the creditors and third
parties, the preparation and formation of a plan to be presented to
the creditors and such other services as are necessary for the
exercise of any and all rights available to the Debtors.

Kenneth Edstrom will be paid at $450 per hour.
      
Sapientia Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Sapientia Law received $45,000 as pre-petition retainer from the
Debtors; $26,561.75 was used pre-petition to do pre-filing work for
both Debtors.  The remaining amount of $18,438.24 is the Chapter 11
retainer.

Kenneth Edstrom of Sapientia Law, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Sapientia Law can be reached at:

       Kenneth Edstrom
       SAPIENTIA LAW GROUP
       120 South Sixth Street, Suite 100
       Minneapolis, MN 55402
       Tel: (612)756-7100
       Fax: (612)756-7101
      
                    About Oakrdige & Stinar HG

Stinar HG, Inc., d/b/a The Stinar Corporation, is a
Minnesota-based company that manufactures ground support equipment
for the aviation industry.  The late Frank Stinar founded Stinar
Corp. in 1946.  Stinar's products are used to load, service, and
maintain all types of aircraft for both government and commercial
applications.  The company's corporate headquarters and its 40,000
square foot manufacturing facility are in Eagan, Minnesota.

On June 29, 1998, Oakridge Holdings, Inc. (OTCMKTS:OKRGQ), a
publicly held Minnesota-based company, became the new owner of
Stinar.  Currently, Stinar is the only asset of Oakridge Holdings.

The largest shareholders of Oakridge Holdings is Robert Harvey who
holds approximately 21% of the outstanding shares.

Oakridge Holdings and operating unit Stinar HG filed bankruptcy
Chapter 11 petitions (Bankr. D. Minn. Case Nos. 17-31669 and
17-31670, respectively) on May 22, 2017.  Robert C. Harvey, CEO &
president, signed the petitions.  At the time of filing, debtor
Oakridge Holdings disclosed total assets of $990,237 and total
liabilities of $2.17 million, while debtor Stinar HG disclosed
total assets of $8.22 million and total liabilities of $2.91
million.

The cases are assigned to Judge Kathleen H Sanberg.

The Debtors are represented by Kenneth Edstrom, Esq., at Sapientia
Law Group.


SUMMIT INVESTMENT: Lassiter Buying Salisbury Property $308K
-----------------------------------------------------------
Summit Investment Co., Inc., asks the U.S. Bankruptcy Court for the
Middle District of North Carolina to authorize the private sale of
real property located at 3203 Winged Foot Drive, Salisbury, North
Carolina, to Jeanette B. Lassiter for $308,000.

F&M Bank asserts a lien on the Property in the approximate amount
of $542,752, as listed on the Schedule D of its Petition.

An offer of $308,000 has been made on the Property by the Buyer.
The Debtor proposes to (i) transfer the Property free and clear of
all liens, claims and interests; (ii) transfer all liens, claims
and interests to the proceeds of the sale; and (iii) subordinate
all liens, claims and interests to Chapter 11 administrative fees
and costs in liquidating the Property.
  
Based upon the timing of the offer, and current market conditions,
the Debtor believes the proposed purchase price is reasonable, and
that the proposed sale is the best disposition of the property.
The proposed sale is an arms-length transaction between the
parties.

The proposed contract and sale has been obtained without the
need/use of a real estate broker, and hence there would be no
commission would be paid from the sales price.

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

    http://bankrupt.com/misc/Summit_Investment_35_Sales.pdf

The Debtor asks the Court to allow the private sale of Property to
be finalized after an Order by the Court has been entered at a time
and place of the Buyer's discretion within 30 days of the approval
by the Court.

The Purchaser can be reached at:

          Jeanette B. Lassiter
          1308 Maxwell St.
          Salisbury, NC 28144

                       About Summit Investment

Summit Investment Co., Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50230) on March
2,
2017.  At the time of the filing, the Debtor estimated its assets
and debts at $1 million to $10 million.  Brian P. Hayes, Esq., at
the law firm Ferguson, Hayes, Hawkins & DeMay, PLLC, serves as the
Debtor's bankruptcy counsel.


TABERNA PREFERRED: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Taberna Preferred Funding IV, Ltd.
                c/o Walker SPV Limited
                PO Box 908 G.T.
                Walker House, Mary Street
                George Town
                Cayman Islands, British West Indies

About the Debtor: Taberna Preferred's principal assets are located
                  at c/o Deutsche Bank Trust Co. Americas,
                  60 Wall Street, New York, NY 10005.

Involuntary Chapter 11 Petition Date: June 12, 2017

Case Number: 17-11628

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

Petitioners' Counsel: Robert J. Pfister, Esq.
                      KLEE, TUCHIN, BOGDANOFF & STERN LLP
                      1999 Avenue of the Stars
                      Thirty Ninth Floor
                      Los Angeles, CA 90067
                      Tel: (310) 407-4000
                      Fax: (310) 407-9090
                      E-mail: rpfister@ktbslaw.com

                         - and -

                      Whitman L. Holt, Esq.
                      KLEE, TUCHIN, BOGDANOFF & STERN LLP
                      1999 Avenue of the Stars, 39th Floor
                      Los Angeles, CA 90067
                      Tel: (310) 407-4000
                      Fax: (310) 407-9090
                      E-mail: wholt@ktbslaw.com

Alleged creditors who signed the involuntary petition:

Petitioner                  Nature of Claim  Claim Amount
----------                  ---------------  ------------
Opportunities II Ltd.             Notes          at least
c/o Hermes Coporate                               $5,259
    Services. Ltd.
Fifth Floor, Zephyr House
122 Mary Street, PO Box 31493
George Town
Cayman Islands

HH HoIdCo Co-Investment           Notes          at least
Fund, L.P                                         $5,259
c/o Cogency Global Inc.
850 Burton Road, Suite 201
Dover, DE 19904

Real Estate Opps Ltd.             Notes          at least
c/o Hermes Corporate                              $5,259
    Services, Ltd.
Fifth Floor, Zephyr House
122 Mary Street, PO Box 31493
Georgetown, Grand Cayman
Cayman Islands

A full-text copy of the petition is available for free at:         
        http://bankrupt.com/misc/nysb17-11628.pdf


THEODORE VENIA: Selling San Juan Capistrano Property for $1.3M
--------------------------------------------------------------
Theodore Venia asks the U.S. Bankruptcy Court for the Central
District of California to authorize the sale of real property
located at 31041 Marbella Vista, San Juan Capistrano, California,
to Neville and Nathalie Marie Gupta for $1,300,000, subject to
overbid.

A hearing on the Motion is set for July 3, 2017, at 2:00 p.m.
Objections, if any, must be filed at least 14 days prior to the
scheduled hearing date on the Motion.

The Debtor commenced the bankruptcy case to liquidate his assets
and payoff debts.  He's retired and his income is insufficient to
pay his existing debt obligations and living expenses.  The Debtor
passed away on May 17, 2017.  The Property is titled under a
revocable trust, Theodore A. Venia and Leilani L. Venia, trustees
of the Theodore A. Venia and Leilani L. Venia Revocable Family
Living Trust dated June 14, 2014.  The Trust became irrevocable
upon the death of the Debtor on May 17, 2017.  The title to the
Property passes to the beneficiary of the Trust, Lielani L. Venia,
the Debtor's wife.  Although the Property is no longer property of
the estate, the Debtor asks Court approval for the sale of the
Property out of the abundance of caution.

On Dec. 5, 2016, the Debtor accepted an offer to purchase the
Property by the Buyers.  

The principal terms of the Purchase Agreement are:

   a. The purchase price is $1,300,000.

   b. The Buyer has made a deposit of $20,000 into escrow upon
execution of the Purchase Agreement.

   c. The Property will be sold "as is, where is" with no
warranties or representations of any kind whatsoever, and free and
clear of all liens, claims, and interests.

   d. Escrow is to close upon the Court's approval.

A copy of the Purchase Agreement attached to the Motion is
available for free at:

      http://bankrupt.com/misc/Theodore_Venia_118_Sales.pdf

The proposed sale will payout the first lien holder, U.S. Bank Home
Mortgage will be satisfied in full in the approximate amount of
$600,000 and second lien holder, Leo Howard as Trustee of the Leo
and Eleanor Howard Family Trust Dated September 21, 1990 and
Mountain Park Management, LLC in the approximate amount of
$419,009.

By his Motion, the Debtor proposes that he be authorized to pay the
following additional amounts to the following entities through
escrow: (i) the Broker's commissions totaling no more than 6% of
total sale proceeds, to be split between the buyer's and seller's
agents, less any disputed amount; and (ii) the United Trustee
Quarterly fee in the amount of $6,500.

The Debtor listed the Property for sale with Jeannie Volin.  Since
that time, the agent has listed the Property on the Multiple
Listing Service.  For several months, the agent has shown the
Property to many interested buyers, advertising locally and
nationally.

The Debtor proposes these Overbidding Procedures:

   a. Initial Overbid: $1,310,000.

   b. Overbid Increments: $10,000

   c. Any successful overbidder must be able to close by the
Proposed Closing Date, or upon the Court's approval whichever is
later.

   d. Any party wishing to overbid on the Property during the
hearing on the Motion must contact the Debtor's counsel at least 48
hours prior to the hearing and provide evidence of available
financial resources.

   e. Deposit: $20,000.  The successful overbidder's deposit will
be applied towards the purchase of the Property, and will not be
refunded in the event the overbidder cannot successfully close
escrow pursuant to the terms of the sale as proscribed.

   f. If a broker brings a prospective bidder who is ultimately the
successful bidder and to whom the sale is approved, the broker will
share in the commission on the terms set forth in the Purchase
Agreement.

The Property is currently a financial burden to the Estate.  The
Debtor submits that the proposed sale, or any overbid, is in the
best interest of his estate and his creditors because the proposed
sale will result in payoff of one of the Debtor's most significant
creditors, the US Bank Home Mortgage and the Howard Trust, after
the payment of all amounts required to be paid to brokers, taxing
authorities and closing costs in connection with the sale of the
Property.  Accordingly, the Debtor asks the Court to approve the
relief sought.

                       About Theodore Venia

Theodore Venia commenced a bankruptcy case by filing a voluntary
petition under Chapter 13 of 11 U.S.C. Sec. 101 et seq. on Sept.
28, 2016 and the case was converted to chapter 11 (Bankr. C.D.
Cal.
16-14048) on Dec. 13, 2016.  The Debtor seeks to liquidate his
assets and pay off debt.  The Debtor is retired and his income is
insufficient to pay his existing debt obligations and living
expenses.

The Debtor tapped Kevin Tang, Esq. and Lionel E Giron, Esq. at Law
Offices of Lionel Giron as counsel.


TIRAMISU RESTAURANT: Hires Kornfeld & Associates as Attorney
------------------------------------------------------------
Tiramisu Restaurant, LLC seeks authorization from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Kornfeld & Associates, PC as attorney.

Debtor requires Kornfeld & Associates to:

   (a) advise the Debtor as to its powers and duties as Debtor;

   (b) take all necessary actions to protect and preserve the
       estate of the Debtor; including the prosecution of actions
       on the Debtor's behalf; undertake the defense of any
       actions commenced against the Debtor; participate in
       negotiations concerning all litigation in which the
       Debtor is involved and in negotiations relevant to a Plan;
       and to object to claims filed against the estate;

   (c) prepare on behalf of the Debtor all necessary applications,

       answers, orders, reports and papers relevant to the
       administration of the estate herein; and

   (d) perform all other necessary legal services in connection
       with Chapter 11.

Kornfeld & Associates will be paid at these hourly rates:
    
       Partner                         $550
       Associates                      $350
       
Kornfeld & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Kornfeld & Associates received a $15,000 retainer from Debtor.

Randy M. Kornfeld, a member of Kornfeld & Associates, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estate.

Kornfeld & Associates can be reached at:

       Randy M. Kornfeld
       KORNFELD & ASSOCIATES, PC
       240 Madison Avenue, 8th Floor
       New York, NY 10016
       Tel: (212) 759-6767
       E-mail: rkornfeld@kornfeldassociates.com
      
Tiramisu Restaurant, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 17-11346) on May 15, 2017, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by Randy M. Kornfeld, Esq., at Kornfeld & Associates,
PC.


TOP SECRET NUTRITION: Chapter 727 Case Filed; Claims Due Aug. 15
----------------------------------------------------------------
A petition was filed commencing an assignment for the benefit of
creditors pursuant to Chapter 727, Florida Statutes, made on April
17, 2017, by Top Secret Nutrition, LLC, with its principal place of
business at 11490 Interchange Circle, North, Miramar, Florida
33025, to:

     Philip von Kahle
     1883 Marina Mile Boulevard, Suite 106
     Fort Lauderdale, Florida 33315

Pursuant to Section 727.105, Florida Statutes: (a) proceedings may
not be commenced against the Assignee except as provided in Chapter
727, Florida Statutes, and (b) except in the case of a consensual
lienholder enforcing its rights in collateral, there shall be no
levy, execution, attachment, or the like in the respect of any
judgment against assets of the estate, other than real property, in
the possession, custody, or control of the Assignee.

To receive any dividend in this proceeding, creditors must file a
proof of claim with the Assignee on or before Aug. 15, 2017.

The case is, In re: TOP SECRET NUTRITION, LLC, a Florida limited
liability company, Assignor, To: PHILIP VON KAHLE, Assignee, CASE
NO. 17-007278 CACE (21), pending before the CIRCUIT COURT OF THE
SEVENTEENTH JUDICIAL CIRCUIT IN AND FOR BROWARD COUNTY, FLORIDA,
COMPLEX BUSINESS DIVISION.


UNIVAR INC: S&P Raises CCR to 'BB-' on Improved Credit Metrics
--------------------------------------------------------------
S&P Global Ratings raised its long-term corporate credit rating on
Univar Inc. to 'BB-' from 'B+'.

At the same time, S&P raised its rating on the company's senior
secured debt to 'BB' from 'BB-'.  The recovery rating remains '2',
indicating S&P's expectation for substantial (70%-90%; rounded
estimate: 75%) recovery in the event of a payment default.  S&P
also raised its rating on the company's senior unsecured debt to
'B+' from 'B'.  The recovery rating remains '5', indicating S&P's
expectation for modest (10%-30%; rounded estimate: 15%) recovery in
the event of a payment default.

"The upgrade follows Univar's moderate debt reduction over the past
year and reflects our expectation for gradual EBITDA improvement in
2017 and 2018.  In 2016, the company generated strong cash flow,
driven by working-capital improvements and a reduction in capital
expenditures," said S&P Global Ratings credit analyst Daniel
Krauss.

The company deployed the excess cash to reduce adjusted debt to
about $3.1 billion (netting the majority of cash) in March 2017
from $3.7 billion in March 2016.

The stable outlook reflects S&P's expectation for improved
profitability following Univar's cost-reduction and pricing
initiatives.  S&P believes that volumes will grow in the low-to-mid
single-digit percentage area, given its expectations for global GDP
and industrial production growth as well as S&P's continued
expectation for outsourcing to chemical distributors. S&P's base
case assumes the company will continue to generate positive free
cash flow, which it expects the company to prioritize toward
bolt-on acquisitions and debt reduction.  At the current rating,
S&P would expect Univar to maintain credit measures at the weaker
end of the aggressive range, including weighted-average pro forma
FFO to debt of 12%-20% and debt to EBITDA of 4x-5x.

S&P could lower the ratings within the next year if industrial
production or GDP growth stalls and pressures the company's
volumes.  If this were to occur, adjusted EBITDA margins could
decline by more than 200 basis points, leading to weighted average
debt to EBITDA deteriorating to above 5x.  S&P could also lower the
ratings if unexpected cash outlays or a return to prior aggressive
financial policies significantly reduced the company's liquidity or
strained its financial profile.

S&P could consider raising the ratings again within the next year
if the company realizes significantly higher-than-expected EBITDA
as part of its revamped pricing strategy or faster-than-expected
outsourcing to distributors.  Continued chemical price inflation is
another factor that would benefit Univar's earnings.  To consider
an upgrade, S&P would expect weighted average FFO to debt to
approach 20% and debt to EBITDA of about 4x on a sustained basis.


US STEEL: Chapter 15 Recognition Hearing Set for June 29
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will hold a hearing on June 29, 2017, at 4:00 p.m. (prevailing
Eastern Time) before the Hon. Martin Glenn in Room 523, One Bowling
Green, New York, New York, to consider the relief requested in the
verified petition that seeks an order recognizing the Companies'
Creditors Arrangement Act proceedings of U.S. Steel Canada Inc. as
a foreign main proceeding pursuant to Section 1517 of the U.S.
Bankruptcy Code.  Objections, if any, must be filed on later than
4:00 p.m. (prevailing Eastern Time) on June 22.

                      About U.S. Steel Canada

U.S. Steel Canada (USSC) is an indirect, wholly-owned Canadian
subsidiary of United States Steel Corporation ("U.S. Steel").  U.S.
Steel is an integrated steel producer headquartered in Pittsburgh,
Pennsylvania, and is one of the largest steel producers in North
America and a significant global manufacturer. USSC was acquired by
U.S. Steel in October 2007.

USSC, also known as Stelco, operates from two principal facilities:
Lake Erie Works (the "Lake Erie Facility"), located on the shores
of Lake Erie near Nanticoke, Ontario, and Hamilton Works (the
"Hamilton Facility"), located in Hamilton, Ontario.

On Sept. 16, 2014, USSC applied for and was granted protection by
the Ontario Superior Court of Justice (Commercial List) (the
"Canadian Court") pursuant to the CCAA (the "CCAA Filing Date").

On Sept. 16, 2014, the Canadian Court entered an order (as amended
and restated, the "Initial Order") appointing Ernst & Young Inc. as
Monitor of the Debtor in the CCAA proceeding (the "Monitor").

The Debtor also retained Rothschild Inc. ("Rothschild") as its
financial advisor to provide restructuring advice to the Debtor
covering a range of matters including stakeholder analysis and
advice relating to the financial structure of the Debtor on
emergence from the CCAA Proceedings.

On June 2, 2017, USSC filed a Chapter 15 petition (Bankr. S.D.N.Y.
Case No. 17-11519) to seek recognition of its CCAA proceedings and
the CCAA acquisition and plan sponsor agreement (as amended, the
"Plan Sponsor Agreement") with Bedrock Industries L.P.  Weil
Gotshal & Manges, LLP, is serving as counsel to the Debtor in the
Chapter 15 case.

McCarthy Tetrault LLP is the Debtor's Canadian counsel.  Thornton
Grout Finnigan LLP is counsel to U.S. Steel Corp.  Goldman Sloan
Nash & Haber LLP is counsel to Bedrock.

                           *     *     *

In December 2016, U.S. Steel executed a Plan Sponsor Agreement with
Bedrock Industries L.P., which will result in a transfer of
ownership of the Debtor to Bedrock effected through a CCAA plan of
compromise, arrangement, and reorganization.  U.S. Steel was slated
to seek approval of the CCAA Plan that will effect the Bedrock
transaction and various settlements at the Sanction Hearing on June
9, 2017.  The effective date of the Plan and the closing date of
the Bedrock transaction are scheduled to be June 30, 2017.


VERDESIAN LIFE: S&P Cuts CCR to B- on Expected Weaker Performance
-----------------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on Verdesian Life Sciences LLC to 'B-' from 'B'.  The outlook is
stable.

At the same time, S&P lowered its issue-level ratings on the
company's $25 million first-lien revolving credit facility and its
first-lien term loan to 'B' from 'B+'.  The recovery rating remains
'2', indicating S&P's expectation for substantial (70%-90%; rounded
estimate: 75%) recovery in the event of payment default.

The rating action reflects Verdesian's significantly weakened
credit metrics in 2016 and S&P's expectation that 2017 measures
will come in well below its previous expectations, primarily due to
lower-than-expected EBITDA.  Verdesian's exposure to the weakened
agricultural markets has contributed to volatile earnings and
pressured operating performance.  Verdesian's addressable markets
are small and niche, with a significant portion of revenues coming
from nitrogen, phosphorus, and potassium (NPK) additives, which
have shown significant pricing pressure over the past year.  Lower
farm incomes have led to lower demand from Verdesian's key
customers, depressing volumes and revenues.  As a result,
Verdesian's profitability has weakened significantly, and S&P
believes earnings volatility will remain high.  S&P expects credit
measures to remain in the highly leveraged range.  However, given
the overall small size of Verdesian, a prolonged decline in the
agriculture end markets could continue to pressure profitability.
In addition, S&P believes that the risk of noncompliance with the
springing covenant in the company's revolving credit facility
remains high.  S&P believes liquidity will remain constrained,
though in its base case S&P assumes operating cash will be
sufficient to meet operating and debt service requirements.

As a result of lower–than-expected operating performance and high
earnings volatility, S&P has revised its business risk profile
assessment to weak from fair.

The stable outlook reflects S&P's expectation that Verdesian will
experience low–single-digit percentage revenue growth as the
agricultural markets stabilize over the next 12 months.  That
should lead to maintaining credit metrics appropriate for a highly
leveraged financial risk profile, with weighted-average debt to
EBITDA greater than 6x.  S&P's base-case scenario does not factor
in any meaningful debt increase to fund acquisitions or shareholder
rewards.

S&P could consider a downgrade in the next 12 months if liquidity
weakened such that in its view of future sources of funds were not
sufficient to cover uses, or if the covenant were to spring and S&P
expects the company would not be in compliance.  This could happen
if there is a continued decline in the agricultural products
industry in 2017, competition from alternative products or industry
wide pricing and volume pressure hurts operating results, or
management chooses to adopt more aggressive financial policies.
Additionally, S&P could consider a downgrade if credit metrics
significantly weakened and debt to EBITDA deteriorated to greater
than 8x on a sustained basis, which could happen if gross margins
were to deteriorate by 500 basis points (bps).

S&P could consider an upgrade within the next year if the company
built significant cushions under its covenant, either through
improvement in operating performance, by paying down debt, or
through a permanent amendment to the covenant.  S&P could also
consider an upgrade if the company experiences better than expected
operational performance driven by a sustained improvement in the
agricultural sector, or a stronger-than-expected pricing
environment.  If this were to occur, S&P expects EBITDA would be
moderately above base-case expectations, allowing the company to
improve credit metrics, with debt to EBITDA between 5x and 6x on a
sustained basis.  That could happen if gross margins were to
improve by 500 basis points (bps).


VERITAS BERMUDA: S&P Assigns 'B+' Rating on 1st-Lien Term Loan
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level ratings and '2'
recovery ratings (70%-90% rounded estimate 75%) to Mountain View,
Calif.-based information management software provider Veritas
Bermuda Ltd.'s repriced U.S. dollar- and euro-denominated
first-lien term loans B-1.  The 'B+' issue-level rating and '2'
recovery rating on the firm's first-lien secured notes are
unchanged.  In addition, S&P's 'CCC+' issue-level rating and '6'
recovery rating on Veritas's unsecured notes are also unchanged.
S&P's corporate credit rating on Veritas remains 'B', and this
transaction does not alter S&P's view that the firm will be able to
continue reducing leverage in fiscal 2018 on revenue stabilization
and EBITDA growth.

                        RECOVERY ANALYSIS

Key analytical factors

   -- S&P expects these transactions to reduce Veritas's annual
      interest expense by approximately $20 million, and have
      therefore modestly lowered S&P's fixed charge-based estimate

      of post-bankruptcy EBITDA.

   -- In spite of a lower estimated emergence EBITDA and a
      subsequent lower estimate of post-bankruptcy firm value,
      S&P's estimate of recovery prospects for the firm's first-
      lien debt remain within the 70%-90% band and the '2'
      recovery rating is unchanged.

   -- S&P's simulated default scenario contemplates a default in
      2020.

   -- S&P values the company on a going-concern basis using a 6x
      multiple of S&P's projected distressed EBITDA, reflecting
      the company's recurring revenue base and high customer
      switching costs.

Simplified waterfall

   -- Emergence EBITDA: About $490 million
   -- Valuation multiple: 6.0x
   -- Gross recovery value: About $3.2 billion
   -- Net recovery value after admin. expenses: About $3 billion
   -- First-lien debt claims: approximately $4 billion
      -- Recovery expectations: 70%-90% (rounded estimate: 75%)
  -- Senior unsecured claims: approximately $1.9 billion
      -- Recovery expectations: 0%-10% (rounded estimate: 0%)

RATINGS LIST

Veritas Bermuda Ltd.
Corporate Credit Rating            B/Stable/--

New Ratings
Veritas Bermuda Ltd.
Veritas US Inc.
Senior Secured
$2.320bil term ln B-1 due 2023     B+
  Recovery Rating                   2(75%)
Euro553 mil term ln B-1 due 2023   B+
  Recovery Rating                   2(75%)


WEX INC: S&P Revises Outlook to Stable & Affirms 'BB-' ICR
----------------------------------------------------------
S&P Global Ratings said it revised its outlook on WEX Inc. to
stable from negative and affirmed its 'BB-' long-term issuer credit
rating.  At the same time, S&P affirmed its 'BB-' ratings on the
company's senior secured credit facility, including term loans and
a revolver, as well as its secured notes.  S&P's recovery ratings
on the senior secured credit facility and the senior secured notes
remain at '3', indicating S&P's expectation for meaningful (50%)
recovery for lenders in the event of a payment default.

"We have revised our rating outlook on WEX to stable to reflect
progress the company has made in lowering leverage and growing
earnings organically in all three business segments as well as on
the back of the Electronic Funds Source LLC (EFS) acquisition in
July 2016", said S&P Global Ratings credit analyst Chris Cary.
S&P's outlook also reflects its expectation that the company will
continue to grow earnings organically and remain focused on
reducing leverage to below 5x, as measured by adjusted net debt to
EBITDA, over the next year.  S&P includes deposits at WEX Bank in
debt for the purpose of S&P's leverage calculation.

S&P's ratings on WEX reflect the company's leading market position
in the fleet card processing business, organic growth and high
margins across all business segments, well-managed credit risk,
increasing product diversity, and more diverse funding than other
finance companies.  Countering these ratings strengths are
currently high leverage (5.9x on a rolling-12-month basis as of
March 31, 2017), reliance on dividends and other contractual
payments from WEX Bank, and the gradual erosion of the company's
high merchant commissions and business model that is more sensitive
to economic trends than peers.  The company is also exposed to
volatility in fuel prices.

During July 2016, the company acquired EFS and significantly
increased leverage to finance the acquisition.  However, over the
last three quarters, S&P has observed strong financial performance,
and the firm appears to be reaching its integration targets for
EFS.  In S&P's view, the company is likely to continue growing
organically over the next 12 months, and management has
demonstrated a commitment to use enhanced cash generation to lower
leverage.

S&P's stable outlook on WEX reflects S&P's expectation of modest
organic growth and debt amortization in line with requirements that
S&P expects should result in adjusted net debt (including bank
deposits) to EBITDA dropping below 5x over the next 12 months.

S&P could lower the rating on WEX if leverage increases beyond 6x,
because of either a leveraged acquisition, weaker earnings, or a
combination of both.  If the company applies increasing cash toward
share buybacks -- raising leverage beyond S&P's expectations -- S&P
could also lower the rating.

Although unlikely in the near term, S&P could raise the ratings if
the company continues to demonstrate positive trends in its credit
metrics.  Specifically, if debt to EBITDA improves to below 4x on a
sustained basis and S&P expects earnings to continue growing
modestly, S&P could raise the ratings.  If the company maintains
leverage between 4x-5x and strong profitability, as well as further
diversifies its revenue streams, S&P could also raise the ratings.

Key analytical factors

   -- S&P's simulated default scenario contemplates a payment
      default in 2021 as a result of heightened competition, lower

      transaction volume, and significant operational issues.

   -- Under our scenario, S&P assumes that WEX will not benefit
      from the liquidation of WEX Bank.

   -- S&P assumes a reorganization following the default, using an

      emergence EBITDA multiple of 5x to value the company.

   -- S&P rates the senior secured credit facility and the secured

      notes at the same level because the credit facility's only
      collateral is composed of a stock pledge from WEX's.

Simulated default assumptions

   -- Simulated year of default: 2021
   -- EBITDA at emergence: $249 million
   -- EBITDA multiple: 5x

Simplified waterfall

   -- Net enterprise value (after 5% administrative costs):
      $1.182 billion
   -- Collateral value available to secured creditors:
      $1.182 billion
   -- Senior secured debt: $2.361 billion
      -- Recovery expectations: 50%


WOMEN'S HEALTH: U.S. Trustee Directed to Appoint PCO
----------------------------------------------------
Judge James P. Smith of the U.S. Bankruptcy Court for the Middle
District of Georgia entered an Order directing the U.S. Trustee to
appoint a patient care ombudsman to monitor the quality of patient
care and to represent the interests of the patients of The Women's
Health Institute of Macon, PC.

The Order further provides that the U.S. Trustee will have 21 days
from the Order dated June 7, 2017, to file a motion with the Court
for a determination to be made that an ombudsman is not necessary
in the Chapter 11 bankruptcy case and that an appointment pursuant
to the order is not necessary.

Moreover, the Court notes that if the U.S. Trustee intends to file
a motion to determine that an ombudsman is not necessary, the
appointment shall be held in abeyance until the Court has had an
opportunity to hear the U.S. Trustee's motion.

                 About Women's Health

Haremu Holdings, LLC (Case No. 17-51195), The Women's Health
Institute of Macon, PC (Case No. 17-51196), and ELO Outpatient
Surgery Center, LLC (Case No. 17-51197) filed Chapter 11 petitions
on June 5, 2017, with the U.S. Bankruptcy Court for the Middle
District of Georgia (Macon).  The case is assigned to Judge James
P. Smith.

Women's Health Institute Of Macon PC is a group practice with one
location specializing in family medicine and Obstetrics &
Gynecology.  ELO Outpatient Surgery Center's specialty is listed as
ambulatory surgical.

The Debtors are represented by Wesley J. Boyer, Esq., at Boyer Law
Firm, L.L.C., in Macon, Georgia.

At the time of filing, Haremu disclosed $1 million to $10 million
in assets and liabilities; Women's Health disclosed $1 million to
$10 million in assets and $500,000 to $1 million in liabilities;
and ELO Outpatient disclosed $100,000 to $500,000 in assets and
liabilities.

The petitions were signed by Emeka Umerah, managing member.


WORLD IMPORTS: Files Chapter 11 Plan of Liquidation
---------------------------------------------------
World Imports, Ltd., and the Official Committee of Unsecured
Creditors filed with the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania a joint disclosure statement accompanying
their joint plan of liquidation, dated June 2, 2017.

Class 4 under the liquidation plan consists of all Allowed
Unsecured Claims.  Class 4 Creditors will receive up to 100% of the
Allowed Claim after payments to Administrative Claimants, Class 1
Claims, Class 2 Claims and Class 3 Claims.  Each holder of a Class
4 Claim will receive cash payments on or after the Effective Date
or upon the Class 4 Claim becoming an Allowed Claim by Final Order
of the Bankruptcy Court whichever is later, from the balance of the
Debtor's assets after payment of the Administrative Claims, Class 1
Claims, Class 2 Claims and Class 3 Claims.  In the event that the
Debtor's assets are insufficient to pay all Class 4 Claims, the
Debtor's remaining assets will be shared Pro Rata among the Class 4
Claimants for all allowed Class 4 Claims.

Payments under the Plan will be made from cash on hand, the
proceeds of collections on judgments the Debtor has already
obtained and from the net proceeds lawsuits the Debtor intends to
institute.

A full-text copy of the Disclosure Statement is available at:

      http://bankrupt.com/misc/paeb%2013-15933-38.pdf

The Debtors also filed a copy of the Liquidation Plan, a full-text
copy of which is available at:

      http://bankrupt.com/misc/paeb13-15933-42.pdf

                     About World Imports

World Imports, Ltd., filed a Chapter 11 petition (Bankr. E.D. Pa.
Case No. 13-15929) on July 3, 2013, in Philadelphia.  Debtor-
affiliates World Imports South, LLC (Bankr. E.D. Pa. Case No.
13-15933), 11000 LLC (Bankr. E.D. Pa. Case No. 13-15934, and World
Imports Chicago, LLC (Bankr. E.D. Pa. Case No. 13-15935) filed
separate petitions for Chapter 11 relief.  The cases are jointly
administered under Case No. 13-15929.  John E. Kaskey, Esq., at
Braverman Kaskey, P.C., in Philadelphia, serves as counsel to the
Debtors.  World Imports, Ltd., estimated assets and debts of $10
million to $50 million.  World Imports South, LLC, estimated
assets of $1 million to $10 million.

Roberta A. DeAngelis, United States Trustee for Region 3, appointed
a 3-member Committee of Unsecured Creditors.  Fox Rothschild LLP is
counsel to Committee.


WOW ORTHODONTICS: Disclosures OK'd; Plan Hearing on Aug. 1
----------------------------------------------------------
The Hon. Marian F. Harrison of the U.S. Bankruptcy Court for the
Middle District of Tennessee has approved WOW Orthodontics, Inc.'s
amended disclosure statement accompanying the Debtor's plan of
reorganization.

The hearing on the confirmation of the Plan will be held on Aug. 1,
2017, at 9:00 a.m.

Objections to the confirmation of the Plan must be filed by July 3,
2017.

Written acceptances or rejections of the Plan must be filed by July
3, 2017.

As reported by the Troubled Company Reporter on June 5, 2017, the
Debtor filed with the Court its first amended disclosure statement
to accompany its plan of reorganization, dated May 19, 2017.  This
version of the disclosure statement changes the liquidation
analysis presented in the previous one.  The Debtor believes a
forced liquidation would result in less favorable treatment of
creditors than that which is proposed in the plan.

                      About WOW Orthodontics

WOW Orthodontics Inc. is an orthodontics practice in Brentwood,
Tennessee, which has been in business since June 2013.  The Debtor
is owned and operated by Wendy Oakes Wilhelm, DDS.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Middle District of
Tennessee (Nashville) (Bankr. M.D. Tenn., Case No. 16-00626) on
Feb. 1, 2016.  The petition was signed by Wendy Oakes Wilhelm,
owner.

The Debtor is represented by Elliott Warner Jones, Esq., at Emerge
Law Plc.  The case is assigned to Judge Marian Harrison.

The Debtor estimated assets of $500,000 to $1 million and debts of
$1 million to $10 million.

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


YUM! BRANDS: S&P Rates New $500MM Sr. Unsec. Notes 'BB'
-------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to
U.S.-based restaurant franchisor Yum! Brands Inc.'s proposed $500
million senior unsecured notes due 2027.  The recovery rating is 4,
indicating S&P's expectation for average (30%-50%; rounded
estimate: 45%) recovery of principal for creditors in the event of
a payment default.  Pizza Hut Holdings LLC, Taco Bell of America
LLC, and KFC Holding Co. are the direct subsidiaries and the
co-issuers of this debt.  The company plans to use the proceeds
from this offering for general corporate purposes, including
repayment of drawn amounts under the revolving credit facility and
share repurchases.

At the same time, S&P revised the recovery ratings on the company's
existing senior unsecured notes due 2024 and 2026 to '4' from '3',
based on the additional debt that reduces the recovery prospects.
The 'BB' issue-level rating on these notes is affirmed.  S&P's
corporate credit rating on the company and all other issue-level
ratings are unaffected.

S&P continues to expect improved stability in operating performance
and credit metrics, based on the company's highly franchised model
(about 94%) following the completed separation of its China
division.  S&P also forecasts operating performance will improve
moderately in 2017, supported by continuing good performance from
its Taco Bell and KFC brands, and further growth in other emerging
markets.  Although S&P expects leverage will increase modestly
following the proposed notes offering, S&P believes the company
will remain committed to its new financial policy and manage
leverage to about 5x range.

RATINGS LIST

Yum! Brands Inc.
Corporate Credit Rating                  BB/Stable/--

New Rating

Pizza Hut Holdings LLC
Taco Bell of America LLC
KFC Holding Co.
Senior Unsecured
  $500 mil senior notes due 2027          BB
   Recovery Rating                        4(45%)

Ratings Affirmed; Recovery Ratings Revised
                                          To         From
Pizza Hut Holdings LLC
Taco Bell of America LLC
KFC Holding Co.
Senior Unsecured                         BB         BB
  Recovery Rating                         4(45%)     3(50%)



ZYNEX INC: Appoints Daniel Moorhead as Chief Financial Officer
--------------------------------------------------------------
The Board of Directors of Zynex, Inc. appointed Daniel J. Moorhead
as chief financial officer and entered into an employment agreement
with Mr. Moorhead effective June 5, 2017.

Mr. Moorhead, age 44, served as chief financial officer of Evolving
Systems, Inc. (Nasdaq: EVOL) from Jan. 1, 2016, until June 2, 2017,
after having served as vice president of finance & administration
from December 2011 through December 2015.  He served as corporate
controller for Evolving Systems from 2002 to 2005 and re-joined the
company in December 2008 in this same role. From August 2005 to
November 2008, he was chief financial officer for High Country
Club, a destination club.  Prior to 2002, he was the assistant
controller at Convergent Communications and Auditor at Malouff and
Co., P.C. Mr. Moorhead is a CPA and holds a B.B.A. in Accounting
from the University of Northern Colorado.

Pursuant to the employment agreement, the Company and Mr. Moorhead
agreed to the following:

   * Mr. Moorhead will receive annual base salary of $220,000 and
     be eligible for annual incentive compensation of up to
     $100,000 in cash and up to 100,000 stock options, based upon
     achievement of annual incentive compensation targets
     established by the Company's Board of Directors.

   * The Company awarded Mr. Moorhead an initial grant of stock
     options for 200,000 shares of the Company's common stock and
     10,000 restricted shares, vesting annually over a four-year
     period.

   * Mr. Moorhead will also be eligible to receive quarterly
     grants of stock options for 10,000 shares of the Company's
     common stock, vesting annually over a four-year period.

   * Mr. Moorhead will be employed "at will."

   * If the Company terminates Mr. Moorhead's employment for
     reasons other than cause or disability, or Mr. Moorhead
     resigns for "Good Reason," as defined in the employment
     agreement, prior to June 5, 2018, the Company will pay Mr.
     Moorhead severance equal to 9 months of his base salary or if
     the termination occurs after June 5, 2018, Mr. Moorhead will
     be entitled to severance equal to 12 months of his base
     salary.  Mr. Moorhead will also be entitled to receive 100%
     of his incentive compensation.  The Company will also pay a
     proportionate amount of Mr. Moorhead's health and dental
     insurance premiums, based upon the same proportion the
     Company paid at the time Mr. Moorhead's employment was
     terminated, for the applicable severance period or until Mr.
     Moorhead obtains substitute insurance.  Severance and
     insurance premium payments will be made in equal installments

     over the applicable 9-month or 12-month period, based upon
     the Company's normal payroll practices.

   * Mr. Moorhead agreed that following termination of employment
     he will not compete with the Company (as defined in the
     employment agreement), or solicit or entice any employee of
     the Company to leave the employ of the Company or interfere
     with the Company's relationship with a customer during the
     period of time that severance is paid.

                      About Zynex, Inc.

Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of
non-invasive medical devices for pain management, stroke
rehabilitation, neuro-diagnostic equipment, cardiac and blood
volume monitoring.  The company maintains its headquarters in Lone
Tree, Colorado.

Zynex Inc reported net income of $69,000 on $13.31 million of net
revenue for the year ended Dec. 31, 2016, following a net loss of
$2.93 million on $11.64 million of net revenue in 2015.

As of March 31, 2017, Zynex had $4.24 million in total assets,
$7.41 million in total liabilities and a total stockholders'
deficit of $3.16 million.

EKS&H LLLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
operating losses, has a net capital deficiency, and  needs
additional capital which raise substantial doubt about its ability
to continue as a going concern.


[*] Fitch: Gymboree Filing Ups US Retail Loan Default Rate to 2.7%
------------------------------------------------------------------
Sunday's bankruptcy filing by children's clothing retailer The
Gymboree Corporation propels Fitch Ratings' retail sector
institutional term loan trailing 12-month default rate to 2.7% from
1.7%. Fitch is forecasting the rate to rise to 9% by year-end 2017,
which would include a filing by the heavily indebted Sears Holding
Corp. ($2.5 billion of term loans outstanding) that swings the rate
up by about 4%. The sector default rate has increased with recent
filings by Rue21 and Payless ShoeSource.

High debt leverage combined with weak operating trends drove
Gymboree's filing. The company has operated with significant
leverage since a 2010 LBO transaction. The capital structure became
unsustainable in the face of declining store traffic, negative
same-store sales trends and decreasing cash flow. As of the March
14, 2017 quarterly earnings, Gymboree was faced with looming debt
maturities of $1 billion during the next 22 months release and had
insufficient liquidity available to address them.

Gymboree announced that it has signed a restructuring support
agreement with a majority of its term loan lenders, securing
critical stakeholder support for a comprehensive financial
restructuring and a recapitalization of the company that will
reduce debt by more than $900 million.

Fitch expects the chain to emerge as a smaller going concern
following the closure of underperforming stores. While a host of
competitors including Carters, The Children's Place, discounters,
department stores and online competitors sell children's apparel,
Gymboree benefits from the continuing support of its sponsor, Bain
Capital, and a plan to restore and grow brand value.

Trading prices on Gymboree's $171 million of senior unsecured notes
due December 2018 and $761 million secured term loan indicate weak
recovery prospects. The notes were bid at approximately $0.06 and
the loan at $0.45 in the secondary market as of June 9, 2017. The
term loan is secured by a second lien on working capital assets and
a first lien on other assets. The company also had $54 million
drawn under an asset-backed loan (ABL) revolver and a $48.8 million
ABL term loan. The ABL facilities have a first lien on inventory
and receivables and a second lien on other assets.

Fitch's expectation of increasing retail defaults stems from
increased discounter (including off-price and fast-fashion apparel)
and online penetration, along with shifts in consumer spending
toward services and experiences. These factors have created a
highly competitive retail environment and accelerated adverse
trends in mall-based shopping. Retailers have also suffered from
the ebb and flow of brand popularity. Negative comparable store
sales and fixed-cost deleverage have led to free cash flow
deficits, tight liquidity and unsustainable capital structures for
some leveraged issuers.

Fitch has 10 retailers on its Loans of Concern or Bonds of Concern
lists including Sears, Claire's Stores Inc., Nine West Holdings,
Inc., 99 Cent Stores, LLC, J. Crew Group Inc., True Religion
Apparel, Inc., Charlotte Russe Inc., Charming Charlie LLC, NYDJ
Apparels LLC and Vince LLC. Fitch publishes these lists to identify
issuers that are considered to have a significant risk of default
within the next 12 months.

Gymboree CLO holdings are limited with six Fitch-rated CLO's for
$7.4 million at the end of May.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
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