/raid1/www/Hosts/bankrupt/TCR_Public/180508.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, May 8, 2018, Vol. 22, No. 127

                            Headlines

328 HOFFMAN LANE: Taps Forchelli Deegan Terrana as Counsel
4 WEST HOLDINGS: Committee Taps Norton Rose Fulbright as Counsel
ACHAOGEN INC: Reports Q1 Financial Results & Provides Update
AIRPLANES PASS-THROUGH: A-9 Certs Get S&P Default Rating
ARGENTUM 47: Salberg & Company Raises Going Concern Doubt

BALDWIN PARK: Has Sufficiently Meet Residents' Need, PCO Says
BARBER TRANSPORTATION: Taps Jeffrey M. Sirody as Attorney
BEACH COMMUNITY: Taps Moore Hill & Westmoreland as Counsel
BELLATRIX EXPLORATION: S&P Cuts Rating to 'CCC+' on Liquidity Risk
BIOAMBER INC: Case Summary & 20 Largest Unsecured Creditors

BIOAMBER INC: Files Voluntary Chapter 11 Bankruptcy Petition
BIOSTAGE INC: Obtains $3.6M Investment Commitment from 2 Investors
BRANDENBURG FAMILY: Taps Century 21 as Real Estate Broker
BRAZOS MIDSTREAM: S&P Assigns 'B' Long-Term Corp Rating
BRINGING GOD'S WORD: Taps Harrison & Bates as Real Estate Broker

CADIZ INC: Water Asset Management Has 13.8% Stake as of May 1
CADIZ INC: Will Add Two Representatives from Water Asset to Board
CALIFORNIA RESOURCES: Reports $2-Mil. Net Loss for First Quarter
CARTHAGE SPECIALTY: Taps Harter Secrest & Emery as Special Counsel
CHINA COMMERCIAL: Appoints Zhe Ding as Chief Operating Officer

CHINA COMMERCIAL: Will Sell $1 Million Worth of Common Stock
CNG HOLDINGS: S&P Affirms 'CCC+' Issuer Credit Rating
COCRYSTAL PHARMA: Will Sell 4.2 Million Shares of Common Stock
COMMUNITY HEALTH: Files Form 10-Q Posting $25M Q1 Net Loss
COMMUNITY HEALTH: Fitch Places 'CCC' IDR on Negative Watch

CONCORDIA INTERNATIONAL: Signs Support Agreement with Debtholders
CONTURA ENERGY: S&P Places 'B-' Corp Credit Rating on Watch Pos.
COPSYNC INC: June 12 Hearing Set for Disclosure Statement Approval
CPI CARD: CFO Etzkorn Quits to Join Another Firm in Detroit
CYCLONE CATTLE: U.S. Trustee Forms Three-Member Committee

DAILY GAZETTE: Taps Brown Edwards & Company as Accountant
DAVE'S DIVERSIFIED: Taps Hoover Penrod PLC as Attorney
DAVID & SUKI: Case Summary & 7 Unsecured Creditors
ENC HOLDING: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
EP ENERGY: Unit Amends Development Agreement With Wolfcamp

EXPRESS HOV: U.S. Trustee Unable to Appoint Committee
FANNIE MAE: Reports Net Income of $4.3 Billion for First Quarter
FOX PROPERTY: Seeks Aug. 17 Plan Exclusivity Period Extension
GARDEN STREET: Hires David J. Winterton & Associates as Counsel
GIBSON BRANDS: Meeting Set for May 9 to Form Creditors' Panel

GLYECO INC: Richard Geib Named Chief Operating Officer
GNC HOLDINGS: Urges Stockholders to Vote FOR Hayao Proposal
GOGO INC: S&P Cuts Corp Rating to CCC+, Sees Liquidity Shortfall
GREATER LEWISTOWN: US Trustee Taps John Neblett as Ch. 11 Trustee
GV HOSPITAL: Sixth Interim PCO Report Filed

HANKAM HOLDINGS: Ombudsman Not Necessary, Court Says
HOBBICO INC: Thomson Named as Consumer Privacy Ombudsman
ILD CORP: Plan Exclusivity Period Extended Until June 5
ILLINOIS STAR: Delays Plan for Pending Negotiations, Litigation
INPIXON: Regains Compliance with Nasdaq Listing Requirement

JOHN T. CRANE: Back Creek Seeks Appointment of Chapter 11 Trustee
KEANE GROUP: S&P Assigns 'B+' Corp Credit Rating, Outlook Stable
LEGACY RESERVES: Generates $64.4-Mil. Net Income in First Quarter
LEO MOTORS: L&L CPAs Quits as Accountants
LEVERETTE TILE: Hires Donica Law Firm as Special Counsel

LEWIS SPECIALTIES: Case Summary & 20 Largest Unsecured Creditors
LUCKY DRAGON: Taps Innovation Capital as Financial Advisor
MIAMI INTERNATIONAL: Committee Taps Cohn Reznick as Accountant
MOSADI LLC: Plan Filing Exclusivity Period Extended Through June 30
NATIONS FIRST: Committee Hires Parkinson Phinney as Counsel

NMI HOLDINGS: S&P Rates $150MM Senior Term Loan Facility 'BB-'
ONCOBIOLOGICS INC: Receives Noncompliance Notice from Nasdaq
PAC ANCHOR: Exclusive Plan Filing Period Extended Until June 14
PACIFIC GAS: S&P Cuts Preferred Stock Rating to 'CCC+'
PACIFIC LUTHERAN UNIVERSITY: S&P Lowers 2014 Bonds Rating to 'BB+'

PATRIOT NATIONAL: Hires PricewaterhouseCoopers as Tax Advisor
PITNEY BOWES: S&P Lowers Corp. Credit Rating to 'BB+/B'
PLEDGE PETROLEUM: Adds New Member to Board of Directors
RELATIVITY FASHION: Voluntary Chapter 11 Case Summary
RENNOVA HEALTH: Will Take Ownership of Second Hospital on June 1

RENNOVA HEALTH: Withdraws Proposal for Reverse Stock Split
RPA MANAGEMENT: Creditor Wants Stevenson Appointed as Trustee
SCIENTIFIC GAMES: Widens Net Loss to $201.8-Mil. in First Quarter
SEAHAWK HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B' CCR
SEMLER SCIENTIFIC: Posts First Quarter Net Profit of $706,000

STORE IT REIT: U.S. Trustee Unable to Appoint Committee
W&T OFFSHORE: Posts $27.6 Million Net Income in First Quarter
W&T OFFSHORE: Shareholders Elect Five Directors
WEATHERFORD INTERNATIONAL: Posts $245M Net Loss in First Quarter
WILMINGTON VICTORVILLE: Voluntary Chapter 11 Case Summary


                            *********

328 HOFFMAN LANE: Taps Forchelli Deegan Terrana as Counsel
----------------------------------------------------------
328 Hoffman Lane, LLC, seeks authority from the United States
Bankruptcy Court for the Eastern District of New York (Central
Islip) to hire the law firm of Forchelli Deegan Terrana LLP,
effective as of the petition date, February 28, 2018, as its
chapter 11 counsel.

Legal services required of Forchelli are:

     a. give the Debtor legal advice with respect to the powers and
duties as a debtor-in-possession;

     b. prepare applications, answers, orders, reports and other
legal documents on behalf of the Debtor in connection with the
Chapter 11 proceeding; and

     c. attend meetings and negotiate with representatives of
creditors and other parties in interest, attend court hearings; and
advise the Debtor on the conduct of its Chapter 11 case;

     d. perform all other legal services for the Debtor which may
be necessary in this Chapter 11 case; and
     
     e. advise and assist the Debtor regarding aspects of the plan
confirmation process, including, but not limited to, negotiating
and drafting a plan of reorganization or liquidation and
accompanying disclosure statement, securing the approval of a
disclosure statement, soliciting votes in support of plan
confirmation, and securing confirmation of the plan.

Gerard R. Luckman, Esq.,  partner of the firm Forchelli Deegan
Terrana LLP, attests that his firm is a  "disinterested person'o as
that term is defined in Bankruptcy Code Sec. 101(14).

Forchelli's current hourly rate are:

      Attorney         $250 to $705
      Paralegals       $200 to $245

The Counsel can be reached through:

     Gerard R. Luckman, Esq.
     Forchelli Deegan Terrana LLP
     333 Earle Ovington Blvd Suite #1010
     Uniondale, NY 11553
     Phone: +1 516-248-1700

                     About 328 Hoffman Lane

328 Hoffman Lane LLC lists its business as single asset real estate
(as defined in 11 U.S.C. Section 101(51B)).

328 Hoffman Lane sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-71322) on Feb. 28,
2018.  In the petition signed by Joe Tuscano, managing member, the
Debtor estimated assets of $1 million to $10 million and
liabilities of less than $1 million.  Judge Louis A. Scarcella
presides over the case.  Forchelli Deegan Terrana LLP is the
Debtor's bankruptcy counsel.


4 WEST HOLDINGS: Committee Taps Norton Rose Fulbright as Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of 4 West Holdings,
Inc., and its debtor-affiliates seek authority from the United
States Bankruptcy Court for the Northern District of Texas to
retain Norton Rose Fulbright US LLP as its counsel nunc pro tunc to
March 16, 2018.

Professional services NRF will render are:

     a. advise the Committee with respect to its rights, duties and
powers in the Debtors' Chapter 11 Cases;

     b. assist and advise the Committee in its consultations and
negotiations with the Debtors relative to the administration of the
Debtors' Chapter 11 Cases;

     c. assist the Committee in analyzing the claims of the
Debtors' creditors and the Debtors' capital structure and in
negotiating with holders of claims and equity interests;

     d. assist the Committee in its investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtors
and their insiders and of the operation of the Debtors'
businesses;

     e. assist the Committee in its analysis of, and negotiations
with, the Debtors or any third party concerning matters related to,
among other things, the assumption or rejection of certain leases
of non-residential real property and executory contracts, asset
dispositions, financing of other transactions and the terms of one
or more plans of reorganization for the Debtors and accompanying
disclosure statements and related plan documents;

     f. assist and advise the Committee as to its communications to
the general creditor body regarding significant matters in the
Debtors' Chapter 11 Cases;

     g. represent the Committee at all hearings and other
proceedings before this Court;

     h. review and analyze applications, orders, statements of
operations and schedules filed with the Court and advise the
Committee as to their propriety and, to the extent deemed
appropriate by the Committee, support, join or object thereto;

     i. advise and assist the Committee with respect to any
legislative, regulatory or governmental activities;

     j. assist the Committee in preparing pleadings and
applications as may be necessary in furtherance of the Committee's
interests and objectives;

     k. assist the Committee in its review and analysis of all of
the Debtors' various agreements;

     l. prepare, on behalf of the Committee, any pleadings,
including, without limitation, motions, memoranda, complaints,
adversary complaints, objections or comments in connection with any
matter related to the Debtors or the Debtors' Chapter 11 Cases;

     m. investigate and analyze any claims against the Debtors'
non-debtor affiliates; and

     n. perform such other legal services as may be required or are
otherwise 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, Bankruptcy Rules or other applicable law.

The current hourly rates charged by NRF are:

     Partners           $550 - $1125
     Senior Counsel     $475 - $940
     Senior Associates  $420 - $820
     Associates         $210 - $760
     Paraprofessionals  $150 - $465
          ------
     Louis R. Strubeck, Jr. Partner            $975
     Kristian W. Gluck      Partner            $780
     Ryan E. Manns          Partner            $720
     Liz Boydston           Senior Associate   $650
     Shivani P. Shah        Associate          $370

Louis R. Strubeck, Jr.,  partner at the law firm of Norton Rose
Fulbright US LLP, attests that NRF is a "disinterested person," as
that term is defined in section 101(14) of the Bankruptcy Code.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Louis R.
Strubeck, Jr. disclosed that:

     a. NRF did not agree to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;

     b. No rate for any of the professionals included in this
engagement varies based on the geographic location of the
bankruptcy case;

     c. NRF did not represent any member of the Committee prior to
its retention by the Committee;

     d. NRF expects to develop a prospective budget and staffing
plan to reasonably comply with the U.S. Trustee's request for
information and additional disclosures, as to which NRF reserves
all rights; and

     e. The Committee has approved NRF's proposed hourly billing
rates. The NRF attorneys and paraprofessionals staffed on the
Debtors' Chapter 11 Cases, subject to modification depending upon
further development.

The counsel can be reached through:

     Louis R. Strubeck, Jr., Esq.
     Ryan E. Manns, Esq.
     Liz Boydston, Esq.
     Norton Rose Fulbright US LLP
     2200 Ross Avenue, Suite 3600
     Dallas, TX 75201-7932
     Tel: (214) 855-8000
     Fax: (214) 855-8200

                       About 4 West Holdings

4 West Holdings, Inc., et al. -- http://www.orianna.com/-- are
licensed operators of 41 skilled nursing facilities and manage one
skilled nursing facility located in seven states: Georgia, Indiana,
Mississippi, North Carolina, South Carolina, Tennessee and
Virginia. In addition, one of related entity, Palladium Hospice and
Palliative Care, LLC f/k/a Ark Hospice, LLC provides hospice and
palliative care services at certain of the Facilities and other
third party locations.  They employ approximately 5,000 people,
including but not limited to, nurses, nursing assistants, social
workers, regional directors and supervisors.

4 West Holdings, Inc. and 134 of its affiliates and subsidiaries
filed voluntary petitions in the United States Bankruptcy Court for
the Northern District of Texas in Dallas seeking relief under the
provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Lead Case No. 18-30777) on March 6, 2018, with a restructuring
plan that contemplates the transfer of 22 facilities to new
operations.

The Debtors continue to operate their businesses and manage their
properties as debtors-in-possession.  4 West Holdings estimated $10
million to $50 million in assets and $50 million to $100 million in
liabilities as of the filing.

The Hon. Harlin DeWayne Hale is the case judge.

The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Houlihan Lokey as investment banker; Crowe Horwath LLP as financial
advisor; Ankura Consulting Group, LLC, as interim management
services provider; and Rust Consulting/Omni Bankruptcy as claims
agent.

The Office of the U.S. Trustee on March 19, 2018, appointed seven
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 cases.


ACHAOGEN INC: Reports Q1 Financial Results & Provides Update
------------------------------------------------------------
Achaogen, Inc. reported financial results for the first quarter
ended March 31, 2018, and provided an update on its corporate and
clinical development activities.

"With a unanimous vote earlier this week in favor of plazomicin for
the treatment of patients with complicated urinary tract infections
(cUTI), we are laser-focused on the potential launch of our first
drug," said Blake Wise, Achaogen's chief executive officer.  "We
remain committed to our vision of developing new treatment options
for patients with serious bacterial infections."

Recent Highlights and Upcoming Milestones

   * Plazomicin Advisory Committee Meeting: The U.S. Food and Drug

     Administration (FDA) Advisory Committee voted in favor of
     plazomicin for the treatment of cUTI, including
     pyelonephritis (15 to 0), and not in favor for the treatment
     of bloodstream infections (BSI) in adults with limited or no
     treatment options (4 to 11).

   * Plazomicin PDUFA Date: The plazomicin Prescription Drug User
     Fee Act (PDUFA) target action date is June 25, 2018.  Should
     plazomicin receive approval by the target action date, the
     Company expects to launch plazomicin soon thereafter.
     Plazomicin commercial launch plans for the U.S. are in the
     advanced stages of development.

   * Plazomicin Marketing Authorization Application (MAA):
     Achaogen plans to submit a MAA to the European Medicines
     Agency in the second half of 2018.

   * C-Scape Program: Based on pharmacokinetic/pharmacodynamic
     (PK/PD) modeling, the Company now plans to conduct an
     additional Phase 1 clinical pharmacology trial.  The
     additional Phase 1 trial is intended to optimize the
     likelihood of clinical and commercial success and will delay
     the initiation of a pivotal Phase 3 clinical trial beyond
     2018.  The FDA awarded Qualified Infectious Disease Product
     (QIDP) status to C-Scape for the treatment of cUTI in 2017.

Other Corporate Milestones

   * CARB-X Research Funding: The Company recently entered into an

     award agreement with CARB-X.  Under the agreement, Achaogen
     was awarded up to $2.4 million, with the possibility of up to
     $9.6 million more.  The collaboration will focus on the
     development of a next-generation broad-spectrum
     aminoglycoside antibiotic capable of overcoming clinically-
     relevant resistance mechanisms and potentially treating
     highly-resistant gram-negative pathogens.

               First Quarter 2018 Financial Results

At March 31, 2018, Achaogen had $144.0 million in unrestricted
cash, cash equivalents and short-term investments compared to
$164.8 million at Dec. 31, 2017.  In February, Achaogen refinanced
a $25.0 million secured debt line it had with Solar Capital with a
new $50.0 million secured debt line with Silicon Valley Bank, and
has drawn $25.0 million under the Silicon Valley Bank agreement to
repay the Solar Capital facility.  As previously disclosed, the
Company issued 2,144,454 shares of common stock under its
at-the-market equity facility for net proceeds, in the first
quarter, of $24.0 million.

Contract revenue totaled $2.1 million for the first quarter of 2018
compared to $7.5 million for the same period of 2017.  The decrease
in contract revenue during the first quarter was primarily due to
lower Biomedical Advanced Research and Development Authority
(BARDA) contract revenues.  As of March 31, 2018, $9.6 million
remains under the BARDA C-Scape contract and up to an additional
$6.0 million may be available under BARDA contract options.  All
Achaogen revenue consists of U.S. government and Gates Foundation
funding for the research and development of product candidates.

Research and development expenses in the first quarter of 2018 were
$30.9 million, compared to $18.6 million reported for the same
period in 2017.  The increase in R&D expenses during the quarter
was primarily due to increases in headcount, facility expenses,
external expenses related to plazomicin product supply, C-Scape and
early research program expenses.

General and administrative expenses in the first quarter of 2018
were $15.1 million, compared to $6.8 million for the same period in
2017.  The increase in G&A expenses during the quarter was
primarily due to increases in G&A headcount, facility expenses and
expenses related to the potential commercialization of plazomicin.

Change in warrant and derivative liabilities for the first quarter
of 2018 was a $2.5 million loss compared to a $15.0 million loss
for the same period in 2017.  The decrease was primarily due to the
change in the estimated fair value of the warrant liability which
is mainly driven by the change in our stock price.

Achaogen reported a net loss of $47.2 million for the first quarter
of 2018, compared to a net loss of $33.3 million for the same
period in 2017.  Diluted net loss was $1.06 per share for the first
quarter of 2018, compared to diluted net loss of $0.93 per share
for the same period of 2017.  As of March 31, 2018, there were
approximately 44.8 million shares of common stock outstanding.

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

                         https://is.gd/SdRZ5T

                          About Achaogen, Inc.

South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a clinical-stage biopharmaceutical
company committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections.  The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae.  In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."

Achaogen incurred a net loss of $125.6 million in 2017, a net loss
of $71.22 million in 2016 and a net loss of $27.09 million in 2015.
As of Dec. 31, 2017, Achaogen had $197.07 million in total assets,
$65.10 million in total liabilities, $10 million in contingently
redeemable common stock and $121.96 million in total stockholders'
equity.

"We have never been profitable and have incurred net losses in each
year since the commencement of our operations," the Company stated
in the Annual Report for the year ended Dec. 31, 2017.
"Substantially all of our net losses have resulted from costs
incurred in connection with our research and development programs
and associated general and administrative costs.  We expect to
incur substantial losses from operations in the foreseeable future
as we advance plazomicin and other product candidates through
preclinical and clinical development, seek regulatory approval, and
prepare for, if approved, commercialization.  Management expects
that, based on its current operating plans, our existing cash, cash
equivalents and short-term investments, will be sufficient to fund
our current planned operations for at least the next twelve months
from the issuance of this report.  We will be required to obtain
further funding through public or private equity offerings, debt
financings, collaboration and licensing arrangements or other
sources to invest in the commercial launch of plazomicin and
continued progress with our research and development efforts.
Adequate additional financing may not be available to us on
acceptable terms, or at all.  Our failure to raise capital as and
when needed would have a negative impact on our financial condition
and our ability to pursue our business strategy."


AIRPLANES PASS-THROUGH: A-9 Certs Get S&P Default Rating
--------------------------------------------------------
S&P Global Ratings lowered its rating on the class A-9 certificates
from Airplanes Pass-Through Trust to 'D (sf)' from 'CC (sf)'.
Airplanes Pass-Through Trust is backed by the lease revenue and
sales proceeds from a commercial aircraft portfolio.

The rating action reflects missed interest payments on the class
A-9 certificates on the April 2018 payment date. The non-payment
was not cured within five business days, which is an event of
default under the transaction documents. The class A-9 certificates
have not received full interest payments since the December 2017
payment date. Since then, funds have been reserved for future
distribution pending a court hearing to determine whether the
available funds must be used to pay step-up interest to the class
A-8 certificates, which were $21 million on the April 2018 payment
date (including all accrued and unpaid step-up interest and
interest on the unpaid amounts), or whether the entire available
funds may be distributed to the A-9 certificates. Because
non-payment of interest on the A-9 certificates is an event of
default, S&P is lowering the rating on the certificates to 'D (sf)'
from 'CC (sf)'.


ARGENTUM 47: Salberg & Company Raises Going Concern Doubt
---------------------------------------------------------
Argentum 47, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$3,711,173 on $224,526 of revenue for the fiscal year ended
December 31, 2017, compared to a net loss of $16,002 on $1,511,178
of revenue for the year ended in 2016.

The audit report Salberg & Company, P.A., states that the Company
has a net loss and cash used in operations of $3,711,173 and
$293,519, respectively in 2017 and has an accumulated deficit of
$10,914,391, at December 31, 2017.  These matters raise substantial
doubt about the Company's ability to continue as a going concern.

The Company's balance sheet at December 31, 2017, showed total
assets of $2,080,144, total liabilities of $1,370,944, and a total
stockholders' equity of $709,200.

A copy of the Form 10-K is available at:
                              
                       https://is.gd/VWsbYH

                      About Argentum 47, Inc.

Argentum 47, Inc., provides corporate advisory services worldwide.
The company offers its services to companies desiring to have their
shares listed on stock exchanges or quoted on quotation bureaus.
The company was formerly known as Global Equity International,
Inc., and changed its name to Argentum 47, Inc., in March 2018.
Argentum 47, Inc. was founded in 2009 and is headquartered in
Dubai, the United Arab Emirates.


BALDWIN PARK: Has Sufficiently Meet Residents' Need, PCO Says
-------------------------------------------------------------
Joseph Rodrigues, the California State Long-Term Care Ombudsman and
the Patient Care Ombudsman appointed in the Chapter 11 case of
Baldwin Park Congregate Home, Inc., filed with the U.S. Bankruptcy
Court for the Central District of California his fifth report on
the Debtor's case.

The local Ombudsman Program has conducted three visits during this
reporting period, covering March and April 2018, which occurred on
March 1, March 23, and April 4, 2018.

The licensed capacity of the facility is 12, with a current
occupancy of 10 as of April 4, 2018.  The facility has consistently
had a resident census between 10-12 residents during facility
visits.  During unannounced visits and in review of the monthly
staff schedules, the staffing appeared sufficient to meet the needs
of the residents, and the local Ombudsman Program has not received
any concerns involving vendors, utilities, or external support
factors that may impact resident care.

During the three visits, the facility appeared to have sufficient
staff and there appeared to be sufficient fresh food, dry goods,
water, and gastrostomy tube (G-tube) formula. The environment was
clean, the facility was a comfortable temperature, and there were
no safety hazards noted. Residents appeared comfortable and clean
and did not express any concern regarding their care or
supervision.

However, the PCO received a report of suspected dependent
adult/elder abuse regarding a resident who had a fall at the
facility which resulted in the serious bodily injury and
hospitalization of the resident. Per the report, the information
was also sent to the Department of Public Health. The resident's
conservator did not request Long-Term Care Ombudsman advocacy
services.

The Ombudsman representative observed an infection control concern.
Multiple clean adult briefs and other supplies were left on top of
a supply cart and were not properly stored. The Ombudsman
representative expressed concern to a nearby facility staff member
who immediately addressed it.

During the April 4, 2018 visit, the Ombudsman representative
interacted with a resident who was new to the facility. The
resident required assistance with orientation to the facility and
expressed the need for assistance with linkages to community social
services programs. The Ombudsman representative assisted with
connecting the resident to the appropriate facility staff who would
assist the resident with orientation to the facility as well as the
other needs noted.

The PCO has no recommendations to the court at this time.

A full-text copy of Fifth PCO Report is available at:

             http://bankrupt.com/misc/cacb17-13634-384.pdf

                 About Baldwin Park Congregate Home

Baldwin Park Congregate Home, Inc., owns and operates a skilled
nursing facility in Baldwin Park, California.

Baldwin Park Congregate Home filed for Chapter 11 bankruptcy
protection (Bankr. C.D. Cal. Case No. 17-13634) on March 24, 2017.
In the petition signed by CEO Eileen Cambe, the Debtor estimated
assets in the range of $0 to $50,000 and liabilities of up to $10
million.

The Hon. Julia W. Brand presides over the case.

Giovanni Orantes, Esq., of Orantes Law Firm, is the Debtor's
counsel.

Joseph Rodrigues was appointed Patient Care Ombudsman in the
Chapter 11 Case.


BARBER TRANSPORTATION: Taps Jeffrey M. Sirody as Attorney
---------------------------------------------------------
Barber Transportation, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Maryland (Baltimore) to employ
the law firm of Jeffrey M. Sirody & Associates as its attorney.

Legal services to be rendered by Jeffrey M. Sirody & Associates
are:

      a. prepare pleadings and applications and conduct
examinations incidental to any related proceedings or to the
administration of this case;

      b. determine the status of the DIP with respect to the claims
of creditors in this case;

      c. advise the DIP of their rights, duties, and obligations as
Debtors operating under Chapter 11 of the Bankruptcy Code;

      d. take any and all other necessary action incident to the
proper preservation and administration of this Chapter 11 case;
and

      e. advise and assist the DIP in the formation and
preservation of a plan pursuant to Chapter 11 of the Bankruptcy
Code, the disclosure statement, and any and all matters related
thereto.

The Debtor has paid an initial retainer to the Law Firm in the
amount of $15,000.00, of which $3,000.00 was drawn down for
prepetition work, for the extensive legal services to be rendered
in this case.

Jeffrey M. Sirody, a proprietor of Jeffrey M. Sirody & Associates,
attests that neither he nor any associate of the firm represents
any interest adverse to the Debtors or to the estate in the matters
upon which the firm is to be engaged. Jeffrey M. Sirody &
Associates is a disinterested person as defined by Section 101(14)
of the Bankruptcy Code.

The counsel can be reached through:

     Jeffrey M. Sirody, Esq.
     JEFFERY M. SIRODY & ASSOCIATES
     1777 Reisterstown Road, Suite 360E
     Baltimore, MD 21208
     Tel: (410) 415-0445
     Fax: (410) 415-0744

                    About Barber Transportation

Barber Transportation Inc. -- http://www.barbertransportation.com/
-- is a privately owned company that provides business commercial
transportation services.  The family business operates 80 school
buses for Baltimore City public, private and charter schools.  The
Company's variety of passenger buses and coaches can accommodate
groups as small as 10 people, to groups of several hundred.  Barber
Transportation was founded by Eli and Mary Barber in 1991 and is
currently the second largest bus service in the Baltimore City
Public School system.

The company filed a Chapter 11 petition (Bankr. D. Md. Case No.
18-14964) on April 13, 2018.  In the petition signed by its
president Eli Jason Barber, the Debtor declared total assets of
$2.34 million and total liabilities of $1.12 million.  The Debtor
is represented by Jeffrey M. Sirody, Esq., of Jeffrey M. Sirody &
Associates.


BEACH COMMUNITY: Taps Moore Hill & Westmoreland as Counsel
----------------------------------------------------------
Beach Community Bancshares, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Florida, Pensacola
Division, to hire Moore, Hill & Westmoreland, P.A., as its
bankruptcy counsel nunc pro tunc to April 9, 2018.

Services to be rendered by MHW as local counsel are:

     a) prepare all necessary petitions, motions, applications,
orders, reports, and papers necessary to commence the chapter 11
case;

     b) advise the Debtor of its rights, powers, and duties as a
debtor under chapter 11 of the Bankruptcy Code;

     c) prepare on behalf of the Debtor all motions, applications,
answers, orders, reports, and papers in connection with the
administration of the Debtor's estate;

     d) take action to protect and preserve the Debtor's estate,
including the prosecution of actions on the Debtor's behalf, the
defense of actions commenced against the Debtor in the chapter 11
case, the negotiation of disputes in which the Debtor is involved,
and the preparation of objections to claims filed against the
Debtor;

     e) assist the Debtor with the sale of any of its assets
pursuant to section 363 of the Bankruptcy Code;

     f) prepare the Debtor's disclosure statement and any related
motions, pleadings, or other documents necessary to solicit votes
on the Debtor's plan of reorganization;

     g) prepare the Debtor's plan of reorganization;

     h) prosecute on behalf of the Debtor, any proposed chapter 11
plan and seeking approval of all transactions contemplated therein
and in any amendments thereto; and

     i) perform all other necessary legal services in connection
with the chapter 11 case.

MHW has received a retainer of $10,000 in this matter and will
apply to the Court for the payment of any fees in this matter.

Charles F. Beall, Jr., partner of Moore, Hill & Westmoreland, P.A.,
attests that HW is a "disinterested person" under section 101(14)
of the Bankruptcy Code; MHW does not hold or represent an interest
adverse to the Debtor's estate; and MHW's directors and associates
have no connection to the Debtor, its creditors, or its related
parties.

The counsel can be reached through:

     Charles F. Beall, Jr.
     Moore, Hill & Westmoreland, P.A.
     350 W Cedar St
     Pensacola, FL 32502
     Phone: 850-434-3541

              About Beach Community Bancshares

Beach Community Bancshares, Inc., operates as the bank holding
company for Beach Community Bank that provides a range of banking
services to individuals, businesses, and non-profit organizations
in Florida.

Beach Community Bancshares, Inc., filed a Chapter 11 petition
(Bankr. N.D. Fla. Case No. 18-30334) on April 9, 2018.  In the
petition signed by Anthony A. Hughes, president and CEO, the Debtor
estimated $500,000 to $1 million in total assets and $10 million to
$50 million in total liabilities.  Charles F. Beall, Jr., Esq., at
Moore, Hill & Westmoreland, P.A., is the Debtor's counsel.  Peter
J. Haley, Esq., at Nelson Mullins Riley & Scarborough LLP, is the
Debtor's co-counsel.


BELLATRIX EXPLORATION: S&P Cuts Rating to 'CCC+' on Liquidity Risk
------------------------------------------------------------------
S&P Global Ratings said it lowered its long-term corporate credit
rating on Calgary, Alta.-based Bellatrix Exploration Ltd. to 'CCC+'
from 'B'. The outlook is negative.

At the same time, S&P Global Ratings lowered its issue-level rating
on Bellatrix's senior unsecured debt to 'B-' from 'B+'. The '2'
recovery rating on the notes is unchanged, reflecting S&P's
expectation of substantial (70%-90%; estimate capped at 85%)
recovery for the unsecured noteholders in S&P's hypothetical
default scenario.

The downgrade reflects the risks from Bellatrix's liquidity,
specifically the upcoming facility renewal, and the heightened risk
of debt restructuring at unfavorable terms during the next 12
months. The downgrade also reflects S&P's view that Bellatrix's
capital structure is unsustainable under S&P's natural gas prices
and differentials assumptions given the company's weak realized
prices, high unit costs, highly leveraged credit metrics, and
potential liquidity deterioration. S&P believes that persistent
weak regional prices will hamper Bellatrix's ability to improve its
cash flow metrics and to reduce debt during the next two years.

On March 2, 2018, Bellatrix announced that it had entered an
agreement with a holder of its senior unsecured notes due May 15,
2020, to exchange in a privately negotiated transaction, a US$10
million principal amount for common shares of Bellatrix.

S&P said, "We do not consider this a distressed transaction,
because we do not believe the company would be at risk of a default
without this transaction. The proposed offer price is below the
bonds' par value, but the offer of 90 cents on the dollar is above
the current market value, which S&P Global Ratings assessed to be
80 cents on the dollar at the time of our review. The price
offered, and our opinion that the company is not at risk of a
default during our outlook period, supports our view that the
announced offering does not constitute a selected default."

S&P said, "The negative outlook reflects our concern about
Bellatrix's liquidity, specifically the upcoming facility renewal,
and the heightened risk of debt restructuring at unfavorable terms
during the next 12 months. The negative outlook also reflects our
view that Bellatrix's capital structure is unsustainable under our
natural gas prices and differentials assumptions because persistent
weak regional prices will hamper the company's ability to improve
its cash flow metrics and reduce debt during the next two years. We
expect the price differential to remain high in the Western Canada
Sedimentary Basin due to insufficient pipeline capacity to U.S.
regions and the increasing competition from rising U.S. domestic
production.

"We would lower the ratings if Bellatrix cannot renew its revolving
credit facility under similar terms or if there is any indication
of a potential distressed debt exchange process in the next 12
months.

"We would revise the outlook to stable if liquidity improves during
the next 12 months through the extension of the existing revolving
facility at similar terms and refinance of upcoming senior
unsecured notes at terms that we would not consider a distressed
debt exchange."


BIOAMBER INC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: BioAmber Inc.
           fdba DNP Green Technology, Inc.
        1000 Westgate Drive, Suite 115
        St. Paul, MN 55114

Business Description: BioAmber Inc. is a sustainable chemicals
                      company based in St. Paul, Minnesota.  Its
                      proprietary technology platform combines
                      industrial biotechnology and chemical
                      catalysis to convert renewable feedstock
                      into chemicals for use in a wide variety of
                      everyday products including plastics,
                      resins, food additives and personal care
                      products.  Visit https://www.bio-amber.com
                      for more information.

Chapter 11 Petition Date: May 4, 2018

Case No.: 18-11078

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

Judge: Hon. Laurie Selber Silverstein

Debtor's Counsel: Laura Davis Jones, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  Email: ljones@pszjlaw.com

Total Assets as of Dec. 31, 2017: $43.65 million

Total Debts as of Dec. 31, 2017: $6.29 million

The petition was signed by Richard Eno, chief executive officer.

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

          http://bankrupt.com/misc/deb18-11078.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Cargill Inc.                                             $500,000
Dept 5 FDC Unit 9001
Minneapolis, MN 55440

EIlen Richstone                                          $100,000
Mitsui & Co. Ltd.                                         $50,000
Reverdia                                                  $25,000
Kenneth W. Wall                                           $10,000
Raymond J. Land                                           $10,000
Heinz Haller                                              $10,000
Kurt Briner                                               $10,000
Broadridge ICS                                                 $0
Deloitte Management Services LP                                $0
Imeet                                                          $0
Intergos - France                                              $0
Metro Sales Inc.                                               $0
Nexant Inc.                                                    $0
NYSE Market Inc.                                               $0
Park Avenue of Wayzata                                         $0
Richard Eno                                                    $0
Robert Frost                                                   $0
Technon OrbiChem Ltd.                                          $0
TSX Inc. Toronto Stock Exchange                                $0


BIOAMBER INC: Files Voluntary Chapter 11 Bankruptcy Petition
------------------------------------------------------------
BioAmber Inc. on May 4, 2018, disclosed that it filed a voluntary
petition for relief under chapter 11 of the United States
Bankruptcy Code and that its two Canadian subsidiaries, BioAmber
Sarnia Inc. and BioAmber Canada Inc., filed a Notice of Intention
(the "NOI") to make a proposal under the Bankruptcy and Insolvency
Act (Canada), with a view to strengthening the company's financial
health and solidifying its long-term business prospects.

BioAmber believes filing these procedures is the best way to
protect all stakeholders and will best facilitate its efforts to
renegotiate its debt and raise the funds needed to continue its
operations.  The filing of these procedures has the effect of
imposing an automatic stay of proceedings that will protect the
company, its Canadian subsidiaries and their assets from the claims
of creditors while the company pursues its restructuring efforts.

"This process will provide BioAmber with the time and stability to
restructure its finances.  This restructuring, combined with the
significantly improved cost structure we anticipate, will position
BioAmber to emerge as a much stronger company which will be better
positioned to meet the growing global demand we see for our
product," said Richard Eno, Chief Executive Officer of BioAmber.

There can be no guarantee that the company will be successful in
securing further financing or achieving its restructuring
objectives.  Failure by the company to achieve its financing and
restructuring goals will likely result in the company and/or its
subsidiaries being forced to cease operations and liquidate its
assets.

Pursuant to the NOI filing, PricewaterhouseCoopers Inc. has been
appointed as the trustee in the proposal proceedings of BioAmber
Sarnia Inc. and BioAmber Canada Inc., and in that capacity will
monitor and assist the company in its restructuring effort.

                         About BioAmber

BioAmber (otcpk:BIOA) -- http://www.bio-amber.com/-- is a
renewable materials company.  Its innovative technology platform
combines biotechnology and catalysis to convert renewable feedstock
into building block materials that are used in a wide variety of
everyday products including plastics, paints, textiles, food
additives and personal care products.


BIOSTAGE INC: Obtains $3.6M Investment Commitment from 2 Investors
------------------------------------------------------------------
Biostage, Inc., entered into securities purchase agreements with
Chu Bogang and Zhou Heping on May 1, 2018, pursuant to which the
Investors agreed to purchase in private placements, and the Company
agreed to issue, 500,000 shares of the Company's common stock, par
value $0.01 per share at a purchase price of $3.60 per share to
each of the Investors for a total combined Company issuance of
1,000,000 shares of Common Stock.  The Private Placements are
expected to close later this month.

The Purchase Agreements include customary representations,
warranties and covenants.  The shares of common stock to be issued
to the Investors will be sold and issued without registration under
the Securities Act in reliance on the exemptions provided by
Section 4(a)(2) of the Securities Act as transactions not involving
a public offering and Rule 506 promulgated under the Securities Act
as sales to accredited investors, and in reliance on similar
exemptions under applicable state laws.

The representations, warranties and covenants contained in the
Purchase Agreements were made solely for the benefit of the parties
to the Purchase Agreements.  In addition, those representations,
warranties and covenants (i) are intended as a way of allocating
the risk between the parties to the Purchase Agreements and not as
statements of fact, and (ii) may apply standards of materiality in
a way that is different from what may be viewed as material by
stockholders of, or other investors in, the Company.

                         About Biostage

Headquartered in Holliston, Massachusetts, Biostage, Inc., formerly
Harvard Apparatus Regenerative Technology, Inc. --
http://www.biostage.com/-- is a biotechnology company developing
bio-engineered organ implants based on the Company's new Cellframe
technology which combines a proprietary biocompatible scaffold with
a patient's own stem cells to create Cellspan organ implants.
Cellspan implants are being developed to treat life-threatening
conditions of the esophagus, bronchus or trachea with the hope of
dramatically improving the treatment paradigm for patients.  Based
on its pre-clinical data, Biostage has selected life-threatening
conditions of the esophagus as the initial clinical application of
its technology.

Biostage incurred a net loss of $11.91 million in 2017 and a net
loss of $11.57 million in 2016.  As of Dec. 31, 2017, Biostage had
$5.04 million in total assets, $1.62 million in total liabilities
and $3.42 million in total stockholders' equity.

The report from the Company's independent accounting firm KPMG LLP,
in Cambridge, Massachusetts, on the consolidated financial
statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company has suffered
recurring losses from operations and will require additional
financing to fund future operations which raise substantial doubt
about its ability to continue as a going concern.


BRANDENBURG FAMILY: Taps Century 21 as Real Estate Broker
---------------------------------------------------------
The Brandenburg Family Limited Partnership seeks authority from the
U.S. Bankruptcy Court for the District of Maryland to hire Century
21 New Millennium as real estate broker.

On April 3, 3018, the Court entered an Order Authorizing Employment
of Century 21 New Millennium as Broker and Advisor to the Debtor.

The Debtor now seeks to expand the scope of employment of Century
21 to amend the Listing Agreement to add the several properties.
These are: (a) 6229 Mountain Church Road, Jefferson, Maryland; (b)
6125A Mountain Church Road, Jefferson, Maryland; (c) 6203 Mountain
Church Road, Jefferson, Maryland; (d) 6203B Mountain Church Road,
Jefferson, Maryland; (e) 6207 Mountain Church Road, Jefferson,
Maryland; and (f) 6319 Mountain Church Road, Jefferson, Maryland.

Fees Century 21 will charge are:

     (a) In the event of sale, exchange or transfer of the Property
when the buyer is represented by an agent other than Stephen and/or
Stephanie Young of Century 21, a commission equal to 6.0% of the
total gross sale, exchange or transfer price. The Broker shall
offer a buyer broker a 3.0% commission payable from the Brokerage's
6.0% commission at Closing.

     (b) In the event of sale, exchange or transfer of the Property
when the buyer is not represented by a broker, a commission equal
to 6.0% of the total gross sale, exchange or transfer price.

     (c) Dual Agency will be not permitted.

     (d) It is a common practice among real estate brokers to
cooperate with other brokers and, in the event the buyer's agent
has a broker, Century 21 will share the commission equally with
that agent as set forth above.

     (e) Century 21 will provide real estate advisory services at
the following rates: Stephen Karbelk ($225/hour), Stephanie Young
($150/hour), mileage directly related to Advisory Services (and not
brokerage services) bill at IRS approved rate, time records kept on
1/10-hour increments and travel time billed at 50% of hourly rate.


     (f) As a condition of its employment, Century 21 has used the
Maryland Realtors "Board" listing agreement that provides terms
that are commonly used by other Realtors.

Stephen Karbelk, realtor of Century 21, attests that his firm does
no hold or represent any interested adverse to the Debtor's estate
in matters upon which it is to be engaged and is a "disinterested
person" within the meaning of Sec. 101(14) of the Bankruptcy Code.


The realtor can be reached through:

         Stephen Karbelk
         Century 21 New Millennium
         2448 Holly Ave Suite 100
         Annapolis, MD 21401
         Phone: 410-266-9005

                 About The Brandenburg Family
                     Limited Partnership

Based in Jefferson, Maryland, The Brandenburg Family Limited
Partnership is a Maryland limited partnership that owns parcels of
real property in both Maryland and Pennsylvania.

The Brandenburg Family LP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 18-11041) on Jan. 25, 2018.
In the petition signed by Dwight C. Brandenburg, managing partner,
the Debtor estimated assets and liabilities of $1 million to $10
million.  Judge Thomas J. Catliota presides over the case. Mehlman,
Greenblatt & Hare, LLC, is the Debtor's legal counsel.

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


BRAZOS MIDSTREAM: S&P Assigns 'B' Long-Term Corp Rating
-------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term corporate credit
rating to Fort Worth, Texas-based and privately held natural gas
gathering and processing and crude gathering midstream company
Brazos Midstream Holdings II LLC. The outlook is stable.

At the same time, S&P Global Ratings assigned its 'B' issue-level
rating and '3' recovery rating to subsidiary Bison Midstream
Holdings LLC's $900 million senior secured first-lien term loan due
2025. The '3' recovery rating indicates lenders can expect average
(50%-70%; rounded estimate 55%) recovery in a default scenario.

S&P said, "Our rating on Brazos reflects the volumetric risk
inherent in the company's operations, a lack of geographic
diversity (with operations in a concentrated area of the Permian
basin), a relatively small scale of operations, and a highly
leveraged capital structure. The Permian basin's favorable
economics, long-term fixed-fee contracts with a diverse group of
counterparties, and the credit facilities project finance-style
structure, which accelerates the deleveraging efforts, partially
offset these credit risks.

"The stable outlook reflects our view that Brazos will execute the
build-out of its gas gathering, and processing and crude gathering
infrastructure in the highly cost-competitive Permian basin. We
expect volume throughput on the system to expand from increased
drilling on the dedicated acreage and expansion projects on the
company's gathering system. We expect long-term fixed-fee contracts
to continue supporting any additional volumes. Under our base-case
scenario, we expect debt-to-EBITDA to decline to about 6x in 2019,
mainly because of the improving cash flows from increased
throughput volumes on the system from increased drilling on
dedicated acreage and commissioning of projects under development.

"We could consider lowering the rating during our year-long outlook
period if we expect debt-to-EBITDA to stay above 6x in 2019, which
would likely be due to lower-than-expected volumes on the system or
increased levels of debt to finance the expansion projects. In
addition, if we believe lower-than-anticipated volumes or higher
operating or capital spending prolongs the time when the company
becomes cash flow positive, we could consider a negative rating
action.

"We could raise the ratings if the company increases its size,
scale and scope of its operations via increased throughput volumes
on the system, while maintaining debt-to-EBITDA below 5x. This
could come from new contracts or expansion projects. Improved
diversity by commodity-type and geography would also help improve
scale and scope."


BRINGING GOD'S WORD: Taps Harrison & Bates as Real Estate Broker
----------------------------------------------------------------
Bringing God's Word to Life Ministries seeks authority from the US
Bankruptcy Court for the Eastern District of Virginia, Richmond
Division, to hire Harrison & Bates, Incorporated (dba Collier's
International) to advertise, list, and sell the Church Building at
a broker's fee of 6% of the gross sales price and any expenses
incurred in connection therewith.

Matthew T. Hamilton attests that Colliers International has no
connection with the Debtor or Debtor's counsel and holds no
interest adverse to any of the interested parties in the matter
upon which it is to be engaged.

The firm can be reached through:

     Matthew T. Hamilton
     Harrison & Bates Incorporated
     dba Colliers International
     6606 W Broad St., Ste 400
     Richmond, VA 23230
     Phone: (804) 591-2435

                    About Bringing God's Word to
                         Life Ministries

Bringing God's Word to Life Ministries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
18-30708) on Feb. 14, 2018, listing under $1 million in both assets
and liabilities.  Judge Kevin R. Huennekens presides over the case.
Todd Madison Ritter, Esq. at Daniels Williams Tuck & Ritter
represents the Debtor as counsel.


CADIZ INC: Water Asset Management Has 13.8% Stake as of May 1
-------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, Water Asset Management, LLC and TRF Master Fund
(Cayman) LP disclosed that as of May 1, 2018, they beneficially own
3,235,972 shares of common stock of Cadiz Inc., constituting 13.8%
of the shares outstanding.

The percentage is calculated based upon a total of 23,220,266
shares of Common Stock outstanding as of April 23, 2018, as
reported in Amendment No. 1 to the Cadiz's Annual Report on Form
10-K for the year ended Dec. 31, 2017, filed with the SEC on April
27, 2018.

Water Asset Management serves as investment manager to a number of
investment funds and manages investments for certain entities in
managed accounts with respect to which it has dispositive authority
over the 3,235,972 shares of Common Stock (including 268,810 shares
of Common Stock underlying convertible notes) and voting power over
the 2,704,054 shares of Common Stock (including 268,810 shares of
Common Stock underlying convertible notes).

An affiliated investment fund for which Water Asset Management
serves as investment manager holds $1,814,472 in aggregate
principal amount and accrued interest of convertible notes that
mature on March 5, 2020.  That principal amount and accrued
interest are convertible into shares of Common Stock at $6.75 per
share at the election of Water Asset Management at any time and
from time to time.

A full-text copy of the regulatory filing is available at:

                    https://is.gd/vUF30m

                          About Cadiz

Headquartered in Los Angeles, California, Cadiz Inc. --
http://www.cadizinc.com/-- 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, California's primary mode of water
transportation for imports from the Colorado River into the State.
The Company's properties are suitable for various uses, including
large-scale agricultural development, groundwater storage and water
supply projects.  Its main objective is to realize the highest and
best use of these land and water resources in an environmentally
responsible way.

Cadiz Inc. reported a net loss and comprehensive loss of $33.86
million on $437,000 of total revenues for the year ended Dec. 31,
2017, compared to a net loss and comprehensive loss of $26.33
million on $412,000 of total revenues for the year ended Dec. 31,
2016.  As of Dec. 31, 2017, Cadiz Inc. had $66.50 million in total
assets, $145.2 million in total liabilities and a total
stockholders' deficit of $78.69 million.


CADIZ INC: Will Add Two Representatives from Water Asset to Board
-----------------------------------------------------------------
Cadiz Inc. and Water Asset Management LLC announced an agreement to
add two new members to Cadiz's Board of Directors designated by
WAM, the Company's largest equity shareholder.  WAM has extensive
investment experience in the water sector and is actively managing
water related activities across the western United States and
internationally.

"We've been a long-time believer in the Cadiz Water Project and its
promise to provide cost-effective water supply, storage and
conveyance for the benefit of Southern California," said Disque
Deane Jr., a WAM founder.  "Until now, there hasn't been a private
sector entity with the mission or ability to provide a
complementary alternative to public agency water wholesalers and
Cadiz presents a very real opportunity to do just that, in an
environmentally responsible manner.  We strongly believe an
enhanced Board will further the timely and successful execution of
this strategy."

"WAM is a valued Cadiz shareholder and we have appreciated the
input it has consistently provided to the Board during development
of the Cadiz Water Project," said Geoff Grant, lead director of
Cadiz.  "We look forward to the contributions of their two
designees and are grateful for their expertise at this important
time for the Company."

The Cadiz Board of Directors will expand from nine to 11 members in
order to accommodate the addition of the WAM designees.  The two
WAM designees are expected to be named within the next 30 days and
will immediately join the Board.  All 11 members of the Board will
be subject to shareholder approval at the 2018 Annual Meeting of
Shareholders later this year.  The two WAM designees will meet all
SEC requirements for independent directors and at least one WAM
designee will be assigned to serve on each of the Board
Committees.

                             About WAM

Water Asset Management manages global water investments that solve
water quality and availability issues.  Water Asset Management's
investment team is comprised of experienced water industry
professionals focused exclusively on identifying investable trends
in the global water sector.  The team has successfully deployed
capital in both public and private equity investments in the
following sectors: regulated utilities, water resources,
infrastructure, treatment and test/measurement.  Each member of the
WAM team is committed to all aspects of the investment process and
incentivized in the long-term success of its investment funds.

                          About Cadiz

Headquartered in Los Angeles, California, Cadiz Inc. --
http://www.cadizinc.com/-- 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, California's primary mode of water
transportation for imports from the Colorado River into the State.
The Company's properties are suitable for various uses, including
large-scale agricultural development, groundwater storage and water
supply projects.  Its main objective is to realize the highest and
best use of these land and water resources in an environmentally
responsible way.

Cadiz Inc. reported a net loss and comprehensive loss of $33.86
million on $437,000 of total revenues for the year ended Dec. 31,
2017, compared to a net loss and comprehensive loss of $26.33
million on $412,000 of total revenues for the year ended Dec. 31,
2016.  As of Dec. 31, 2017, Cadiz Inc. had $66.50 million in total
assets, $145.2 million in total liabilities and a total
stockholders' deficit of $78.69 million.


CALIFORNIA RESOURCES: Reports $2-Mil. Net Loss for First Quarter
----------------------------------------------------------------
California Resources Corporation reported a net loss attributable
to common stock (CRC net loss) of $2 million, or $0.05 per diluted
share, for the first quarter of 2018.  Adjusted net income for the
first quarter of 2018 was $8 million, or $0.18 per diluted share.

Adjusted EBITDAX for the first quarter of 2018 was $250 million and
cash provided by operating activities was $200 million. Capital
investments were $139 million.

Quarterly Highlights Include:

   * Produced 123,000 BOE per day, above the midpoint of the
     guidance range

   * Invested capital of $139 million

   * Drilled 44 wells with internally funded capital and 30 wells
     with joint venture (JV) capital

   * Generated adjusted EBITDAX of $250 million, reflecting an
     adjusted EBITDAX margin of 41%

2018 Outlook:

   * Increased 2018 capital budget to a range of $550 million to
     $600 million, with approximately $100 to $150 million funded
     by JV partners BSP and Macquarie

   * Incremental capital directed to drilling, workover and
     facilities projects in the San Joaquin, Los Angeles and
     Ventura basins

   * Second quarter of 2018 production guidance of 131,000 to
     136,000 BOE per day, reflecting a 2,000 BOE per day negative
     impact due to production sharing contracts (PSC) effects
     utilizing first quarter of 2018 price levels

   * Second quarter of 2018 production forecast is flat with first
     quarter of 2018 production levels, adjusted for the PSC
     effect and excluding the Elk Hills acquisition production

   * Production from Elk Hills acquired interests for second
     quarter of 2018 projected at approximately 11,600 BOE per
     day, reflecting transition mechanics.

   * In the third quarter of 2018, the Company expects
     approximately 12,000 BOE per day contribution from acquired
     Elk Hills interests

Todd A. Stevens, CRC's president and chief executive officer, said,
"With our midstream joint venture and recent transaction to
consolidate our interest in our flagship Elk Hills field, CRC is
off to a strong start in 2018.  Supported by increasing cash flow
and a clear runway to execute, we are well-positioned for a
mid-cycle commodity price environment.  As our first quarter
results and second quarter guidance show, we have confidence that
we have arrested the decline in our production, excluding PSC
impacts.  We increased our capital program to target the next phase
of development and further delineate growth areas.  We will see
associated production growth later this year and into 2019.  Our
top priorities remain centered on value-oriented growth and cash
margin expansion, as we allocate capital to capture the full
potential of our assets and deliver lasting value for our
shareholders."

First Quarter 2018 Results

Total daily production volumes averaged 123,000 barrels of oil
equivalent (BOE) per day for the first quarter of 2018.  Compared
to the fourth quarter of 2017, first quarter production was reduced
by 2,400 BOE per day due to PSC effects from higher prices.
Excluding PSC effects, sequential production was essentially flat.
For the first quarter of 2018, oil volumes averaged 77,000 barrels
per day, NGL volumes averaged 16,000 barrels per day and gas
volumes averaged 182,000 thousand cubic feet (MCF) per day.  First
quarter results reflect a residual 400 BOE per day negative impact
due to the 2017 California wildfires and subsequent mudslides.  The
impact of PSC effect relative to guidance was a small negative
amount.

Realized crude oil prices, including the effect of settled hedges,
increased by $12.53 per barrel in the first quarter of 2018 to
$62.77 per barrel from the prior year comparable period.  Settled
hedges decreased realized crude oil prices by $4.49 per barrel.
Average realized NGL prices continued to be strong and registered
$43.13 per barrel, reflecting a realized price that was 64% of
Brent prices.  Realized natural gas prices were $2.81 per MCF.
Production costs for the first quarter of 2018 were $212 million,
essentially flat with the $211 million in the first quarter of
2017.  On a per unit basis, first quarter production costs of
$19.08 per BOE were higher than the comparable prior year period of
$17.70 per BOE, due to lower production.  First quarter unit
production costs were lower than previously disclosed guidance
levels, reflecting continued cost reductions and efficiency, as
well as timing of activities, across most cost categories.  The
industry practice for reporting PSCs can result in higher
production costs per barrel as gross field operating costs are
matched with net production. Excluding the PSC effects, per unit
production costs1 for the first quarter of 2018 would have been
$17.47.  General and administrative (G&A) expenses were $63 million
for the first quarter of 2018, compared to $66 million in the
fourth quarter of 2017 and consistent with the prior year
comparable period.  These costs were also lower than the guidance
range for the period due to the timing of certain corporate
expenses.

CRC reported taxes other than on income of $38 million, $5 million
higher than the prior year period primarily due to the increase in
market prices for greenhouse gas allowances, among other factors.
Exploration expense of $8 million for the first quarter of 2018
increased $2 million from the prior year comparable period,
demonstrating the Company's commitment to the exploration
opportunities within its large asset portfolio.

Capital investment in the first quarter of 2018 totaled $139
million, excluding JV capital.  Approximately $94 million was
directed to drilling and capital workovers.

Cash provided by operating activities was $200 million.  CRC
generated free cash flow of $61 million in the first quarter of
2018.

Operational Update

CRC operated an average of nine rigs during the first quarter of
2018 and drilled 74 wells with CRC and JV capital, consisting of 72
development wells (55 steamflood, 10 waterflood, one primary and
six unconventional) and two exploration wells.  Steamfloods and
waterfloods have different production profiles and longer response
times than typical conventional wells and, as a result, the full
production contribution may not be experienced in the same year
that the well is drilled.  In the San Joaquin basin, CRC operated
seven rigs and produced approximately 87,000 BOE per day for the
first quarter.  The Los Angeles basin had one rig directed toward
waterflood projects, and contributed 24,000 BOE per day of
production in the first quarter of 2018.  Ventura basin activity
included one rig focused on conventional projects and produced
approximately 6,000 BOE per day for the first quarter of 2018.  The
California wildfires in December 2017 and subsequent mudslides
negatively impacted Ventura basin production by approximately 400
BOE per day in the first quarter of 2018, in line with expectations
incorporated into the Company's previous guidance. The related
production effects have been resolved and should not affect second
quarter production.  CRC continues to focus on oil weighted
projects, with no development drilling activity in the Sacramento
basin at this time.

Elk Hills Transaction

As previously announced, on April 9, 2018 CRC consolidated its
interest in the 47,000-acre Elk Hills field by acquiring the
remaining working, surface and mineral interests from its long-time
partner Chevron.  CRC paid cash consideration of $460 million and
issued 2.85 million of common shares for the assets.  The effective
date of the transaction was April 1, 2018.  The acquisition
includes Chevron's non-operated working interests ranging between
20% and 22% in different producing horizons.  In the fourth quarter
of 2017, the acquired interests produced an average of 12,700 BOE
per day with 46% oil and 9% natural gas liquids.  CRC expects to
realize the full incremental production in the third quarter of
2018 after the effect of the initial transitional mechanics abate.
The Company estimates these additional interests would have added
approximately 64 million BOE of proved reserves at year-end 2017 of
which approximately 75% are considered proved developed.  Over the
next two years, CRC estimates up to $20 million of annualized
savings as it streamlines production facilities, operations and
processes, and leverages Elk Hills' substantial infrastructure.

2018 Capital Budget

In conjunction with improved commodity prices and additional cash
flow expected from the acquisition of the Elk Hills interests and
synergies, CRC increased its 2018 capital program to a range from
$550 million to $600 million, which includes approximately $100 to
$150 million in JV capital.  This is an increase from its
previously stated budget range of $500 million to $550 million. The
incremental investment should increase second half 2018 production
over first half 2018 levels with a more meaningful effect in 2019.
The additional capital will primarily be deployed to drilling,
workover and facilities in the San Joaquin, Los Angeles and Ventura
basins.  Further, CRC expects funding of a third tranche of the BSP
capital in the second quarter of 2018.

Debt Reduction Update

CRC continues to show its commitment to strengthening the balance
sheet.  In April, CRC repurchased a total of $95 million in
aggregate principal amount of the Company's second lien notes for
$79 million in cash.

Borrowing Base Redetermination

Effective May 1, 2018, CRC's borrowing base under its 2014 Credit
Agreement was reaffirmed at $2.3 billion.

Hedging Update

CRC continues to opportunistically seek hedging transactions to
protect its cash flow, operating margins and capital program while
maintaining adequate liquidity.  In the first and second quarters
of 2019, CRC hedged approximately 35,000 and 20,000 barrels per
day, respectively.  The hedges generally form an effective floor at
around $63 Brent with a portion of the hedge volumes continuing to
provide CRC upside at prices above $67.  For the third quarter of
2019, the Company has hedged 10,000 barrels per day providing an
effective floor at $65 Brent or Brent plus $15 at prices below $50
Brent.  At prices above $65 Brent, CRC continues to receive Brent
pricing.

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

                    https://is.gd/VhqREP

                  About California Resources
  
California Resources Corporation -- http://www.crc.com/-- is an
oil and natural gas exploration and production company in
California.  The Company operates its resource base exclusively
within the State of California, applying complementary and
integrated infrastructure to gather, process and market its
production.  Using advanced technology, California Resources
Corporation focuses on safely and responsibly supplying affordable
energy for California by Californians.

California Resources reported a net loss attributable to common
stock of $266 million for the year ended Dec. 31, 2017, compared to
net income attributable to common stock of $279 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, California
Resources had $6.20 billion in total assets, $732 million in total
liabilities, all current, $5.30 billion in long-term debt, $287
million in deferred gain and issuance costs, $602 million in other
long-term liabilities, and a total deficit of $720 million.

                          *     *     *

As reported by the TCR on Nov. 14, 2017, S&P Global Ratings
affirmed its 'CCC+' corporate credit rating on Los Angeles-based
exploration and production company California Resources Corp (CRC).
The outlook is negative.  "The affirmation of the 'CCC+' corporate
credit rating on CRC reflects our assessment of the company's
improving, but still weak financial measures combined with
increased capital spending that should stem production declines
following a tumultuous 2016.

In November 2017, Moody's Investors Service upgraded California
Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and
Probability of Default Rating (PDR) to 'Caa1-PD' from 'Caa2-PD'.
Moody's said the upgrade of CRC's CFR to 'Caa1' and stable outlook
reflects CRC's improved liquidity and the likelihood that it will
have sufficient liquidity to support its operations for at least
the next two years at current commodity prices.


CARTHAGE SPECIALTY: Taps Harter Secrest & Emery as Special Counsel
------------------------------------------------------------------
Carthage Specialty Paperboard, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Northern District
of New York to hire Harter Secrest & Emery LLP, as special counsel
for the Debtors.

Services to be rendered by HSE are:

     a. render advice with respect to general corporate and
litigation issues relating to the cases, including but not limited
to, environmental, real property, securities, corporate finance,
intellectual property, tax and commecial matters;

     b. advise the Debtors regarding asset dispositions to maximize
values for all creditors; and

     c. perform such other legal services as may be necessary and
appropriate for the efficient and economical administration of
these Chapter 11 cases.     

HSE's hourly rates are:

     William A. Hoy (Partner)             $445
     Paul D. Sylvestry (Partner)          $445
     Kelly A. Pronti (Partner)            $415
     Nicholas S. Gatto (Senior Counsel)   $390
     Laura Smith (Associate)              $260
     Matthew Eldred (Associate)           $230
     Elizabeth Stehler (Paralegal)        $230
     Debra Williamson (Paralegal)         $210
     Senior Partners                      $450
     Junior Associates                    $210

Nicholas S. Gatto, senior counsel of Harter Secrest & Emery LLP,
attests that neither he nor any member or associate thereof
represents any interest adverse to that of the Debtor's estates in
the matters upon which the Debtors seek to engage HSE.

The firm can be reached through:

     Nicholas S. Gatto, Esq.
     Harter Secrest & Emery LLP
     733 Third Avenue
     New York, NY 10017
     Phone: 646-790-5884
     Fax: 585-232-2152

             About Carthage Specialty Paperboard

Carthage Specialty Paperboard, Inc. -- http://www.carthagespbd.com/
-- is a paperboard manufacturer in Carthage, New York, serving a
diverse range of markets from pulp-substitute specialty paperboard
to industrial grade chipboards.

Carthage Specialty Paperboard and its affiliate Carthage
Acquisition, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 18-30226) on Feb.
28, 2018.

In the petitions signed by Donald Schnackel, vice-president of
finance, Carthage Specialty estimated assets and liabilities of $10
million to $50 million; and Carthage Acquisition estimated assets
of $1 million to $10 million and liabilities of $10 million to $50
million.

The Debtor hires Bradley Woods & Co. Ltd., as financial advisor and
investment banker.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors.


CHINA COMMERCIAL: Appoints Zhe Ding as Chief Operating Officer
--------------------------------------------------------------
The Board of Directors of China Commercial Credit, Inc., appointed
Mr. Zhe Ding as the Company's chief operating officer and Jin Ding
as the Company's chief product officer, effective April 28, 2018.

Mr. Zhe Ding has been the co-founder and chief operation officer of
Zuhaoche, a web-based luxury car rental platform from December 2016
to March 2018.  Mr. Zhe Ding has served as a sales manager at
Zhejiang Lianhe Dazhong Automobile Internet Co. from June 2015 to
November 2016.  Mr. Zhe Ding graduated from Sichuan Agricultural
University.  Mr. Zhe Ding has rich experience in internet, media
and automotive industries from his previous roles and maintained
good relationships with China's major suppliers of car
accessories.

Mr.Jin Ding has served as a product specialist of Alibaba Group,
where he was in charge of UC Browser business unit from November
2015 to March 2018.  Mr. Jin Ding had abundant experience in
content output and platform building in the field of information
service.  Mr. Jin Ding's rich internet product experience and
management ability qualified him for his position as the Company's
chief product officer of the Company.

Mr. Zhe Ding entered into an executive employment agreement with
the Company.  Mr. Jin Ding also entered into an Employment
Agreement with the Company.

                       Officer Resignation

Mr. Alex Lau resigned from his position as chief technology officer
of China Commercial, effective April 30, 2018.  Mr. Lau's
resignation is not as a result of any disagreement with the Company
relating to its operations, policies or practices, according to a
Form 8-K filed with the Securities and Exchange Commission.

                    About China Commercial Credit

Founded in 2008, China Commercial Credit --
http://www.chinacommercialcredit.com/-- is a financial services
firm operating in China.  Its mission is to fill the significant
void in the market place by offering lending, financial guarantee
and financial leasing products and services to a target market
which has been significantly under-served by the traditional
Chinese financial community.  The Company's current operations
consist of providing direct loans, loan guarantees and financial
leasing services to small-to-medium sized businesses, farmers and
individuals in the city of Wujiang, Jiangsu Province.

China Commercial incurred a net loss of US$10.69 million for the
year ended Dec. 31, 2017, compared to a net loss of US$2.58 million
for the ended Dec. 31, 2016.  As of Dec. 31, 2017, China Commercial
had US$7.16 million in total assets, US$12.43 million in total
liabilities and a total shareholders' deficit of US$5.27 million.

The report from the Company's independent accounting firm Marcum
Bernstein & Pinchuk LLP on the consolidated financial statements
for the year ended Dec. 31, 2017, includes an explanatory paragraph
stating that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


CHINA COMMERCIAL: Will Sell $1 Million Worth of Common Stock
------------------------------------------------------------
China Commercial Credit, Inc., has entered into securities purchase
agreements with certain "non-U.S. Persons" as defined in Regulation
S of the Securities Act of 1933, as amended pursuant to which the
Company agreed to sell 1,336,314 shares of its common stock, par
value $0.001 per share, at a per share purchase price of $0.78.
The net proceeds to the Company from the Initial SPAs Offering will
be approximately $1,042,324.

The Initial SPAs are part of the subscription the Company received
in a private placement offering of its Common Stock at a per share
purchase price of $0.78 up to an aggregate gross proceeds of three
million dollars ($3,000,000) to "non-U.S. Persons" as defined in
Regulation S.  The Offering will be on a rolling basis until June
30, 2018 unless the Company extends for an additional 30 days at
its sole discretion.

The net proceeds of the Offering will be used by the Company in
connection with the Company's planned operation of certain used
luxurious car leasing or other related business as approved by the
board of directors of the Company.

The parties to the SPA have each made customary representations,
warranties and covenants.  The Closing is subject to certain
customary conditions and the Company obtaining all required permit
and licenses to carry out the Planned Business.  Shares subscribed
for in the Initial SPAs will be issued in the initial closing upon
satisfaction of all closing conditions.

The Shares to be issued in the Offering are exempt from the
registration requirements of the Securities Act pursuant to
Regulation S promulgated thereunder.

                   About China Commercial Credit

Founded in 2008, China Commercial Credit --
http://www.chinacommercialcredit.com/-- is a financial services
firm operating in China.  Its mission is to fill the significant
void in the market place by offering lending, financial guarantee
and financial leasing products and services to a target market
which has been significantly under-served by the traditional
Chinese financial community.  The Company's current operations
consist of providing direct loans, loan guarantees and financial
leasing services to small-to-medium sized businesses, farmers and
individuals in the city of Wujiang, Jiangsu Province.

China Commercial incurred a net loss of US$10.69 million for the
year ended Dec. 31, 2017, compared to a net loss of US$2.58 million
for the ended Dec. 31, 2016.  As of Dec. 31, 2017, China Commercial
had US$7.16 million in total assets, US$12.43 million in total
liabilities and a total shareholders' deficit of US$5.27 million.

The report from the Company's independent accounting firm Marcum
Bernstein & Pinchuk LLP on the consolidated financial statements
for the year ended Dec. 31, 2017, includes an explanatory paragraph
stating that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


CNG HOLDINGS: S&P Affirms 'CCC+' Issuer Credit Rating
-----------------------------------------------------
S&P Global Ratings said it revised its outlook on CNG Holdings Inc.
to positive from stable and affirmed its 'CCC+' issuer credit
rating. S&P said, "We also raised our issue rating on CNG's senior
secured notes to 'CCC+' from 'CCC' and revised the recovery rating
on the notes to '4', indicating our expectation for modest recovery
(30%) of principal in the event of default, from '5'.

"The outlook revision reflects our view that CNG, since
repurchasing debt at distressed prices in 2016, has continually
made progress repositioning its product offerings, cutting costs,
and tightening its underwriting standards, potentially positioning
it to return to EBITDA growth in 2018.

"We could upgrade the company by one notch in the next 12 months if
it stabilizes or grows EBITDA, refinances upcoming debt maturities,
and maintains debt to adjusted EBITDA below 5.0x. However, even
with an upgrade, a 'B-' rating would continue to reflect the
competitive and regulatory challenges faced almost universally by
small-dollar lenders.

"We could revise the outlook to stable or lower the rating if the
company experiences adverse regulatory actions, if its credit
performance deteriorates, or if it has difficulty refinancing its
debt obligations.

"We could raise the rating on CNG if we believe the company is able
to maintain current operating performance on a sustained basis, or
if the company is able to make tangible progress toward refinancing
its senior secured notes."


COCRYSTAL PHARMA: Will Sell 4.2 Million Shares of Common Stock
--------------------------------------------------------------
Cocrystal Pharma, Inc. entered into an underwriting agreement with
A.G.P./Alliance Global Partners as underwriter on April 30, 2018,
relating to the offer and sale of 4,210,527 shares of the Company's
common stock, at a price to the public of $1.90 per share.  In
addition, the Company has granted the Underwriter an option,
exercisable for 45 days from the date of the Underwriting
Agreement, to purchase up to an additional 631,578 shares of the
Company's common stock to cover over-allotments, if any.

The Underwriting Agreement contains customary representations,
warranties and agreements by the Company, customary conditions to
closing, indemnification obligations of the Company and the
Underwriter, including for liabilities under the Securities Act of
1933, other obligations of the parties and termination provisions.
The representations, warranties and covenants contained in the
Underwriting Agreement were made only for purposes of such
agreement and as of specific dates, were solely for the benefit of
the parties to such agreement, and may be subject to limitations
agreed upon by the contracting parties, including being qualified
by confidential disclosures exchanged between the parties in
connection with the execution of the Underwriting Agreement.

The gross proceeds to the Company from the sale of the shares of
Common Stock are expected to be approximately $8.0 million,
assuming no exercise by the Underwriter of the 45-day
over-allotment option, not including underwriting discounts and
commissions and other estimated offering expenses payable by the
Company.  The Company will be using the proceeds for general
corporate purposes and the continued development of novel medicines
for use in the treatment of human viral diseases.  The offering is
expected to close on or about May 3, 2018, subject to customary
closing conditions.  Two directors of the Company have indicated
that they will purchase up to $1,000,000 of shares in the offering.
The Company will receive a credit of $40,000 at the closing of the
Offering and a credit of $16,625 if the Underwriter exercises its
option to exercise its over-allotment.

The Company is required to issue the Underwriter a warrant to
purchase 84,211 shares of Common Stock at $2.09 per share or 110%
of the public offering price.  The Warrant will become exercisable
180 days following the closing of the Offering, and will be
exercisable until the date that is four years from the date the
Warrant first becomes exercisable.  Pursuant to the Underwriting
Agreement, subject to limited exceptions, each of the Company and
its officers and directors agreed not to sell or otherwise dispose
of any shares of Common Stock for a period ending 90 days after the
date of the Underwriting Agreement, without first obtaining the
written consent of the Underwriter.

The Common Stock is being offered and sold pursuant to the
Company's effective shelf registration statement on Form S-3
(Registration Statement No. 333-220632) and the prospectus included
therein, filed with the Securities and Exchange Commission on Sept.
26, 2017, as amended on Oct. 5, 2017 and declared effective by the
SEC on Oct. 10, 2017, and a preliminary and final prospectus
supplement filed with the SEC.

                   About Cocrystal Pharma

Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases.  Based in Tucker, Georgia, Cocrystal Pharma has
been developing novel technologies and approaches to create
first-in-class and best-in-class antiviral drug candidates since
its initial funding in 2008.  Its focus is to pursue the
development and commercialization of broad-spectrum antiviral drug
candidates that will transform the treatment and prophylaxis of
viral diseases in humans.  By concentrating its research and
development efforts on viral replication inhibitors, the Company
plans to leverage its infrastructure and expertise in these areas.

Cocrystal Pharma reported a net loss of $613,000 on $0 of grant
revenues for the year ended Dec. 31, 2017, compared to a net loss
of $74.87 million on $0 of grant revenues for the year ended Dec.
31, 2016.  As of Dec. 31, 2017, Cocrystal Pharma had $121.42
million in total assets, $16.02 million in total liabilities and
$105.40 million in total stockholders' equity.

The Company's auditors issued an audit opinion for the year ended
Dec. 31, 2017 which contained what is referred to as a "going
concern" opinion.  BDO USA, LLP, in Seattle, Washington, noted that
the Company has suffered recurring losses from operations and has
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.


COMMUNITY HEALTH: Files Form 10-Q Posting $25M Q1 Net Loss
----------------------------------------------------------
Community Health Systems, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss attributable to the Company's stockholders of $25 million
on $3.68 billion of net operating revenues for the three months
ended March 31, 2018, compared to a net loss attributable to the
Company's stockholders of $199 million on $4.48 billion of net
operating revenues for the same period last year.

As of March 31, 2018, Community Health had $17.31 billion in total
assets, $17.48 billion in total liabilities, $523 million in
redeemable noncontrolling interests in equity of consolidated
subsidiaries, and a total stockholders' deficit of $701 million.

Net cash provided by operating activities decreased $136 million,
from approximately $242 million for the three months ended March
31, 2017, to approximately $106 million for the three months ended
March 31, 2018.  The decrease in cash provided by operating
activities was primarily the result of a decline in cash flow from
patient accounts receivable collections and net cash paid related
to government settlements and related legal costs, as well as the
loss of cash flow contributed from previously divested hospitals
and a decrease in cash received from HITECH incentive
reimbursement.  Those decreases were offset by improvements in cash
flow from supplies, prepaid expenses and other current assets and
lower malpractice claim payments compared to the same period in
2017.  Total cash paid for interest during the three months ended
March 31, 2018 decreased to approximately $212 million compared to
$279 million for the three months ended March 31, 2017, which is
primarily related to the decrease in the average outstanding debt
balance.  Cash paid for income taxes, net of refunds received,
resulted in a net refund of less than $1 million for the three
months ended March 31, 2018, compared to less than $1 million paid
for income taxes for the three months ended March 31, 2017.

Net cash used in investing activities increased $6 million, from
approximately $171 million for the three months ended March 31,
2017 to approximately $177 million for the three months ended March
31, 2018.  The increase in cash used in investing activities was
primarily due to an increase in the cash used in the purchase of
property and equipment of $24 million and an increase of $6 million
in the cash used in the acquisition of facilities and other related
equipment (for physician practices, clinics and other ancillary
businesses as there were no hospital acquisitions during either the
three months ended March 31, 2018 or 2017). These increases in cash
outflows were offset by an increase in proceeds from the
disposition of hospitals and other ancillary operations of $11
million, an increase in the proceeds from the sale of property and
equipment of $3 million, an increase in cash provided by the net
impact of the purchases and sales of available-for-sale securities
and equity securities of $1 million and a decrease in cash used for
other investments (primarily from internal-use software
expenditures and physician recruiting costs) of $9 million for the
three months ended March 31, 2018 compared to the same period in
2017.

The Company's net cash used in financing activities was $68 million
for the three months ended March 31, 2018, compared to $62 million
for the three months ended March 31, 2017, an increase of
approximately $6 million.  The increase in cash used in financing
activities, in comparison to the prior year period, is primarily
due to the net effect of its debt repayment, refinancing activity,
and cash paid for deferred financing costs and other debt-related
costs.

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

                      https://is.gd/ONqJgE

                     About Community Health

Community Health -- http://www.chs.net/-- is a publicly-traded
hospital company in the United States and an operator of general
acute care hospitals and outpatient facilities in communities
across the country.  Community Health was originally founded in
1986 and was reincorporated in 1996 as a Delaware corporation.  The
Company provides healthcare services through the hospitals that it
owns and operates and affiliated businesses in non-urban and
selected urban markets throughout the United States.  As of Dec.
31, 2017, the Company owned or leased 125 hospitals included in
continuing operations, with an aggregate of 20,850 licensed beds,
comprised of 123 general acute care hospitals and two stand-alone
rehabilitation or psychiatric hospitals.  Community Health is
headquartered in Franklin, Tennessee.

Community Health reported a net loss of $2.39 billion on $15.35
billion of net operating revenues for the year ended Dec. 31, 2017,
compared to a net loss of $1.62 billion on $18.43 billion of net
operating revenues for the year ended Dec. 31, 2016.  As of Dec.
31, 2017, Community Health had $17.45 billion in total assets,
$17.61 billion in total liabilities, $527 million in redeemable
non-controlling interests in equity of consolidated subsidiaries,
and a total deficit of $692 million.

                           *    *    *

As reported by the TCR on March 16, 2018, S&P Global Ratings
lowered its corporate credit rating on Community Health Systems
Inc. to 'CCC+' from 'B-'.  The outlook is negative.  S&P said, "The
downgrade reflects weaker-than-expected free cash flow guidance for
2018 and the company's high debt burden, which we believe could
make it difficult for the company to refinance its upcoming 2019
debt maturities.  The cash flow shortfall relative to our
expectations was partly due to higher-than-expected labor costs and
recent underperformance of hospitals being divested. Given the
lowered forecast and large debt maturities over the next few years,
we believe refinancing risk is elevated, particularly given the
company's significant ongoing transformation efforts.


COMMUNITY HEALTH: Fitch Places 'CCC' IDR on Negative Watch
----------------------------------------------------------
Fitch Ratings has placed Community Health Systems, Inc.'s (CHS)
'CCC' Issuer Default Rating (IDR) on Rating Watch Negative
following the company's announcement of a proposed offer to
exchange three series of senior unsecured notes due 2019, 2020 and
2022.

The Rating Watch Negative results from Fitch viewing the potential
transaction as a distressed debt exchange (DDE). Per Fitch's
criteria, the IDR would be downgraded to 'C' upon offer
commencement and to Restricted Default (RD) upon the completion of
the DDE. The IDR would then be subsequently re-rated to reflect the
post-DDE credit profile. The Rating Watch Negative also reflects
that should CHS not proceed with the transaction, there could be
negative momentum in the ratings as the issuer approaches going
current on the first maturity due November 2019.

The ratings on CHS's bank term loans and senior secured notes, none
of which are involved in the exchange offer, are not affected.
However, Fitch could envision positive momentum on these ratings
given the possibility that following the DDE, CHS's IDR may be
modestly higher than the previous 'CCC'. The company has proposed
an offer to exchange the senior notes due 2019 and 2020 for senior
secured junior lien notes, which would share in the collateral
securing the first-lien term loans and senior secured notes on a
second priority basis and could exchange the senior unsecured notes
due 2022 for similarly ranked notes due 2024 with a new principal
of 75% of the previous notes depending on the participation in the
earlier bonds. Upon commencement, the ratings for these debt issues
would be downgraded to 'C'. Upon completion of the DDE, Fitch would
assign ratings to the exchanged notes; it is not relevant to the
rating that the new security is the product of a DDE.

KEY RATING DRIVERS

Exchange Does Not Address Key Credit Concerns: CHS's proposed debt
exchange would slightly enhance near-term liquidity by pushing out
a 2019-2020 unsecured debt maturity wall, which would buy the
company more time to execute an operational turn-around plan
focused on restoring organic growth and improving profitability of
hospitals in certain targeted markets. However, the exchange would
not address key credit concerns of a high overall debt burden,
persistently weak operating trends and large debt maturities in
2022-2023, and the post-DDE IDR is unlikely to be rated higher than
'CCC+'.

Very High Debt Burden: CHS's balance sheet has been highly
leveraged since the acquisition of rival hospital operator Health
Management Associates (HMA) in late 2014 because EBITDA growth has
been hampered by difficulties in integration and secular headwinds
to volumes of patients in rural and small suburban hospital
markets. Fitch calculated leverage at Dec. 31, 2017 was 13.8x,
versus 5.2x prior to the acquisition. Leverage at year-end 2017 was
affected by nearly $600 million in non-cash items related to income
statement provisions for contractual allowances and bad debt
expense in fourth-quarter 2017. Fitch thinks CHS's leverage
normalized for those items was about 10x.

Since the beginning of 2016, CHS has paid down about $3 billion of
term loans using the proceeds from the spinoff of Quorum Health
Corp., the sale of a minority interest in several hospitals in Las
Vegas and several smaller divestitures; amendments to the terms of
the credit facility require that asset sale proceeds are used to
repay term loans. While Fitch thinks that CHS has recently been
selling hospitals for multiples of EBITDA that are slightly
deleveraging, erosion in the base business has swamped the effect,
resulting in a steady increase in the company's leverage since the
middle of 2016.

Forecast Reflects Hospital Divestitures: Fitch's $1.5 billion
operating EBITDA forecast for CHS in 2018 reflects completed
hospital divestitures. During 2017, the company divested 30
hospitals with $3.4 billion of revenues, raising about $1.7 billion
of cash proceeds. The divestiture program is part of a longer-term
plan to improve same-hospital margins and sharpen focus on markets
with better organic operating prospects.

The company is currently working on further divestitures of a group
of hospitals producing $2 billion of annual revenues with
mid-single digit EBITDA margins, and hopes to raise $1.3 billion of
proceeds to apply to debt pay-down during 2018. Similar to the
completed divestitures, the expected valuations imply a slightly
deleveraging multiple, but with $14 billion of total debt
outstanding, long-term repair of the balance sheet will require the
company to expand EBITDA through a return to organic growth and
expansion of profitability in the group of remaining hospitals.

Headwinds to Less-Acute Volumes: CHS's legacy hospital portfolio is
exposed to rural and small suburban markets facing secular
headwinds to less-acute patient volumes. Volume trends are highly
susceptible to weak macroeconomic conditions and seasonal
influences on flu and respiratory cases. Health insurers and
government payors have recently increased scrutiny of short-stay
admissions and preventable hospital readmissions. Despite shedding
lower margin hospitals, CHS's same hospital operating trends were
weak in 2017. The company did incur $40 million of
hurricane-related expenses and the aforementioned nearly $600
million of uncompensated care-related charges in 2017, but even
adjusting for this, the operating EBITDA margin deteriorated YoY
during each quarter of 2017, which Fitch believes is indicative of
the depth of the headwinds facing management in repairing the
business profile. Same-store adjusted admissions declined 1.9% in
first-quarter 2018 as compared with first-quarter 2017 though
same-store net operating revenues increased 1.6% during the period.


Repositioning Will Require Investment: A strategy of repositioning
the hospital portfolio around larger, faster-growing markets is
well aligned with secular trends. However, Fitch thinks that
successful execution of this plan is not without challenges from
both an operational execution and capital investment perspective,
particularly as it is occurring at a time when cash flow is
depressed relative to historical levels and there is a certain
amount of management attention consumed by executing the
divestiture program and the debt exchange. CHS produced cash from
operations (CFO) of $673 million in 2017 and Fitch forecasts CFO of
about $600 million in 2018. Capital expenditures are expected to
consume most of CFO.

Day-to-Day Liquidity Sufficient: Between organic cash generation
and access to committed revolving lines of credit, Fitch thinks
that CHS has adequate access to capital to fund day-to-day
operations. Recent amendments to the terms of the credit facility
increased headroom under financial maintenance covenants,
eliminating the interest coverage covenant and loosening the terms
of the leverage covenant. The proposed exchange offer will assuage
concerns about near-term debt maturities, but will not address
longer-term refinancing concerns, which Fitch believes will require
a return to solid organic growth in the business after completion
of the divestiture plan.

DERIVATION SUMMARY

CHS's 'CCC' IDR reflects the company's weak financial flexibility
with high gross debt leverage, limited headroom under debt
agreement financial maintenance covenants and an upcoming debt
maturity wall in 2019-2020. The operating profile is among the
weakest in the investor-owned, acute care hospital category because
of a focus on rural and small suburban hospital markets that are
facing secular headwinds to organic growth. CHS does generate
consistently positive, albeit thin, FCF, but Fitch believes that
some of the company's hospital markets may require additional
capital investment to improve organic growth and profit margins.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within its Rating Case for the Issuer:

  --Top line growth of negative 7% in 2018 reflects completed
divestitures. Underlying same hospital growth of negative 1% in
2018 and flattish in the outer years of the forecast period is
driven by pricing as patient volumes are assumed to be down 1% to
2%.

  --EBITDA before associate and minority dividends of $1.5 billion
in 2018 assumes an operating EBITDA margin of 10.5% reflecting
ongoing negative operating leverage due to volume losses in the
base business outweighing the benefit of the lower margin hospital
divestitures.

  --Capital intensity of 3.6% in 2018-2021.

  --FCF is thinly positive to slightly negative through the
2018-2021 forecast period.

  --Total debt/EBITDA after associate and minority dividends is
9.0x-10.0x through the 2018-2021 forecast period.


RATING SENSITIVITIES

Per Fitch's criteria, CHS's IDR will be downgraded to 'C' upon the
commencement of the offer and to Restricted Default (RD) upon the
completion of the debt exchange. The IDR would subsequently be
re-rated to reflect the post-DDE credit profile.

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

  -- Fitch currently expects the re-rated post-exchange IDR to be
no higher than 'CCC+' given CHS's high debt burden, ongoing
refinancing risk and headwinds to organic growth in the base
business.

  -- A 'B-' IDR would reflect an expectation of a recovery in the
base business that leads to gross debt/EBITDA after associate and
minority dividends sustained around 7.0x and an expectation that
operating margins have stabilized. This will incorporate an
expectation that ongoing CFO generation will be sufficient to fund
investment in the remaining hospital markets that is necessary to
return to positive organic growth in the near term. A heightened
degree of confidence that the company will be able to address the
2022-2023 debt maturities, whether through refinancing or a
potential equity infusion, would also be an important consideration
supportive of a 'B-' IDR.

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

  -- Failure to complete the DDE or a comparable liquidity
improving transaction as CHS approaches going current on the 2019
maturities.

  -- A post-DDE IDR that is lower than the previous 'CCC' would
reflect an expectation that the company will struggle to refinance
upcoming maturities, leading Fitch to expect either another DDE or
a more comprehensive restructuring.

LIQUIDITY

Adequate Sources of Day-to-Day Liquidity: Sources of liquidity
include $424 million of cash on hand at Mar. 31, 2018 and $462
million of availability under the $1 billion ABL facility announced
in April 2018 and full availability under the downsized $425
million revolving credit facility. CHS' liquidity is reduced by the
$57 million of outstanding letters of credit. Fitch forecasts
EBITDA/interest paid of 1.6x in 2018 assuming the exchange offer is
completed as proposed.

FULL LIST OF RATING ACTIONS


Fitch has placed the following ratings on Rating Watch Negative:

Community Health Systems, Inc.

  --Issuer Default Rating (IDR) 'CCC'.

CHS/Community Health Systems, Inc.

  --IDR 'CCC';

  --Senior unsecured notes 'CC'/'RR6'.

Fitch has assigned the following rating:

CHS/Community Health Systems, Inc.

  --Senior secured ABL facility at 'B'/RR1.

The following ratings are unaffected by the potential offer but may
have positive momentum if the IDR upon completion is higher than
the previous 'CCC':

  --Senior secured credit facility term loans and revolver
'B'/'RR1;

  --Senior secured notes 'B'/'RR1'.

The 'B/RR1' rating for CHS's approximately $8.5 billion of secured
debt (which includes the ABL, bank term loans, revolver and senior
secured notes) reflects Fitch's expectations for 100% recovery
under a hypothetical bankruptcy scenario. The 'C/RR6' rating on
CHS's $6 billion senior unsecured notes reflects Fitch's
expectations of 6% recovery for these lenders in bankruptcy.

Fitch estimates an enterprise value (EV) on a going concern basis
of $8.8 billion for CHS, after a standard deduction of 10% for
administrative claims. The EV assumption is based on
post-reorganization EBITDA after payments to non-controlling
interests of $1.4 billion and a 7x multiple. Fitch assumes that CHS
would fully draw the $1 billion ABL facility and the $425 million
bank credit facility revolver in a bankruptcy scenario and includes
those amounts in the claims waterfall.

When determining post-reorganization EV for hospital companies,
Fitch usually employs an EBITDA estimate that is 30%-40% lower than
LTM EBITDA. This considers the operational attributes of the acute
care hospital sector, including a high proportion of revenue
generated by government payors, the legal obligation of hospital
providers to treat uninsured patients, and the highly regulated
nature of the hospital industry. Since the CHS scenario reflects a
reorganization provoked by secular headwinds to organic growth in
rural hospital markets, rather than a regulatory change that leads
to lower payments to the industry, Fitch uses the 2019 forecast
EBITDA. This assumes that ongoing deterioration in the business is
offset by corrective measures taken to arrest the decline in EBITDA
after the reorganization.

There is a dearth of bankruptcy history in the acute care hospital
segment. In lieu of data on bankruptcy emergence multiples in the
sector, the 7x multiple employed for CHS reflects a history of
acquisition multiples for large acute care hospital companies with
similar business profiles as CHS in the range of 7x-10x since 2006
and the average public trading multiple (EV/EBITDA) of CHS's peer
group (HCA, UHS, LPNT, THC), which has fluctuated between
approximately 6.5x and 9.5x since 2011. CHS has recently sold
hospitals in certain markets for a blended multiple that Fitch
estimates is higher than the 7x assumed in the recovery analysis.
However, Fitch believes the higher multiple on recent transactions
is due to strong interest by strategic buyers in markets where they
have an existing footprint, and so is not necessarily indicative of
the multiple that the larger CHS entity would command.


CONCORDIA INTERNATIONAL: Signs Support Agreement with Debtholders
-----------------------------------------------------------------
Concordia International Corp. announced a proposed transaction to
realign its capital structure.

The proposed Recapitalization Transaction would raise new equity
capital of US$586.5 million, reduce the Company's total outstanding
debt by approximately US$2.4 billion, reduce its annual interest
costs by approximately US$171 million, and result in what Concordia
believes is a strong financial foundation for the long-term benefit
of the Company and its stakeholders.

In connection with the Recapitalization Transaction, Concordia has
entered into a support agreement with certain holders of the
Company's secured debt and certain holders of the Company's
unsecured debt that are subject to confidentiality agreements with
Concordia and which hold in the aggregate approximately US$1.6
billion in principal amount, or approximately 72%, of the Company's
Secured Debt and approximately US$1.0 billion in principal amount,
or approximately 64% of the Company's Unsecured Debt.  The Initial
Consenting Debtholders are comprised of an ad hoc committee of
holders of Secured Debt and an ad hoc committee of holders of
Unsecured Debt.  Pursuant to the Support Agreement, the Initial
Consenting Debtholders have, among other things, agreed to support
the Recapitalization Transaction and vote in favour of the plan of
arrangement in Concordia's previously announced proceedings under
the Canada Business Corporations Act (the "CBCA") pursuant to which
the Recapitalization Transaction is to be implemented.

In addition, in connection with the Recapitalization Transaction,
Concordia obtained an interim order issued by the Ontario Superior
Court of Justice in the CBCA Proceedings authorizing, among other
things, the holding of the following meetings scheduled for June
19, 2018: (i) a meeting of holders of the Secured Debt; (ii) a
meeting of holders of the Unsecured Debt; and (iii) a meeting  of
holders of the Company's common shares, in each case to consider
and vote upon the CBCA Plan to implement the Recapitalization
Transaction.

The Company had approximately US$343.8 million of cash on hand as
of March 31, 2018 and believes it has sufficient liquidity in the
near term to operate its business and meet its ordinary course
financial commitments, including without limitation, to its
employees, suppliers and customers, while it works toward
implementing the Recapitalization Transaction.  The Company will
continue to fulfill its obligations to its suppliers, customers and
employees (other than the cancellation of options, restricted share
units and deferred share units) in the ordinary course, both before
and after the Recapitalization Transaction.

          Certain Key Recapitalization Transaction Terms

The Recapitalization Transaction has the following key elements:

Secured Debt

   * the Company's Secured Debt in the aggregate principal amount
     of approximately US$2.2 billion, plus accrued and unpaid
     interest, will be exchanged for (i) cash in an amount equal
     to any outstanding accrued and unpaid interest (at
     contractual non-default rates) in respect of the Secured
     Debt, (ii) cash in the amount of US$500 million, (iii) any
     Additional Cash Amount and (iv) new secured debt comprised of
     new senior secured term loans and new senior secured notes.
     The Company expects the aggregate principal amount of the New
     Secured Debt to be issued to Secured Debtholders pursuant to
     the Recapitalization Transaction to be approximately US$1.4
     billion;

   * each Secured Debtholder will receive its pro rata share of
     the New Secured Debt, in the form of either New Senior
     Secured Term Loans or New Senior Secured Notes depending on
     the type of Secured Debt held by such Secured Debtholder,
     subject to (i) holders of the Company's existing secured term

     loans as of the record date of May 9, 2018 having the right
     to elect to receive their New Secured Debt in the form of New
     Senior Secured Notes, provided that any such elections may be
     subject to certain re-allocations pursuant to the terms of
     the Recapitalization Transaction, and (ii) Secured
     Debtholders receiving New Senior Secured Term Loans having
     the right to elect to receive their New Senior Secured Term
     Loans denominated in U.S. dollars or Euros, provided that any
     such elections may be subject to certain re-allocations
     pursuant to the terms of the Recapitalization Transaction;

   * Secured Debtholders as of the Record Date who vote in favour
     of the CBCA Plan on or prior to the early consent date of
     June 6, 2018, as it may be extended by Concordia will be
     entitled to receive on implementation of the Recapitalization
     Transaction pursuant to the CBCA Plan early consent
     consideration in the form of cash equal to 5% of the
     principal amount of Secured Debt owing to such Early
     Consenting Secured Debtholder as of the Record Date and voted

     in favour of the CBCA Plan as additional consideration in
     exchange for their Secured Debt;

   * if the aggregate amount of Secured Debtholder Early Consent
     Cash Consideration that becomes payable pursuant to the
     Recapitalization Transaction is less than US$100 million,
     then an amount equal to the difference between US$100 million
     and the amount of Secured Debtholder Early Consent Cash
     Consideration that becomes payable will be paid on a pro rata

     basis to each Secured Debtholder as additional consideration
     in exchange for their Secured Debt;

   * the final principal amount of New Secured Debt to be issued
     pursuant to the Recapitalization Transaction shall be in such
     amount that results in the aggregate consideration payable to

     Secured Debtholders pursuant to the Recapitalization
     Transaction by way of the Secured Creditor Cash Pool, the New

     Secured Debt and the Secured Debtholder Early Consent Cash
     Consideration (but not including the payment of accrued and
     unpaid interest or the Additional Cash Amount) being equal to

     93.3835% of the principal amount of Secured Debt owing to
     such Secured Debtholders if such Secured Debtholders are
     Early Consenting Secured Debtholders, and approximately
     88.3835% of the principal amount of Secured Debt owing to
     such Secured Debtholders if such Secured Debtholders are not
     Early Consenting Secured Debtholders;

Unsecured Debt

   * the Company's Unsecured Debt in the aggregate principal
     amount of approximately US$1.6 billion, plus accrued and
     unpaid interest, will be exchanged for (i) new common shares
     of Concordia representing approximately 8% of the outstanding
     common shares of Concordia immediately following the
     implementation of the Recapitalization Transaction and (ii)
     any Reallocated Unsecured Shares;

   * Unsecured Debtholders as of the Record Date who vote in
     favour of the CBCA Plan on or prior to the Early Consent
     Date, as it may be extended by Concordia will be entitled to
     receive on implementation of the Recapitalization Transaction
     pursuant to the CBCA Plan early consent consideration in the
     form of new common shares of Concordia equal to their pro
     rata share (calculated based on the principal amount of
     Unsecured Debt held by such Early Consenting Unsecured
     Debtholder as at the Record Date and voted in favour of the
     CBCA Plan, divided by the aggregate principal amount of
     Unsecured Debt outstanding as at the Record Date) of a pool
     of common shares representing approximately 4% of the
     outstanding common shares of Concordia immediately following
     implementation of the Recapitalization Transaction pursuant
     to the CBCA Plan as additional consideration in exchange for
     their Unsecured Debt;

   * if less than 100% of Unsecured Debt is voted in favour of the
   
     CBCA Plan by Early Consenting Unsecured Debtholders, any
     shares remaining in the Unsecured Early Consent Share Pool
     not issued as Unsecured Debtholder Early Consent Shares will
     be issued to all holders of Unsecured Debt on a pro rata
     basis as additional consideration for their Unsecured Debt;

Private Placement

   * approximately US$586.5 million in cash will be invested to
     acquire new common shares of Concordia representing in the
     aggregate approximately 88% of the outstanding common shares
     of Concordia immediately following the implementation of the
     Recapitalization Transaction by certain parties who executed
     a subscription agreement with the Company concurrently with
     the execution of the Support Agreement pursuant to a private
     placement;

   * the proceeds of the Private Placement will be used towards
     paying the Secured Creditor Cash Pool and the Secured
     Debtholder Early Consent Cash Consideration to be paid as
     part of the consideration for the exchange of the Secured
     Debt;

   * each of the Private Placement Parties will be entitled to
     receive its pro rata share (based on its subscription
     commitment) of cash consideration in the aggregate amount of
     US$44 million (subject to any corresponding adjustments to
     the extent the Total Offering Size is reduced pursuant to the

     terms of the Subscription Agreement), which is payable on the
     terms set out in the Subscription Agreement, including on
     completion of the Recapitalization Transaction and certain
     earlier events;

   * pursuant to the Subscription Agreement, the Private Placement

     Parties and the Company expect to agree on certain governance

     terms and registration rights, which shall be acceptable to
     the parties, by May 12, 2018, and if such agreement is not
     reached by Private Placement Parties representing 90% of the
     commitments under the Subscription Agreement, the
     Subscription Agreement will terminate (provided the Private
     Placement Consideration would not be payable on such
     termination).  The governance terms will be described in more

     detail in the Company's Circular;

Existing Shares and Equity Claims

   * upon completion of the Recapitalization Transaction, existing
     Shareholders will retain their existing common shares of
     Concordia, subject to a share consolidation of one common
     share in exchange for 300 existing common shares to be
     implemented as part of the Recapitalization Transaction and
     the dilution resulting from the issuance of common shares
     pursuant to the Recapitalization Transaction, such that the
     existing Shareholders will own approximately 0.35% of the
     outstanding common shares of Concordia immediately following
     implementation of the Recapitalization Transaction;

   * all other equity interests in Concordia, including all
     options, warrants, rights or similar instruments, will be
     cancelled on implementation of the Recapitalization
     Transaction pursuant to the CBCA Plan, and all equity claims,
     other than existing equity class action claims against
     Concordia, will be released pursuant to the CBCA Plan,
     provided that any recovery in respect of any Existing Equity
     Class Action Claims will be limited to recovery as against
     any applicable insurance policies maintained by the Company;

Share Dilution

   * the existing common shares retained by the Shareholders upon
     implementation of the Recapitalization Transaction and the
     common shares to be issued under the CBCA Plan, including the

     Unsecured Debt Exchange Shares, the Reallocated Unsecured
     Shares, the Unsecured Debtholder Early Consent Shares and the

     Private Placement Shares, will be subject to dilution
     following the completion of the Recapitalization Transaction
     pursuant to the issuance of any new common shares under the
     management equity incentive plan described below to be
     adopted pursuant to the Recapitalization Transaction.

Subject to the satisfaction or waiver of applicable conditions, the
Recapitalization Transaction is expected to be completed by July
31, 2018.

In connection with the Recapitalization Transaction, it is
anticipated that Concordia will continue from the Business
Corporations Act (Ontario) (the "OBCA") to the CBCA (the
"Continuance").

Leadership Transition

Concordia also announced that Graeme Duncan has been appointed
interim chief executive officer of the Company, effective
immediately.

Mr. Duncan will succeed Concordia's current chief executive
officer, Allan Oberman, who is leaving the Company to pursue other
opportunities.

As previously announced, Mr. Duncan was scheduled to depart
Concordia on June 30, 2018.  Mr. Duncan will now be staying on with
the Company and will assume leadership as interim chief executive
officer while Concordia works to complete its CBCA Proceedings and
the realignment of its capital structure.

"Graeme has a deep understanding of the European pharmaceutical
market and Concordia's existing operations," said Jordan Kupinsky,
Chairman of the Board of Directors of Concordia.  "We are fortunate
to have a successor in place who already held responsibility for a
significant portion of the Company's business."

Mr. Kupinsky continued, "We are grateful to Allan for his many
contributions to the Company, as well as his professionalism and
leadership through this transformative period in our history.  We
also thank Allan for his leadership in developing the Company's
long-term growth strategy and his guidance on Concordia's
realignment of its capital structure to this point.  We wish him
the best in his future endeavors."

Mr. Duncan served as president of Concordia's International segment
since January 2016.  Prior to his role as president, he was
managing director for Concordia's International segment.

Mr. Duncan has more than 20 years of healthcare and life sciences
experience including senior commercial, strategy and general
management roles at GlaxoSmithKline, IVAX Pharmaceuticals, and
Healthcare at Home.

Concordia also announced that its Chief Corporate Development
Officer, Sarwar Islam, is leaving the Company to pursue other
opportunities, effective immediately.  Concordia's Board of
Directors thanks Mr. Islam for the contributions he made to the
Company and wishes him the best in his future endeavours.

Guy Clark, previously chief strategy officer at AMCo
Pharmaceuticals from 2013 to 2015, will join Concordia, effective
May 3, 2018, as the Company's chief corporate development officer.
Mr. Clark brings to Concordia more than 25 years of experience in
the pharmaceutical industry, including previous senior roles at
Glenmark Pharmaceuticals and IVAX Pharmaceuticals.  Mr Clark also
brings with him proven pipeline development and corporate expansion
experience.

Mr. Duncan, who will be based in Concordia's London, England
office, commented, "I am looking forward to helping build a
stronger Concordia.  As we work towards the completion of the
realignment of our capital structure, it remains clear to me that
Concordia's key assets remain our talented, global workforce, our
geographic diversity, and our portfolio of medicines that we
believe are important to patients.  I am delighted to be leading
the organisation and am optimistic about our path forward."

Additional Information About the Recapitalization Transaction

The Company, with the assistance of its legal and financial
advisors, has carefully reviewed and considered, among other
things, the Company's debt levels and significant interest expense,
the Company's comprehensive review and consideration of potential
alternatives available to the Company, its detailed discussions
with stakeholders, including its discussions with stakeholders
under confidentiality agreements for an extended period, the terms
of the Recapitalization Transaction and the Company's previously
announced long-term DELIVER strategy.  After its extensive review
and consultation process, the Company concluded that the
Recapitalization Transaction represents the best available
alternative to realign the Company's capital structure and to
position the business for long-term growth.

MPA Morrison Park Advisors Inc. has provided opinions to
Concordia's Board of Directors that (i) the Recapitalization
Transaction is fair, from a financial point of view to Concordia,
(ii) the Secured Debtholders, the Unsecured Debtholders and the
Shareholders provided consideration under the Recapitalization
Transaction, respectively, would be in a better position, from a
financial point of view, under the Recapitalization Transaction
than if the Company were liquidated; (iii) the consideration
provided to the Secured Debtholders under the Recapitalization
Transaction is fair, from a financial point of view, to the Secured
Debtholders; (iv) the consideration provided to the Unsecured
Debtholders under the Recapitalization Transaction, is fair, from a
financial point of view, to the Unsecured Debtholders; and (v) the
consideration provided to Shareholders under the Recapitalization
Transaction, is fair, from a financial point of view, to the
Shareholders.

After careful consideration and based on a number of factors,
including the opinions of MPA, the legal advice from its counsel
and the Company's counsel, the financial advice from the Company's
financial advisor, and the terms of the Recapitalization
Transaction, Concordia's Board of Directors determined that the
Recapitalization Transaction is in the best interests of the
Company and its stakeholders, and unanimously recommends that the
Secured Debtholders, the Unsecured Debtholders and the Shareholders
of Concordia support and vote in favour of the Recapitalization
Transaction and the CBCA Plan.

The Recapitalization Transaction is also supported by Secured
Debtholders holding in the aggregate approximately US$1.6 billion
in principal amount, or approximately 72%, of the Company's Secured
Debt and Unsecured Debtholders holding approximately US$1.0 billion
in principal amount, or approximately 64%, of the Company's
Unsecured Debt, pursuant to the Support Agreements.  The Company
expects to receive additional support from its stakeholders over
the coming weeks as the Recapitalization Transaction process
advances.

       The Meetings and Voting and Early Consent Matters

The Meetings are scheduled to be held at the offices of Goodmans
LLP at 333 Bay Street, Suite 3400, Toronto, Ontario M5H 2S7 on June
19, 2018. The Secured Debtholders' Meeting is scheduled to begin at
10:00 a.m. (Toronto time), the Unsecured Debtholders' Meeting is
scheduled to begin at 10:30 a.m. (Toronto time) and the
Shareholders' Meeting is scheduled to begin at 11:00 a.m. (Toronto
time).

Pursuant to the Interim Order, the Record Date for the Meetings is
5:00 p.m. (Toronto time) on May 9, 2018.  Secured Debtholders and
Unsecured Debtholders as at the Record Date will be entitled to
vote on the CBCA Plan at the applicable Meeting based on one vote
per US$1,000 of principal amount of Secured Debt or Unsecured Debt,
respectively, held as at the Record Date.  Shareholders as at the
Record Date will be entitled to vote on the CBCA Plan at the
Shareholders' Meeting based on one vote per common share held as at
the Record Date.  On the Record Date, the agents under each of the
Company's secured term loans and unsecured equity bridge loan will
freeze the ledgers in respect of such loans, and from and after the
Record Date the agents will not record or process transfers of such
loans.

In order for Secured Debtholders and Unsecured Debtholders to be
eligible to receive the Secured Debtholder Early Consent Cash
Consideration or the Unsecured Debtholder Early Consent Shares,
respectively, such Secured Debtholders and Unsecured Debtholders
must submit a vote in favour of the CBCA Plan by the Early Consent
Date of June 6, 2018, as such date may be extended by Concordia,
except as otherwise provided in the Interim Order.

The deadline for Secured Debtholders, Unsecured Debtholders and
Shareholders to submit their proxies or voting instructions in
order to vote on the CBCA Plan and other items to be considered at
the applicable Meeting is 5:00 p.m. (Toronto time) on June 15,
2018.
Banks, brokers or other intermediaries that hold the Secured Debt,
Unsecured Debt or common shares on a securityholder's behalf may
have internal deadlines that require securityholders to submit
their votes by an earlier date in advance of the Early Consent Date
and/or the Voting Deadline, as applicable.  Securityholders are
encouraged to contact their intermediaries directly to confirm any
such internal deadline.

To be approved, the CBCA Plan requires the affirmative vote of at
least 66 2/3% of the votes cast at each of Secured Debtholders'
Meeting and the Unsecured Debtholders' Meeting, and the affirmative
vote of at least 66 2/3% of the votes cast at the Shareholders'
Meeting; provided that, the Company has the right under the Interim
Order to seek Court approval of the CBCA Plan even if it is not
approved by the Shareholders at the Shareholders' Meeting.

Shareholder Approvals

Pursuant to the OBCA, the Continuance requires shareholder
approval.  In addition, under the rules of the Toronto Stock
Exchange, shareholder approval is required in connection with the
Recapitalization Transaction as it will (a) "materially affect
control" of the Company by creating a holding or holdings in excess
of 20% of the Company's voting securities, and (b)
result in dilution exceeding 25% of the outstanding common shares
at an issue price that is less than the current market price.
Accordingly, at the Shareholders' Meeting, in addition to voting in
respect of the CBCA Plan, Shareholders will also be asked to
consider and vote in respect of the Continuance, the issuance of
common shares of Concordia pursuant to the Recapitalization
Transaction that "materially affect control" of Concordia, the
issuance of common shares of Concordia pursuant to the
Recapitalization Transaction that amount to greater than 25% of the
common shares of Concordia outstanding today at a price per share
below the current market price, and the adoption of the Management
Incentive Plan.

Annual Shareholders' Meeting

The Shareholders' Meeting in connection with the CBCA Plan is
scheduled to be held concurrently with Concordia's annual meeting
of shareholders, at which Shareholders will also be asked to
consider and approve other matters set out in the Circular (as
defined below) relating to the Annual Shareholders' Meeting and
such other matters as may otherwise be properly brought before such
Annual Shareholders' Meeting.

Court Approval and Implementation

If the CBCA Plan is approved by the requisite majorities at the
Secured Debtholders' Meeting and the Unsecured Debtholders'
Meeting, the Company and its subsidiary, Concordia Healthcare
(Canada) Corp., will attend a hearing before the Court currently
scheduled for June 26, 2018 or such other date as may be set by the
Court, to seek Court approval of the CBCA Plan.
Completion of the Recapitalization Transaction will be subject to,
among other things, approval of the CBCA Plan by the requisite
majorities of the Secured Debtholders and the Unsecured Debtholders
at the Meetings to be held on June 19, 2018, such other approvals
as may be required by the Court or the TSX, other applicable
regulatory approvals, approval of the CBCA Plan by the Court and
the satisfaction or waiver of applicable conditions precedent.  If
all requisite approvals are obtained and the other conditions to
completion of the Recapitalization Transaction are satisfied or
waived, it is expected that the Recapitalization Transaction will
be completed on or about the end of July 2018. Upon implementation,
the CBCA Plan would bind all holders of the Secured Debt and the
Unsecured Debt and the Shareholders of the Company.

As part of the Court approval of the Recapitalization Transaction,
the Company will seek a permanent waiver of any and all: (a)
defaults resulting from the commencement of these CBCA proceedings,
and (b) third party change of control provisions that may be
triggered by the implementation of the Recapitalization
Transaction.

Additional Information and Materials

The information circular for the Meetings will contain, among other
things, information regarding procedures for voting on the CBCA
Plan, eligibility for early consent consideration and elections in
respect of the New Senior Secured Term Loans and the New Senior
Secured Notes pursuant to the terms of the Recapitalization
Transaction and the Interim Order, as well as other background and
material information regarding the Recapitalization Transaction.
The Company expects the mailing of the Circular to begin on or
about May 16, 2018.  The Circular, the forms of proxies and
applicable election forms will also be available as follows:

   * on Concordia's website at www.concordiarx.com;

   * under Concordia's SEDAR profile at www.sedar.com and EDGAR  
     profile at www.sec.gov/edgar.shtml; and/or

   * through Kingsdale Advisors by calling toll free at 1-866-
     581-0506 or 416-867-2272, by email at
     contactus@kingsdaleadvisors.com or on Kingsdale Advisors'
     website at www.KingsdaleAdvisors.com.

The transaction term sheet in respect of the Recapitalization
Transaction and the forms of the Support Agreement and the
Subscription Agreement (subject to redactions for certain
confidential information contained in such agreements) will be
filed by Concordia on SEDAR and EDGAR.  Further information about
the Recapitalization Transaction will also be made available on
SEDAR (www.sedar.com), EDGAR (www.sec.gov/edgar.shtml) and the
Company’s website (www.concordiarx.com).  Additional information
in connection with the implementation of the Recapitalization
Transaction, including with respect to the CBCA Proceedings, will
be made publicly available by the Company and certain documents
relating to the Recapitalization Transaction will be hosted on the
Company's website in the Investors section.

Any questions or requests for further information regarding voting
at the Meetings, eligibility for early consent consideration or
elections in respect of the New Senior Secured Term Loans or the
New Senior Secured Notes should be directed to Kingsdale Advisors
at 1-866-581-0506 or 416-867-2272, by email at
contactus@kingsdaleadvisors.com.

The Company's legal advisors in connection with the
Recapitalization Transaction are Goodmans LLP and Skadden, Arps,
Slate, Meagher & Flom LLP and its financial advisor is Perella
Weinberg Partners LP.

The legal advisors to the Initial Consenting Secured Debtholders in
connection with the Recapitalization Transaction are Osler, Hoskin
& Harcourt LLP and White & Case LLP and their financial advisor is
Houlihan Lokey Capital, Inc.  The legal advisors to the Initial
Consenting Unsecured Debtholders in connection with the
Recapitalization Transaction are Bennett Jones LLP, Paul, Weiss,
Rifkind, Wharton & Garrison LLP and Ashurst LLP and their financial
advisor is Greenhill & Co., LLC.

               Alternative Implementation Process

The Recapitalization Transaction is being implemented pursuant to
the CBCA Plan.  In order to be in the best position to advance the
Recapitalization Transaction pursuant to insolvency proceedings
under Chapter 11 of the United States Bankruptcy Code, if
applicable, Concordia is soliciting votes in respect of the CBCA
Plan contemporaneously with soliciting votes in respect of a
Chapter 11 Process.  Concordia intends to complete and implement
the CBCA Plan pursuant to the CBCA Proceedings.  Contemporaneous
solicitation of votes in respect of a Chapter 11 Process ensures
that the Company has the future ability to also complete the
Recapitalization Transaction under such an alternative
implementation process if the Company elects to do so in the
future, subject to certain conditions and consent requirements as
provided for in the Support Agreement.  In addition, in accordance
with the terms of the Interim Order, a vote cast in favour of the
CBCA Plan at the Meetings may also be counted in favour of
implementing a plan of arrangement on substantially similar terms
in any insolvency proceedings under the Companies' Creditors
Arrangement Act (Canada) that may be commenced by the Company, to
the extent such proceedings are consented to by the Majority
Private Placement Parties and the Majority Initial Consenting
Debtholders (each as defined in the schedule to this news
release).

              Disclosure of Certain Information
             Pursuant Confidentiality Agreements

Concordia also announced the disclosure of certain non-public
information that has been provided to certain Secured Debtholders
and Unsecured Debtholders that entered into confidentiality
agreements with Concordia in connection with advancing the
Recapitalization Transaction.  Concordia is now publicly disclosing
the Disclosure Materials pursuant to its obligations under the
Confidentiality Agreements and will host the Disclosure Materials
on its website in the Investors section.  Any financial projections
or forecasts included in the Disclosure Materials were not prepared
with a view toward public disclosure or compliance with the
published guidelines of the United States Securities and Exchange
Commission, applicable Canadian securities regulatory authorities
or the guidelines established under the International Financial
Reporting Standards.  The projections do not purport to present the
Company's financial condition in accordance with IFRS.  The
projections are unaudited and were prepared for internal use,
capital budgeting and other management decisions and are subjective
in many respects.  The projections reflect numerous assumptions
made by management of the Company with respect to financial
condition, business and industry performance, general economic,
market and financial conditions, and other matters, all of which
are difficult to predict, and many of which are beyond the
Company's control.  Accordingly, there can be no assurance that the
assumptions made in preparing the projections will prove accurate.
It is expected that there will be differences between actual and
projected results, and the differences may be material, including
due to the occurrence of unforeseen events occurring subsequent to
the preparation of the projections.  The inclusion of the
projections herein should not be regarded as an indication that the
Company or its representatives consider the projections to be a
reliable prediction of future events, and the projections should
not be relied upon as such. Neither Concordia nor any of its
affiliates or representatives has made or makes any representation
to any person regarding the ultimate outcome of the Company's
efforts to realign its capital structure compared to the
projections, and none of them undertakes any obligation to publicly
update or revise any forward-looking statement or forward
looking-information, whether as a result of new information, future
events, or otherwise.

A summary of the principal terms and conditions of the
Recapitalization Transaction is available for free at:

                     https://is.gd/boCT4E

A full-text copy of the Support Agreement is available at:

                     https://is.gd/OKyNy2

A full-text copy of the Subscription Agreement is available at:

                     https://is.gd/7MYbJ0

                       About Concordia

Based in Ontario, Canada, Concordia -- http://www.concordiarx.com/
-- is an international specialty pharmaceutical company with a
diversified portfolio of more than 200 patented and off-patent
products, and sales in more than 90 countries.  Going forward, the
Company is focused on becoming a leader in European specialty,
off-patent medicines.  Concordia operates out of facilities in
Oakville, Ontario and, through its subsidiaries, operates out of
facilities in Bridgetown, Barbados; London, England and Mumbai,
India.

Concordia reported a net loss of US$1.59 billion for the year ended
Dec. 31, 2017, compared to a net loss of US$1.31 billion for the
year ended Dec. 31, 2016.  As at Dec. 31, 2017, Concordia had
US$2.32 billion in total assets, US$4.23 billion in total
liabilities and a total shareholders' deficit of US$1.91 billion.

                           *    *    *

In October 2017, Moody's Investors Service downgraded the Corporate
Family Rating of Concordia to 'Ca' from 'Caa3'.  "Concordia's Ca
Corporate Family Rating reflects its very high financial leverage,
ongoing operating headwinds, and imminent risk of a debt
restructuring.  Moody's estimates adjusted debt/EBITDA will exceed
9.0x over the next 12 months as earnings decline on a year over
year basis."

Also in October 2017, S&P Global Ratings lowered its corporate
credit rating on Concordia to 'SD' from 'CCC-' and removed the
rating from CreditWatch, where it was placed with negative
implications on Sept. 18, 2017.  "The downgrade follows Concordia
International's announcement that it failed to make the Oct. 16,
2016, interest payment on the 7% senior unsecured notes due 2023.
Given our view of the company's debt level as unsustainable, and
ongoing restructuring discussions, we do not expect the company to
make a payment within the grace period."


CONTURA ENERGY: S&P Places 'B-' Corp Credit Rating on Watch Pos.
----------------------------------------------------------------
S&P Global Ratings placed its ratings on Bristol, Tenn.-based coal
producer Contura Energy, including the 'B-' corporate credit
rating, on CreditWatch with positive implications.

S&P said, "Our 'B' issue-level rating on the company's $400 million
senior secured term loan due in 2024 has also been placed on
CreditWatch with positive implications. The recovery rating on the
debt is '2', indicating our expectation of substantial (70%-90%;
rounded estimate: 70%) recovery in the event of a payment
default."

The CreditWatch positive placement follows the announcement that
Contura plans to merge with Alpha Natural Resources (Alpha) in an
all-stock transaction. The two companies have reduced their asset
retirement obligations by over $350 million (about 73%) over the
past 18 months. In large part to its own ARO reductions, Contura
lowered its adjusted leverage to 1.5x from 3.4x in 2018. S&P
expects the new Contura to incorporate Alpha's assets while
maintaining leverage in the 1x to 2x range, given that the
companies have indicated that this will be a leverage neutral
transaction. The merger solidifies Contura's access to Alpha
controlled reserves, and eliminates the current metallurgical coal
sales agreement, and its associated renegotiation risks.

S&P said, "The CreditWatch positive placement indicates that there
is a 50% chance that we could raise the rating within the next 90
days. In resolving the CreditWatch we will reassess Contura's
capital structure and operational strategy. The transaction is
expected to close in the third quarter.

"We could change the outlook to stable if, after the merger, we
expect leverage to settle above 2x. This would be associated with
adjusted EBITDA below $225 million. Alternatively we could lower
the rating if, in our view, the assets are not likely to sustain
margins above 25%. This could be a consequence of rising costs
specific to Contura, or more generally, falling metallurgical coal
prices.

"We could raise the rating if the company sustains leverage below
2x, particularly if EBITDA margins improve above 25%. In this
scenario, we expect the company would generate cash flow of over
$150 million and preserve adequate liquidity. We would also
consider a successful public market listing as a credit
enhancement."


COPSYNC INC: June 12 Hearing Set for Disclosure Statement Approval
------------------------------------------------------------------
As previously reported, on Sept. 29, 2017, COPsync, Inc., filed a
voluntary petition for relief under Chapter 11 of Title 11 of the
United States Code (the "Bankruptcy Code") in the United States
Bankruptcy Court for the Eastern District of Louisiana.  On April
30, 2018, the Company filed in the Bankruptcy Court its proposed
Plan of Liquidation Pursuant to Chapter 11 of the U.S. Bankruptcy
Code (the "Plan") and Debtor's Disclosure Statement.  On May 1,
2018, the Court entered an order scheduling a hearing on June 12,
2018, to consider approval of the disclosure statement and
establishing June 5, 2018, as the last date for filing objections
to the disclosure statement.

The Plan will take effect only after confirmation of the Plan by
the Bankruptcy Court and the satisfaction of conditions precedent
to effectiveness of the Plan.

This report on Form 8-K is not a solicitation of acceptance or
rejection of the Plan.  Acceptances or rejection may not be
solicited until a disclosure statement has been approved by the
Bankruptcy Court.  The disclosure statement has been submitted for
approval, but has not been approved by the Bankruptcy Court.

                         About COPsync

COPsync, Inc., was created in 2005 as a "software for a service or
platform for law enforcement to share real-time information amongst
counties, agencies, and departments.  It was created in response to
the 2000 death of one of COPsync's co-founders' colleagues and
friends, Texas Department of Public Safety Trooper Randy Vetter,
who was killed making what he believed to be a routine traffic stop
for a seatbelt violation.  The Company's products include
nationally shared network of law enforcement information COPsync
Network, software-driven in-car HD video system Vidtac, real-time
threat alert system COPsync911, and court buildings security
provider COURTsync.

COPsync completed a $10.6 million equity financing capital raise in
November 2015 and became listed on the Nasdaq Capital Market
exchange (COYN).

COPsync, Inc., filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-12625) on
Sept. 29, 2017.  The Debtor estimated $1 million to $10 million in
both assets and liabilities.

The Debtor tapped John M. Duck, Esq., Robin B. Cheatham, Esq.,
Victoria P. White, Esq., and Scott R. Cheatham, Esq., at Adams and
Reese LLP, as counsel.  Jones Walker, LLP, serves as special
counsel.  Alliance Overnight Document Service, LLC, is the Debtor's
noticing agent.


CPI CARD: CFO Etzkorn Quits to Join Another Firm in Detroit
-----------------------------------------------------------
CPI Card Group Inc. disclosed that Lillian Etzkorn has accepted an
executive leadership position in Detroit, where she has lived for
more than 40 years, in order to be closer to her home and family.
Ms. Etzkorn will remain with the Company through July 24, 2018 to
transition her responsibilities.  The Company intends to
immediately commence a search for a new chief financial officer.

Ms. Etzkorn commented, "I made the difficult decision to leave CPI
and accept a position in Detroit in order to be closer to my home
and family.  I am proud to have served as a member of the
outstanding management team at CPI, and I am confident that the
Company is positioned well for success going forward.  I wish
everyone at CPI all the best."

Scott Scheirman, president and chief executive officer of CPI,
stated: "I want to thank Lillian for her leadership of our finance
organization and the positive contributions she has made during her
tenure.  On behalf of the entire Company, I wish Lillian the very
best in her future endeavors."

"Although it's always a challenge to lose a member of the
leadership team," Mr. Scheirman continued, "we remain confident in
our long-term opportunities.  We anticipate our 2018 first quarter
results will be in line with our expectations, highlighted by
approximately 5% revenue growth.  We will share additional
information on our May 8th earnings call.  We continue to focus on
our strategy of deep customer focus, providing market-leading
quality products and customer service, a market competitive
business model, and continuous innovation."

      Preliminary First Quarter of 2018 Financial Results

CPI expects total net sales for the first quarter of 2018 to be
approximately $59 million, an increase of 5% over the first quarter
of 2017, and a net loss of approximately $7.3 million. Adjusted
EBITDA is expected to be approximately $2.7 million.  Cash flow
from operations is expected to be a use of approximately $2
million.  At March 31, 2018, CPI had available liquidity of
approximately $40 million including approximately $20 million of
cash on the balance sheet and an undrawn $40 million revolving
credit facility, of which $20 million was available for borrowing.

First quarter of 2018 preliminary results are subject to change
based on the completion of the Company's quarter-end review
process.  CPI has scheduled a conference call to discuss first
quarter results on May 8th.

      Full Quarterly Results Conference Call on May 8, 2018

As previously announced, CPI will hold a conference call on
Tuesday, May 8, 2018 at 5:00 p.m. Eastern Time (ET) to discuss its
first quarter 2018 financial results. To access this call, dial
(844) 392-3771 (domestic) or (636) 812-6483 (international).  The
pass code for the call is 3493588.  Additionally, a live webcast of
the conference call will be available on the "Investor Relations"
page on the Company's web site http://investor.cpicardgroup.com/.

Following the completion of the conference call, a replay of the
conference call will be available from 8:00 p.m. ET on May 8, 2018
until 8:00 p.m. ET on May 15, 2018.  To access the replay, please
dial (855) 859-2056 or (404) 537-3406; Conference ID: 3493588.

                         About CPI Card

CPI Card Group -- http://www.cpicardgroup.com/-- is a provider in
payment card production and related services, offering a single
source for credit, debit and prepaid debit cards including EMV
chip, personalization, instant issuance, fulfillment and mobile
payment services.  With more than 20 years of experience in the
payments market and as a trusted partner to financial institutions,
CPI's solid reputation of product consistency, quality and
outstanding customer service supports its position as a leader in
the market.  Serving the Company's customers from locations
throughout the United States, Canada and the United Kingdom, the
Company has a leading network of high security facilities in the
United States and Canada, each of which is certified by one or more
of the payment brands: Visa, MasterCard, American Express, Discover
and Interac in Canada.  The Company is headquartered in Littleton,
Colorado.

CPI Card incurred a net loss of $22.01 million for the year ended
Dec. 31, 2017, compared to net income of $5.40 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, CPI Card Group had $234
million in total assets, $353.57 million in total liabilities and a
total stockholders' deficit of $119.57 million.

                           *    *    *

As reported by the TCR on April 4, 2018, Moody's Investors Service
downgraded its ratings for CPI Card Group Inc., including the
company's Corporate Family Rating (to Caa1, from B3) and
Probability of Default Rating (to Caa1-PD, from B3-PD).  Moody's
said the downgrades broadly reflect continued uncertainty about
whether CPI can return to revenue and profit growth over the next
12-18 months, and an earnings and cash flow profile that can
adequately support the company's heavy debt burden.

In March 2018, S&P Global Ratings lowered its corporate credit
rating on Littleton, Colo.-based CPI Card Group Inc. to 'CCC+' from
'B-'.  "The downgrade reflects our view that CPI's capital
structure is unsustainable at current levels of EBITDA.  However,
we do not anticipate a default scenario over the next 12 months
given that we believe liquidity availability will be sufficient to
absorb the expected negative discretionary cash flow.


CYCLONE CATTLE: U.S. Trustee Forms Three-Member Committee
---------------------------------------------------------
James L. Snyder, Acting U.S. Trustee for Region 12, on May 1, 2018,
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Cyclone Cattle, LLC.

The committee members are:

     (1) Agriland FS
         Attn: Keith Becker
         421 N. 10th Street
         Winterset, IA 50273
         Tel: (515) 462-5368
         E-mail: Kbecker@agrilandFS.com

     (2) Peters Law Firm, P.C.
         Attn: Lyle W. Ditmars
         P.O. Box 1078
         Council Bluffs, IA 51502
         Tel: (712) 328-3157
         Fax: (712) 328-9092
         E-mail: LyleDitmars@hotmail.com

     (3) CFI Tire Service Inc.
         Attn: Scott Glenn
         1520 E. So. Omaha Bridge Road
         Council Bluffs, IA 51503
         Tel: (712) 388-9744
         Fax: (712) 309-0019
         E-mail: Scott@cfitirecb.com

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.

                     About Cyclone Cattle

Cyclone Cattle, LLC, is an Iowa corporation engaged in farming
operations including a cattle feed lot.  Cyclone Cattle, LLC, filed
a Chapter 11 petition (Bankr. S.D. Iowa Case No. 18-00856) on April
17, 2018, listing under $1 million in both assets and liabilities.

The Debtor is represented by Jeffrey D. Goetz, Esq., at Bradshaw
Fowler Proctor & Fairgrave P.C.  JT Korkow, d/b/a Northwest
Financial Consulting, is its financial advisor.


DAILY GAZETTE: Taps Brown Edwards & Company as Accountant
---------------------------------------------------------
Daily Gazette Company, and its affiliated debtors and
debtors-in-possession, seek authority from the US Bankrutpcy Court
for the Southern District of West Virginia to employ Stephen E.
Kawash and the accounting firm Brown Edwards & Company, LLP, as the
Debtors' accountants to perform certain tax and accounting services
that will be required and necessary during these cases.

Stephen E. Kawash, a partner with the accounting firm Brown Edwards
& Company, attests that BEC is a "disinterested persons" as that
term is defined in section 101(14) of the Bankruptcy Code and does
not hold or represent any interest adverse to the Debtors' estates.


BEC's standard hourly rates are

     Associates   $115
     Managers     $135
     Directors    $245  
     Partners     $355

The accountants can be reached through:

     Stephen E. Kawash
     Brown Edwards & Company, LLP
     300 Chase Building
     707 Virginia Street East
     Charleston, WV 25301
     Tel: (304) 343-4188
     Fax: (304) 344-5035

                  About Daily Gazette Company

Headquartered in Charleston, West Virginia, Daily Gazette Company
and its affiliates operate privately owned information and
entertainment businesses consisting of the flagship newspaper, The
Charleston Gazette-Mail, as well as a related website, weekly
publications, a saturation mail product and the following
verticals:

   http://www.wvcarfinder.com/  
   http://www.wvrealestatefinder.com/  
   http://www.wvjobfinder.com/  
   http://www.gazettemailclassifieds.com/      

Daily Gazette Company and certain of its affiliates sought for
bankruptcy protection under Chapter 11 (Bankr. S.D. W.Va. Lead Case
No. 18-20028) on Jan. 30, 2018.  In the petition signed by Norman
W. Shumate III, authorized signatory, Daily Gazette Company
estimated assets of $1 million to $10 million and liabilities of
$10 million to $50 million.

Affiliates that simultaneously filed Chapter 11 petitions:

    Debtor                                      Case No.
    ------                                      --------
    Daily Gazette Company                       18-20028
    Daily Gazette Holding Company, LLC          18-20029
    Charleston Newspapers Holdings, L.P.        18-20030
    Daily Gazette Publishing Company, LLC       18-20032
    Charleston Newspapers                       18-20033
    G-M Properties, Inc.                        18-20034

Judge Frank W. Volk is the case judge.

The Debtors tapped Perkins Coie LLP, as lead counsel, and Supple
Law Office, PLLC, as co-counsel.  The Debtors hired Phil Murray and
Dirks, Van Essen & Murray as consultant and broker.


DAVE'S DIVERSIFIED: Taps Hoover Penrod PLC as Attorney
------------------------------------------------------
Dave's Diversified Services, Inc., seeks authority from the United
States Bankruptcy Court for the Western District of Virginia,
Harrisonburg Division, to hire Hoover Penrod PLC as attorneys for
the Debtor, nunc pro tunc to April 13, 2018.

Services to be rendered by Hoover are:

     (a) advise the Debtor with respect to its powers and duties as
debtor in possession in the continued management and operation of
the assets of their respective estates;

     (b) advise and consult on the conduct of the case, including
all of the legal requirements of operating in Chapter 11;

     (c) attend meetings and negotiating with representatives of
Debtor's creditors and other parties in interest;

     (d) take all necessary action to protect and preserve the
Debtor's estates, including pro secuting actions on the Debtor's
behalf, defending any actions commenced against the Debtor, and
representing the Debtor's interests in negotiations concerning all
litigation in which the Debtor is involved, including objections to
claims filed against the Debtor's estate;

     (e) prepare all pleadings, including motions, applications,
answers, orders, reports, and papers necessary or otherwise
beneficial to the administration of the Debtor's estate;

     (f) advise the Debtor in connection with any potential sale of
assets;

     (g) appear before the Court to represent the interests of the
Debtor's estate before the Court;

     (h) take any necessary action on behalf of the Debtor to
negotiate, prepare on behalf of the Debtor, and obtain approval of
Chapter 11 plan and documents related thereto; and

     (i) perform all other necessary or otherwise beneficial legal
services to the Debtor in connection with prosecution of this
case.

Hourly Rates Hoover will charge are:

     Dale A. Davenport         $315
     Hannah W. Hutman          $315
     Beth C. Driver            $290  
     Paralegal personnel        $90

Hannah W. Hutman, member of Hoover Penrod PLC, attests that Hoover
and its attorneys are each a "disinterested person" within the
meaning of Sec. 101(14) of the Bankruptcy Code, as required by §
327(a) of the Bankruptcy Code, and do not represent an interest
adverse to the Debtors' estate.

The counsel can be reached through:

     Dale A. Davenport, Esq.
     Hannah W. Hutman, Esq.
     Beth C. Driver, Esq.
     HOOVER PENROD PLC
     342 South Main Street
     Harrisonburg, VA 22801
     Phone: 540/433-2444
     Fax: 540/433-3916 (Facsimile)
     E-mail: ddavenport@hooverpenrod.com
             hhutman@hooverpenrod.com
             bdriver@hooverpenrod.com

                About Dave's Diversified Services

Dave's Diversified Services, Inc., provides all heating and air
repairs from heat pumps, gas furnaces, oil furnaces & boilers.  It
installs new heating and air system from new construction, changing
old systems out to new systems.

Based in Front Royal, Virginia, Dave's Diversified Service filed a
Chapter 11 petition (Bankr. W.D. Va. Case No. 18-50335) on April
13, 2018, estimating under $1 million in both assets and
liabilities.  Dale A. Davenport, Esq., Hannah W. Hutman, Esq. and
Beth C. Driver, Esq. at HOOVER PENROD PLC, serve as the Debtor's
counsel.


DAVID & SUKI: Case Summary & 7 Unsecured Creditors
--------------------------------------------------
Debtor: David & Suki, Inc.
           dba Westover Market
        c/o David A. Hicks
        8635 Oak Chase Cir.
        Fairfax Station, VA 22039-3331

Business Description: David & Suki, Inc. is a privately held
                      company whose principal place of business
                      is located at 5863 N. Washington Blvd.
                      Arlington, VA 22205-2923.

Chapter 11 Petition Date: May 4, 2018

Case No.: 18-11631

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Hon. Klinette H. Kindred

Debtor's Counsel: Steven B. Ramsdell, Esq.
                  TYLER, BARTL & RAMSDELL, P.L.C.
                  300 N. Washington St., Suite 310
                  Alexandria, VA 22314
                  Tel: (703) 549-5000
                  Fax: (703) 549-5011
                  Email: sramsdell@tbrclaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by David A. Hicks, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at:

                     http://bankrupt.com/misc/vaeb18-11631.pdf


ENC HOLDING: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Schuylkill Haven, Pa.-based ENC Holding Corp. (ENC). The outlook is
stable.

S&P said, "At the same time, we assigned our 'B' issue-level rating
and '3' recovery rating to the company's proposed first-lien credit
facility (which consists of a $238.5 million first-lien term loan
and a $24 million delayed-draw term loan). The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of a default.

"The ratings on ENC Holding Corp. (ENC) reflect our expectation
that the proposed recapitalization will weaken its credit metrics,
though we expect them to improve modestly on higher earnings going
forward. As part of the transaction, the company will enter into a
$238.5 million first-lien term loan, which it will use the proceeds
from to fund a $46.6 million shareholder distribution and refinance
its existing debt. The company also intends to enter into a $24
million delayed-draw term loan and a $50 million asset-based
revolver, both of which will be undrawn at the close of the
transaction.

"The stable outlook on ENC reflects our belief that the company
will continue to increase its agent network and benefit from the
growth in intermodal shipments over the next 12 months. We also
expect the company to continue to pursue modest acquisitions.
Therefore, we anticipate that ENC's credit metrics will improve
following the proposed transaction, with debt-to-EBITDA improving
to the low-5x area in 2019 from the high-5x area as of the close of
the transaction.

"We could lower our ratings on ENC over the next 12 months if the
company's operating results are weaker than expected due to lower
trade volumes or higher drayage insourcing such that its
debt-to-EBITDA increases to around 6.5x and we expect no
improvement.

"Although unlikely over the next year, we could raise our ratings
on ENC if the company increases its scale and earnings. This could
occur if the company improves its pricing terms or expands its
truckload and brokerage operations. Specifically, we would need the
company to reduce its debt-to-EBITDA below 5x on a sustained basis
and would require management to commit to maintain this level of
leverage going forward."


EP ENERGY: Unit Amends Development Agreement With Wolfcamp
----------------------------------------------------------
As reported on EP Energy LLC's Current Report on Form 8-K dated
Jan. 26, 2017, in January 2017 EP Energy E&P Company, L.P., a
subsidiary of EP Energy Corporation, entered into a Participation
and Development Agreement with Wolfcamp DrillCo Operating L.P. (the
"Investor"), a company managed and controlled by an affiliate of
Apollo Global Management, LLC, to fund future oil and natural gas
development in the Permian basin.  Subsequently, Access Industries
acquired an indirect minority ownership interest in the Investor
and therefore is also indirectly responsible for funding a portion
of the Investor's capital commitment.  Pursuant to the PDA, the
Investor agreed to fund 60 percent of the estimated drilling,
completion and equipping costs in the joint venture wells, which
was divided into two approximately $225 million investment
tranches, in exchange for a 50 percent working interest.  Once the
Investor achieves a 12 percent internal rate of return on its
invested capital in each tranche, its working interest reverts to
15 percent.  Since January 2017, the Company has recovered
approximately $215 million in capital costs from the Investor
related to the first tranche, which the Company expects to complete
in the second half of 2018.

On April 27, 2018, the Company and the Investor amended the PDA to
direct the development area for the second tranche from the Permian
to the Eagle Ford, under the same economic terms set forth above.
The Amended PDA was approved by the Company's board of directors,
excluding any members who are affiliated with the Investor or
otherwise would have an interest in the transactions, and a
sub-committee of the Governance and Nominating Committee of the
board of directors.  Such sub-committee of the Governance and
Nominating Committee of the board of directors was advised by
independent legal and financial advisors.

The Second Tranche Development will be developed pursuant to two
phases.  The initial phase will consist of 34 wells located within
the areas of the Eagle Ford designated for the Second Tranche
Development. The Company expects that the Second Tranche Phase One
will be completed in 2019.  The Company will operate each well
jointly developed pursuant to the Amended PDA.

Following the drilling of the last Farmout Well in the Second
Tranche Phase One, the Company will propose a second phase of the
Second Tranche Development, such Second Tranche Phase Two to be
sized such that the Investor's share of drilling, completion and
equipping costs associated with the Second Tranche Development will
not exceed $225 million.  The Investor has 60 days to approve or
reject the proposed Second Tranche Phase Two.  If the Investor
rejects the Second Tranche Phase Two, the Company will be permitted
to proceed with those wells, if it elects to do so, without the
Investor's participation.

A full-text copy of the Amended and Restated Participation and
Development Agreement is available for free at:

                      https://is.gd/r5Gk5J

                       About EP Energy LLC

EP Energy LLC, a wholly-owned subsidiary of EP Energy Corporation,
-- http://www.epenergy.com-- is an independent exploration and
production company engaged in the acquisition and development of
unconventional onshore oil and natural gas properties in the United
States.  The Company operates through a diverse base of producing
assets and are focused on providing returns through the development
of our drilling inventory located in three areas: the Permian basin
in West Texas, the Eagle Ford Shale in South Texas, and the
Altamont Field in the Uinta basin in Northeastern Utah.  The
Company is headquartered in Houston, Texas.

EP Energy LLC reporting a net loss of $203 million for the year
ended Dec. 31, 2017, compared to a net loss of $21 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, EP Energy had $4.89
billion in total assets, $4.50 billion in total current and
non-current liabilities and $383 million in member's equity.

                           *    *    *

As reported by the TCR on Jan. 10, 2018, S&P Global Ratings raised
its corporate credit rating on Houston-based exploration and
production (E&P) company EP Energy LLC to 'CCC+' from 'SD'
(selective default).  The outlook is negative.  "The upgrade
reflects the announcement that EP has completed exchanges of its
unsecured debt, which we considered to be distressed, for 1.5-lien
secured debt due 2024.  The rating incorporates the new capital
structure, which reflects the minimal reduction of the company's
debt as a result of the exchanges," S&P said.

EP Energy LLC carries a 'Caal' Corporate Family Rating from Moody's
Investors Service.


EXPRESS HOV: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Express HOV, Inc., as of May 1, 2018,
according to a court docket.

Houston, Texas-based Express HOV, Inc., filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Case No. 18-31439) on March
23, 2018, estimating its assets at between $50,001 and $100,000 and
its liabilities at between $100,001 and $500,000.  Reese W. Baker,
Esq., at Baker & Associates, serves as the Debtor's bankruptcy
counsel.


FANNIE MAE: Reports Net Income of $4.3 Billion for First Quarter
----------------------------------------------------------------
Federal National Mortgage Association, a/k/a Fannie Mae, filed with
the Securities and Exchange Commission its quarterly report on Form
10-Q reporting net income of $4.26 billion on $28.51 billion of
total interest income for the three months ended March 31, 2018,
compared to net income of $2.77 billion on $27.38 billion of total
interest income for the three months ended March 31, 2017.

Fannie Mae's continued strong revenues drove the company's first
quarter 2018 results.  Two primary factors drove the difference
between net income in the first quarter of 2018 compared to the net
loss in the fourth quarter of 2017: a $9.9 billion provision for
federal income taxes in the fourth quarter of 2017 that resulted
from the enactment of the Tax Cuts and Jobs Act of 2017 (the Tax
Act); and net fair value gains of $1.0 billion in the first quarter
of 2018.

As of March 31, 2018, Fannie Mae had $3.36 trillion in total
assets, $3.36 trillion in total liabilities and total stockholders'
equity of $3.93 billion.

Fannie Mae's net worth of $3.9 billion as of March 31, 2018
reflects the company's comprehensive income of $3.9 billion for the
first quarter of 2018 and its receipt of $3.7 billion from Treasury
during the quarter pursuant to its senior preferred stock purchase
agreement with Treasury to eliminate the company's net worth
deficit as of Dec. 31, 2017.  Fannie Mae expects to pay a $938
million dividend to Treasury by June 30, 2018.

"Our solid first quarter performance reflects the strength of our
underlying business, the benefits of our business model, and our
focus on customers," said Timothy J. Mayopoulos, president and
chief executive officer.

"We continue to drive advances in the housing finance system,
providing our customers with reliable, sustainable, and innovative
solutions to address America's housing needs.

"We are dedicated to working with our customers to solve the
housing challenges of today and tomorrow, and enabling them to
deliver real benefits and more opportunities to homebuyers and
renters."

                 Credit Risk Transfer Transactions

In late 2013, Fannie Mae began entering into credit risk transfer
transactions with the goal of transferring, to the extent
economically sensible, a portion of the mortgage credit risk on
some of the recently acquired loans in its single-family book of
business in order to reduce the economic risk to the company and
taxpayers of future borrower defaults.  Fannie Mae's primary method
of achieving this goal has been through the issuance of its
Connecticut Avenue Securities (CAS) and its Credit Insurance Risk
Transfer (CIRT) transactions.  In these transactions, the company
transfers to investors a portion of the credit risk associated with
losses on a reference pool of mortgage loans and in exchange pays
investors a premium that effectively reduces the guaranty fee
income the company retains on the loans.

As a part of Fannie Mae's continued effort to innovate and improve
the company's credit risk transfer programs, in April 2018 the
company announced changes to its Single-Family MBS program to
facilitate proposed future enhancements to its benchmark CAS
structure.  These proposed future enhancements to the CAS program
will enable the company to structure future CAS offerings as notes
issued by trusts that qualify as Real Estate Mortgage Investment
Conduits (REMICs).  This proposed REMIC structure differs from the
current CAS notes, which are issued as Fannie Mae corporate debt.
The proposed enhancements to the company's CAS program are designed
to promote the continued growth of the market by expanding the
potential investor base for these securities, making the program
more attractive to real estate investment trust investors, as well
as certain other investors, and limiting investor exposure to
Fannie Mae counterparty risk, without disrupting the
To-Be-Announced (TBA) MBS market.  Fannie Mae may issue a CAS REMIC
later this year, subject to FHFA approval, market conditions, and
other factors.

Under the current CAS structure, there can be a significant lag
between the time when Fannie Mae recognizes a provision for credit
losses and when the company recognizes the related recovery from
the CAS transaction.  While a credit expense on a loan in a
reference pool for a CAS transaction is recorded when it is
probable that Fannie Mae has incurred a loss, for the company's CAS
issued beginning in 2016, a recovery is recorded only when an
actual loss event occurs, which is typically several months after
the collateral has been liquidated.  The proposed new CAS structure
will eliminate this timing mismatch, allowing Fannie Mae to
recognize the credit loss protection benefit at the same time the
credit loss is recognized in the company's condensed consolidated
financial statements.

                        Credit Quality

While continuing to make it possible for families to buy,
refinance, or rent homes, Fannie Mae has maintained responsible
credit standards.  Fannie Mae monitors various loan attributes, in
conjunction with housing market and economic conditions, to
determine if its pricing, eligibility, and underwriting criteria
accurately reflect the risks associated with loans the company
acquires or guarantees.  Single-family conventional loans acquired
by Fannie Mae in the first quarter of 2018 had a weighted average
borrower FICO credit score at origination of 743 and a weighted
average original loan-to-value ratio of 75%.

Fannie Mae's single-family serious delinquency rate was 1.16% as of
March 31, 2018, compared with 1.24% as of Dec. 31, 2017 and 1.12%
as of March 31, 2017.  The company's serious delinquency rate
increased in the latter part of 2017 due to the impact of the
hurricanes in the third quarter of 2017, as many homeowners in the
hurricane-affected regions became delinquent on their loans,
including those that were granted temporary forbearance.  The
company's serious delinquency rate declined in the first quarter of
2018 primarily because many delinquent borrowers resolved their
loan delinquencies during the quarter by obtaining a loan
modification or resuming payments and becoming current on their
loans, including loans in the hurricane regions.

Fannie Mae expects its single-family serious delinquency rate to
remain higher compared with pre-hurricane levels during the next
several months.  The company expects many delinquent borrowers in
the areas affected by the hurricanes will continue to resolve their
loan delinquencies, either through resuming their mortgage payments
and becoming current on their loans or by obtaining a loan
modification.  The company has already seen significant trial
modification activity from the areas affected by the hurricanes in
the first quarter of 2018, and expects elevated trial modification
activity to continue at least through the second quarter of 2018.
Over the long term, the company expects the impact of the
hurricanes on its serious delinquency rate to subside and for this
rate to resume its previous downward trend; however, because the
company's single-family serious delinquency rate has already
declined significantly over the past several years, the company
expects more modest declines and may experience period to period
fluctuations in this rate.

                    Financial Performance Outlook

Fannie Mae expects to remain profitable on an annual basis for the
foreseeable future; however, certain factors could result in
significant volatility in the company's financial results from
quarter to quarter or year to year.  Fannie Mae expects volatility
from quarter to quarter in its financial results due to a number of
factors, particularly changes in market conditions that result in
fluctuations in the estimated fair value of the financial
instruments that it marks to market through its earnings.  Other
factors that may result in volatility in the company's quarterly
financial results include developments that affect its loss
reserves, such as changes in interest rates, home prices or
accounting standards, or events such as natural disasters.

The potential for significant volatility in the company's financial
results could result in a net loss in a future quarter. The company
is permitted to retain up to $3.0 billion in capital reserves as a
buffer in the event of a net loss in a future quarter.  However,
any net loss the company experiences in the future could be greater
than the amount of its capital reserves, resulting in a net worth
deficit for that quarter.

              About Fannie Mae's Conservatorship and
                      Agreements with Treasury

Fannie Mae has operated under the conservatorship of FHFA since
Sept. 6, 2008.  Treasury has made a commitment under a senior
preferred stock purchase agreement to provide funding to Fannie Mae
under certain circumstances if the company has a net worth deficit.
Pursuant to this agreement and the senior preferred stock the
company issued to Treasury in 2008, the conservator has declared
and directed Fannie Mae to pay dividends to Treasury on a quarterly
basis for every dividend period for which dividends were payable
since the company entered into conservatorship in 2008.

Because Fannie Mae had a net worth deficit of $3.7 billion as of
Dec. 31, 2017, the company drew $3.7 billion from Treasury to
eliminate this net worth deficit and no dividend was payable to
Treasury for the first quarter of 2018.

Fannie Mae expects to pay Treasury a dividend of $938 million for
the second quarter of 2018 by June 30, 2018.  The current dividend
provisions of the senior preferred stock provide for quarterly
dividends consisting of the amount, if any, by which the company's
net worth as of the end of the immediately preceding fiscal quarter
exceeds a $3.0 billion capital reserve amount.  The company refers
to this as a "net worth sweep" dividend.  The company's net worth
was $3.9 billion as of March 31, 2018.

If Fannie Mae experiences a net worth deficit in a future quarter,
the company will be required to draw additional funds from Treasury
under the senior preferred stock purchase agreement to avoid being
placed into receivership.  As of May 3, 2018, the maximum amount of
remaining funding under the agreement is $113.9 billion.  If the
company were to draw additional funds from Treasury under the
agreement in respect of a future period, the amount of remaining
funding under the agreement would be reduced by the amount of its
draw.  Dividend payments Fannie Mae makes to Treasury do not
restore or increase the amount of funding available to the company
under the agreement.

Fannie Mae's financial statements for the first quarter of 2018 are
available for free at https://is.gd/3yyToL

                 About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly known
as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.  Through its single-family and
multifamily business segments, the Company provided approximately
$570 billion in liquidity to the mortgage market in 2017, which
enabled the financing of approximately 3 million home purchases,
refinancings or rental units.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac.  Freddie
Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established
by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets. Freddie
Mac supports communities across the nation by providing mortgage
capital to lenders.

Fannie Mae has been under conservatorship, with the Federal Housing
Finance Agency acting as conservator, since Sept. 6, 2008.  As
conservator, FHFA succeeded to all rights, titles, powers and
privileges of the company, and of any shareholder, officer or
director of the company with respect to the Company and its assets.
The conservator has since delegated specified authorities to the
Company's Board of Directors and has delegated to management the
authority to conduct its day-to-day operations.  Fannie Mae's
directors do not have any fiduciary duties to any person or entity
except to the conservator and, accordingly, are not obligated to
consider the interests of the Company, the holders of its equity or
debt securities, or the holders of Fannie Mae MBS unless
specifically directed to do so by the conservator.


FOX PROPERTY: Seeks Aug. 17 Plan Exclusivity Period Extension
-------------------------------------------------------------
Fox Property Holdings, LLC, asks the U.S. Bankruptcy Court for the
Central District of California to extend (a) the exclusivity period
for the Debtor to file a plan of reorganization for approximately
90 days, through and including August 17, 2018, and (b) the
exclusivity period for the Debtor to obtain acceptance of a plan of
reorganization for approximately 90 days, through and including
October 15, 2018.

The Debtor is the owner of that certain commercial real property
located at 340, 392 and 398 West Fourth Street, and 399 North D
Street (360-370 West Court Street), in San Bernardino, California.
At the time that the Debtor acquired the Property, the Debtor
believed that the Property was largely unoccupied and readily
available for leasing to new tenants.

However, following the Debtor's acquisition of the Property, the
Debtor learned that Dr. Harry Hwang and Mrs. Jung H. Hwang, a
married couple who had previously owned and operated a business
known as American Sports University at the Property, were
continuing to occupy and retain possession of the Property
(purportedly with the consent of the Lenders -- Dayco Funding
Corporation and Luxor Properties, Inc.), without the benefit of any
written lease agreement and without paying any rent, and were
permitting other individuals, including an alleged registered sex
offender, Donald Nickels, to illegally reside in the Property.

Beginning in June, 2017, the Debtor initiated a number of unlawful
detainer actions against the Hwangs in the Superior Court of the
State of California for the County of San Bernardino County,
Fontana District to recover possession of the Property from the
Hwangs. Shortly thereafter, on or about December 14, 2017, the
Hwangs filed a complaint for forcible entry and detainer against
the Debtor and certain other named defendants in Superior Court,
thereby commencing the case bearing the number UDFS 1708839.

On January 16, 2018 (one day before the Petition Date), the Debtor
commenced another unlawful detainer action against the Hwangs in
Superior Court (the UD Action) to recover possession of the
Property from the Hwangs. The Debtor submits that, currently, the
Debtor is working with its special litigation counsel to continue
prosecuting the UD Action against the Hwangs to obtain possession
of the Property.

In the meantime, the Debtor is engaging in discussions with
potential tenants and investors so that, upon obtaining possession
of the Property, the Debtor may promptly re-lease space in the
Property to paying tenants, obtain financing and/or investments
from third parties as required to make any necessary improvements
to the Property, and ultimately operate the Property in a
profitable manner.

The Debtor also requires additional time to determine the universe
of claims asserted against the Debtor and its estate (once the Bar
Date of May 25, 2018 passes), determine which of the claims
asserted against the Debtor are valid (and litigate such claims, to
the extent necessary), negotiate with the Lenders regarding the
potential restructuring of the Loan and/or obtain refinancing or
capital contributions to pay off the Loan or cure the Debtor's
defaults under the Loan.

Given the foregoing issues, the Debtor believes it would be
premature to file a plan of reorganization at this time, which will
likely lead to further delays in the plan confirmation process and
will serve only to increase the administrative costs of this case
as any Plan filed now would undoubtedly have to be amended or
modified. Under the circumstances, the Debtor submits that the
requested extensions of its exclusive periods to file a Plan and
obtain acceptances thereof are reasonable and appropriate.

Moreover, the Debtor represents that it is properly administering
its Chapter 11 case in that it has complied with all of the
requirements of the Bankruptcy Code and the Federal Rules of
Bankruptcy Procedure and is in substantial compliance with the
requirements of the Office of the United States Trustee applicable
to debtors in possession. While the Debtor is still in the process
of formulating the terms of a plan of reorganization in this case,
in the meantime it has already commenced making post-petition
interest payments to its secured lenders, Dayco Funding Corporation
and Luxor Properties, Inc.

                  About Fox Property Holdings

Fox Property Holdings, LLC, owns a commercial real property in San
Bernardino, California.  The property consists of various buildings
utilized as a school and dormitory campus and is located on
approximately 4.66 acres of land.  The company's headquarter is
located at 12803 Schabarum Avenue, Irwindale, California.  Dr. Ji
Li is the managing member and 100% equity holder of the company.  

Fox Property Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10524) on Jan. 17,
2018.  In the petition signed by Ji Li, managing member, the Debtor
estimated assets of $10 million to $50 million and liabilities of
$1 million to $10 million.  Judge Robert N. Kwan presides over the
case.

The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its
legal counsel; and Park & Lim as special litigation counsel.


GARDEN STREET: Hires David J. Winterton & Associates as Counsel
---------------------------------------------------------------
Garden Street Holdings, LLC, seeks authority from the United States
Bankruptcy Court for the District of Nevada (Las Vegas) to hire
David J. Winterton, Esq. and David J. Winterton & Associates, Inc.
as counsel.

Professional services required of Winterton are:

     a. attend hearings;

     b. file required schedules and papers;

     c. prepare a disclosure statement and plan of reorganization;


     d. counsel the client; and

     e. provide any other representation necessary to reorganize
the debtor.

Winterton's standard hourly rates are:

     Attorneys        $250 to $400
     Paralegals          $150

The Debtor believes David J. Winterton & Associates, Inc., is a
person within the meaning of 11 U.S.C. Sec. 101(14) and does not
represent any interest adverse to the Debtor.

The counsel can be reached through:

     David J Winterton, Esq.
     David J Winterton & Associates Ltd
     7881 W Charleston Blvd #220
     Las Vegas, NV 89117
     Phone: +1 702-363-0317

                 About Garden Street Holdings

Garden Street Holdings LLC has equitable interest in a real
property located at 625 Orleans Street, Beaumont, TX 77701 having a
current value of $3.30 million.  

Garden Street Holdings LLC filed a Chapter 11 petition (Bankr. D.
Nev. Case No. 18-11169) on March 5, 2018.  In the petition signed
by Seth McCormick, managing member, the Debtor disclosed $3.3
million in total assets and $1.9 million in total liabilities.
Judge Laurel E. Davis presides over the case.  David J. Winterton &
Associates, Inc., is the Debtor's counsel.



GIBSON BRANDS: Meeting Set for May 9 to Form Creditors' Panel
-------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on May 9, 2018, at 10:00 a.m. in the
bankruptcy case of Gibson Brands, Inc.

The meeting will be held at:

         Delaware State Bar Association
         405 King Street, 2nd Floor
         Wilmington, Delaware 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

                        About Gibson Brands

Founded in 1894 and headquartered in Nashville, Tennessee, Gibson
Brands, Inc. -- http://www.gibson.com/-- and its subsidiaries
design and manufacture guitars and other fretted instruments.
Gibson's brands include the Les Paul, SG, Flying V, Explorer, J-45,
Hummingbird, and ES-335, among others.

Gibson Brands, Inc. and 11 affiliates filed separate Chapter 11
cases (Bankr. D. Del. Lead Case No. 18-11025) on May 1, 2018.  In
its petition, Gibson Brands estimated $100 million to $500 million
in both assets and liabilities.  The petition was signed by Henry
E. Juszkiewicz, chief executive officer.

The Hon. Christopher S. Sontchi presides over the cases.  Michael
H. Goldstein, Esq., Gregory W. Fox, Esq., and Barry Z. Bazian,
Esq., at GOODWIN PROCTER LLP, serve as lead counsel to the Debtors.
David M. Fournier, Esq., Michael J. Custer, Esq., and Marcy J.
McLaughlin, Esq., at PEPPER HAMILTON LLP, serve as the Debtors'
Delaware and conflicts counsel.  Brian Fox and Steven R. Kotarba at
Alvarez & Marsal North America, LLC, serve as the Debtors'
restructuring advisors.  Mr. Fox, managing director at Alvarez &
Marsal, serves as Gibson's Chief Restructuring Officer.  Jefferies
LLC serves as the Debtors' investment banker.  Prime Clerk LLC
serves as their claims and noticing agent.

Paul, Weiss, Rifkind, Wharton & Garrison LLP is providing legal
counsel, and PJT Partners is the financial advisor, to the ad hoc
group of unaffiliated noteholders that is supporting the Company's
restructuring.


GLYECO INC: Richard Geib Named Chief Operating Officer
------------------------------------------------------
GlyEco, Inc., has appointed, effective April 27, 2018, Richard Geib
to the new role of chief operating officer.  Mr. Geib will report
to President and CEO Ian Rhodes.

"Over the past year we have successfully consolidated the recently
acquired additive and glycol operations with our existing
antifreeze business.  As part of a natural progression we are now
transitioning to an emphasis on a one company, one mission, one
focus strategy to increase the profitability and growth of our new
vertically integrated organization," said Rhodes.  "In appointing
Dick to the new role of COO with responsibility for both the
Consumer and Industrial Segments, we will be able to more fully
leverage Dick's knowledge and experience and operate as One
Company."

In connection with Mr. Geib's appointment, he will not enter into a
new employment agreement with the Company.  However, his prior
employment agreement entered into with the Company on Dec. 28, 216,
will remain.  Mr. Geib received grants for an aggregate of 200,000
shares of the Company's common stock in the event that the Company
reaches certain milestones.

Also effective April 27, GlyEco has named Michael Olsson as
executive vice president - consumer segment and Dennis Kelly as
executive vice president - industrial segment.  Olsson and Kelly
will report to Geib.

"Both Mike and Dennis provide the management depth and industry
knowledge we need as a rapidly growing company," said Rhodes.
"Mike, who previously held senior management positions at Kauffman
Tire and Sears Automotive, has significant automotive industry
knowledge and multi-location management experience, and Dennis, who
previously oversaw the additive business for Dober Chemical, has
significant knowledge and expertise in the specialized heat
transfer and performance fluids markets, in addition to his
in-depth experience in additive and antifreeze markets and
technology."

In connection with the appointment, Mr. Kelly received grants for
an aggregate of 200,000 shares of the Company's common stock in the
event that the Company reaches certain milestones.  In connection
with the appointment, Mr. Olsson received grants for an aggregate
of 200,000 shares of the Company's common stock in the event that
the Company reaches certain milestones.

                            Waivers
  
On April 30, 2018, GlyEco entered into waiver agreements with
Richard Geib and Jennifer Geib, who are the holders of those
certain 8% Convertible Promissory Notes due Dec. 27, 2021, issued
pursuant to that certain Stock Purchase Agreement, dated Dec. 26,
2016.

The Waivers provide that the Holders will grant a waiver to the
Company from having to comply with Section 2(a) of the Notes in
order to avoid triggering an Event of Default (as defined in the
Notes) under Section 4(a)(i) of the Notes.  The Holders will waive
such non-compliance through and including Dec. 31, 2018.  In
consideration for the Waivers, the Company and the Holders agreed
to the following:

  1. The Company is responsible for paying all interest,
     including interest due pursuant to Section 2 of the Notes,
     at certain amounts and on a new schedule.  The Company will
     commit also to defeasing the Stated Amounts as well as other
     accrued interest on a new schedule.

  2. In the event that Company closes an offering that raises an
     aggregate of $5,000,000 of gross proceeds, the Company will
     be required to repay the balance of the Stated Amounts.

  3. The Company will be required to apply to the Stated Amounts
     the proceeds raised as a result of any sale of assets
     associated with equipment purchased on or about Dec. 26,
     2016, which assets have not previously been pledged to a
     lender, or net proceeds from such sale after repayment of any
     existing liens on those assets.

  4. The Company must pay or reimburse the Holders for their costs
     and expenses incurred in connection with the Waivers.

  5. If (a) the Company fails to raise the necessary capital to
     maintain operations and pay the Holders, (b) the Company is
     unable to make all interests payments due on the Notes by
     Dec. 31, 2018, or (c) the Company defaults on a material
     agreement or obligation with a vendor of the Company, which
     is a reportable event on Form 8-K, the Holders will be
     automatically and immediately released from their employment
     agreements with the Company and any and all non-competition
     provisions shall be immediately voided, unless the Holders
     and Company agree otherwise.

  6. If on or before Dec. 31, 2018, Mr. Geib dies, then the money
     that the Company receives from a certain key man insurance
     policy will be used to pay any and all interest payments as
     well as paying the principal on the Notes.

No other terms of the Notes were modified.

                    April 2018 Private Placement

The Company previously reported in a Current Report on Form 8-K
filed with the SEC on April 12, 2018, the closing of two tranches
of funding related to a private placement of up to $2,500,000 in
principal amount of 10% Unsecured Promissory Notes and common stock
purchase warrants to purchase up to 12,500,000 shares of the
Company's common stock, par value $0.0001 per share, pursuant to a
Subscription Agreement by and among the Company and each
prospective investor.  On May 1, 2018, the Company closed another
tranche with one of its Directors and its Chief Executive Officer,
Ian Rhodes, with respect to a Note with a principal amount of
$50,000 and a Warrant to purchase 250,000 shares of Common Stock.

                       About GlyEco, Inc.

GlyEco, Inc. -- http://www.glyeco.com/-- is a developer,
manufacturer and distributor of performance fluids for the
automotive, commercial and industrial markets.  The Company
specializes in coolants, additives and complementary fluids.  The
Company's network of facilities, develop, manufacture and
distribute products including a wide spectrum of ready to use
antifreezes and additive packages for the antifreeze/coolant, gas
patch coolants and heat transfer fluid industries, throughout North
America.  The Company is headquartered in Rock Hill, South
Carolina.

Glyeco incurred a net loss of $5.18 million for the year ended Dec.
31, 2017, compared to a net loss of $2.26 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, Glyeco had $13.01
million in total assets, $9.14 million in total liabilities, and
$3.86 million in total stockholders' equity.

KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has experienced recurring losses from operations, has
negative operating cash flows during the year ended Dec. 31, 2017,
has an accumulated deficit of $41,996,598 as of Dec. 31, 2017 and
is dependent on its ability to raise capital.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.


GNC HOLDINGS: Urges Stockholders to Vote FOR Hayao Proposal
-----------------------------------------------------------
GNC Holdings Inc. reminded stockholders to vote in advance of the
Special Meeting of Stockholders scheduled to reconvene on
Wednesday, May 9, 2018.

If you have any questions about how to vote, please contact
MacKenzie Partners, Inc. at (800) 322-2885 or via email at
proxy@mackenziepartners.com.

                         EVERY VOTE COUNTS

GNC encourages all stockholders who have not yet voted on the
Company's proposal to issue convertible preferred shares to Harbin
Pharmaceutical Group Holdings Co., Ltd. in connection with Hayao's
$300 million strategic investment in the Company to vote their
shares as soon as possible, but no later than 11:59 p.m., Eastern
Time, on Tuesday, May 8, 2018.

A substantial majority (over 92%) of the proxies received as of the
adjournment of the Special Meeting on April 25, 2018 authorized a
vote in favor of the Share Issuance Proposal, but the necessary
quorum of a majority of the outstanding shares of the Company's
common stock was not established -- and every single vote counts.
Approval of the Share Issuance Proposal requires the affirmative
vote of a majority of the shares present (in person or by proxy)
and entitled to vote at the Special Meeting.

Only stockholders of record on the record date of March 23, 2018,
are entitled to and are being requested to vote.  If a stockholder
has previously submitted its proxy card and does not wish to change
its vote, no further action is required by such stockholder.  If a
stockholder has not voted, or has misplaced its proxy materials or
is uncertain if it has voted all the shares it is entitled to vote,
please see "How You Can Vote," below.

How You Can Vote

Stockholders of Record

While the Company's stockholders as of the Record Date have four
methods of voting, GNC does not believe that there is sufficient
time for record holders to vote by mail at this time.  The deadline
for voting online is 11:59 pm EST on Tuesday, May 8, 2018.  Thus,
the Company encourages record holders to vote in one of the
following ways:

Internet. Go to www.proxyvote.com to use the Internet to transmit
your voting instructions.  Have your proxy card in hand when you
access the website.  The new deadline for voting online is 11:59 pm
EST on Tuesday, May 8, 2018.

Phone. Call 1-800-690-6903 using any touch-tone telephone to
transmit your voting instructions.  Have your proxy card in hand
when you call.

Voting by any of these methods will not affect your right to attend
the Special Meeting and vote in person.  However, for those who
will not be voting in person at the Special Meeting, your final
voting instructions must be received by no later than 11:59 p.m.,
Eastern Time, on May 8, 2018.

All stockholders of record as of the Record Date may attend the
Special Meeting and vote in person.  Stockholders will need to
present proof of ownership of the Company's common stock as of the
Record Date, such as a bank or brokerage account statement, and a
form of personal identification to be admitted to the Special
Meeting.  No cameras, recording equipment, electronic devices,
large bags, briefcases or packages will be permitted in the Special
Meeting.

Beneficial Owners

Most of the Company's stockholders hold their shares through a
broker, bank or other nominee, rather than directly in their own
name.  If a stockholder holds its shares in one of these ways, it
is considered the beneficial owner of shares held in street name,
and the proxy materials were forwarded to it by its broker, bank or
nominee, who is considered, with respect to those shares, the
stockholder of record.  As the beneficial owner, such stockholder
has the right to direct its broker, bank or nominee on how to vote.
The stockholder's broker, bank or nominee enclosed a voting
instruction form for it to use in directing the broker, bank or
nominee on how to vote its shares.  If a stockholder holds its
shares through an NYSE member brokerage firm, that member brokerage
firm does not have the discretion to vote shares it holds on the
stockholder's behalf without instructions from the stockholder with
respect to the Share Issuance Proposal.

The Board of Directors of the Company recommends that the Company's
stockholders vote "FOR" the Share Issuance Proposal.

                        About GNC Holdings

GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global
specialty health, wellness and performance retailer.  GNC connects
customers to their best selves by offering a premium assortment of
heath, wellness and performance products, including protein,
performance supplements, weight management supplements, vitamins,
herbs and greens, wellness supplements, health and beauty, food and
drink and other general merchandise.  This assortment features
proprietary GNC and nationally recognized third-party brands.
GNC's diversified, multi-channel business model generates revenue
from product sales through company-owned retail stores, domestic
and international franchise activities, third-party contract
manufacturing, e-commerce and corporate partnerships.  As of March
31, 2018, GNC had approximately 8,900 locations, of which
approximately 6,700 retail locations are in the United States
(including approximately 2,400 Rite Aid franchise
store-within-a-store locations) and franchise operations in
approximately 50 countries.

GNC Holdings incurred a net loss of $148.85 million in 2017 and a
net loss of $286.25 million in 2016.  As of March 31, 2018, GNC
Holdings had $1.52 billion in total assets, $1.70 billion in total
liabilities and a total stockholders' deficit of $179.24 million.

                           *    *    *

In February 2018, S&P Global Ratings raised its corporate credit
rating on the Pittsburgh, Pa.-based vitamin and supplement retailer
GNC Holdings Inc. to 'CCC+' from 'SD'.  S&P also placed all ratings
on CreditWatch with negative implications.  "The upgrade reflects
our view that GNC's maturity profile will improve upon completion
of the proposed refinancing transactions," S&P said.

Fitch Ratings placed the ratings of GNC Holdings on Rating Watch
Evolving following its credit facility refinancing proposals
announced on Feb. 13, 2018.  The Watch affects GNC's 'CCC'
Long-Term Issuer Default Rating (IDR) and the 'B-'/'RR2' rating on
GNC's senior secured credit facility, the TCR reported on Feb. 16,
2018.


GOGO INC: S&P Cuts Corp Rating to CCC+, Sees Liquidity Shortfall
----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Chicago-based Gogo Inc. to 'CCC+' from 'B-'. The outlook is
negative.

S&P said, "At the same time, we lowered the issue-level rating on
the company's senior secured notes to 'CCC+' from 'B-'. The
recovery rating remains '3', indicating our expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery for lenders in
the event of a payment default.

"We also lowered the issue-level rating on the company's
convertible notes to 'CCC-' from 'CCC'. The recovery rating remains
'6', indicating our expectation for negligible (0%-10%; rounded
estimate: 0%) recovery for lenders in the event of a payment
default.

"The downgrade reflects our expectation that previously announced
equipment issues will weigh on operating and financial performance
in 2018, which we expect will have a carry-over effect on the
company's growth in 2019. As a result, we believe there could be a
liquidity shortfall in the second half of 2019 absent improvements
in operating performance and planned cost saving initiatives. We
believe the company will have sufficient liquidity to meet cash
outflows over the next 12 months with no debt maturities until
March 2020. However, given limited visibility into future
performance, we believe the company's ability to raise additional
capital and refinance debt coming due in 2020 and beyond is
uncertain. As a result, we believe Gogo is dependent on favorable
business, financial, and economic conditions to meet its financial
obligations."

The negative outlook reflects the potential for a liquidity
shortfall ahead of the March 2020 convertible note maturity, as
FOCF will be reduced by delayed service revenue and costs
associated with fixing equipment issues. S&P also considers the
challenges associated with aligning resources internally to
properly restore customer confidence in Gogo's commercial brand
while maintaining strength in business aviation.

S&P said, "We could lower the rating if the company continues to
have operational problems around either its technology or internal
operations, causing elevated churn from installed aircraft or its
current backlog, such that we believe the company will be unable to
access capital markets to either fund a liquidity shortfall or
refinance upcoming maturities.

"We could revise the outlook to stable if the company shows
operational improvement, such that we believe the company will have
ample liquidity runway for the next few years and we have increased
confidence in the company's ability to refinance upcoming
maturities."


GREATER LEWISTOWN: US Trustee Taps John Neblett as Ch. 11 Trustee
-----------------------------------------------------------------
The United States Trustee is asking the U.S. Bankruptcy Court for
the Middle District of Pennsylvania to approve the appointment of
John P. Neblett as Chapter 11 Trustee in the Greater Lewistown
Shopping Plaza LP's bankruptcy case.

John P. Neblett, Esq., Chapter 7 Panel Trustee in the Middle
District of Pennsylvania,  attests that he a "disinterested person"
as that term is defined in 11 U.S.C. Sec. 101(14).

The Trustee can be reached through:

     John P. Neblett, Esq.
     Law Office of John P. Neblett
     P. O. Box 490
     Reedsville, PA  17084
     Phone: (717) 667-7185
     Email: jpn@neblettlaw.com

            About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017.  The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P.  The case is assigned to
Judge Robert N Opel II.  At the time of the filing, the Debtor
estimated assets and liabilities of $10 million to $50 million
each.  The Debtor is represented by Gary J Imblum, Esq., at Imblum
Law Offices, P.C.


GV HOSPITAL: Sixth Interim PCO Report Filed
-------------------------------------------
Susan N. Goodman, the patient care and consumer privacy ombudsman
for GV Hospital Management, LLC and affiliates, filed with the U.S.
Bankruptcy Court for the District of Arizona her Sixth Interim
Report detailing remote quality data monitoring and site visit
review pending final sale confirmation.

The PCO did not observe patient care decline or material compromise
as contemplated under 11 U.S.C. Section 333(b). In the interim
reporting period since PCO's last site visit, PCO remained engaged
with clinical executive site leadership and reviewed monthly
quality data as it became available in the normal course of
business. PCO finds no bankruptcy-related quality concerns surfaced
from this review.

At the time of PCO's site visit, the Debtor staffed two
medical/surgical inpatient clinical halls because the census
exceeded the capacity of the largest, 22-bed hall. PCO has been
engaged in patient interviews for both acute and skilled patient
populations. Patient concerns elicited from this process were
operational in nature and largely related to skilled care
coordination logistics. But all patient feedback was reviewed with
clinical leadership.

The PCO reports that staff ratios were noted to be within matrix --
operational clinical departures were reported, along with a
continued ability to back-fill attrition/performance vacancies.
One management-level resignation was recently received. Since the
departing team member was broadly respected, it resulted greater
impact associated with the anticipated departure.

The PCO also has interviewed two new hospitalist physicians.
Clinical staff were observed engaging directly with these
physicians in the nurses' station and reported positively on the
changes implemented by the new team. The hospitalists, a
radiologist, and the emergency clinicians (physician and mid-level
provider) all denied supply and staffing concerns.

The PCO has met the new PACS Administrator that was discussed in
the Fifth Report. The PACS Administrator reported working on system
interface challenges, some of which were related to delayed EHR
system patches associated with payment delinquencies.

The PCO has been engaged with case management, clinical resource,
supply chain, registration, food service, facility, respiratory,
radiology, pharmacy, lab, security, nursing, and cath lab staff.
The PCO finds no patient safety concerns reported as the staff
reported that they were anxiously awaiting finality in the
reorganization process.

A copy of the Sixth Interim PCO Report is available at:

              http://bankrupt.com/misc/azb17-03351-736.pdf

                     About GV Hospital Management LLC

Green Valley Hospital -- http://www.greenvalleyhospital.com/-- is
a licensed and general acute care hospital open 24 hours a day,
seven days a week.  It cost more than $75 million to construct and
equip.  The facility opened in May of 2015.  The hospital is a
49-bed general acute care hospital with a 12-bed emergency
department.  The hospital currently has 337 employees and has
credentialed over 232 physicians on its medical staff.

GV Hospital Management, LLC dba Green Valley Hospital, and its
affiliates Green Valley Hospital, LLC dba Green Valley Hospital and
GV II Holdings, LLC, filed Chapter 11 petitions (Bankr. D. Ariz.
Case Nos. 17-03351, 17-03353 and 17-03354, respectively) on April
3, 2017.  Grant Lyon, chairman of the Board, signed the petitions.
The cases are jointly administered.

GV Hospital Management estimated $50 million to $100 million in
assets and liabilities. Green Valley Hospital estimated $1 million
to $10 million in assets and up to $100 million in liabilities.  GV
II Holdings estimated under $1 million in assets and $50 million to
$100 million in liabilities.

The cases are assigned to Judge Scott H. Gan.

The Debtors are represented by S. Cary Forrester, Esq., and John R.
Worth, Esq., at Forrester & Worth, as bankruptcy counsel.  The
Debtors hired Edwards Largay Mihaylo & Co., PLC as tax accountant.

The Office of the U.S. Trustee on May 17 appointed an official
committee of unsecured creditors.  The committee hired Perkins Coie
LLP as bankruptcy counsel.

Susan N. Goodman, RN JD, was appointed Patient Care Ombudsman for
GV Hospital Management, LLC.


HANKAM HOLDINGS: Ombudsman Not Necessary, Court Says
----------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas, at the behest of Hankam Holdings, PLLC,
determines that the Debtor is not a heath care business, and thus,
no Ombudsmen need be appointed in this case.

                       About Hankam Holdings

Hankam Holdings, PLLC, operates a dental practice in Dallas, Texas.
Hankam Holdings filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Tex. Case No. 18-40546) on March 14, 2018. At the time of
filing, the Debtor had $50,001 to $100,000 in estimated assets and
$500,001 to $1 million estimated liabilities. The petition was
signed by its sole member, Sammar Razaq. The Debtor is represented
by Eric A. Liepins, Esq., at Eric A. Liepins, P.C.


HOBBICO INC: Thomson Named as Consumer Privacy Ombudsman
--------------------------------------------------------
Andrew R. Vara, Acting United States Trustee for Region 3, has
appointed Lucy L. Thomson as the Consumer Privacy Ombudsman in the
Chapter 11 bankruptcy cases of Hobbico, Inc., and its
debtor-affiliates.

                   About Hobbico, Inc.

Hobbico, Inc. -- https://www.hobbico.com/ -- is engaged in the
design, manufacturing, marketing and distribution of thousands of
hobby products including radio-control and general hobby products.
The company's merchandise includes a wide variety of radio-control
models from cars and boats to airplanes and helicopters.

Hobbico began in 1971 with just two people and now employs over 650
individuals in facilities that include its West Coast distribution
center in Reno, Nevada, facilities in Penrose, Colorado and Elk
Grove Village, Illinois and its corporate headquarters in
Champaign, Illinois.

Hobbico, Inc., along with its U.S. affiliates, sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10055) on Jan. 10,
2018.  In the petition signed by Tom S. O'Donoghue, Jr., chief
restructuring officer, Hobbico estimated assets of $10 million to
$50 million and debt of $100 million to $500 million.

The Hon. Kevin Gross is the case judge.

The Debtors tapped Neal, Gerber & Eisenberg LLP as general
bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as local
bankruptcy counsel; Lincoln International LLC as investment banker;
and Keystone Consulting Group, LLC, and CR3 Partners, LLC, as
restructuring advisors.  JND Corporate Restructuring is the notice
and claims agent.

On Jan. 22, 2018, the Office of the U.S. Trustee for Region 3
appointed the Official Committee of Unsecured Creditors.  The
Committee retained Cullen and Dykman LLP, as lead counsel;
Whiteford Taylor & Preston LLC, as Delaware counsel; and Emerald
Capital Advisors, as financial advisors.


ILD CORP: Plan Exclusivity Period Extended Until June 5
-------------------------------------------------------
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida, at the behest of ILD Corp. and its affiliates,
has extended the Debtors' exclusivity period to file a plan of
reorganization and obtain acceptance of the plan of reorganization
to June 5, 2018.

As reported by the Troubled Company Reporter on April 5, 2018, the
Debtors asked the Court to extend for a period of 60 days the
exclusivity period for filing a plan of reorganization and
obtaining acceptance of an amended plan of reorganization through
May 28, 2018.

On January 29, 2018, the Debtors filed their Disclosure Statement
and Plan of Reorganization. Following the filing of the Initial
Disclosure Statement and Initial Plan, the Debtors and its primary
secured creditor Bank of America, N.A. and its primary unsecured
creditor Global Tel Link reached an agreement that forms the basis
of an amended disclosure statement and amended plan of
reorganization.

The Debtors anticipated filing the Amended Disclosure Statement and
Amended Plan in the very near future along with a motion requesting
the Court to approve the Amended Disclosure Statement on a
preliminary basis and schedule a combined hearing on final approval
of the Disclosure Statement and confirmation of the Amended Plan.
The Debtors anticipated having a combined hearing sometime in the
next thirty to sixty days.

                          About ILD Corp.

Founded in 1996, ILD Corp., formerly ILD Telecommunications, Inc.
-- http://www.ildteleservices.com-- is a payment processor for
online transactions between merchants and consumers of digital
goods and communications services. Through contractual
relationships with telecommunications companies, including AT&T and
Verizon, ILD enables approved merchants the ability to offer their
customers the option of billing products and services directly to a
home or business phone bill, providing a safer payment method for
consumers and expanding the potential customer base for
businesses.

Headquartered in Ponte Vedra, Florida, ILD has agreements with
virtually all local phone companies in North America, reaching in
excess of 150 million consumers and businesses across the
continent.  ILD's customers include more than 200 service providers
including EarthLink, LiveDeal, Eversites, Juno, NetZero, People PC
and Privacy Guard.

ILD Corp. and its affiliates (Bankr. M.D. Fla. Lead Case No.
17-03506) filed for Chapter 11 bankruptcy protection on Sept. 29,
2017.  In the petitions signed by Edward H. Brooks, executive
vice-president, chief financial officer, ILD Corp. estimated its
assets at between $1 million and $10 million and its liabilities at
between $10 million and $50 million.

Judge Paul M. Glenn presides over the case.

Jimmy D. Parrish, Esq., at Baker & Hostetler LLP, serves as the
Debtors' bankruptcy counsel.


ILLINOIS STAR: Delays Plan for Pending Negotiations, Litigation
---------------------------------------------------------------
Illinois Star Centre, LLC, filed a fifth motion asking the U.S.
Bankruptcy Court for the Southern District of Illinois to extend
the plan filing deadline and plan filing exclusive period through
and including July 2, 2018 and the plan acceptance exclusive period
through and including Oct. 2, 2018.

The Debtor mentions that it filed the instant case so that it could
obtain finality as to the alleged claims of The City of Marion
through the adversary proceeding commenced by Debtor on July 10,
2017.

On August 10, 2017, The City of Marion filed a motion to dismiss
the Adversary but said motion to dismiss has not been prosecuted by
The City of Marion in that its former counsel was disqualified on
or around Sept. 25, 2017 and its new counsel -- who did not enter
in the Adversary until Jan. 8, 2018 -- has not yet either adopted
or abandoned the pending motion to dismiss.

Given the Debtor's pending negotiations with its tenants and
ongoing litigation with its largest potential creditor in the
Adversary, the Debtor submits that it would be reasonable to allow
the Debtor an extension of the Plan Filing Deadline and Plan Filing
Exclusive Period through July 2, 2018 and an extension of the Plan
Acceptance Exclusive Period through Oct. 2, 2018.

                   About Illinois Star Centre

Illinois Star Centre LLC owns the Illinois Star Centre Mall located
at 3000 W. Deyoung Street, Marion.  The mall, which is valued at
$5.5 million, offers more than 50 stores and restaurants and serves
the Southern Illinois Community with events that showcase local
talent.

Illinois Star Centre sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4,
2017.  In the petition signed by Dennis D. Ballinger, Jr., its
managing member, the Debtor disclosed $5.6 million in assets and
zero liabilities.

The case is assigned to Judge Laura K. Grandy.

Carmody MacDonald, P.C., is the Debtor's bankruptcy counsel, and
Hoffman Slocomb LLC, is its special counsel.

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


INPIXON: Regains Compliance with Nasdaq Listing Requirement
-----------------------------------------------------------
Inpixon received a letter from The Nasdaq Stock Market LLC on May
2, 2018 notifying the Company that it has regained compliance with
the $2.5 million minimum stockholders' equity requirement for
continued listing on The NASDAQ Capital Market, as set forth in
Nasdaq Listing Rule 5550(b)(1).  As previously reported, following
a decision by the Nasdaq Hearings Panel, on Dec. 14, 2017, the
Company was granted an extension by the Panel to evidence
compliance with the minimum stockholders' equity requirement by
April 23, 2018.  The Company filed a Current Report on Form 8-K
with the Securities and Exchange Commission on April 24, 2018,
announcing the closing of a public offering of equity securities
pursuant to which it raised gross proceeds of approximately $10.1
million allowing it to achieve compliance with the minimum
stockholders' equity requirement.

Accordingly, the Panel has determined to continue the Company's
listing on The Nasdaq Stock Market and the previously announced
delisting proceedings are now closed.

                         About Inpixon

Headquartered in Palo Alto, California, Inpixon is a technology
company that helps to secure, digitize and optimize any premises
with Indoor Positioning Analytics (IPA) for businesses and
governments in the connected world.  Inpixon Indoor Positioning
Analytics is based on radically new sensor technology that finds
all accessible cellular, Wi-Fi, Bluetooth and RFID signals
anonymously.  Paired with a high-performance, data analytics
platform, this technology delivers visibility, security and
business intelligence on any commercial or government premises
world-wide.  Inpixon's products, infrastructure solutions and
professional services group help customers take advantage of
mobile, big data, analytics and the Internet of Things (IoT).

Inpixon reported a net loss of $35.03 million on $45.13 million of
total revenues for the year ended Dec. 31, 2017, compared to a net
loss of $27.50 million on $53.16 million of total revenues for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, Inpixon had $27.69
million in total assets, $46.54 million in total liabilities and a
total stockholders' deficit of $18.85 million.

Marcum LLP, in New York, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2017, citing that the Company has a significant working
capital deficiency, has incurred significant losses and needs to
raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


JOHN T. CRANE: Back Creek Seeks Appointment of Chapter 11 Trustee
-----------------------------------------------------------------
Back Creek Enterprises, LLC requests the U.S. Bankruptcy Court for
the District of Maryland to direct the appointment of a Chapter 11
Trustee in the bankruptcy case of John T. Crane, Jr.

Back Creek recounts that the Debtor previously sought Chapter 11
protection in 2013.  The U.S. Trustee filed a motion seeking to
convert the 2013 Bankruptcy Case to a chapter 7, or, alternatively
dismiss the case, because the Debtor failed to advance the 2013
Bankruptcy Case, including continually obtaining extensions to file
disclosure statements, and filing several disclosure statements
that failed to obtain court approval. Consequently, the Court
dismissed the Debtor's 2013 Bankruptcy Case and enjoined him from
filing another bankruptcy proceeding for 180 days.

Back Creek asserts that the primary purpose of bankruptcy is to pay
creditors. John T. Crane, Jr. has a path to pay his creditors: the
sale of some (or all) of his vast real estate holdings. The Debtor,
nonetheless, refuses to sell his real estate and act in the best of
interests of his creditors, according to Back Creek.

The Debtor owns several parcels of real estate that are encumbered
by liens in favor of a creditor, Thomas L. Hance, Inc.  Back Creek
made several six-figure offers to the Debtor to purchase the
property under section 363.  Mr. Hance agreed not to oppose a sale
of the property under section 363 to Back Creek. The Debtor,
however, refused to act on Back Creek’s offer, even so much as
naming Back Creek as a stalking horse and moving forward with a
simple auction process.

"What could be a simple, uncontested section 363 sale and auction
process that could advance the bankruptcy case and carve a path of
payment to creditors has been rejected by the Debtor without any
good faith justification," Back Creek tells the Court.

Back Creek relates that at a recent hearing, the Debtor's counsel
admitted to the Court that the Debtor's recalcitrance in selling
his real estate is because some of the property has allegedly been
in his family for generations and he simply cannot part with it. In
order to serve the best interests of creditors, Back Creek argues
that the Debtor needs to identify property to sell and take the
appropriate action under the Bankruptcy Code and Bankruptcy Rules
to sell it.

Further, Back Creek believes that the Debtor appears to have
undisclosed assets and income, such as unencumbered property in
Maryland (which liens were released post-petition without notice to
or approval from the Court), property (or property interests) in
Montana, and hunting (or other) leases on property in Maryland.
These undisclosed assets not only could have generated, or may be
used to generate, monthly income for payment of creditors (i.e.,
the hunting licenses), but may also offer an additional,
unencumbered source to fund a plan of reorganization.

Back Creek asserts that such lack of disclosure warrants the
appointment of a chapter 11 trustee to investigate these
undisclosed assets and account for the undisclosed income, which
would serve the best interests of creditors.

Counsel for Back Creek Enterprises, LLC:

             Jennifer L. Kneeland, Esq.
             Marguerite Lee DeVoll, Esq.
             Watt, Tieder, Hoffar & Fitzgerald L.L.P.
             1765 Greensboro Station Place, Suite 1000
             McLean, VA 22101
             Phone: 703-749-1000
             Fax: 703-893-8029
             Email: jkneeland@watttieder.com
                    mdevoll@watttieder.com

John T. Crane, Jr. filed a Chapter 11 petition (Bankr. D. Md. Case
No. 17-16072), on May 1, 2017. The Debtor is represented by Morgan
William Fisher, Esq. of the Law Offices of Morgan Fisher LLC.

This is the Debtor's second bankruptcy case within the past five
years.  The Debtor filed a voluntary petition for relief under
chapter 11 (Bankr. D. Md. Case No. 13-18223) on May 9, 2013.  The
Court dismissed that case at the behest of the U.S. Trustee.


KEANE GROUP: S&P Assigns 'B+' Corp Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' corporate credit rating to
Houston-based Keane Group, Inc. The outlook is stable.

S&P said, "At the same time, we assigned our 'BB-' issue-level
rating to Keane's proposed $350 million senior secured term loan
due 2025. The recover rating is '2', indicating our expectation of
substantial (70% to 90%; rounded estimate: 75%) recovery in the
event of a payment default.

"The rating on Keane primarily reflects our assessment of its
participation in the highly cyclical and competitive U.S. oilfield
services industry, modest size and scale relative to larger peers,
lack of product diversity, and expectation of volatile
profitability due to inherent business dynamics. The rating is
supported by the company's geographic diversity across U.S. basins
and low leverage measures. With a focus on completion services, we
expect Keane to benefit from the recovery in on-shore drilling
activity with funds from operation (FFO) to debt well above 60%
over the next two years.

"The stable outlook reflects our expectation that Keane will
continue to benefit from a recovery in demand for oilfield
services, and that it will maintain leverage below 1x and FFO to
debt comfortably above 60% over the next two years.

"We could lower the rating if we expect Keane's FFO to debt to
average below 30% for a sustained period without a clear path to
improvement. Such an event could be driven by a reversal in the
improving market trends, led by weakening crude oil and natural gas
prices and a resulting reduction in spending by the E&P sector.

"We could raise the rating if we believe Keane has improved its
business risk profile such that it has increased its product
diversification and reduced its exposure to the completion segment
of the oil and gas service industry, while maintaining FFO to debt
of at least 30%.  This would most likely occur if industry
conditions remain favorable and the company significantly increased
its size and scale."


LEGACY RESERVES: Generates $64.4-Mil. Net Income in First Quarter
-----------------------------------------------------------------
Legacy Reserves LP filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $64.38 million on $137.47 million of total revenues for the
three months ended March 31, 2018, compared to net income of $16.37
million on $99.54 million of total revenues for the three months
ended March 31, 2017.

As of March 31, 2018, Legacy Reserves had $1.49 billion in total
assets, $1.69 billion in total liabilities and a total partners'
deficit of $201.11 million.

The Company's net cash provided by operating activities was $54.0
million and $34.9 million for the three-month periods ended March
31, 2018 and 2017, respectively.  The 2018 period was impacted
primarily by higher realized oil prices.

The Company invested $73.9 million of capital for the three-month
period ended March 31, 2018, which consisted of $72.2 million for
development projects, exclusive of accrued capital expenditures,
individually immaterial acquisitions of oil and natural gas
properties and prospective acreage as well as adjustments to prior
period acquisitions.  The Company received $27.1 million of
proceeds net of costs related to the divestiture of various oil and
natural gas properties in individually immaterial transactions and
post-close adjustments.  The Company invested $29.0 million of
capital for the three-month period ended March 31, 2017, which
consisted of $23.8 million for development projects, $5.2 million
of individually immaterial acquisitions of oil and natural gas
properties and adjustments to prior period acquisitions.  The
Company received $4.4 million of proceeds related to the
divestiture of various oil and natural gas properties in
individually immaterial transactions and post close adjustments.

Paul T. Horne, Chairman of the Board and chief executive officer of
Legacy's general partner, commented, "We started 2018 focused on
our two-rig horizontal Permian drilling program having brought an
additional 20 wells online late in the quarter with peak rates, on
average, exceeding our expectations.  Due to our lease-wide
development approach, we experienced significant non-productive
time during the quarter including dewatering and temporary shut-ins
of offset wells.  While this operational approach enables us to
focus on maximizing long-term lease-wide economics, it certainly
can hamper short-term field-level production results.  We remain
excited about our previously-announced transaction that will
transition Legacy to a C-Corp and currently anticipate a mid-2018
closing of the transaction.  We continue to believe this transition
will be a crucial step in our move to a growth-oriented development
company and play an important part in future company success."

Dan Westcott, president and chief financial officer of Legacy's
general partner, commented, "Q1 proved to be an inflection point in
Legacy's history as we announced our intention to transition to a
C-Corp.  We remain convinced of the key benefits of the transaction
and, as we continue to work through the requisite steps to complete
this transition, we will continue to focus on the efficient
operation of our PDP base and development of our substantial
horizontal Permian resource.

"We are thankful for the recent rise in oil prices.  However, such
increase has heightened the level of industry activity in the
oil-rich Permian Basin and we, like other operators in the Basin,
are now seeing some associated negative effects including wider
commodity price differentials, third-party service constraints and
increased production interference from increased development in and
offsetting our densely developed leasehold.  As longstanding,
experienced players in the Permian, we will continue to utilize our
strong local relationships and work through these industry-wide
challenges.  Despite some newly-projected delays and recently
widened price differentials, we are very pleased with our well
performance and expect continued success in our revised 2018
outlook.  Importantly, we remain confident that our asset quality
is high and our opportunity set deep."

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

                        https://is.gd/Ttpqiw

                       About Legacy Reserves LP

Legacy Reserves LP -- http://www.LegacyLP.com/-- is a master
limited partnership headquartered in Midland, Texas, focused on the
development of oil and natural gas properties primarily located in
the Permian Basin, East Texas, Rocky Mountain and Mid-Continent
regions of the United States.

Legacy Reserves reported a net loss attributable to unitholders of
$72.89 million in 2017, a net loss attributable to unitholders of
$74.82 million in 2016, and a net loss attributable to unitholders
of $720.5 million in 2015.  As of Dec. 31, 2017, Legacy Reserves
had $1.49 billion in total assets, $1.76 billion in total
liabilities and a total partners' deficit of $271.7 million.

                          *    *    *

Moody's Investors Service affirmed Legacy Reserves LP's Corporate
Family Rating (CFR) at 'Caa2' and its senior unsecured notes rating
at 'Caa3'.  Legacy's 'Caa2' CFR reflects the company's high
leverage, weak liquidity and significant debt refinancing risk, as
reported by the TCR on Jan. 26, 2018.


LEO MOTORS: L&L CPAs Quits as Accountants
-----------------------------------------
Leo Motors, Inc., was notified by L&L CPAs, PA of its resignation,
effective May 1, 2018, as the Company's independent registered
public accounting firm.  L&L served as the auditors of the
Company's financial statements for the period from July 25, 2017
through the effective date of resignation.

L&L did not provide any reports on the Company's consolidated
financial statements for the Company's fiscal years ended Dec. 31,
2017 and 2016.  

The Company said that during the period from July 25, 2017, the
date of L&L's appointment, through the effective date of L&L's
resignation, there were no disagreements with L&L on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure.

                       About Leo Motors

Leo Motors, Inc. -- http://www.leomotors.com/-- is a Nevada
Corporation incorporated on Sept. 8, 2004.  The Company established
a wholly-owned operating subsidiary in Korea named Leo Motors Co.
Ltd. on July 1, 2006.  Through Leozone, the Company is engaged in
the research and development of multiple products, prototypes, and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.  Leozone operates through four unincorporated
divisions: new product research & development, post R&D development
such as product testing, production, and sales.

Significant losses from operations have been incurred by the
Company since inception and there is an accumulated deficit of
$(29,776,217) as of Dec. 31, 2016.  The Company said continuation
as a going concern is dependent upon attaining capital to achieve
profitable operations while maintaining current fixed expense
levels.

DLL CPAs LLC issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016.
The auditors said the Company has suffered recurring losses from
operations and negative cash flows from operations the past two
years.  These factors raise substantial doubt about its ability to
continue as a going concern.

Leo Motors reported a net loss of US$6.41 million in 2016, a net
loss of US$4.49 million in 2015, and a net loss of US$4.48 million
in 2014.  As of Sept. 30, 2017, Leo Motors had US$4.25 million in
total assets, US$9.91 million in total liabilities and a total
deficit of US$5.65 million.


LEVERETTE TILE: Hires Donica Law Firm as Special Counsel
--------------------------------------------------------
Leverette Tile, Inc., seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Donica Law Firm,
PA, and Herbert R. Donica, Esq. as special counsel for the Debtor
nunc pro tunc to April 2, 2018.

Donica Law Firm will assist and advise the Debtor with respect to
all matters associated with the preparation, filing and prosecution
of an adversary complaint against the Sebtor's secured creditors
with respect to the extent, validity, priority of liens and certain
lenders with respect to alleged usury claims.

Herbert R. Donica, Esq., shareholder of Donica Law Firm, PA,
attests that he and his firm are "disinterested persons" and do not
hold or represent an interest adverse to the estate or the Debtor
as required by 11 U.S.C. Sec. 327.

Donica Law Firm hourly billing rates are:

     Herbet R. Donica, Attorney        $400
     Janice N. Donica, Attorney        $350
     Paralegals/Law Clerk              $150

The counsel can be reached through:

     Herbet R. Donica, Esq.
     Janice N. Donica, Esq.
     DONICA LAW FIRM, P.A.
     307 South Boulevard, Suite D
     Tampa, FL 33606
     Tel: 813-878-9790
     Fax: 813-878-9746

                     About Leverette Tile

Leverette Tile, Inc., based in Hudson, Florida, is a kitchen and
bath remodeling contractor and a granite countertop and cabinet
fabricator.  Leverette Tile filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 17-07840) on Sept. 5, 2017.  Brian Leverette,
president, signed the petition.  The Debtor estimated $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities as
of the bankruptcy filing.  Alberto F. Gomez, Jr., Esq., at Johnson
Pope Bokor Ruppel & Burns, LLP, serves as bankruptcy counsel to the
Debtor.  No official committee of unsecured creditors has been
appointed.


LEWIS SPECIALTIES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Lewis Specialties Trucking Service, LLC
        5010 Cobblestone
        Groves, TX 77619

Business Description: Lewis Specialties Trucking Service, LLC
                      owns a truck repair shop in Groves, Texas.
                      Visit www.lewisspecialties.com for more
                      information.

Case No.: 18-10175

Chapter 11 Petition Date: May 4, 2018

Court: United States Bankruptcy Court
       Eastern District of Texas (Beaumont)

Judge: Hon. Bill Parker

Debtor's Counsel: Diane S. Barron, Esq.
                  BARRON & BARRON, LLP
                  P.O. Box 1347
                  Nederland TX 77627
                  Tel: 972-422-9377
                  Fax: 972-578-9707
                  Email: ecffiling@rbarronlaw.com
                         dsbarron@rbarronlaw.com

Total Assets: $626,815

Total Liabilities: $1.21 million

The petition was signed by Antonio Lewis, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:

                      http://bankrupt.com/misc/txeb18-10175.pdf


LUCKY DRAGON: Taps Innovation Capital as Financial Advisor
----------------------------------------------------------
Lucky Dragon Hotel & Casino, LLC, and Lucky Dragon, LP, seek
approval from the U.S. Bankruptcy Court for the District of Nevada
to hire Innovation Capital, LLC as financial advisor to the
Debtors, nunc pro tunc, as of April 9, 2018.

Services that Innovation will provide to the Debtors are:

     (a) act as exclusive financial advisor solely in connection
with completing a Transaction;

     (b) act as exclusive placement agent with regard to securing
debt and/or equity capital and other aspects of financing for a
Transaction, as requested and mutually agreed;

     (c) review business plans, financial forecasts and any other
material diligence information relating to the Debtors and/or a
Transaction;

     (d) if required to facilitate a Transaction, prepare
descriptive materials with respect to the Debtors and a Transaction
with assistance from the Debtors' management for distribution and
presentation to prospective third-parties for a Transaction, with a
preliminary copy of the Information Materials delivered to the
Debtors for approval prior to the Information Materials being
finalized or shared with any third-party;

     (e) identify and (subject to the Debtors' specific approval)
contact prospective third parties for a Transaction;

     (f) formulate strategies for conducting discussions and
negotiations with potential third-parties regarding a Transaction;

     (g) assist in the presentation of the Debtors to potential
third-parties regarding a Transaction, including attending meetings
with prospective third-parties;

     (h) review of due diligence materials pertaining to
prospective third-parties for a Transaction and providing guidance
to the Debtors during the due diligence phase of the Transaction;

     (i) assist in analyzing and comparing potential Transactions
and participating, under the direction of, and on behalf of, the
Debtors in negotiation of the terms and structure of a Transaction;
and

      (j) provide advice and assistance, as appropriate, to
complete a Transaction as promptly as practical.

Fees Innovation will be paid are:

     (a) Monthly Retainer Fee: The Debtors agree to pay a monthly
retainer fee in the amount of twelve thousand five and hundred
dollars ($12,500) per month. The first monthly payment shall be due
upon the entry of an order by the Court approving this Agreement
with subsequent monthly payments to be due on each monthly
anniversary thereof. All monthly payments received by Innovation
shall be credited against the M&A Transaction Fee.

     (b) M&A Transaction Fee: If a Transaction takes the form of an
M&A Transaction and/or a change of control resulting in the sale,
merger or acquisition of more than 50.0% of either the economic or
voting interests in the Debtors to a third-party or affiliated
party, the Debtors agree to pay an M&A Transaction fee based on the
following:

         i. Three-quarters of one percent (0.75%) of the first
sixty million ($60,000,000) in Aggregate Consideration received by
the Debtors or claim amount (i.e., credit bid) made by the
Debtors’ creditors, subject to a minimum M&A Transaction Fee of
three-hundred and fifty thousand dollars ($350,000), plus;

        ii. One and one-half percent (1.50%) of the Consideration
greater than sixty million ($60,000,000), up to seventy million
($70,000,000) plus;

       iii. Two and one-half percent (2.50%) of the Consideration
greater than seventy million ($70,000,000).

     (c) Restructuring Transaction Fee: If a Transaction takes the
form of a Restructuring Transaction, the Debtors agree to pay a fee
equal to one million dollars ($1,000,000). For purposes of
clarification, the Restructuring Transaction Fee shall apply to a
transaction where: (i) existing creditor claims are contributed and
treated as consideration, and (ii) any existing EB-5 investors
participate in an acquisition or a Plan of Reorganization.

     (d) Limited Fees: In the event the Debtors engage in an M&A
Transaction with any of the following parties: (i) Christian Goode;
(ii) Rachel Zou; (iii) Felix Fu; (iv) Yaping Wang; and any of their
related entities, affiliates or assigns, Innovation shall receive
the following limited fees:

        i. One-quarter of one percent (0.25%) of the first
fifty-five million ($55,000,000) in Aggregate Consideration paid,
plus;
  
       ii. One-half of one percent (0.50%) of the Aggregate
Consideration greater than fifty-five million ($55,000,000), up to
sixty million ($60,000,000) plus;

      iii. One and one-half percent (1.50%) of the Aggregate
Consideration greater than sixty million ($60,000,000), up to
seventy million ($70,000,000) plus;

       iv. Two and one-half percent of the Aggregate Consideration
greater than seventy million ($70,000,000).

Matthew Sodl, Founding Partner, President and a Managing Director
of Innovation, attests that he and his firm qualify as a
"disinterested person" within the meaning of section 101(14) of the
Bankruptcy Code.

The advisor can be reached through:

     Matthew Joseph Sodl
     Innovation Capital, LLC
     222 North Sepulveda Boulevard, Suite 1300
     El Segundo, CA 90245
     Phone: 310-335-9333
     Fax: 310-356-3323

                 About Lucky Dragon LP and Lucky
                     Dragon Hotel & Casino

Lucky Dragon, LP, owns the real estate and improvements of the
Lucky Dragon Hotel & Casino located at 300 West Sahara Avenue, Las
Vegas, Nevada, and employs 68 full-time and 30 part-time people.
Lucky Dragon Hotel & Casino, LLC operates the Resort Hotel and
Casino.

Lucky Dragon and Lucky Dragon Hotel & Casino sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos.
18-10850 and 18-10792) on Feb. 21, 2018.  The cases are jointly
administered under Lucky Dragon Hotel & Casino's Case No.
18-10792.

In the petition signed by Andrew S. Fonfa, managing member of
Eastern Investments, LLC, Lucky Dragon estimated assets of $100
million to $500 million and liabilities of $10 million to $50
million.

Judge Laurel E. Davis presides over the cases.


MIAMI INTERNATIONAL: Committee Taps Cohn Reznick as Accountant
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Miami
International Medical Center, LLC, d/b/a The Miami Medial Center,
seeks authority from the U.S. Bankruptcy Court for the Southern
District of Florida to retain Cohn Reznick LLP as its financial
advisor and forensic accountant nunc pro tunc to March 29, 2018.

Services to be provided by CohnReznick are:

     a. review the reasonableness of the DIP arrangements as to
cost to the Debtor and the likelihood that the Debtor will be able
to comply with the terms of the proposed DIP financing agreement;

     b. at the request of the Committee's counsel, analyze and
review key motions to identify strategic financial issues in the
case;

     c. gain an understanding of the Debtor's corporate structure;
including non-Debtor entities;

     d. perform a preliminary assessment of the Debtor's short-term
budgets;

     e. establish reporting procedures that will allow for the
monitoring of the Debtor's post-petition operations and sales
efforts;

     f. develop and evaluate alternative sale strategies;

     g. scrutinize proposed transactions, including the assumption
and/or rejection of executory contracts;

     h. identify, analyze and investigate transactions with
non-debtor entities and other related parties;

     i. monitor Debtor's budget to actual results on an ongoing
basis for reasonableness and cost control;

     j. communicate findings to the Committee;

     k. perform forensic accounting procedures, as directed by the
Committee and its counsel;

     l. determine if there are potential claims against the
Debtor's auditors or Boar members;

     m. review the nature and origin of other significant claims
asserted against the Debtor;

     n. investigate and analyze all potential avoidance action
claims;

     o. prepare preliminary dividend analyses to determine the
potential return to unsecured creditors;

     p. monitor the sales process and supplement the lists of
potential buyers;

     q. assist the Committee and its counsel in negotiating the key
terms of a plan of reorganization or plan of liquidation; and

     r. render such assistance as the Committee and its counsel may
deem necessary.

CohnReznick's normal hourly billing rates are:

     Partner/Senior Partner             $610 to $815
     Manager/Senior Manager/Director    $475 to $675
     Professional Staff                 $300 to $450
     Paraprofessionals                     $225

Clifford A. Zucker, CPA, a partner at CohnReznick LLP, attests that
his firm is a "disinterested person" as required by 11 U.S.C.
Section 1103(a) and as that term is defined in Section 101(14) of
the Bankruptcy Code.

The advisor can be reached through:

     Clifford A. Zucker, CPA
     CohnReznick LLP
     4 Becker Farm Road
     Roseland, NJ 07068
     Phone: 973-228-3500

             About Miami International Medical Center

Miami International Medical Center, LLC, which does business under
the name The Miami Medical Center --
http://www.miamimedicalcenter.com/-- is a 67-bed hospital located
at 5959 N.W. Seventh St. Miami, Florida.  The hospital temporarily
suspended all health care services effective Oct. 30, 2017.

Miami International Medical Center sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-12741) on
March 9, 2018.  In the petition signed by Jeffrey Mason, chief
administrative officer, the Debtor disclosed $21.39 million in
assets and $67.27 million in liabilities.  Judge Laurel M. Isicoff
presides over the case.  Meland Russin & Budwick, P.A., is the
Debtor's bankruptcy counsel.


MOSADI LLC: Plan Filing Exclusivity Period Extended Through June 30
-------------------------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida, for consideration of the corrective
motion filed by Mosadi LLC, has extended exclusivity period for
filing a plan and disclosure statement through June 30, 2018.

The Troubled Company Reporter has previously reported that Mosadi's
Chapter 11 came on for status conference on Dec. 14, 2017.  At the
status conference, the Court has determined that it would be
appropriate to implement procedures governing the filing of a plan
of reorganization and disclosure statement to ensure that this case
is handled expeditiously and economically. Accordingly, the Court
ordered Mosadi to file a Plan and Disclosure Statement on or before
March 1, 2018.

                      About Mosadi LLC

Headquartered in Tampa, Florida, Mosadi, LLC, filed for Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Case No. 17-09328) on Nov.
1, 2017.  In the petition signed by Monica Sanchez-Diu, president,
the Debtor estimated its assets at between $100,001 and $500,000
and its liabilities at between $500,001 and $1 million.  Buddy D.
Ford, Esq., at Buddy D. Ford, P.A., serves as the Debtor's
bankruptcy counsel.  An official committee of unsecured creditors
has not been appointed in the Chapter 11 case.


NATIONS FIRST: Committee Hires Parkinson Phinney as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors for the Chapter 11
bankruptcy case of Nations First Capital, LLC, seeks authority from
the U.S. Bankruptcy Court for the Eastern District of California,
Sacramento Division, to employ the firm of Parkinson Phinney as
counsel for the Committee.

Parkinson Phinney will provide legal representation of the
Committee's interests in the above referenced estate as reasonably
required or appropriate under the circumstances, in accordance with
11 U.S.C. section 1103, including without limitation assisting the
Committee with its analysis of all bankruptcy issues that may arise
in connection with the operation of the Debtor's business, and to
assist the Committee with review, analysis, negotiations and taking
a position with regard to a plan of reorganization.

Parkinson Phinney's standard hourly rates are:

     Thomas Phinney     $385
     Donna Parkinson    $485

Thomas R. Phinney, attests that the firm does not hold or represent
an interest materially adverse to the interests of the estate or of
any class of creditors or equity security holders.

The counsel can be reached through:

     Thomas R. Phinney, Esq.
     Parkinson Phinney
     3600 American River Dr Ste 145
     Sacramento, CA 95864
     Phone: (916) 449-1444
     Fax:  (916) 449-1440
     E-mail: tom@parkinsonphinney.com

                   About Nations First Capital

Nations First Capital, LLC, d/b/a Go Capital, headquartered in
Roseville, California, specializes exclusively on providing capital
on semi-trucks and trailers.  The Company provides unique solutions
customized to answer the specific needs of the trucking industry.
Its services most of the credit spectrum with an expertise in
challenged credit and owner operator business.

Nations First Capital, LLC, filed a Chapter 11 petition (Bankr.
E.D. Cal. Case No. 18-20668) on Feb. 7, 2018.  In the petition
signed by James Daniel Summers, managing director, the Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in liabilities.  Judge Christopher M. Klein presides
over the case.  Steven H. Felderstein, Esq., at Felderstein
Fitzgerald Willoughby & Pascuzzi LLP, is the Debtor's bankruptcy
counsel.


NMI HOLDINGS: S&P Rates $150MM Senior Term Loan Facility 'BB-'
--------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' debt rating to NMI
Holdings Inc.'s (NMI) $150 million senior secured term loan
facility maturing in 2023. The company expects to use the proceeds
to replace its existing $150 million term loan credit facility
maturing on Nov. 10, 2019. The ratings and the positive outlook on
NMI and its subsidiary, National Mortgage Insurance Corp. are
unaffected by the transaction. S&P said, "We do not expect any
significant change in the financial leverage, but due to lower
borrowing costs we expect fixed-charge coverage to improve and be
in the 7x-8x range in the next two years. Under our base-case
scenario, we expect NMI's overall financial flexibility to remain
adequate."

  RATINGS LIST
  NMI Holdings Inc.
  Issuer Credit Rating                       BB-/Positive/--
  New Rating
  NMI Holdings Inc.
   $150 mil sr. sec term loan facility due 2023   BB-


ONCOBIOLOGICS INC: Receives Noncompliance Notice from Nasdaq
------------------------------------------------------------
Oncobiologics, Inc., received on April 26, 2018, written
notification from the Listings Qualifications Staff of The Nasdaq
Stock Market LLC that the bid price for the Company's common stock
had closed below the minimum $1.00 bid price requirement for
continued listing on The Nasdaq Capital Market, as set forth in
Nasdaq Listing Rule 5550(a), for the 30-business day period ended
April 25, 2018.  In accordance with the Nasdaq Listing Rules, the
Company was granted a grace period of 180 calendar days, through
Oct. 23, 2018, to evidence compliance with the Rule.  In order to
satisfy the Rule, the Company must evidence a closing bid price of
at least $1.00 per share for a minimum of 10 consecutive business
days (and generally not more than 20 business days) on or before
Oct. 23, 2018.  The notice has no effect on the listing or trading
of the Company's common stock on Nasdaq at this time.

As previously disclosed in the Company's Current Report on Form 8-K
as filed on Feb. 14, 2018 with the Securities and Exchange
Commission, on Feb. 13, 2018, the Company received formal
notification from Nasdaq that the Nasdaq Hearings Panel had
determined to grant the Company's request for the transfer of its
listing from The Nasdaq Global Market to The Nasdaq Capital Market,
pursuant to an extension through May 15, 2018 to evidence
compliance with the then applicable requirements for continued
listing on Nasdaq, including the $35 million market value of listed
securities requirement as set forth in Nasdaq Listing Rule
5550(b).

                      About Oncobiologics

Oncobiologics, Inc. -- http://www.oncobiologics.com/-- is a
clinical-stage biopharmaceutical company focused on identifying,
developing, manufacturing and commercializing complex biosimilar
therapeutics.  The Cranbury, New Jersey-based Company's current
focus is on technically challenging and commercially attractive
monoclonal antibodies, or mAbs, in the disease areas of immunology
and oncology.

Oncobiologics reported a net loss attributable to common
stockholders of $40.02 million for the year ended Sept. 30, 2017,
compared to a net loss attributable to common stockholders of
$63.13 million for the year ended Sept. 30, 2016.  As of Dec. 31,
2017, Oncobiologics had $32.27 million in total assets, $40.17
million in total liabilities, $17.19 million in series A
convertible preferred stock and a total stockholders' deficit of
$25.08 million.

KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Sept. 30, 2017, citing that the
Company has incurred recurring losses and negative cash flows from
operations since inception and has an accumulated deficit at Sept.
30, 2017 of $186.2 million, $13.5 million of senior secured notes
due in December 2018 and $4.6 million of indebtedness that is due
on demand, which raises substantial doubt about its ability to
continue as a going concern.


PAC ANCHOR: Exclusive Plan Filing Period Extended Until June 14
---------------------------------------------------------------
The Hon. Ernest M. Robles of the U.S. Bankruptcy Court for the
Central District of California has approved the Stipulation between
Pac Anchor Transportation, Inc. and the Official Committee of
Unsecured Creditors, extending the expiration date of Pac Anchor's
exclusive period to file a Plan from April 15, 2018 to June 14,
2018.

As previously reported by the Troubled Company Reporter on April
20, 2018, Pac Anchor requests the Court to extend the exclusivity
period to file and solicit a plan of reorganization from April 15,
2018 to at least until August 13, 2018 due to some unresolved
issues.

The Debtor related that it has two state court lawsuits to resolve
to determine the extent of its liabilities to be paid in this
bankruptcy case. One of those actions has been brought by the State
of California for alleged unfair business practices, among other
things, and the other suit is a Class Action brought against the
Debtor by the driver it employed prior to the filing of the
bankruptcy case.

While the Debtor disputed these claims and believed that it has not
misclassified the employment status of its drivers, the Debtor
recognized that continuing such employment practices only results
in the propagation of further litigation which is not in its
interests or the interests of the creditors of this bankruptcy
estate. The Debtor mentioned that commencing September 2017, it has
ceased classifying its drivers as independent contractors and is
now compensating them as hourly employees so as to avoid any
further claims and litigation. Consequently, the Debtor has been
operating for the last several months using a business model with
which it had no experience using.

Thus, the Debtor needed sufficient time from which it can compile
reliable projections as to future profitability so as to support
assumptions and meaningful conclusions about the feasibility of any
proposed plan. The Debtor believed that in or around July or August
2018, it will be in a position where it can adequately compile all
of the necessary information to assess its profitability under the
new employment model and provide adequate projections of income and
expenses to be offered to prove feasibility of any proposed plan of
reorganization.

The Debtor also mentioned Bar Date for the Class Action Claimants
to file a proof of claim expired on January 2, 2018. However, the
Debtor and the Class Action Claimants entered into a stipulation to
extend the deadline to file a proof of claim from January 2 to
February 2, 2018 in order to provide Class Action Claimants
sufficient time to gather and evaluate the necessary information to
file a proof of claim. Now, the Debtor is in the process of
examining the claims to determine whether any objections are
necessary.

The Debtor said that it has been currently in the process of
exploring its options for resolving this chapter 11 bankruptcy
case. Actually, the Committee has requested and the Debtor has
provided information concerning Debtor's transactions with related
parties, and the exchange of information continues. The Debtor
believed that the Committee is and will be reviewing this
information to obtain a better idea of Debtor's financial
condition.

Additionally, the Debtor has attended mediation with Committee, the
Class Action claimants and the State of California to enter
settlement negotiations. The Committee, the Class Action claimants
and the State of California have requested additional information
from the Debtor before proffering a settlement proposal.

Thus, in the meantime, settlement discussions are ongoing and are
likely to continue over the next several weeks. The Debtor is
hopeful that a settlement will be reached and in order to complete
settlement negotiations, therefore, additional time is needed to
engage in and complete settlement negotiations with the Committee,
the Class Action Claimants and the State of California.

Moreover, the litigation with the State of California is set for
August 2018 and certainty with respect to that claim, will be more
clearly in focus. Therefore, the Debtor and the Committee will need
additional time to evaluate the claims and determine Debtor's
future financial prospects before a plan of reorganization can be
proposed.

                 About Pac Anchor Transportation

Pac Anchor Transportation, Inc., was formed from the merger of Pac
Anchor Transportation, Inc., and Green Anchor Lines, Inc.  Pac
Anchor is a trucking company located in Wilmington, California,
that provides trucking services throughout the western United
States.

Pac Anchor filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Cal. Case No. 17-18213) on July 6, 2017.  In the petition signed by
Alfredo Barajas, its president, the Debtor disclosed $12.08 million
in assets and $11.24 million in liabilities.

Judge Ernest M. Robles presides over the case.  

Haberbush & Associates LLP is the Debtor's legal counsel.  Trojan
and Company Accountancy Corp. is the Debtor's accountant.

On Aug. 10, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The Committee retained
Levene, Neale, Bender, Yoo & Brill LLP as legal counsel, and Armory
Consulting Company as financial advisor. hire Van Horn Auctions &
Appraisal Group, LLC, to appraise the rolling stock and related
personal property of the Debtor with a fixed fee arrangement.


PACIFIC GAS: S&P Cuts Preferred Stock Rating to 'CCC+'
------------------------------------------------------
S&P Global Ratings lowered its ratings on Pacific Gas & Electric
Co.'s (Pac Gas) to 'CCC+' from 'BB-'. The ratings remains on
CreditWatch, where S&P placed them with negative implications on
Feb. 22, 2018.

The preferred stock rating reflects the company's continued
suspension of the preferred stock dividends, which began as of the
quarter ended Jan. 31, 2018. The company suspended dividends in
response to potentially large legal exposures arising from a series
of wildfires in its service territory in 2017. California state
courts impose strict liability on a utility regardless of the
utility's negligence if its facilities are involved in a wildfire.
In contrast, the California Public Utility Commission determines
rate recovery of the resulting wildfire liability costs based on
the prudence standard that utility costs are normally held to. Thus
Pac Gas is at risk of not recovering significant wildfire costs.

Management has not yet been able to identify the information needed
to estimate the wildfire liabilities. S&P thinks Pac Gas could
restore the preferred dividend and pay the deferred amounts when it
is able to quantify the potential exposure, but the lower rating
reflects the time that has elapsed since the dividend suspension
and the absence to date of clarity on the upward bound of the
possible wildfire exposure.

Pac Gas, a wholly owned subsidiary of PG&E Corp. (BBB+/Watch
Neg/A-2), is an integrated utility that serves electric and natural
gas customers in northern California. It is a core subsidiary of
PG&E, which aligns its ICR with that of the parent company at
'BBB+'.

S&P's issuer credit rating on Pac Gas is 'BBB+' and remains on
CreditWatch, where it was placed with negative implications on Feb.
22, 2018.

  RATINGS LIST

  Pacific Gas & Electric Co.
   Issuer Credit Rating          BBB+/Watch Neg/A-2

  Ratings Lowered
                                 To               From
  Pacific Gas & Electric Co.
   Preferred Stock               CCC+/Watch Neg   BB-/Watch Neg


PACIFIC LUTHERAN UNIVERSITY: S&P Lowers 2014 Bonds Rating to 'BB+'
------------------------------------------------------------------
S&P Global Ratings lowered its rating on Washington Higher
Education Facilities Authority's series 2014 bonds, issued for
Pacific Lutheran University (PLU), to 'BB+' from 'BBB-'. The
outlook is stable.

"The downgrade reflects a larger-than-expected operating deficit in
fiscal 2017 and a liquidity covenant violation that resulted in a
waiver and amendment of the loan agreement," said S&P Global
Ratings credit analyst Stephanie Wang. In our view, total
enrollment is showing signs of stability buoyed by growth in
graduate enrollment although undergraduate enrollment remains
pressured. Financial resources ratios have improved and are
adequate for the current rating.

"We assessed PLU's enterprise profile as strong with stable demand
metrics such as selectivity and matriculation and improved
retention. Enrollment remained relatively flat, although
applications declined for fall 2017. Management notes that
applications for fall 2018 are above fall 2016 and fall 2017
levels. We assessed PLU's financial profile as vulnerable with weak
operations and low expendable resources relative to operations and
debt although cash and investments relative to operations and debt
is stronger. We believe that combined, these credit factors lead to
an indicative stand-alone credit profile of 'bb+' and a final
rating of 'BB+'."

The rating reflects S&P's view of PLU's:

-- Large full-accrual operating deficit in fiscal 2017 as a result
of continual net tuition revenue loss although there were
approximately $3.3 million of costs associated with the sale of the
radio station that are not expected to occur again;

-- Liquidity covenant violation in fiscal 2017, although the
university received a waiver and was able to amend the agreement to
lower the requirement for the next two years;

-- Low-but-improving expendable resources relative to expenses and
debt, with good growth in cash and investments; and

-- Somewhat aggressive debt structure with the series 2016 direct
purchase debt accounting for 83% of total debt, although there is
adequate liquidity to cover acceleration risk.

The rating reflects S&P's view of PLU's strengths, specifically
its:

-- Relatively flat enrollment in fall 2017 with expectations of
continued stability and anticipated growth in fall 2018;

-- Constant selectivity and matriculation with improved
retention;

-- Endowment of $101.7 million as of January 2018, which is above
average for the rating category; and

-- Low maximum annual debt service (MADS) burden of 2.92%.

S&P said, "The stable outlook reflects the preliminary enrollment
stabilization and growth in financial resources. Despite weakened
operations for fiscal 2017, we believe that management is taking
active steps to remedy the situation and we expect to see
improvement over the next few years. We do not expect the
university to issue additional debt in the two-year outlook period.


"We could consider a positive rating action in the two-year outlook
period should there be maintenance of the current demand profile
coupled with a trend of enrollment stability or growth leading to
improved operating performance closer to break-even on a full
accrual basis and continual growth in financial resources
consistent with the higher rating category medians.

"Although unlikely in the outlook period given the sufficient
financial resources and improving enrollment and demand profile, we
could lower the rating if deficits continued to grow, enrollment
and demand weakened substantially, and financial resources fell to
levels no longer commensurate with the rating category. Additional
debt or covenant violations that may lead to acceleration would
also be viewed negatively."


PATRIOT NATIONAL: Hires PricewaterhouseCoopers as Tax Advisor
-------------------------------------------------------------
Patriot National, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware employ
PricewaterhouseCoopers LLP to provide tax compliance services.

Tax compliance services PwC will provide are:

     --  prepare and sign as preparer the barebones U.S.
Corporation Income Tax Return, Form 1120, for the tax year
beginning January 1, 2017 through December 31, 2017;

     -- provide assistance with the preparation and filing of Form
1139;

     -- prepare and sign as preparer the required federal corporate
and partnership income tax extensions for the tax year ended
December 31, 2017; and

     -- prepare and sign as preparer the required state corporate
income tax returns for the tax year ended December 31, 2017.

PwC will seek compensation for the NOL Carryback Services on  a
fixed-fee basis. The fixed fee for such services will be $40,000.

PwC will seek compensation for the 2017 Tax Compliance Services on
a fixed-fee basis. The fixed fee for such services is estimated to
be approximately $20,000.

Tracy Saunders, partner at PricewaterhouseCoopers LLP, attests that
PwC is "disinterested person" within the meaning of section 101(14)
of the Bankruptcy Lode, as required by section 327(a) of the
Bankruptcy Code, and does not hold or represent an interest adverse
to the Debtors or these chapter 11 estates.

The firm can be reached through:

     Tracy Saunders
     PricewaterhouseCoopers LLP
     300 Madison Avenue
     New York, NY 10017-6204
     Phone: 1-646-471-3000
     Fax: 1-813-286-6000

                    About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector. Patriot National -- http://www.patnat.com/-- provides
general agency services, technology outsourcing, software
solutions, specialty underwriting and policyholder services, claims
administration services and self-funded health plans to its
insurance carrier clients, employers and other clients.  Patriot
was incorporated in Delaware in November 2013.

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 18-10189) on Jan. 30, 2018. In the
petitions signed by CRO James S. Feltman, the Debtors disclosed
$159.4 million in total assets and $242.2 million in total debt as
of Dec. 31, 2017.

The Debtors have tapped Laura Davis Jones, Esq., James E. O'Neill,
Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones
LLP and Kathryn A. Coleman, Esq., Christopher Gartman, Esq., and
Jacob Gartman, Esq., at Hughes Hubbard & Reed LLP as bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP as co-counsel and
conflicts counsel; Duff & Phelps, LLC, as financial advisor; and
Conway Mackenzie Management Services, LLC, as provider of EVP of
Finance and related advisory services.  Prime Clerk LLC --
https://cases.primeclerk.com/patnat -- is the Debtors' claims,
noticing and balloting agent.

James S. Feltman of Duff & Phelps, LLC, has been tapped as chief
restructuring officer to the Debtors.

The Office of the U.S. Trustee has named two creditors -- Jessica
Barad and MCMC LLC -- to serve on an official committee of
unsecured creditors in the Debtors' cases.


PITNEY BOWES: S&P Lowers Corp. Credit Rating to 'BB+/B'
-------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Stamford,
Conn.-based Pitney Bowes Inc. to 'BB+/B' from 'BBB-/A-3' and
removed the rating from CreditWatch, where S&P placed it with
negative implications on Nov. 2, 2017. The outlook is negative.

S&P said, "At the same time, we lowered our issue-level rating on
the company's unsecured debt to 'BB+' from 'BBB-', assigned a '3'
recovery rating to the debt, and removed the rating from
CreditWatch, where we placed it with negative implications on Nov.
2, 2017. The '3' recovery rating indicates our expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a payment default."

The downgrade reflects Pitney Bowes' elevated adjusted leverage, at
3.6x as of March 31, 2018, due to the continued transition of its
business to the growing e-commerce markets and the ongoing declines
in its traditional SMB mail business.

S&P said, "While we expect the company to improve the margins in
its newer e-commerce solutions business over the long-term as it
gains scale, we project that Pitney Bowes' consolidated EBITDA
margins will decline over the next year as its revenue mix shifts
toward the lower-margin e-commerce business and away from the
relatively higher-margin legacy SMB business. Pro forma for the
recently announced sale of its production mail business, we now
expect the company's S&P adjusted EBITDA margin to decline by
roughly 150 basis points (bps) to around 14% in 2018. While the
firm should be able to reduce its leverage using the proceeds from
the sale, free cash flow, and repatriated cash, we believe there
remains a meaningful risk that further margin compression could
impede its path to deleveraging. Nevertheless, we expect the firm's
adjusted leverage to remain around 3.3x as of Dec. 31, 2018, which
is above our previous downgrade threshold of 2x and high relative
to the leverage levels at its investment-grade peers with similar
business risk profiles."

The negative outlook on Pitney Bowes reflects the uncertainty
surrounding the repositioning of its business toward the growing
e-commerce markets. S&P said, "Under our current base-case
scenario, the company's adjusted EBITDA will decline in 2018 due to
the lower margin profile of its e-commerce business and the sale of
its production mail business. However, we expect Pitney Bowes to
use free cash flow and excess cash from repatriation to pay down
debt. If the company fails to improve the margins in its e-commerce
business or its liquidity position weakens further, we could lower
the rating."

S&P said, "We could lower our ratings on Pitney Bowes if the
company is unable to sustain its organic revenue growth, if it
fails to improve the margins in its digital commerce business, or
if it adopts more aggressive financial policies that involve
additional shareholder returns or mergers and acquisition that
cause its debt-to-EBITDA to remains above the mid-3x area over the
next 12 months. We could also lower the ratings if we expect the
company's covenant cushion to decline from current levels.

"We could revise our outlook on Pitney Bowes to stable if the
company further diversifies into the growing e-commerce markets,
increases its revenue and EBITDA, and maintains debt-to-EBITDA of
less than 3.5x. In order to revise the outlook, we would also need
Pitney to sustain a covenant cushion of more than 10%."


PLEDGE PETROLEUM: Adds New Member to Board of Directors
-------------------------------------------------------
Christopher Headrick was appointed to the Board of Directors of
Pledge Petroleum Corp. on May 2, 2018.  

Mr. Headrick is an independent director in accordance with the
applicable rules of the NASDAQ Stock Market and has been appointed
to a special committee of the Board of Directors formed to review
and consider new acquisition candidates.

Mr. Headrick, age 54, has been serving as the chief executive
officer of Wyoming Energy Corp., a company engaged in the oil and
gas business, since May 2012.  Mr. Headrick is also the principal
of Christopher Headrick LLC, an energy consulting firm he founded
in June 2015.  He also has served since February 2017 as the chief
executive officer of H2 Energy Group, a company engaged in the
hydrogen energy production business.

According to Pledge Petroleum, Mr. Headrick was not selected as a
director pursuant to any arrangements or understandings with the
Company or with any other person.  Mr. Headrick received a grant on
May 2, 2018 of 10,000,000 shares of the Company's common stock,
vesting 1/3 immediately, 1/3rd after one year and 1/3rd after 2
years.  On May 2, 2018, each of Directors John Huemoeller and John
Zotos, also received a grant of 10,000,000 shares of the Company's
common stock, vesting 1/3 immediately, 1/3rd after one year and
1/3rd after 2 years.

                    About Pledge Petroleum

Headquartered in Houston, Texas, Pledge Petroleum Corp --
http://www.pledgepcorp.com/-- focuses on the acquisition of
various oil producing fields.  The Company was formerly known as
Propell Technologies Group, Inc. and changed its name to Pledge
Petroleum Corp. in February 2017.  The Company had suspended its
operations and reduced its operating expenses as the Board of
Directors are considering various options as to the future
direction of the Company, including a possible dissolution.

Pledge Petroleum reported a net loss available to common
stockholders of $4.74 million for the year ended Dec. 31, 2016,
compared with a net loss available to common stockholders of $6.89
million for the year ended Dec. 31, 2015.  As of Sept. 30, 2017,
Pledge Petroleum had $8.78 million in total assets, $1.10 million
in total liabilities, all current, and $7.67 million in total
stockholders' equity.

RBSM LLP, in New York, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2017, noting that the Company has incurred recurring
operating losses and had a net loss for the year ended Dec. 31,
2016.  The Company has also suspended its business operations.  The
auditors said these conditions raise substantial doubt about the
Company's ability to continue as a going concern.


RELATIVITY FASHION: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:

    Debtor                                             Case No.
    ------                                             --------
    Relativity Fashion, LLC                            18-11291
       dba M3 Relativity
    Relativity Fashion, LLC
    c/o Relativity Media, LLC
    9242 Beverly Boulevard, Suite 300
    Beverly Hills, CA 90210

    RML Distribution Domestic, LLC                     18-11292
    Rogue Digital, LLC                                 18-11301
    3 Days to Kill Productions, LLC                    18-11302
    21 & Over Productions, LLC                         18-11304
    Armored Car Productions, LLC                       18-11305
    Best of Me Productions, LLC                        18-11306
    Black or White Films, LLC                          18-11307
    Blackbird Productions, LLC                         18-11308
    Brick Mansions Acquisitions, LLC                   18-11309
    Don Jon Acquisitions, LLC                          18-11310
    DR Productions, LLC                                18-11311
    Furnace Films, LLC                                 18-11312
    Malavita Productions, LLC                          18-11313
    Movie Productions, LLC                             18-11314
    Paranoia Acquisitions, LLC                         18-11315
    Phantom Acquisitions, LLC                          18-11316
    Relative Motion Music, LLC                         18-11317
    Relative Velocity Music, LLC                       18-11318
    Relativity Development, LLC                        18-11319
    Relativity Films, LLC                              18-11320
    Relativity Foreign, LLC                            18-11321
    Relativity Holdings LLC                            18-11322
    Relativity Jackson, LLC                            18-11323
    Relativity Media Distribution, LLC                 18-11324
    Relativity Media Films, LLC                        18-11325
    Relativity Music Group, LLC                        18-11326
    Relativity Production LLC                          18-11327
    Relativity Rogue, LLC                              18-11328
    RML Acquisitions I, LLC                            18-11329
    RML Acquisitions II, LLC                           18-11330
    RML Acquisitions III, LLC                          18-11331
    RML Acquisitions IV, LLC                           18-11332
    RML Acquisitions IX, LLC                           18-11333
    RML Acquisitions V, LLC                            18-11334
    RML Acquisitions VI, LLC                           18-11335
    RML Acquisitions VII, LLC                          18-11336
    RML Acquisitions VIII, LLC                         18-11337
    RML Acquisitions X, LLC                            18-11338
    RML Acquisitions XI, LLC                           18-11339
    RML Acquisitions XIII, LLC                         18-11340
    RML Desert Films, LLC                              18-11341
    RML Distribution International, LLC                18-11342
    RML Echo Films, LLC                                18-11343
    RML Film Development, LLC                          18-11344
    RML Hector Films, LLC                              18-11345
    RML International Assets, LLC                      18-11346
    RML November Films, LLC                            18-11347
    RML Oculus Films, LLC                              18-11348
    RML Romeo and Juliet Films, LLC                    18-11350
    RML Turkeys Films, LLC                             18-11351
    RML WIB Films, LLC                                 18-11352
    RMLDD Financing, LLC                               18-11353
    Rogue Games, LLC                                   18-11354
    Roguelife LLC                                      18-11355
    Safe Haven Productions, LLC                        18-11356
    Snow White Productions, LLC                        18-11357
    Relativity Media, LLC                              18-11358
  
Business Description: Relativity Media is an American media
                      company headquartered in Beverly Hills,
                      California, founded in 2004 by Lynwood
                      Spinks and Ryan Kavanaugh.

Chapter 11 Petition Date: May 3, 2018

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

Judge: Hon. Michael E. Wiles

Debtors' Counsel:   Carey D. Schreiber, Esq.
                    WINSTON & STRAWN LLP
                    200 Park Avenue
                    New York, NY 10166
                    Tel: (212) 294-3547
                    Fax: (212) 294-4700
                    Email: cschreiber@winston.com

Debtors'
Restructuring
Advisor:            M-III PARTNERS, LP

Debtors'
Noticing &
Claims Consultant:  PRIME CLERK LLC

Relativity Media's Estimated Assets: $100 million to $500 million

Relativity Media's Estimated Debt: $500 million to $1 billion

The petitions were signed by Colin M. Adams, chief restructuring
officer.

The Debtors failed to incorporate in the petitions lists of their
20 largest unsecured creditors.

Full-text copies of three of the Debtors' petitions are available
for free at:

         http://bankrupt.com/misc/nysb18-11291.pdf
         http://bankrupt.com/misc/nysb18-11292.pdf
         http://bankrupt.com/misc/nysb18-11358.pdf


RENNOVA HEALTH: Will Take Ownership of Second Hospital on June 1
----------------------------------------------------------------
Rennova Health, Inc. announced follow up interview of CEO Seamus
Lagan on Uptick Newswire's "Stock Day" podcast with Everett Jolly
to discuss the progress of taking ownership of the Company's second
rural hospital and what it hopes to achieve this year.

"You and your management team have been working diligently on
taking ownership of your second hospital which is in Jamestown,
Tennessee," commented Jolly.  "Where are you at in that process?"

"Our target was May 1st but we have pushed that back one month and
will take ownership on June 1st," said Lagan.  "The transition of
ownership is going exceptionally well but the transition of the
many employees in Jamestown onto new benefit scheme etc took a
little longer than expected.  Our employees are key to the success
of the hospital going forward and the extra month creates the
opportunity to ensure employees have an enjoyable experience as
they join the Rennova team.  June 1st is now a fixed date and we
are well on schedule to achieve that date."

"I know management believes in building a company with a strong
foundation," continued Jolly.  "What would be the right alignment
of the stars to be confident you are on the track the Company is
pursuing?"

"Completing this acquisition which includes ownership of a nearby
physician's practice and properly integrating and managing them to
being cash flow positive and profitable is a key first step," said
Lagan.  "If we can do that in the next three to six months and get
to where we don't need additional capital to cover overheads we can
possibly exit 2018 looking for our next acquisition."

A full-text copy of the transcript of interview of Seamus Lagan
is available for free at https://is.gd/9KL1h2

                      About Rennova Health

Rennova Health, Inc. -- http://www.rennovahealth.com/-- provides
diagnostics and supportive software solutions to healthcare
providers.  The Company's principal lines of business are
diagnostic laboratory services, supportive software solutions and
decision support and informatics services.  The company is
headquartered in West Palm Beach, Florida.

Rennova Health reported a net loss attributable to common
shareholders of $108.53 million for the year ended Dec. 31, 2017,
compared to a net loss attributable to common shareholders of
$32.61 million for the year ended Dec. 31, 2016.  As of Dec. 31,
2017, Rennova Health had $6.29 million in total assets, $41.06
million in total liabilities, $5.83 million in redeemable preferred
stock, and a total stockholders' deficit of $40.61 million.

The report from the Company's independent accounting firm Green &
Company, CPAs, in Tampa, Florida, the Company's auditor since 2015,
on the consolidated financial statements for the year ended Dec.
31, 2017, includes an explanatory paragraph stating that the
Company has significant net losses, cash flow deficiencies,
negative working capital and accumulated deficit.  Those conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


RENNOVA HEALTH: Withdraws Proposal for Reverse Stock Split
----------------------------------------------------------
Rennova Health, Inc.'s Board of Directors has withdrawn the request
to approve a reverse stock split at the Company's Special Meeting
of Stockholders on May 9, 2018 at 11:00 a.m. Eastern time at the
offices of Shutts & Bowen LLP, 525 Okeechobee Boulevard, Suite
1100, West Palm Beach, FL 33401.

"Following communication with our shareholders and our intention
not to complete a reverse split of our common shares in the
immediate future it was decided to remove the request to approve
this action at the discretion of the Board as was described in our
proxy statement," stated Seamus Lagan, president and chief
executive officer of Rennova, adding "Stockholder approval of the
proposed increase in authorized common shares is both necessary and
critical for the company going forward and it is our hope that our
shareholders recognize this necessity and vote "for" and approve
the remaining proposals now that the reverse split proposal has
been removed.  Without approval of the remaining proposals our
plans to increase shareholder value going forward will be severely
restricted."

The Rennova Health, Inc. Board of Directors unanimously recommends
that shareholders vote in favor of the following proposals at the
upcoming special meeting:

   * To approve an amendment to the Company's certificate of
incorporation, as amended, to increase the number of authorized
shares of its
     common stock from 500,000,000 to 3,000,000,000 shares;

   * To approve the Company's new 2018 Incentive Award Plan; and

   * 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 the
     proposals to increase the authorized common stock and approve
     the 2018 Incentive Award Plan.

    If You Have Already Voted and Now Want to Change Your Vote

Or if You Haven't Voted Yet and Are Ready to Vote Your Shares Now

Please Call the Company's Proxy Solicitor, Advantage Proxy Toll   
             
              Free at 1-877-870-8565 for Assistance

                      About Rennova Health

Rennova Health, Inc. -- http://www.rennovahealth.com/-- provides
diagnostics and supportive software solutions to healthcare
providers.  The Company's principal lines of business are
diagnostic laboratory services, supportive software solutions and
decision support and informatics services.  The company is
headquartered in West Palm Beach, Florida.

Rennova Health reported a net loss attributable to common
shareholders of $108.53 million for the year ended Dec. 31, 2017,
compared to a net loss attributable to common shareholders of
$32.61 million for the year ended Dec. 31, 2016.  As of Dec. 31,
2017, Rennova Health had $6.29 million in total assets, $41.06
million in total liabilities, $5.83 million in redeemable preferred
stock, and a total stockholders' deficit of $40.61 million.

The report from the Company's independent accounting firm Green &
Company, CPAs, in Tampa, Florida, the Company's auditor since 2015,
on the consolidated financial statements for the year ended Dec.
31, 2017, includes an explanatory paragraph stating that the
Company has significant net losses, cash flow deficiencies,
negative working capital and accumulated deficit.  Those conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


RPA MANAGEMENT: Creditor Wants Stevenson Appointed as Trustee
-------------------------------------------------------------
Secured Creditor Residential Health Care, Inc. requests the U.S.
Bankruptcy Court for the Eastern District of Michigan for the
appointment of Michael A. Stevenson as Chapter 11 trustee for the
debtors RPA Management, Inc. and Residential Physicians
Association, PLLC.

RHC further requests that the Court direct RPA Management to
cooperate with the chapter 11 trustee and immediately turn over all
records and property in its possession or contract as directed by
the trustee.

In November 2016, RHC reached the terms of an agreement with Stuart
Kay, the Debtor's principal, on behalf of an entity to be formed.
Pursuant to the parties' agreement, the Debtor and Residential
Physicians gave a Promissory Note to RHC in the amount of
$1,050,000, secured with all the personal property of the Debtor
and Residential Physicians. The collateral includes a list of
patients that must continue receiving necessary medical treatment
provided by the Debtor and/or Residential Physicians, which is the
most valuable assets sold to Debtor and Residential Physicians.

On March 9, 2018, RHC filed suit against the Debtor, Residential
Physicians, and Kay alleging: (1) Breach of Promissory Note (as to
RPA Management and Residential Physicians); (2) Breach of Personal
Guaranty (as to Kay); (3) Claim for Appointment of Receiver to Take
Possession of Collateral; and (4) Enforcement of Secured Interest
-- Foreclosure on Collateral. The matter was assigned Case No.
18-002724-CB.

Prior to filing its Chapter 11 bankruptcy petition, the Debtor's
Circuit Court Case counsel indicated to RHC's counsel that when
Stuart Kay executed the Note, Security Agreement, and Guaranty, the
entity to be formed later was only intended to RPA Management, Inc.
However, RHC contends that Kay caused two entities to be formed:
RPA Management and an entity named Residential Physicians
Association, PLLC. RHC argues that Kay cannot own a professional
limited liability company as he is not a physician.

RHC asserts that the Debtor has demonstrated a complete disregard
for its obligations under the Note and Security Agreement by
failing to respond to repeated requests by RHC and its counsel for
information regarding its default of those instruments. RHC argues
that any attempt to shield the assets of Residential Physicians by
claiming that it is not subject to the Note or Security Agreement
is a clear intent to defraud RHC and convert its property for their
own use.

RHC contends that the Debtor and Residential Physicians have poorly
managed the financial resources of the company such that the
medical professionals employed by Debtor and/or Residential
Physicians have ceased providing services due to not having
received their agreed upon employment compensation.

RHC contends that the Debtor is not following industry standard
practices related to medical billing. RHC is concerned that the
Debtor is creating potential liability due to billing errors and is
not maximizing the revenue which would otherwise be captured if
industry standard practices were employed.

Because the Debtor has demonstrated incompetence and gross
mismanagement of its affairs by the current management, on April
12, 2018, upon hearing on RHC's Ex Parte Motions for Temporary
Restraining Order and Order to Show Cause, and for Appointment of a
Receiver, the Circuit Court Judge Edward Ewell, Jr. appointed
Michael Stevenson as receiver.

Accordingly, the RHC claims that the Debtor's pre-petition actions
related to the management of its business and its silence regarding
the status of its obligations to RHC establish the cause necessary
to require appointment of a chapter 11 trustee, as they qualify as
fraud or dishonesty.

RHC tells the Court that the benefits to creditors of the
appointment of a chapter 11 trustee would greatly outweigh the
burden from an appointment. Among other things, the appointment
would provide creditors, such as RHC, a truly independent fiduciary
in control of the Collateral. RHC notes that, beyond the dispute
between the Debtor, Kay, Residential Physicians, and RHC, is the
care of patients. Thus, a chapter 11 trustee would ensure that
patients continue to receive necessary care while the Debtor's
estate is administered.

Given Michael Stevenson's familiarity with the facts of this case,
his appointment as the Receiver in the Circuit Court Case, and his
ability to act as a Chapter 11 Trustee, RHC believes that it would
be appropriate to appoint him to serve as the Chapter 11 Trustee.

                      About RPA Management

Residential Physicians Association, PLLC and RPA Management, Inc.
-- http://rpacares.com/-- provide home medical doctors, and house
call physicians to patients in need with a focus on preventing
readmissions during the transition from an acute care setting to
the home. Since 1993, Residential Physician Association has served
as healthcare resource for primary care and geriatric medicine for
homebound patients in Southeastern Michigan. It offers in-home
care, chronic care and lab and mobile testing services.   RPA is
headquartered in Southfield, Michigan.

RPA Management sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Mich. Case No. 18-45308) on April 11, 2018.  In
the petition signed by Stuart D. Kay, president, the Debtor
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million.  Judge Thomas J. Tucker presides over the case.

Residential Physicians Association sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-45329) on
April 12, 2018.  The petition was signed by Stuart D. Kay,
executive director.  It estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.  Judge Mark A. Randon was
initially assigned to the case.

On May 7, 2018, an order was entered directing the joint
administration of the two Chapter 11 cases before Judge Tucker.
RPA Management's serves as the lead case.

John C. Lange, Esq., at Gold, Lange & Majoros, PC, serves as
counsel to the Debtors.


SCIENTIFIC GAMES: Widens Net Loss to $201.8-Mil. in First Quarter
-----------------------------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $201.8 million for the three months ended March 31, 2018,
compared to a net loss of $100.8 million for the three months ended
March 31, 2017.  The increase in net loss reflects the impact of a
$93.2 million loss incurred on debt financing transactions
associated with the Company's February 2018 refinancing and the
change in operating income.

First quarter revenue rose 12 percent to $811.8 million, up from
$725.4 million in the year ago period, reflecting the inclusion of
$49.2 million in revenue from the NYX Gaming Group Limited
acquisition completed on Jan. 5, 2018, along with seven percent
growth in lottery revenue and 21 percent growth in social revenue.
Gaming revenue increased one percent from the prior year,
reflecting a 30 percent increase in gaming machine replacement unit
shipments offset by the impact from far fewer new casino openings
globally.

Operating income in the first quarter was $49.4 million compared to
$88.0 million in the prior year period, reflecting $52.2 million in
restructuring and other charges that included an $18.0 million
accrual for contingent consideration associated with
higher-than-anticipated results from the 2017 acquisition of
Spicerack, a $15.0 million charge related to certain litigation
costs, and $13.5 million of acquisition and integration costs
related to the NYX acquisition, as well as the unfavorable impact
of higher depreciation and amortization expense, inclusive of a
$19.0 million facilities impairment charge.  These costs were
partially offset by the benefit from higher revenue, the inclusion
of NYX results and more efficient business processes.

Net cash provided by operating activities decreased to $29.9
million from $111.0 million in the year ago period.  The change
included the impact of $49.5 million associated with a change in
accrued interest due to the timing of the Company's February 2018
refinancing and $30.2 million related to the NYX acquisition,
including transaction fees and net assumed liabilities.
     
In the 2018 first quarter, the Company completed refinancing
transactions that resulted in an approximately $69 million
reduction in annualized cash interest costs at then-prevailing
interest rates and extended a portion of its debt maturities from
2022 to 2024, 2025 and 2026.

As of March 31, 2018, Scientific Games had $7.73 billion in total
assets, $9.93 billion in total liabilities and a total
stockholders' deficit of $2.19 billion.
  
"Our first quarter results reflect our strength as a global
diversified gaming technology provider," said Kevin Sheehan, CEO
and president of Scientific Games.  "Our results reflect the
significant success our team achieved during the quarter such as
the inclusion of NYX and our refinancing, as well as the underlying
robust business fundamentals, such as the 30 percent increase in
gaming machine replacement sales.  With improving momentum across
all our businesses, we are excited by the prospects and
opportunities to smartly grow our revenue and AEBITDA during the
remainder of 2018 and beyond."

Michael Quartieri, chief financial officer of Scientific Games,
said, "Our continued growth in revenue and AEBITDA, coupled with
the lower interest costs resulting from our recent refinancing,
establishes a solid platform for increased cash flows.  We remain
committed to our path of increasing cash flow, de-levering and
strengthening our balance sheet."

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

                     https://is.gd/X2TqHt

                    About Scientific Games

Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming
entertainment company offering a portfolio of game content,
advanced systems, cutting-edge platforms and professional services.
The company offers technology-based gaming systems, digital
real-money gaming and sports betting platforms, casino table games
and utility products and lottery instant games, and a leading
provider of games, systems and services for casino, lottery and
social gaming.  Committed to responsible gaming, Scientific Games
delivers what customers and players value most: trusted security,
engaging entertainment content, operating efficiencies and
innovative technology.

Scientific Games reported a net loss of $242.3 million for the year
ended Dec. 31, 2017, compared to a net loss of $353.7 million  for
the year ended Dec. 31, 2016.  As of Dec. 31, 2017, Scientific
Games had $7.72 billion in total assets, $9.75 billion in total
liabilities, and a total stockholders' deficit of $2.02 billion.


SEAHAWK HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B' CCR
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Round Rock, Texas-based Seahawk Holdings Ltd. and revised the
outlook to negative from stable.

S&P said, "In addition, we assigned our 'B+' issue-level and '2'
recovery ratings to the $1.52 billion first-lien credit facility,
consisting of a $100 million five-year revolving credit facility
and a $1.42 billion seven-year first-lien term loan. The '2'
recovery rating indicates our expectations for substantial
(70%-90%; rounded estimate: 70%) recovery in the event of payment
default.

"We also assigned our 'B-' issue-level and '5' recovery ratings to
the $375 million eight-year second-lien term loan. The '5' recovery
rating indicates our expectation for modest (10%-30%; rounded
estimate: 15%) recovery in the event of payment default.

"We assigned the issue-level ratings to Quest Software US Holdings
Inc., One Identity US Holdings LLC and Quest International LLC--
--the co-borrowers in the company's pro forma corporate structure.

"We revised our outlook on Seahawk Holdings to negative largely due
to our view that reduced business diversity and the lack of EBITDA
contribution from SonicWALL creates meaningful risk that leverage
may remain over 7x for an extended period after transaction close.
We estimate stand-alone pro forma leverage of 7.2x for fiscal 2018
(fiscal year end January), and although we expect margins to
improve as restructuring costs decline and the firm realizes the
full impact of expense reduction actions, revenue performance
remains weak and failure to successfully execute on sales growth
could lead to leverage sustained at high levels. Our affirmation of
the 'B' corporate credit rating on Seahawk is based on the firm's
considerable, if diminished, product diversity for a firm of its
scale, exposure to a rapidly growing identity and access management
market, and recent improvement in bookings performance, which may
herald revenue stability in the future.

"The outlook on Seahawk is negative, based on our view that reduced
business diversity and the lack of EBITDA contribution from
SonicWALL creates meaningful risk that leverage may remain over 7x
for an extended period after transaction close.

"Persistent revenue declines and lower-than-expected EBITDA
margins, that lead to leverage sustained in the mid-7x area could
lead to a downgrade. We could also downgrade Seahawk due to weak
free cash flow significantly below our expectations.

"We view an upgrade as highly unlikely over the next 12 months but
would consider raising the rating if leverage is sustained below 7x
and free operating cash flow is greater than 5% of debt."


SEMLER SCIENTIFIC: Posts First Quarter Net Profit of $706,000
-------------------------------------------------------------
Semler Scientific, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $706,000 on $4.46 million of revenues for the three months ended
March 31, 2018, compared to a net loss of $871,000 on $2.05 million
of revenues for the three months ended March 31, 2017.

As of March 31, 2018, Semler Scientific had $4.25 million in total
assets, $5.78 million in total liabilities and a total
stockholders' deficit of $1.52 million.

The Company's principal sources of cash have included the issuance
of equity securities, to a lesser extent, borrowings under loan
agreements and revenues from leasing its products.  To increase
revenues, the Company's operating expenses will continue to grow
and, as a result, the Company will need to generate significant
additional revenues to maintain profitability.

Semler Scientific had cash of $419,000 at March 31, 2018 compared
to $1,457,000 at Dec. 31, 2017, and total current liabilities of
$5,752,000 at March 31, 2018 compared to $5,140,000 at Dec. 31,
2017.  As of March 31, 2018 the Company had negative working
capital of approximately $2,752,000.

"The Company's ability to continue as a going concern is dependent
upon its ability to attain further operating efficiencies and,
ultimately, to generate additional revenues or raise additional
capital.  The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.  The
Company can give no assurances that additional revenues that the
Company may be able to generate nor any additional capital that the
Company is able to obtain, if any, will be sufficient to meet the
Company's needs.  The foregoing conditions raise substantial doubt
about the Company's ability to continue as a going concern," the
Company stated in the Quarterly Report.

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

                      https://is.gd/mZyaDe

                    About Semler Scientific

Semler Scientific, Inc. -- http://www.semlercientific.com/--
provides diagnostic and testing services to healthcare insurers and
physician groups.  The Portland, Oregon-based Company develops,
manufactures and markets proprietary products and services that
assist healthcare providers in evaluating and treating chronic
diseases.

Semler Scientific incurred a net loss of $1.51 million in 2017 and
a net loss of $2.55 million in 2016.  At Dec. 31, 2017, Semler
Scientific had $4.23 million in total assets, $6.82 million in
total liabilities and a total stockholders' deficit of $2.58
million.

The Company's independent registered public accountants' report for
the year ended Dec. 31, 2017 includes an explanatory paragraph that
expresses substantial doubt about its ability to continue as a
"going concern."  BDO USA, LLP, in New York, stated that the
Company has negative working capital, a stockholders' deficit, and
recurring losses from operations that raise substantial doubt about
its ability to continue as a going concern.


STORE IT REIT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Store It REIT, Inc., as of May 1, 2018.

                       About Store It REIT

Store It REIT, Inc., f/k/a Evergreen Realty REIT, Inc., and f/k/a
American Spectrum REIT I, Inc. is a privately held company in
Ketchum, Idaho engaged in activities related to real estate.  The
Company has 98.64% equity interest in Evergreen REIT, LP.
Evergreen REIT, LP, is a real estate investment trust owning
interest in entities that own tenant in common, limited
partnership, and/or general partnership interest in three
self-storage facilities.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 18-32179) on April 27, 2018, listing $13.18 million
in total assets and $127,143 in total liabilities.  The petition
was signed by William J. Carden, president and director.

Judge Marvin Isgur presides over the case.

Deirdre Carey Brown, Esq., at Hoover Slovacek LLP, serves as the
Debtor's bankruptcy counsel.


W&T OFFSHORE: Posts $27.6 Million Net Income in First Quarter
-------------------------------------------------------------
W&T Offshore, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $27.64 million on $134.21 million of total revenues for the
three months ended March 31, 2018, compared to net income of $24.29
million on $124.39 million of total revenues for the three months
ended March 31, 2017.

As of March 31, 2018, W&T Offshore had $942.17 million in total
assets, $1.48 billion in total liabilities and a total
shareholders' deficit of $544.64 million.

Tracy W. Krohn, W&T Offshore's chairman and chief executive
officer, stated, "We were pleased to close our unique JV Drilling
Program with an investor group during the first quarter, which we
expect to enhance our return on investment and improve our
financial flexibility.  Subsequent to the initial close, additional
investors have made commitments to the JV Drilling Program and we
are in discussions with a few other investors who have expressed
interest in joining the JV Drilling Program.  We have already taken
advantage of the additional liquidity it provided by completing a
highly accretive acquisition.

"Our purchase in April 2018 of Cobalt's interest in the high cash
flow generating Heidelberg field is an example of the type of
opportunities that can boost our ability to build cash.  The JV
Drilling Program also positions us to reduce our 2018 Capital
Budget while participating in additional projects that we believe
can create solid returns for shareholders.

"Our drilling performance in 2018 has gotten off to a good start
with two high production rate wells recently being placed on
production at our Mahogany and Virgo fields.  We have three rigs
currently drilling with one at Ewing Bank 910 as well as one at
Mahogany and one at Virgo.  These fields all have existing
infrastructure to allow for quick cash flow generation.

"Combined with improved oil and NGL prices that are positively
impacting our revenue, we are increasingly optimistic about our
ability to manage our debt obligations and end the year with a much
improved balance sheet.  Our oil production for the balance of 2018
is now 75% hedged at a floor of almost $60.00 per barrel so we
believe that helps to de-risk a good portion of our cash flow
steam," concluded Mr. Krohn.

Production for the first quarter of 2018 was 3.3 million Boe
compared to the first quarter 2017 of 3.8 million Boe.  First
quarter 2018 production was comprised of 1.6 million barrels of
oil, 0.4 million barrels of NGLs and 8.5 billion cubic feet of
natural gas.  Oil and NGLs production comprised 57.3% of total
production in the first quarter of 2018 compared to 56.7% of total
production in the first quarter of 2017.  Production for the first
quarter of 2018 was below the 2017 level partially due to well
maintenance, weather, pipeline outages, and platform maintenance
that collectively resulted in deferred production of approximately
4,200 Boe per day, compared to 1,800 Boe per day in the first
quarter of 2017.

The Company's Ship Shoal 299 field, Ship Shoal 349 ("Mahogany")
field and South Timbalier 314 field delivered the largest
production increases compared to the 2017 first quarter because of
our successful drilling and development (completion, recompletion
and workover programs).  These were offset by production decreases
primarily due to deferred production and natural production
declines.

For the first quarter of 2018 the Company's realized crude oil
sales price was $62.52 per barrel, its realized NGL sales price was
$27.54 per barrel and its realized natural gas sales price was
$3.03 per Mcf.  The combined average realized sales price was
$39.92 per Boe compared to $32.12 per Boe in the first quarter of
2017.

Revenues for the first quarter of 2018 increased 7.9% to $134.2
million compared to $124.4 million in the first quarter of 2017.
The increase was due to a 24.3% increase in the Company's realized
commodity sales price, partially offset by lower production
volumes.  The Company sold 36,976 Boe per day at an average
realized sales price of $39.92 per Boe compared to 42,712 Boe per
day at an average realized sales price of $32.12 per Boe in the
first quarter of 2017.  Over 73% of the change in production
volumes between periods is attributable to the production deferrals
referred to above.

Lease operating expense, which includes base lease operating
expenses, insurance premiums, workovers and facilities maintenance,
was $36.8 million in the first quarter of 2018 compared to $40.2
million in the first quarter of 2017.  On a component basis, base
lease operating expenses were $30.2 million, insurance premiums
were $2.7 million, workovers were $2.4 million and facilities
maintenance was $1.5 million.  Base LOE was down $1.7 million from
the first quarter of 2017 primarily due to lower costs at
non-operated properties.  Insurance premiums were up $0.7 million
on better insurance coverage while workover expenses decreased $1.5
million and facilities maintenance decreased $0.9 million,
reflecting lower activity at lower rates for goods and services.

Depreciation, depletion, amortization and accretion, including
accretion for asset retirement obligations, was $11.44 per Boe for
the first quarter of 2018 compared to $10.40 per Boe for the first
quarter of 2017.  On a nominal basis, DD&A was $38.1 million for
the first quarter of 2018, which was down from $40.0 million in the
first quarter of 2017.

General and administrative expenses was $15.0 million for the first
quarter of 2018 compared to $13.3 million in the first quarter of
2017.  The increase was primarily due to increases in incentive
compensation in 2018 which is solely a function of substantially
better financial performance, partially offset by reductions in
legal costs.

The Company had no derivative contracts in place during the first
quarter of 2018.  The Company recorded a gain of $4.0 million in
the first quarter of 2017 associated with crude oil derivative
contracts.  During April 2018, the Company entered into four
different commodity derivative contracts for crude oil for a total
of 11,000 barrels per day through the end of 2018.  The Company
entered into swaps, costless collars and also purchased puts.

Interest expense was $11.3 million in the first quarter of 2018,
flat with the first quarter of 2017.

The Company recorded income tax expense of $0.1 million in the
first quarter of 2018 on pre-tax income of $27.7 million compared
to an income tax benefit of $7.6 million on pre-tax income of $16.7
million in the first quarter of 2017.  The income tax expense in
the first quarter of 2018 represents interest on a tax position.
Otherwise tax expense is zero in the quarter.  Its current
full-year forecast for 2018 has the benefit of a net operating loss
for tax purposes so no current tax expense is recorded on positive
earnings.  Any deferred tax expense is offset by a reduction in the
valuation allowance in both periods.

The balance sheet at March 31, 2018 reflects current income tax
receivables of $65.1 million, which relates to the Company's net
operating loss claims for plug and abandonment work that qualifies
as a specified liability loss for tax purposes allowing for net
operating losses to be carried back to prior years.

Excluding special items, the Company's adjusted net income was
$28.0 million, or $0.19 per share.  For the first quarter of 2017
we reported net income of $24.3 million, or $0.17 per common share;
excluding special items, adjusted net income for the first quarter
of 2017 would have been $22.8 million, or $0.16 per share.

Net cash provided by operating activities for the first three
months of 2018 was $75.0 million which is $6.2 million below the
first quarter of 2017.  In the first quarter of 2017 the company
collected $30.1 million from an insurance claim that was from the
2008 time frame.  The first quarter of 2018 reflects advances from
investors in the JV Drilling Program of $19.2 million.  Excluding
these one-time items, cash flow from operating activities in the
2018 period would have been higher on improved operating results.
Cash flows from operating activities (before changes in working
capital, an insurance reimbursement, escrow deposits, advances from
investors in the JV Drilling Program and ARO settlements) were
$67.5 million in the first three months of 2018 compared to $63.7
for the same period in 2017.

Adjusted EBITDA for the first quarter of 2018 was $77.2 million and
our Adjusted EBITDA margin was 57.5% compared to Adjusted EBITDA of
$65.2 million and an Adjusted EBITDA margin of 52.4% for the first
quarter of 2017.

At March 31, 2018, the Company's total liquidity was $280.4
million, consisting of an unrestricted cash balance of $130.7
million and $149.7 million of availability under our $150 million
revolving bank credit facility.

As previously reported, due to establishing the joint venture
drilling program with private investors through a newly formed
entity called Monza Energy LLC, the Company has revised its 2018
capital expenditure program to $75 million from $130 million. These
estimates do not include acquisitions.  The $75 million capital
budget is net of approximately $20 million in reimbursements for
capital expenditures incurred by the Company for the wells included
in the JV Drilling Program before the closing date.

The Company's 2018 capital expenditure program now includes
participation in 11 wells, seven of which are included in the 2018
JV Drilling Program.  The Company's drilling opportunities at Virgo
continue to expand and we may have additional wells to add to the
JV Drilling Program at this field.  Having just concluded
completion operations on the successful VK823 A-10 ST well, the
platform rig has begun drilling operations on the VK823 A-12 well.

Other projects for 2018 that were previously announced include two
more wells at the Mahogany field, the SS 359 A-5 ST2 development
well (which is part of the JV Drilling Program) and the SS 349
A-19, (not part of the JV Drilling Program).

Two previously announced wells included in the 2018 JV Drilling
Program are in our Ewing Bank 910 field.  These wells, the South
Timbalier 311 A-2 and A-3 wells, are both low-risk, high-return
exploration opportunities with multiple stacked pay sands and,
assuming success, can be brought on line quickly via existing
infrastructure and pipelines.  The 2018 capital expenditure program
will have a very small interest in one well to be drilled at
Mississippi Canyon 194, which is a change from a small interest in
four wells originally planned there for 2018.

Additionally, the Company estimates it will spend approximately
$31.6 million on plugging and abandonment activities in 2018.

The Company's capital expenditures for oil and gas properties on an
accrual basis for the first three months of 2018 were $21.1 million
compared to $23.3 million for the 2017 period.  The 2018 period
reflects a net reimbursement from Monza of $20 million.  In the
first quarter of 2018 the Company completed two wells -- the A-17
well at Mahogany, which began producing during March 2018, and the
Viosca Knoll 823 ("Virgo") A-10 ST1 well, which began production
during April 2018.  The Virgo A-10 ST well is now part of the JV
Drilling Program.

In addition to the capital expenditure budget of $75 million, in
April 2018, the Company closed on the previously announced
acquisition of a 9.375% working interest in the Heidelberg field
from Cobalt International Energy.  The gross purchase price was
$31.1 million and the effective date was Jan. 1, 2018.  As
previously disclosed, February's gross production from the field
was 33,513 barrels of oil per day and 16,705 Mcf per day or 36,300
Boe per day.  W&T's net benefit from the production from the field
was 2,749 barrels of oil per day and 1.4 MMcf per day in February
2018 or almost 3,000 barrels of oil equivalent per day from 5
wells.  Cash flow generated by the acquired interest between the
effective date of Jan. 1, 2018 and the closing date of April 5,
2018, serves to reduce the gross purchase price.

                      OPERATIONS UPDATE

The Company is currently operating or participating in three active
drilling programs in the Gulf of Mexico.

Ship Shoal 349 "Mahogany" (operated, shelf): The SS349 A-17 (not in
JV Drilling Program) well that found a previously undiscovered
deeper sand ('V' sand) and extended the known limits of one of the
field pay sands seen in earlier wells, came on line towards the end
of March. It is producing at an intentionally restricted test rate
of approximately 1,925 Boe per day (82% oil).  The rig is now
drilling the SS349 A-5 ST well (in JV Drilling Program) targeting
the 'Q' and 'P' sands.  Please note that the A-5ST well will be the
only well in our JV Drilling Program in this field.  The Company
expects to drill the SS 359 A-19 well (not in the JV Drilling
Program) in the second half of 2018.

Viosca Knoll 823 "Virgo" (operated, shelf, in JV Drilling Program):
In the first quarter of 2018, we successfully drilled the first
well in a multi-well deepwater development program at our Virgo
field.  The VK822 A-10 ST well encountered 113 feet of high liquids
condensate pay and due to the presence of infrastructure and its
Virgo production platform, the well was put on-line quickly and
achieved first production in mid-April.  It is currently producing
at a test rate of 1,250 Boe per day.  The Company's drilling
inventory at Virgo continues to expand and the Company now plans to
include additional wells in the drilling program from this field.
The Company has recently commenced drilling operations on the VK779
A-12 well (that is in block VK779), which is structurally higher
and up dip to another well that has logged pay in a principal
target sand.

Ewing Bank 910 Field Area (deepwater, in JV Drilling Program): Two
new drill wells are planned in the Company's Ewing Bank 910 field
area, which are the South Timbalier 311 A-2 and A-3 wells.  The rig
has concluded mobilizing to the South Timbalier 311 Platform to
begin drilling the A-2 well and just recently spud the well.
Following the A-2 well operations, the rig is expected to then
drill the A-3 well.  The Company believes both of these wells are
low-risk exploration opportunities with multiple stacked pay sands.
Assuming success, these wells are expected to be brought on line
quickly via existing infrastructure and pipelines.

During the first quarter of 2018 the Company performed three
recompletions that added approximately 1,190 Boe per day of initial
production and four workovers that added approximately 570 Boe per
day of initial production.

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

                      https://is.gd/Y9Nbyf

                       About W&T Offshore

Based in Houston, Texas, W&T Offshore, Inc. --
http://www.wtoffshore.com/-- is an independent oil and natural gas
producer with operations offshore in the Gulf of Mexico and has
grown through acquisitions, exploration and development.   The
Company currently has working interests in approximately 49
producing fields in federal and state waters and has under lease
approximately 700,000 gross acres, including approximately 470,000
gross acres on the Gulf of Mexico Shelf and approximately 230,000
gross acres in the deepwater.  A majority of the Company's daily
production is derived from wells it operates.

W&T Offshore reported net income of $79.68 million in 2017 compared
to a net loss of $249.02 million in 2016.  As of Dec. 31, 2017, W&T
Offshore had $907.58 million in total assets, $1.48 billion in
total liabilities and a total shareholders' deficit of $573.50
million.

                          *     *     *

In April 2017, S&P Global Ratings affirmed its 'CCC' corporate
credit rating on U.S.-based oil and gas exploration and production
(E&P) company W&T Offshore Inc.  The rating outlook is negative.
"The affirmations follow our review of W&T's capital structure and
credit profile in light of challenging conditions in the offshore
E&P industry," said S&P Global Ratings credit analyst Kevin Kwok.


W&T OFFSHORE: Shareholders Elect Five Directors
-----------------------------------------------
W&T Offshore, Inc. held its 2018 annual meeting of shareholders on
May 2, 2018, in Houston, Texas, at which the Shareholders elected
Virginia Boulet, Stuart B. Katz, Tracy W. Krohn, James S. Nelson,
Jr. and Mr. B. Frank Stanley as directors to hold office until the
2019 Annual Meeting.  The shareholders also ratified the
appointment of Ernst & Young LLP as the Company's independent
registered public accountants for the year ended Dec. 31, 2018.

                        About W&T Offshore

Based in Houston, Texas, W&T Offshore, Inc. --
http://www.wtoffshore.com/-- is an independent oil and natural gas
producer with operations offshore in the Gulf of Mexico and has
grown through acquisitions, exploration and development.   The
Company currently has working interests in approximately 49
producing fields in federal and state waters and has under lease
approximately 700,000 gross acres, including approximately 470,000
gross acres on the Gulf of Mexico Shelf and approximately 230,000
gross acres in the deepwater.  A majority of the Company's daily
production is derived from wells it operates.

W&T Offshore reported net income of $79.68 million in 2017 compared
to a net loss of $249.02 million in 2016.  As of March 31, 2018,
W&T Offshore had $942.17 million in total assets, $1.48 billion in
total liabilities and a total shareholders' deficit of $544.64
million.

                          *     *     *

In April 2017, S&P Global Ratings affirmed its 'CCC' corporate
credit rating on U.S.-based oil and gas exploration and production
(E&P) company W&T Offshore Inc.  The rating outlook is negative.
"The affirmations follow our review of W&T's capital structure and
credit profile in light of challenging conditions in the offshore
E&P industry," said S&P Global Ratings credit analyst Kevin Kwok.


WEATHERFORD INTERNATIONAL: Posts $245M Net Loss in First Quarter
----------------------------------------------------------------
Weatherford International public limited company filed with the
Securities and Exchange Commission its Quarterly Report on Form
10-Q reporting a net loss attributable to the Company of $245
million on $1.42 billion of total revenues for the three months
ended March 31, 2018, compared to a net loss attributable to the
Company of $448 million on $1.38 billion of total revenues for the
three months ended March 31, 2017.

As of March 31, 2018, Weatherford had $9.33 billion in total
assets, $10.23 billion in total liabilities and a total
shareholders' deficit of $898 million.

At March 31, 2018, the Company had cash and cash equivalents of
$459 million compared to $613 million at Dec. 31, 2017.

In the first quarter of 2018, cash used in operating activities was
$185 million compared to cash used of $179 million in the first
quarter of 2017.  Cash used in operating activities in 2018 was
driven by cash payments for debt interest and cash severance and
restructuring costs, partially offset by improved collections of
accounts receivables.

The Company's net investing activities was nil during the first
quarter of 2018 compared to cash used of $279 million in the first
quarter 2017.  In the first quarter of 2018, the primary drivers of
investing activities were capital expenditures of $38 million for
property, plant and equipment and assets held for sale, which was
offset by net proceeds from dispositions of $37 million.

In February 2018, the Company issued $600 million in aggregate
principal amount of its 9.875% senior notes due 2025 for net
proceeds of $588 million.  The Company used part of the proceeds
from its debt offering to repay in full its 6.00% senior notes due
March 2018 and to fund a concurrent tender offer to purchase for
cash any and all of its 9.625% senior notes due 2019.

                        Cash Requirements

"We anticipate our remaining 2018 cash requirements will include
payments for capital expenditures, repayment of debt, interest
payments on our outstanding debt, transformation costs including
severance payments and payments for short-term working capital
needs.  Our cash requirements may also include opportunistic debt
repurchases, business acquisitions and other amounts to settle
litigation related matters.  We anticipate funding these
requirements from cash and cash equivalent balances, cash generated
by our operations, availability under our credit facilities,
accounts receivable factoring, proceeds from disposals of
businesses or capital assets.  We anticipate that cash generated
from operations will be augmented by working capital improvements,
increased activity and improved margins.  We also historically have
accessed banks for short-term loans from uncommitted borrowing
arrangements and have accessed the capital markets with debt and
equity offerings.  From time to time we may and have entered into
transactions to dispose of businesses or capital assets that no
longer fit our long-term strategy," the Company stated in the SEC
filing.

"Capital expenditures for 2018 are projected to range between $200
million to $250 million, excluding expenditures for our land
drilling rigs business compared to capital expenditures of $225
million in 2017 (excluding the purchase of certain leased equipment
utilized in our North America pressure pumping operations for a
total amount of $244 million in 2017).  These projections are due
to anticipated activity in the oil and gas business related to
stabilizing active rig counts.  The amounts we ultimately spend
will depend on a number of factors including the type of contracts
we enter into, asset availability and our expectations with respect
to industry activity levels in 2018. Expenditures are expected to
be used primarily to supporting ongoing activities of our core
businesses and our sources of liquidity are anticipated to be
sufficient to meet our needs.

"Cash and cash equivalents of $459 million at March 31, 2018, are
held by subsidiaries outside of Switzerland, the Company's taxing
jurisdiction.  Based on the nature of our structure, we are
generally able to redeploy cash with no incremental tax."

As of March 31, 2018, $72 million of the Company's cash and cash
equivalents balance was denominated in Angolan kwanza.  The
National Bank of Angola supervises all kwanza exchange operations
and has limited U.S. Dollar conversions.  In January 2018, the
Angolan National Bank announced a new currency exchange policy and
the Angolan kwanza subsequently devalued approximately 19%.  As a
result, the Company recognized currency devaluation charges of $24
million reflecting the devaluation of the Angolan kwanza.

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

                       https://is.gd/UYURIA

                         About Weatherford

Weatherford (NYSE: WFT), an Irish public limited company and Swiss
tax resident -- http://www.weatherford.com/-- is a multinational
oilfield service company providing innovative solutions, technology
and services to the oil and gas industry.  The Company operates in
over 90 countries and has a network of approximately 780 locations,
including manufacturing, service, research and development, and
training facilities and employs approximately 28,700 people.

Weatherford reported a net loss attributable to the Company of
$2.81 billion in 2017, a net loss attributable to the Company of
$3.39 billion in 2016, and a net loss attributable to the Company
of $1.98 billion in 2015.

                          *     *     *

As reported by the TCR on April 13, 2018, Fitch Ratings announced
plans to withdraw Weatherford International plc's ratings on or
about May 8, 2018 (approximately 30 days from the date of this
release) for commercial reasons.

In November 2017, Fitch Ratings affirmed Weatherford and its
subsidiaries' Long-Term Issuer Default Ratings (IDR) and senior
unsecured ratings at 'CCC'.  WFT's 'CCC' rating reflects exposure
to the oilfield services sector and a stressed balance sheet.
Fitch expects an extended down-cycle and delayed recovery from
Fitch initial sector recovery expectations due to low to
range-bound oil and gas prices.


WILMINGTON VICTORVILLE: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Wilmington Victorville, LLC
           dba Wilmington Investment LLC
        3511 Olympic Blvd.
        Los Angeles, CA 90019

Business Description: Wilmington Victorville, LLC listed its
                      business as Single Asset Real Estate (as
                      defined in 11 U.S.C. Section 101(51B))
                      whose principal assets are located at
                      16120 Bear Valley Road Victorville, CA
                      92395.

Chapter 11 Petition Date: May 5, 2018

Case No.: 18-15216

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Deborah J. Saltzman

Debtor's Counsel: Philip A Gasteier, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-299-1234
                  Fax: 310-299-1244
                  Email: pag@lnbrb.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Myong Oc Kang, manager.

The Debtor lists Lee, Hong, Degerman, Kang & Waimey as its sole
unsecured creditor holding a claim of $75,000.

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

          http://bankrupt.com/misc/cacb18-15216.pdf


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
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the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2018.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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