TCR_Public/150306.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, March 6, 2015, Vol. 19, No. 65

                            Headlines

100 MONTADITOS: 14 U.S. Subsidiaries File for Bankruptcy
100M WATERFORD: Case Summary & 20 Largest Unsecured Creditors
146-148 CORTLANDT: Case Summary & 2 Largest Unsecured Creditors
22ND CENTURY: Names Henry Sicignano III Chief Executive Officer
A+ NEW YORK RESTAURANT: Case Summary & 20 Top Unsecured Creditors

ALCO STORES: Shopko Hometown Acquires 20 Stores, May Acquire More
AMERICA GREENER: Incurs $375K Net Loss for Dec. 31 Quarter
AMERICAN EAGLE: S&P Lowers CCR to 'D' on Missed Sr. Note Payment
AMERICAN NANO: Posts $1.42-Mil. Loss in Dec. 31 Quarter
ARALCO S.A.: Court Issues Joint Administration Order

ATLAS PIPELINE: S&P Raises CCR to 'BB+' on Acquisition Completion
AVIS BUDGET: S&P Assigns 'B+' Rating on $350MM Sr. Notes Due 2025
BARRY'S AUTOBODY: Involuntary Chapter 11 Case Summary
BLOX INC: Posts $575K Net Loss in Fourth Quarter
BPZ RESOURCES: Could File for Chapter 11 Bankruptcy Protection

BPZ RESOURCES: S&P Lowers CCR to 'D' Then Withdraws Rating
BUILDERS FIRSTSOURCE: Posts $18 Million Net Income for 2014
C&J ENERGY: S&P Rates $1.06BB Term Loans & $600MM Revolver Debt BB+
CAESARS ENTERTAINMENT: Developer Wants Bankr. Court to Handle Case
CAESARS ENTERTAINMENT: Judge Refuses to Disband Bondholders Panel

CATASYS INC: OnTRAK Program Delivers Significant Cost Savings
CAVITATION TECHNOLOGIES: Reports $501K Net Loss in Q4
CHILDREN OF AMERICA: Case Summary & 20 Top Unsecured Creditors
COCRYSTAL PHARMA: Shareholders OK Increase of Authorized Shares
CRAIG COUNTY HOSPITAL: Amends List of 20 Largest Unsec. Creditors

CUI GLOBAL: To Acquire Assets of Tectrol for $5.2 Million
DALA PETROLEUM: Has Recorded Negative Cash Flows from Operations
DCP MIDSTREAM: Moody's Assigns 'Ba2' Corp. Family Rating
DIGITAL DOMAIN: 19th Amendment to Final DIP Order Approved
EMPIRE RESORTS: Extends Maturity of Kien Huat Loan for 1 Year

ENERGY XXI: Moody's Rates $1.25BB Notes at B2 & Cuts CFR to Caa2
EPAZZ INC: Blackbridge Holds 9.9% Stake as of Feb. 26
FINJAN HOLDINGS: Markman Order Entered in Finjan v. Sophos
GFL ENVIRONMENTAL: Moody's Assigns 'B2' CFR, Outlook Stable
GFL ENVIRONMENTAL: S&P Affirms 'B' CCR; Outlook Stable

GROW CONDOS: Losses, Deficit Raise Going Concern Doubt
HOLDER GROUP SUNDANCE: Cash Use Hearing Continued Until April 7
INDEPENDENCE TAX II: Reports $124K Net Loss in Dec. 31 Quarter
INTERNATIONAL ELECTRIC: Case Summary & 20 Top Unsecured Creditors
INTERNATIONAL MANUFACTURING: Joseph & Cohen Retention Order Amended

INTRALINKS INC: S&P Affirms 'B+' CCR; Outlook Stable
INVESTVIEW INC: Incurs $1.56-Mil. Net Loss for Dec. 31 Quarter
ITUS CORP: May Issue 37.2 Million Shares Under Plans
KINDRED HEALTHCARE: Moody's 'B1' CFR Unaffected by New Term Loan
LAREDO PETROLEUM: Moody's Rates New $350MM Unsecured Notes 'B2'

LAREDO PETROLEUM: S&P Rates $350MM Sr. Unsecured Notes 'B'
LEVEL 3: To Redeem 100% of 9.375% Senior Notes due 2019
LIGHTSQUARED INC: Plan Evidentiary Hearing to Start Monday
LOTON CORP: Incurs $2.96-Mil. Net Loss in Fourth Quarter
LUCAS ENERGY: Posts $1.31-Mil. Net Loss for Dec. 31 Quarter

LUNA GOLD: Enters Into Forbearance Agreement with Societe Generale
METALICO INC: Delays Annual Stockholders Meeting Indefinitely
MILL STREET INNOVATIVE: Case Summary & 15 Top Unsecured Creditors
NAKED BRAND: Former Calvin Klein Executive Joins Board
NAPERVILLE THEATER: Files for Chapter 11, Might Sell Theater

NAVISTAR INTERNATIONAL: Reports $42MM Net Loss for 1st Quarter
NEBRASKA BOOK: Loan Maturity Moved to June 2016; Interim CEO Named
NEOMEDIA TECHNOLOGIES: Reports $2.46 Million Net Loss for 2014
OCWEN FINANCIAL: Taps Turnaround Advisers After Latest Loss
PHILLIPS BROTHERS: Case Summary & 20 Largest Unsecured Creditors

PHOENIX PAYMENT: Judge Extends Deadline to Remove Suits to May 4
PHOTOMEDEX INC: Lenders Extend Forbearance Until April 2016
PILGRIM'S PRIDE: Moody's Lifts CFR to Ba3 & Rates $500MM Notes B2
PILGRIM'S PRIDE: S&P Assigns 'BB' Rating on $500MM Sr. Notes
PLUG POWER: Needs More Time to File Form 10-K

PRONERVE HOLDINGS: Has Interim Authority to Tap $800,000 DIP Loan
PRONERVE HOLDINGS: Proposes March 27 Auction of Assets
PRONERVE HOLDINGS: Seeks to Employ McDermott as Bankruptcy Counsel
PULSE ELECTRONICS: Oaktree Reports 68.8% Stake as of Feb. 28
PULSE NETWORK: Has Limited Resources and Operating History

QUANTUM FOODS: Gets Approval to Settle Avoidance Claims
RADIOSHACK CORP: Court Approves Key Employee Incentives
RANCH 967: Section 341 Meeting Scheduled for March 31
REGENT PARK: Wants to Pay Claims from Non-Estate Escrow Funds
RETROPHIN INC: Gets Nasdaq 'Letter of Reprimand'

RIVERWALK JACKSONVILLE: Gets OK to Use Cash Collateral Until March
RIVERWALK JACKSONVILLE: Plan Outline Hearing Continued March 18
ROCKWELL MEDICAL: Reports $21.3 Million Net Loss for 2014
SALADWORKS LLC: Meeting of Creditors Set for March 25
SALADWORKS LLC: U.S. Trustee Appoints Creditors' Committee

SALEEEN AUTOMOTIVE: Posts $2.44-Mil. Net Loss in Fourth Quarter
SANUWAVE HEALTH: Posts $5.97 Million Net Loss for 2014
SIRIUS XM: Moody's Says $1BB Notes Offering No Impact on Ratings
SPIRIT AEROSYSTEMS: Moody's Lifts CFR to 'Ba1', Outlook Stable
SPORT-HALEY HOLDINGS: Case Summary & 20 Top Unsecured Creditors

SPORT-HALEY: Files for Ch. 11 with Deal with Lender
STEVIA FIRST: Reports $1.14-Mil. Net Loss in Dec. 31 Quarter
STUDIO ONE: Has Insufficient Revenues to Cover Operating Costs
SUNTECH AMERICA: July 13 Set as Governmental Units Bar Date
SURGICAL CARE: Moody's Rates New $600MM Loans 'Ba3'

TARGETED MEDICAL: William Shell Quits From Board Over Disputes
UBL INTERACTIVE: Posts $807K Net Loss for Dec. 31 Quarter
UNITED AIRLINES: S&P Rates 2015 Special Facility Revenue Bonds B+
VERITEQ CORP: KBM Reports 9.9% Stake as of March 3
VICTORY ENERGY: Inks Collaboration and Funding Pacts with Lucas

WAVE SYSTEMS: Appoints New Board Member, R.S. Cheheyl
WEIGHT WATCHERS: Moody's Lowers CFR to 'B3', Outlook Negative
WEST CORP: Completes Divestiture of Agent Services Businesses
XENONICS HOLDINGS: Incurs $1.76-Mil. Net Loss in Dec. 31 Quarter
ZAYO GROUP: Moody's Affirms B2 CFR & Caa1 Unsecured Notes Rating

ZAYO GROUP: S&P Rates Proposed $730MM Add-On Notes 'CCC+'
[*] Burr & Forman Adds Two Partners in Nashville Office
[*] Feb. Bankruptcy Filings Decrease 13% from 2014
[*] Fitch Says U.S. Personal Bankruptcies Set for 5th Annual Drop
[*] Moody's Says Global Bank Debt Issuance Levels Off in 2014

[*] Moody's: Strong US Dollar is Credit Negative for Multinationals
[] Bankruptcy Filings in Rochester, NY, Drop 28.8% in February 201
[^] BOOK REVIEW: Lost Prophets — An Insider’s History

                            *********

100 MONTADITOS: 14 U.S. Subsidiaries File for Bankruptcy
--------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that 14 U.S. subsidiaries of the much-lauded Spanish sandwich chain
100 Montaditos filed for Chapter 11 bankruptcy protection on March
4.

According to the report, the filing was presented to the U.S.
Bankruptcy Court in Miami without explanation regarding how and
whether the company plans to restructure under Chapter 11.  The
filing was signed by 100 Montaditos Chief Executive Francisco J.
Cernuda, and the companies in bankruptcy are majority-owned by
Restalia Group, the Spanish company that owns the international
chain, the report related.


100M WATERFORD: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                   Case No.
       ------                                   --------
       100M Waterford LLC                       15-14066
          dba 100 Montaditos
       1201 Brickell Avenue, Suite 210
       Miami, FL 33131

       100M Pembroke LLC                        15-14067

       100M Weston LLC                          15-14069

       100M Sunset, LLC                         15-14070

       100M Plantation LLC                      15-14072

       100M Pinecrest, LLC                      15-14074

       100M Midtown, LLC                        15-14075

       100M Kendall, LLC                        15-14077

       100M Arlington, LLC                      15-14078

       100M West Kendall LLC                    15-14079

       100 M Lincoln LLC                        15-14080

       100 M Operator LLC                       15-14083

       100 M Franchise LLC                      15-14086

       100 M Holding Inc.                       15-14087

Chapter 11 Petition Date: March 4, 2015

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

Judge: Hon. Jay Cristol (15-14066, 15-14070, 15-14074, 15-14077,
                         15-140801 and 15-14083)
       Hon. Robert A Mark (15-14067, 15-14079, 15-14086 and 15-
                           14087)

Debtors' Counsel: Paul J. Battista, Esq.
                  GENOVESE JOBLOVE & BATTISTA, P.A.
                  100 SE 2 St #4400
                  Miami, FL 33131
                  Tel: (305) 349-2300
                  Fax: (305) 349-2310
                  Email: pbattista@gjb-law.com

                                    Estimated    Estimated
                                     Assets     Liabilities
                                   ----------   -----------
100M Waterford                     $0-$50,000    $0-$50,000
100 M Franchise                    $500K-$1MM    $1MM-$10MM
100 M Holding                      $0-$50,000    $0-$50,000

The petitions were signed by Francisco J. Cernuda, authorized
representative.

A list of 100 M Franchise's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb15-14086.pdf

A list of 100M Waterford's 15 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb15-14066.pdf

A list of 100 M Holding's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb15-14087.pdf


146-148 CORTLANDT: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: 146-148 Cortlandt Street, LLC
        150 Cortlandt Street
        Sleepy Hollow, NY 10591

Case No.: 15-22291

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: March 4, 2015

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

Judge: Hon. Robert D. Drain

Debtor's Counsel: Bruce R. Alter, Esq.
                  ALTER & BRESCIA, LLP
                  550 Mamaroneck Avenue
                  Harrison, NY 10528
                  Tel: (914) 670-0030
                  Fax: (914) 670-0031
                  Email: altergold@aol.com

Total Assets: $3.74 million

Total Liabilities: $2.75 million

The petition was signed by Cirilo Rodriguez, sole shareholder and
managing member.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb15-22291.pdf


22ND CENTURY: Names Henry Sicignano III Chief Executive Officer
---------------------------------------------------------------
22nd Century Group, Inc., announced that Henry Sicignano III has
been named to the position of chief executive officer.  Mr.
Sicignano will continue to serve as the Company's president and
will remain on the Board of Directors.

"The Board of Directors has had the opportunity to work directly
with Henry over the past few months and is convinced that there is
no better person to lead the company forward," said James W.
Cornell, Chairman of the Board of Directors.  "Henry is a proven
leader with outstanding business development skills, strategic
vision and the ability to bring people together.  His vision for
how 22nd Century will monetize the Company's proprietary
technologies is exactly what 22nd Century needs at this exciting
stage in the Company's growth."

Since joining the Company as president in 2010, Mr. Sicignano has
spearheaded major initiatives across a range of business areas,
recently establishing a strategic partnership with Smoker Friendly
International, the nation's largest dealer network of cigarette
stores, and securing contract manufacturing and distribution
agreements to launch the Company's MAGIC brand of cigarettes in
Europe.  Going forward, Mr. Sicignano has defined 22nd Century's
top priorities as: establishing multi-year international sales
contracts for the Company's proprietary tobacco products (with
immediate focus on Asia); submitting to the FDA a Modified Risk
Application for the Company's Brand A very low nicotine cigarettes;
and identifying a joint venture partner to fund Phase III clinical
trials for X-22, the Company's smoking cessation aid in
development.

"22nd Century is in the rare position of having a virtual monopoly
around the nicotine biosynthetic pathway in the tobacco plant; I am
honored and tremendously excited to have been chosen to lead the
Company as we begin to commercialize our extraordinary IP
portfolio," Mr. Sicignano said.  "As the tobacco industry begins a
true paradigm shift toward the development and commercialization of
reduced-risk tobacco products, 22nd Century is uniquely positioned
to become a key player in both the smoking harm reduction and the
smoking cessation markets.  A key part of my job will be to seize
these opportunities by focusing our management team and the
Company's business development investments on our technology's most
important commercial applications."

                         About 22nd Century

Clarence, New York-based 22nd Century Group, Inc., through its
wholly-owned subsidiary, 22nd Century Ltd, is a plant
biotechnology company using technology that allows for the level
of nicotine and other nicotinic alkaloids (e.g., nornicotine,
anatabine and anabasine) in tobacco plants to be decreased or
increased through genetic engineering and plant breeding.

22nd Century reported a net loss of $15.6 million on $529,000 of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$26.2 million on $7.27 million of revenue during the prior year.

As of Dec. 31, 2014, the Company had $21.9 million in total
assets, $6.73 million in total liabilities and $15.2 million in
total shareholders' equity.


A+ NEW YORK RESTAURANT: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: A+ New York Restaurant Equipment, LLC
           DBA ChefMax of Miami
           DBA eChefStore
        13275 N.E. 16th Avenue
        North Miami, FL 33161

Case No.: 15-14076

Chapter 11 Petition Date: March 4, 2015

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

Judge: Hon. Robert A Mark

Debtor's Counsel: Nicholas B. Bangos, Esq.
                  NICHOLAS B. BANGOS, P.A.
                  100 SE 2nd Street, Suite 3400
                  Miami, FL 33131
                  Tel: 305.375.9220
                  Fax: 305.375.8050
                  Email: nbangos@diazreus.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Metin Adanir, managing member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb15-14076.pdf


ALCO STORES: Shopko Hometown Acquires 20 Stores, May Acquire More
-----------------------------------------------------------------
Karen Smith Welch at Amarillo Globe News reports that Shopko
Hometown will take over 20 shuttered small-town Alco Stores Inc.

Shopko Hometown, according to Richard Ryman at Press-Gazette Media,
acquired five stores in Texas and one in Colorado, and others in
Indiana, Kansas, Minnesota, Montana, North Dakota, South Dakota and
Utah.

Amarillo Globe relates that Shopko Hometown will remodel the stores
at 590 Blair Street in Dalhart and 1301 S. Main Street in Perryton
with plans to launch them as Shopko Hometown locations this month.
Citing Shopko Hometown spokesperson Michelle Hansen, the report
states that 25 to 30 full- and part-time workers will be hired for
each store.

According to court documents, the Company hired liquidation
companies to run close-out sales at almost 200 stores in 23 states,
including sites at Dalhart, Perryton, Canadian, Spearman, and
Muleshoe.  Reuters says that the closures left 3,000 workers
without jobs.

Press-Gazette quoted Ms. Hansen as saying, "We are looking at
additional ALCO stores for a second phase and we are going to be
building approximately another 15 greenfield stores this year."

                         About ALCO Stores

ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States.  ALCO offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains.  The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.

ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."

ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.

Judge Stacey G. Jernigan presides over the Chapter 11 cases.

The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent.  Michael Moore has been named consultant to
the Debtors.

As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million.  The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.

The Debtor received court approval to sell some of its real estate
along with store leases.

The U.S. Trustee for Region 6 appointed seven creditors to serve
in the official committee of unsecured creditors of ALCO Stores,
Inc.  The Law Office of Judith W. Ross serve as local counsel to
the Committee.


AMERICA GREENER: Incurs $375K Net Loss for Dec. 31 Quarter
----------------------------------------------------------
America Greener Technologies Inc. filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
disclosing a net loss of $375,000 on $475,000 of net revenues for
the three months ended Dec. 31, 2014, compared with a net loss of
$366,000 on $nil of net revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $1.08 million
in total assets, $790,000 million in total liabilities and total
stockholders' equity of $286,000.

The Company has incurred net losses of $1.97 million for the six
months ended Dec. 31, 2014, have no cash at Dec. 31, 2014 and a
working capital deficit of approximately $503,000.  These factors,
among others, raised substantial doubt about our ability to
continue as a going concern, according to the regulatory filing.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/KNVtNE
                          
America Greener Technologies, Inc., focuses on process improvement
technologies for the power, petrochemical, and heavy industrial
market place.  It is involved in the supply and installation of the
Polarchem non-toxic, biodegradable system for online cleaning of
boiler tube and heat transfer surfaces. The company also offers
Polarchem G3 chemical composition products for use in natural gas
boilers and low sulfur combustion applications that experience soot
fouling.  It markets the Polarchem technology directly to power
utilities, refineries, engineering groups, boiler manufacturers,
and other related companies. America Greener Technologies, Inc. was
incorporated in 2004 and is based in Mesa, Arizona.


AMERICAN EAGLE: S&P Lowers CCR to 'D' on Missed Sr. Note Payment
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit and
issue-level ratings on American Eagle Energy Corp. to 'D' from
'CCC+'.  The recovery rating on the notes remains '4', indicating
S&P's expectation for average (upper half of the 30% to 50% range)
recovery in the event of a payment default.

"We lowered the rating after American Eagle missed an interest
payment for $9.8 million due March 2, 2015, on its $175 million
senior secured notes due 2019," said Standard & Poor's credit
analyst Christine Besset.

The company has entered into a 30-day grace period during which it
could make the interest payment.  The company is currently
evaluating options to strengthen its balance sheet and intends to
use the grace period to determine whether to make the interest
payment.  S&P believes there is a low probability that the company
will make the payment during this period given its strained
liquidity position.



AMERICAN NANO: Posts $1.42-Mil. Loss in Dec. 31 Quarter
-------------------------------------------------------
American Nano Silicon Technologies, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net loss of $1.42 million on $790,000 of
revenues for the three months ended Dec. 31, 2014, compared to a
net loss of $1.24 million on $346,000 of revenues for the same
period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $22.5 million
in total assets, $21.9 million in total liabilities and total
stockholders' equity of $574,000.

The Company's current liabilities exceed its current assets by
$20.6 million as of Dec. 31, 2014.  The current cash and inventory
level will not be sufficient to support the Company's operations
and repayments of the loans.  In addition, the Company has suffered
negative gross profit and negative cash flows from its operations
for the past two years.  These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.  The Company will need additional funds to meet its
operating and financing obligations until sufficient cash flows are
generated from anticipated production to sustain operations and to
fund future development and financing obligations.

A copy of the Form 10-Q is available at:

                       http://is.gd/sNEMxB

With headquarters in Nanchong, Sichuan province, in China, American
Nano Silicon Technologies (ANNO: OTC US) makes and distributes
micro-nano silicon that is used in consumer and industrial
products, including petrochemical, plastics, laundry detergent,
rubber, paper and ceramics.  The Company operates through its
subsidiary Nanchong Chunfei Nano Silicon Technologies Co., Ltd.

Paritz & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing the
Company's current liabilities exceed its current assets by $14.8
million at Sept. 30, 2014.  The current cash and inventory level
will not be sufficient to support the Company's resumption of its
normal operations and repayments of its loans.  In addition, the
Company has suffered negative cash flows for past two years.

The Company reported a net loss of $6.37 million on $1.76 million
of revenues for the fiscal year ended Sept. 30, 2014, compared with
a net loss of $7.17 million on $798,000 of revenue in fiscal
2013.



ARALCO S.A.: Court Issues Joint Administration Order
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
signed off an order directing the joint administration of the
Chapter 11 cases of Aralco S.A. - Industria e Comercio and its
debtor affiliates under lead case no. 15-10419.

                         About Aralco S.A.

Aralco S.A. - Industria e Comercio and its affiliates are leading
low-cost producers of sugar and ethanol, operating four mills
(Aralco, Alcoazul, Generalco and Figueira) located within close
proximity to one another in the State of Sao Paulo, Brazil.

On Feb. 28, 2014, Aralco commenced Brazilian bankruptcy
proceedings.  On Dec. 8, 2014, at a court-supervised meeting of
creditors, the Aralco's joint plan of reorganization was
overwhelmingly approved by the Debtors' creditors.

Aralco S.A. and eight affiliates filed Chapter 15 bankruptcy
petitions in Manhattan, in the U.S. (Bankr. S.D.N.Y. Lead Case No.
15-10419) on Feb. 25, 2015, to seek recognition of its Brazilian
proceedings.  John K. Cunningham, Esq., at White & Case, LLP, in
Miami, Florida, serves as counsel in the U.S. cases.  Ricardo
Costa
Villela is the foreign representative.


ATLAS PIPELINE: S&P Raises CCR to 'BB+' on Acquisition Completion
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating and senior unsecured issue ratings on Atlas Pipeline
Partners L.P. to 'BB+' from 'B+', and removed them from
CreditWatch, where S&P placed them with positive implications on
Oct. 13, 2014.  The recovery rating of '4' is unchanged, and
indicates average (30% to 50%; upper half of the range) recovery in
the event of a payment default.

This action follows Targa Resources Partners L.P. and Targa
Resources Corp.'s acquisition of the partnership.

"When analyzing Atlas Pipeline in the future, we will focus on
Targa's consolidated credit profile," said Standard & Poor's credit
analyst Nora Pickens.

The ratings outlook on Atlas Pipeline is stable, in line with
parent Targa, and reflects that Targa will successfully execute on
its 2015 organic expansion projects while maintaining adequate
liquidity and debt to EBITDA in the mid-4x area.

S&P could lower the rating if lower commodity prices or a decrease
in volumes cause Targa's EBITDA to decline and financial ratios to
deteriorate, such that total debt to EBITDA is more than 5x for an
extended period of time.

Higher ratings are possible if Targa grows its amount of fee-based
cash flow and keeps financial leverage below 4x.



AVIS BUDGET: S&P Assigns 'B+' Rating on $350MM Sr. Notes Due 2025
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating to Parsippany, N.J.-based car and truck renter Avis Budget
Group Inc.'s $350 million senior notes due 2025. The recovery
rating is '5', indicating S&P's expectation that lenders would
receive modest recovery (at the high end of the 10%-30% range) of
principal in the event of a payment default.

Avis Budget Car Rental LLC and Avis Budget Finance Inc. are issuing
the notes.  Both companies are indirect subsidiaries of Avis
Budget, and will use the proceeds for general corporate purposes,
including the redemption of senior notes due 2020, and to finance a
portion of the proposed acquisition of Maggiore Group, an Italian
car rental company.

The rating on Avis Budget reflects the company's "aggressive"
financial risk profile, the price-competitive and cyclical nature
of on-airport car rentals, and the company's significant amount of
secured assets.  The rating also incorporates Avis Budget's
position as one of the largest global car rental companies, the
relatively stable cash flow the business generates, and S&P's
expectation that the company's operating performance will continue
to improve.  S&P assess the company's business profile as "fair,"
its financial profile as "aggressive," and its liquidity as
"adequate," based on S&P's criteria.

The outlook is stable.  S&P expects Avis Budget's credit metrics to
remain relatively consistent through 2015, with EBITDA interest
coverage in the mid-5x area, funds from operations (FFO) to debt in
the low-20% area, and debt to EBITDA in the high-3x area.  S&P
could raise the rating if the company's operating performance
exceeds S&P's expectations, resulting in EBITDA interest coverage
exceeding 6x and FFO to debt remaining above 20% over a sustained
period.  S&P believes a downgrade is unlikely over the next year,
but it could lower the rating if industry conditions weaken,
causing EBITDA interest coverage to fall to below 4.5x on a
sustained basis.

RATINGS LIST

Avis Budget Group Inc.
Corporate Credit Rating                         BB-/Stable/--

New Ratings

Avis Budget Car Rental LLC
Avis Budget Finance Inc.
$350 million senior unsecured notes due 2025    B+
  Recovery Rating                                5H



BARRY'S AUTOBODY: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Barry's Autobody Repair, Inc.
                1932 Jerome Avenue
                Bronx, NY 10453

Case Number: 15-10505

Involuntary Chapter 11 Petition Date: March 5, 2015

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

Judge: Hon. Sean H. Lane

Petitioner's Counsel: Lawrence Morrison, Esq.
                      MORRISON TENENBAUM PLLC
                      87 Walker Street Floor 2
                      New York, NY 10013
                      Tel: 212-620-0938
                      Fax: (646) 390-5095
                      Email: morrlaw@aol.com

   Petitioner                   Nature of Claim   Claim Amount
   ----------                   ----------------  ------------
   Lenders Capital LLC             Judgment         $535,000   
   c/o Lawrence Morrison, Esq.
   2nd Floor, New York, NY 10013


BLOX INC: Posts $575K Net Loss in Fourth Quarter
------------------------------------------------
Blox, Inc., filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q, disclosing a net loss of
$576,000 for the three months ended Dec. 31, 2014, compared with a
net loss of $284,000 for the same period in the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $1.26 million
in total assets, $168,000 in total liabilities, and stockholders'
equity of $1.1 million.

The Company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and to allow it to continue
as a going concern.  The Company has incurred a net loss of $1.73
million for the nine months ended Dec. 31, 2014, and has incurred
cumulative losses since inception of $7.61 million.  These factors
raise substantial doubt about the ability of the Company to
continue as going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/WDZuZn
                          
Blox, Inc., formerly Nava Resources, Inc., is an exploration-stage
company formed for the purposes of acquiring, exploring, and if
warranted and feasible, developing natural resource properties.
The Company is a junior exploration company.  The Company's two
claims cover 637.39 hectares (approximately 1575.03 acres) mineral
concession on Vancouver Island, in the Province of British
Columbia, Canada.  These mineral claims are known as the North 1
and North 2 Claims.  As of June 30, 2010, the North Claims were
without known reserves.  On Feb. 27, 2014, Blox Inc completed
its acquisition of International Eco Endeavors Corp.

The Company reported a net loss of $789,000 on $nil of net revenue

for the three months ended Sept. 30, 2014, compared to a net loss
of $490,000 on $281,000 of net revenue for the same period in the
prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.99 million

in total assets, $288,000 in total liabilities, and
stockholders' equity of $1.71 million.


BPZ RESOURCES: Could File for Chapter 11 Bankruptcy Protection
--------------------------------------------------------------
BPZ Resources, Inc., will exercise a provision under the bond
indenture for the 6.5% Convertible Notes due March 1, 2015, with an
outstanding principal amount of $60 million, whereby the Company
will avail itself of the 10-day grace period provided for in the
Indenture on principal and a 30-day grace period on interest due
for a total amount due of approximately $62 million.  Once
exercised, the grace periods will expire on March 10, 2015, for
principal and March 30, 2015, for interest.   

The Company is engaged in discussions with representatives of
certain holders of the Notes of the Company's Convertible Bonds
issued with combined outstanding principal amounts of $229 million,
maturing March 1, 2015, and Oct. 1, 2017.  These discussions
include among other items, the potential terms under which one or
both bond issues could be restructured to provide a capital
structure which would allow the Company to continue developing its
oil and gas assets.  Discussions are also underway with other
potential investors regarding alternative financing solutions.

While the Company is reviewing several options, an appropriate
solution may not be found during the grace period.  If the Company
does not make the payment due on the 2015 Notes and a resolution
cannot be reached by the end of the grace period, the Company would
be in default under the terms of the 2015 Indenture.  This action
would result in cross-defaults to the 2017 Convertible Bond issue,
and could force the Company to seek Chapter 11 Bankruptcy
protection, which is designed to provide protection from creditors
while a company seeks restructuring and financing solutions to
enable it to remain an economically viable business.

                        About BPZ Energy

BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ
Resources, Inc., under ticker symbol BPZ on the New York Stock
Exchange and the Bolsa de Valores in Lima, is an independent oil
and gas exploration and production company which has license
contracts covering approximately 1.9 million net acres in offshore
and onshore Peru.  The Company holds a 51% working interest in
offshore Block Z-1, which it is developing in partnership with
Pacific Rubiales Energy Corp.  The Company also holds 100% working
interests in three onshore blocks.


BPZ RESOURCES: S&P Lowers CCR to 'D' Then Withdraws Rating
----------------------------------------------------------
Standard & Poor's Ratings Services lowered the corporate credit
rating on Houston-based BPZ Resources Inc. to 'D' from 'CCC+'.  At
the same time, S&P withdrew the rating on the company's proposed
$150 million senior secured notes due 2019, which were not issued.
Following these actions, S&P then withdrew the corporate credit
rating at the issuer's request.

"The downgrade follows BPZ's decision to utilize the grace period
for payment of $62 million of principal and interest due March 1,
2015," said Standard & Poor's credit analyst Michael Tsai.
"Although BPZ is currently under the grace period provided the
indentures of its notes, the downgrade to 'D' reflects our
assessment that BPZ will not make the $62 million payment of
principal and interest within the grace period," said Mr. Tsai.

The company has entered into a 10-day grace period for $60 million
of principal and a 30-day grace period for interest on the notes.
If the company does not make the principal and interest payments
before the end of their respective grace periods, BPZ would be in
default under the terms of the note's indenture.  In addition, this
would trigger cross defaults on the company's 2017 convertible
bonds (unrated).

Following this action, Standard & Poor's withdrew the ratings at
the company's request.



BUILDERS FIRSTSOURCE: Posts $18 Million Net Income for 2014
-----------------------------------------------------------
Builders Firstsource, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$18.2 million on $1.60 billion of sales for the year ended
Dec. 31, 2014, compared to a net loss of $42.7 million on $1.48
billion of sales in 2013.

As of Dec. 31, 2014, the Company had $583 million in total assets,
$543 million in total liabilities and $40.2 million in total
stockholders' equity.

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

                        http://is.gd/hUAyt3

                     About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource Inc. --
http://www.bldr.com/-- supplies and manufactures building
products for residential new construction.  The Company operates
in nine states, principally in the southern and eastern United
States, and has 55 distribution centers and 51 manufacturing
facilities, many of which are located on the same premises as its
distribution facilities.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource's 'strong' liquidity based on the
company's proposed recapitalization," said Standard & Poor's credit
analyst James Fielding.

In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'.  The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.


C&J ENERGY: S&P Rates $1.06BB Term Loans & $600MM Revolver Debt BB+
-------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue-level
ratings to U.S.-based oilfield services company C&J Energy Services
Ltd.'s $510 million five-year and $550 million seven-year term
loans and $600 million revolving credit facility.  The recovery
rating is '1', indicating S&P's expectation of very high (90% to
100%) recovery in the event of default.  S&P's 'BB-' corporate
credit rating is unchanged.  The outlook is stable.

C&J will use the term loan proceeds to partially fund the $1.5
billion merger with the completion and production unit of Nabors
Industries Ltd.

C&J Energy Services Inc. is merging with Nabors Completion and
Production Services business in the U.S. and Canada.  The combined
company will have over 1.2 million hydraulic horsepower in the
U.S.; over 540 workover rigs; and about 1,450 fluid management
trucks.  Approximately 70% of the company's business will be
completion services (stimulation, coiled tubing, wireline,
cementing, and other) with the remainder being production services
(workover rigs, fluid production, and other).  The combined company
will be one of the largest completion and production service
provider and the second-largest provider of production services in
the U.S.

The ratings on C&J reflect S&P's assessment of the company's "weak"
business risk, "aggressive" financial risk, and "adequate"
liquidity.  These assessments reflect the company's participation
in the highly cyclical and competitive U.S. oilfield services
industry, its good geographic and customer diversification in the
U.S., and its midsize scale compared to its competitors.  The
ratings also reflect the company's decent credit measures and S&P's
view of expected high volatility of the company's cash flows.

RATING LIST

C&J Energy Services Ltd.
Corp credit rating                          BB-/Stable/--

New Rating
C&J Energy Services Ltd.
  $510 million five-year term loan B1       BB+
   Recovery rating                          1
  $550 million seven-year term loan B2      BB+   
   Recovery rating                          1

C&J Energy Services Ltd.
CJ Holding Co.
LuxCo Holding
  $600 mil revolv 5-year credit fac         BB+
   Recovery rating                          1



CAESARS ENTERTAINMENT: Developer Wants Bankr. Court to Handle Case
------------------------------------------------------------------
John V. Santore at Press of Atlantic City reports that developer
Bart Blatstein, Tower Investments, Inc., and Pier Renaissance have
asked that their case against Caesars Atlantic City be moved to
federal bankruptcy court in Camden.

According to Press of Atlantic City, the Defendants said that the
case should be heard in Bankruptcy Court because Pier Shops is
connected to Caesars.  

Caesars said in court documents that Pier Shop's previous
leaseholders, HQ13-1 Atlantic Ocean, LLC, and Torchlight Loan
Services, LLC, did not pay Caesars "the required rents and taxes"
due on the property.  Press of Atlantic City recalls that HQ13-1,
which took over on Pier Shop's lease on Sept. 27, 2011, sold the
lease to Mr. Blatstein three years later.  Caesars alleged in court
documents that  the Pier Shop's minimum annual rental price is at
$1 million, plus 15% of the Gross Rents paid to the tenant.

Press of Atlantic City says that the Atlantic County judge hearing
the case approved moving it to Camden.

                 About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino

companies.  Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.  Harrah's
announced its re-branding to Caesar's in mid-November 2010.  

Caesars Entertainment reported a net loss of $2.93 billion in 2013,
as compared with a net loss of $1.50 billion in 2012.  The
Company's balance sheet at Sept. 30, 2014, showed $24.5 billion in
total assets, $28.2 billion in total liabilities and a $3.71
billion total deficit.

In January 2015, Caesars Entertainment and subsidiary CEOC
announced that holders of more than 60% of claims in respect of
CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior
secured notes due 2020 and CEOC's 9% senior secured notes due 2020
have signed the Amended and Restated Restructuring Support and
Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars
Entertainment, CEOC and the Consenting Creditors.  As a result, The
RSA became effective pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against Caesars Entertainment
Operating Company, Inc. (Bankr. D. Del. Case No. 15-10047) on Jan.
12, 2015.  The bondholders are represented by Robert S. Brady,
Esq., at Young, Conaway, Stargatt & Taylor, LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

As reported in the Troubled Company Reporter on Feb. 4, 2015, the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois, according to a ruling by
Delaware Bankruptcy Judge Kevin Gross.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.


CAESARS ENTERTAINMENT: Judge Refuses to Disband Bondholders Panel
-----------------------------------------------------------------
U.S. Bankruptcy Judge A. Benjamin Goldgar in Chicago refused to
disband an official committee of junior bondholders appointed in
the Chapter 11 cases of Caesars Entertainment Operating Co. and
debtor affiliates, saying he has no authority to disband a
committee that the U.S. Trustee has appointed, various news sources
reported.

Ruling from the bench at a hearing in Chicago, U.S. Bankruptcy
Judge Benjamin Goldgar said he couldn't disband the official
committee of second-lien noteholders, which a federal bankruptcy
watchdog set up alongside a separate committee of general
commercial creditors, Law360 reported.

As previously reported by The Troubled Company Reporter, the
Debtors asked the bankruptcy judge to disband the committee, saying
the panel is duplicative of the other official committee appointed
in the Chapter 11 case.  The holders of $5.24 billion in
second-lien notes are the Debtor's chief adversary and were the
ones who filed the involuntary petition in Delaware against the
casino operator in mid-January, the TCR noted.  The second-lien
noteholders have also sued in Delaware and New York to set aside
transactions that moved assets out of the Caesars' operating
company and terminated guarantees by the non-bankrupt parent
Caesars Entertainment Corp., the TCR further noted.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino

companies.  Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.  Harrah's
announced its re-branding to Caesar's in mid-November 2010.  

Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.  The
Company's balance sheet at Sept. 30, 2014, showed $24.5 billion in
total assets, $28.2 billion in total liabilities and a $3.71
billion total deficit.

In January 2015, Caesars Entertainment and subsidiary CEOC
announced that holders of more than 60% of claims in respect of
CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior
secured notes due 2020 and CEOC's 9% senior secured notes due 2020
have signed the Amended and Restated Restructuring Support and
Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars
Entertainment, CEOC and the Consenting Creditors.  As a result,
The RSA became effective pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against Caesars Entertainment
Operating Company, Inc. (Bankr. D. Del. Case No. 15-10047) on Jan.
12, 2015.  The bondholders are represented by Robert S. Brady,
Esq., at Young, Conaway, Stargatt & Taylor, LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

As reported in the Troubled Company Reporter on Feb. 4, 2015, the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois, according to a ruling by
Delaware Bankruptcy Judge Kevin Gross.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

                          *     *     *

Caesars Entertainment Operating Company and its debtor affiliates,
on March 2, 2015, filed with the U.S. Bankruptcy Court for the
Northern District of Illinois filed a Chapter 11 Plan of
Reorganization and related Disclosure Statement, which, if
confirmed and consummated, will eliminate approximately $10 billion
in funded debt from the Debtors' balance sheet, permitting the
Debtors to maintain ongoing operations without the unsustainable
burden of their existing debt load.

To effectuate the Plan, the Debtors will, among other things,
cancel the existing Interests in CEOC and convert their
prepetition
corporate structure into two companies: (1) OpCo, to manage the
Debtors' properties and facilities on an ongoing basis, and (2)
PropCo to hold certain of the Debtors' real property assets and
related fixtures and will lease those assets to OpCo pursuant to a
Master Lease Agreement.

A full-text copy of the Disclosure Statement dated March 2, 2015,
is available at http://bankrupt.com/misc/CAESARSds0302.pdf


CATASYS INC: OnTRAK Program Delivers Significant Cost Savings
-------------------------------------------------------------
Catasys, Inc., announced results from a recent Matched Pairs test,
performed by the Company indicating a 58.2% reduction in paid
claims for its OnTrak program.  As a result of OnTrak's outcomes,
Catasys continues to drive significant customer expansion.
Currently, all of Catasys' clients, which include some of the
largest national healthcare insurance providers, are expanding or
expressing interest in expanding the program.

The Matched Pairs test is a rigorous methodology that compares each
member treated in the OnTrak program with a similar matched member
who was not in the program.  Members were matched on standard
criteria including: age, sex, disease burden, geography and initial
paid claims.  The test included members from multiple health plans,
geographies and lines of business.  Both the OnTrak member group
and the control group started with approximately $24,000 in paid
claims over a one year period.  After enrolling in the Catasys
program, members saw cost declines of 58.2%, whereas costs for
members not in Catasys program declined by only 19.9%. The gross
savings to the health plan for Catasys patients totaled $14,280 per
patient per year.

Members eligible for the OnTrak program tend to have one or more
chronic co-morbid conditions.  They are admitted to the hospital
more frequently than non-eligible members; often for medical
conditions exacerbated by their behavioral health conditions.
Health plan data shows that typically more than 90% of these
members do not receive care for substance dependence through their
health insurance. Catasys’ advanced analytics have the ability to
identify the members that would benefit from its program.  The
OnTrak program then engages these high cost members in its
integrated 52-week outpatient integrated medical and psych-social
treatment program, which is designed to treat behavioral health
disorders such as substance use disorder, anxiety and depression in
coordination with care for other co-existing conditions.

"We are pleased to help improve the health of these members, which
in turn dramatically drives down costs for their health plans,"
said Rick Anderson, Catasys' president and COO.  "These are members
that typically fall through the medical/behavioral cracks in our
current healthcare system, and often avoid any approach by
behavioral health or health plan companies.  There is a significant
benefit to the members as a result of receiving a higher level of
behavioral health treatment, and we expect these health and cost
outcomes to continue to drive expansion of our customer base and
program expansions within existing customers."

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

                        http://is.gd/iw944P

                         About Catasys Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

Catasys reported a net loss of $4.67 million on $866,000 of total
revenues for the 12 months ended Dec. 31, 2013, as compared with a
net loss of $11.64 million on $541,000 of total revenues during
the prior year.

Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant operating losses and
negative cash flows from operations during the year ended Dec. 31,
2013.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

                         Bankruptcy Warning

"Our financial statements have been prepared on the basis that we
will continue as a going concern.  At September 30, 2014, cash and
cash equivalents amounted to $1.5 million and we had a working
capital deficit of approximately $1.5 million.  In January 2014,
May 2014, and September 2014, we closed on financings of
approximately $1.0, $1.5, and $1.5 million, respectively.  We have
incurred significant operating losses and negative cash flows from
operations since our inception.  During the nine months ended
September 30, 2014, our cash used in operating activities of
continuing operations was $3.4 million.  We anticipate that we
could continue to incur negative cash flows and net losses for the
next twelve months.  The financial statements do not include any
adjustments relating to the recoverability of the carrying amount
of the recorded assets or the amount of liabilities that might
result from the outcome of this uncertainty.  As of September 30,
2014, these conditions raised substantial doubt as to our ability
to continue as a going concern.  We expect our current cash
resources to cover expenses through the end of December 2014,
however delays in cash collections, revenue, or unforeseen
expenditures, could negatively impact our estimate.  We are in
need of additional capital, however, there is no assurance that
additional capital can be timely raised in an amount which is
sufficient for us or on terms favorable to us and our
stockholders, if at all.  If we do not obtain additional capital,
there is a significant doubt as to whether we can continue to
operate as a going concern and we will need to curtail or cease
operations or seek bankruptcy relief.  If we discontinue
operations, we may not have sufficient funds to pay any amounts to
stockholders," the Company stated in its quarterly report for the
period ended Sept. 30, 2014.


CAVITATION TECHNOLOGIES: Reports $501K Net Loss in Q4
-----------------------------------------------------
Cavitation Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $501,900 on $nil of revenue for the three months ended
Dec. 31, 2014, compared with a net loss of $685,800 on $496,000 of
revenue for the same period during the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $1.97 million
in total assets, $2.71 million in total liabilities and total
stockholders' deficit of $743,000.

During the six months ended Dec. 31, 2014, the Company incurred a
net loss of $1.02 million.  As of Dec. 31, 2014, the Company had a
working capital deficiency of $913,600.  These factors, among
others, raise substantial doubt about the Company's ability to
continue as a going concern, according to the regulatory filing.

A copy of the Form 10-Q is available at:

                       http://is.gd/iNKwmx

Cavitation Technologies, Inc., a development stage company,
develops, licenses, and commercializes proprietary technology for
applications in industrial liquid processing in the United States.
It offers Nano Neutralization system for refining vegetable oils,
such as soybean, canola, sunflower and rapeseed.  The company also
designs and engineers technology based systems that are designed to
serve various markets, such as vegetable oil refining, renewable
fuels, water treatment, algae oil extraction, water-oil emulsions,
and crude oil yield enhancement.  Cavitation was founded in 2007
and is headquartered in Chatsworth, California.

The Company reported a net loss of $519,000 on $nil of revenue for
the three months ended Sept. 30, 2014, compared to a net loss of
$345,000 on $nil of revenue for the same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $1.96 million
in total assets, $2.31 million in total liabilities, and a
stockholders' deficit of $346,000.


CHILDREN OF AMERICA: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Children of America, Inc.
        5300 West Atlantic Avenue, Suite 700
        Delray Beach, FL 33484

Case No.: 15-13997

Chapter 11 Petition Date: March 4, 2015

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Erik P. Kimball

Debtor's Counsel: Charles M Tatelbaum, Esq.
                  TRIPP SCOTT, P.A.
                  110 SE 6th Street, 15th floor
                  Ft Lauderdale, FL 33301
                  Tel: 954-760-4902
                  Fax: 954-761-8475
                  Email: cmt@trippscott.com

Total Assets: $0

Total Liabilities: $7.64 million

The petition was signed by Joe Letzelter, executive vice
president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb15-13997.pdf


COCRYSTAL PHARMA: Shareholders OK Increase of Authorized Shares
---------------------------------------------------------------
On March 3, 2015, at a special meeting of shareholders of Cocrystal
Pharma, Inc., the shareholders of the Company approved an amendment
to Cocrystal's Certificate of Incorporation to increase the
authorized common stock to 800 million.

Approval of the proposal required the affirmative vote of a
majority of the voting power of each of the Company's: (i) common
stock, (ii) Series A, the holders of which vote on an as-converted
to common stock basis, and (iii) Series B, the holders of which
vote on an as-converted to common stock basis.

In accordance with the terms of the Certificate of Designation
designating the Series A Preferred Stock and the Certificate of
Incorporation designating the Series B Preferred Stock, immediately
upon filing of the Certificate of Amendment to the Company's
Certificate of Incorporation, and without further action on the
part of the holders, the Series A was converted into 340,760,802
shares of common stock and the Series B was converted into
205,083,086 shares of common stock.  Following the conversion,
there were no shares of either Series A or Series B outstanding.

                      About Cocrystal Pharma

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

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

Biozone incurred a net loss of $19.6 million in 2013, a net loss
of $7.96 million in 2012, and a net loss of $5.45 million in 2011.
As of Sept. 30, 2014, the Company had $11.6 million in total
assets, $7.65 million in total liabilities and $3.97 million in
total stockholders' equity.


CRAIG COUNTY HOSPITAL: Amends List of 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Craig County Hospital Authority filed with the U.S. Bankruptcy
Court for the Northern District of Oklahoma an amended list of
creditors holding 20 largest unsecured claims, a full-text copy of
which is available
athttp://bankrupt.com/misc/CRAIGcredlist0302.pdf

The Authority operates the Craig General Hospital, an independent,
non-profit hospital.  Craig General Hospital --
http://www.craiggeneralhospital.com/-- is a 62-bed hospital in  
Vinita, Oklahoma, with additional clinics throughout northeastern
Oklahoma.  The Authority's board is appointed by the Craig County
Commissioners.

Craig County Hospital Authority filed a bankruptcy petition under
Chapter 9 of the Bankruptcy Code (Bankr. N.D. Okla. Case No.
15-10277) in Tulsa, Oklahoma, on Feb. 25, 2015.

The Debtor estimated $10 million to $50 million in assets and
debt.

The Debtor tapped Mark A. Craige, Esq., and Michael Robert
Pacewicz, Esq., at Crowe & Dunlevy, in Tulsa, serves as counsel.


CUI GLOBAL: To Acquire Assets of Tectrol for $5.2 Million
---------------------------------------------------------
CUI Global, Inc., has entered into a definitive agreement under
which CUI Global will acquire specific assets of the privately held
Canadian equipment manufacturer Tectrol, Inc, a leading designer
and manufacturer of standard and custom power solutions.

Key Highlights:

   * CUI Global agrees to purchase the assets of Tectrol,    
     including usable inventory, for $5.2 million;

   * Acquisition will provide immediate incremental revenue
     growth;

   * Acquisition will immediately provide CUI, Inc. and CUI Global
     with manufacturing capabilities for, among other things, its
     Novum and Solus Technologies, along with certain electronic
     components in its proprietary GasPT2 product;

   * The acquisition is expected to close in early March 2015.

CUI Global's President & CEO, William Clough commented, "We believe
this transaction delivers great value for our shareholders and I
fully expect it will positively impact our top and bottom lines
over the course of the next several years.  Additionally, it will
give CUI a greater presence in the electronics space as well as
further enhance our status as a well-recognized manufacturer. All
in all, we feel like this is an opportunistic acquisition of a
well-respected company at a very good price, and we feel fortunate
to have been in a position to move forward with this transaction."

Matt McKenzie, CUI Global's COO & President of CUI's Power Segment
added, "We believe this transaction is a step forward for our
company as we look to deliver our customers the most advanced power
solutions from the ac front-end all the way to the dc point of
load.  We are very excited about the synergies between the
companies and are confident that the integration will immediately
enhance the capabilities of our Power Group."

Tectrol Inc. is a family-owned, Toronto, Canada-based company that
was founded in 1968.  For over 40 years, the Company has
consistently been one of the most flexible and most respected
providers of power products with the unique ability to accommodate
design challenges for low, medium and high volume applications. Its
customer list includes some of the most iconic electronic,
networking, medical and technology companies in the world.

The Tectrol line complements CUI, Inc.'s Novum Advanced Power
products and will serve the same primary customer base.  Having
already developed the board-level Novum product line, CUI, Inc.
will now be able to offer a complete power system with Tectrol's
robust line of power supplies feeding the power to the board level
modules.

"Much like our acquisition of Orbital-UK almost two years ago, the
acquisition of Tectrol, with the associated increase in revenues
and the dramatic increase in our ability to penetrate and broaden
our already extensive customer base in the electronics industry,
all combine to further our strategy of making opportunistic,
synergistic acquisitions of either technology, personnel, or
companies that will increase our growth and, thereby, enhance our
shareholder value - this transaction certainly encapsulates all of
those positive elements," Clough concluded.

A full-text copy of the Agreement of Purchase and Sale is available
for free at http://is.gd/rVo5km

                         About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

CUI Global reported a net loss allocable to common stockholders of
$1.75 million in 2013, a net loss allocable to common stockholders
of $2.52 million in 2012 and a net loss allocable to common
stockholders of $48,800 in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $98.2 million
in total assets, $26.6 million in total liabilities and $71.7
million in total stockholders' equity.


DALA PETROLEUM: Has Recorded Negative Cash Flows from Operations
----------------------------------------------------------------
Dala Petroleum Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $247,000 on $nil of revenues for the three months ended Dec. 31,
2014.

The Company's balance sheet at Dec. 31, 2014, showed $2.64 million
in total assets, $2.66 million in total liabilities, $1.3 million
in preferred convertible stock and total stockholders' deficit of
$1.33 million.

As of and for the three months ended Dec. 31, 2014, the Company has
recorded negative cash flows from operations and incurred net
losses, respectively.  In addition, the Company has incurred
negative cash flows from operations and net losses for the period
from inception on Jan. 17, 2014 through Dec. 31, 2014.  The Company
is not currently generating any revenues from its oil and natural
gas properties, but, is in the early exploration phase in
identifying proved reserves from within its unproved properties.  
Taken together the preceding circumstances raise substantial doubt
about the Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/9hHi0o
                          
Dala Petroleum Corp. engages in the exploration and development of
oil and natural gas in the United States.  It holds rights of
approximately 300 leases that cover an area of 80,000 acres in
north central Kansas.  The company is based in Midland, Texas.


DCP MIDSTREAM: Moody's Assigns 'Ba2' Corp. Family Rating
--------------------------------------------------------
Moody's Investors Service assigned DCP Midstream LLC a Ba2
corporate family rating and Ba2-PD probability of default rating,
and downgraded its senior unsecured notes rating to Ba2 from Baa3,
its junior subordinate bond rating to B1 from Ba1 and its
commercial paper rating to Not Prime from Prime-3.  Moody's
assigned DCP a speculative grade liquidity rating of SGL-3.  The
rating outlook is negative.  This concludes the review for possible
downgrade of DCP initiated on Jan. 23, 2015.

Moody's assigned DCP Midstream Operating, LP (DPM) a Ba1 CFR and
Ba1-PD PDR, and downgraded its senior unsecured notes rating to Ba1
from Baa3 and its commercial paper rating to Not Prime from
Prime-3.  Moody's assigned DPM a speculative grade liquidity rating
of SGL-2.  DPM's rating outlook remains negative.

"The downgrade of DCP to Ba2 considers the company's significant
exposure to weak liquids and natural gas prices and very high
leverage while the downgrade of DPM to Ba1 considers its increasing
exposure to liquids and natural gas prices in 2016," said Terry
Marshall, Moody's Senior Vice President. "The support provided by
DCP's owners, Phillips 66 (A3 stable) and Spectra Energy (Baa2
negative), who have stated that they will not take distributions
from DCP through 2017, is insufficient to support the ratings for
either DCP or DPM at their former levels."

Downgrades:

Issuer: DCP Midstream Operating LP

-- Senior Unsecured Commercial Paper, Downgraded to NP from P-3

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Ba1(LGD4) from Baa3

-- Senior Unsecured Shelf', Downgraded to (P)Ba1 from (P)Baa3

Issuer: DCP Midstream, LLC

-- Junior Subordinated Regular Bond/Debenture, Downgraded to
    B1(LGD3) from Ba1

-- Senior Unsecured Commercial Paper, Downgraded to NP from P-3

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Ba2
    from Baa3(LGD3)

Assignments:

Issuer: DCP Midstream Operating LP

-- Probability of Default Rating, Assigned Ba1-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-2

-- Corporate Family Rating, Assigned Ba1

Issuer: DCP Midstream, LLC

-- Probability of Default Rating, Assigned Ba2-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-3

-- Corporate Family Rating, Assigned Ba2

Outlook Actions:

Issuer: DCP Midstream Operating LP

-- Outlook, Remains Negative

Issuer: DCP Midstream, LLC

-- Outlook, Changed To Negative From Rating Under Review

DCP's Ba2 CFR considers its' very high leverage (consolidated debt
to EBITDA in excess of 7x in 2015 including Moody's adjustments),
significant exposure to natural gas liquids (NGL) and natural gas
pricing with only about 20% of its stand-alone revenues protected
by fee-based contracts, the structural subordination of
distributions from DPM to debt of that entity, partially mitigated
by a decision by the two owners that they will not take
distributions from DCP through 2017.  The rating is supported by
DCP's large and diverse, directly held asset base in the natural
gas and NGL midstream space, as well as its ownership and control
of DPM (1% GP, 22% LP and IDRs of DPM's public MLP parent, DCP
Midstream Partners, LP)) and its midstream asset base, which
provides DCP with about 40% of DPM's distributable cash flow.  DCP
takes considerable commodity price risk on both its directly
generated cash flow and that of DPM, for which it acts as hedge
counterparty on most of DPM's hedges and contract counterparty on a
portion of DPM's fee-based contracts.  Both companies are subject
to volumetric risk, which is mitigated by their significant
presence in the most active US resource plays.

DPM's Ba1 CFR is driven by reasonable leverage (4X currently), size
and scale in the US gathering and processing sector, good cash flow
stability, although that will decline as hedges roll off, offset by
DPM's interconnectedness with DCP (ownership, hedges, capex and
dropdowns).  Cash flow stability benefits from a combination of
fee-based and hedged revenues that total about 90% of anticipated
2015 volumes, but this coverage will decline to about 70% in 2016
when DPM becomes less hedged.  A portion of DPM's fee-based
contracts are with DCP, as are most of its hedges.

The negative outlook for DCP reflects its diminished cash flow and
high debt level in the current price environment with weakened
prospects for debt reduction.

The negative outlook for DPM reflects its increasing exposure to
commodity pricing as well as the close linkages between DPM and
DCP, their coordinated relationship both in moving assets from DCP
to DPM and in their organic growth capital, and through the
intercompany hedges and contracts.

Moody's assigned DCP a speculative grade liquidity rating
indicating of SGL-3 indicating adequate liquidity.  It has a $2.0
billion senior unsecured revolving credit facility that matures in
May 2019.  However, DCP will breach this facility's 5x debt to
EBITDA covenant as of March 31, 2015 and is now negotiating
covenant relief with its banks, which is likely to lead to more
restrictive terms. Moody's anticipate negative free cash flow of
about $500 million through 2015, which can be funded under the
revolver, which had $1 billion available at the end of 2014.  DCP
has alternate liquidity in the form of potential asset sales, joint
ventures and DPM limited partner unit sales.  However, with
speculative grade ratings, Moody's anticipate that the banks will
at some point take a security interest in the company's assets,
which would restrict the use of funds raised in this manner.

Moody's assigned DPM a speculative grade liquidity rating of SGL-2,
indicating good liquidity primarily because of its $1.25 billion
revolving credit facility that matures in May 2019.  Typical of
most MLPs, all free cash flow after maintenance capital is
distributed to LP unit holders and the GP, leaving the long-term
funding of growth capital expenditures reliant on the revolver as
well as debt and equity capital markets.  As of Dec. 31, 2014 the
revolver was fully available, which is sufficient to fund Moody's
expectation of negative free cash flow of about $350 million in
2015.  The revolver has a leverage covenant of a maximum 5x
debt/EBITDA, which at Dec. 31, 2014 was 3.2x (debt/EBITDA is
adjusted for partial year EBITDA).  Moody's expect DPM to be in
compliance with its financial covenant throughout 2015.  DPM has
alternate liquidity in the form of potential asset sales and joint
ventures.  However, with speculative grade ratings, Moody's
anticipates that the banks will at some point take a security
interest in the company's assets, which would restrict the use of
funds raised in this manner.

In accordance with Moody's Loss Given Default methodology the
rating of the senior unsecured debt at both DCP and DPM is equal to
their respective CFRs of Ba2 and Ba1 reflecting that all debt at
both companies is unsecured.  In the event that the respective
revolver banks take a security interest in the assets of DCP or
DPM, their respective senior unsecured notes could be downgraded to
reflect the prior ranking claim that the revolvers would then have
on the assets.

DCP's Ba2 CFR could be downgraded if debt to EBITDA does not appear
poised to fall below 7x in 2016.  The outlook could be restored to
stable if debt to EBITDA appears likely to fall below 6x in 2016.
An upgrade to Ba1 would be dependent on leverage below 5x and
having 60-70% of revenues covered by third-party fee-based
contracts and hedges (about 20% currently).

DPM's Ba1 CFR could be downgraded if leverage appears likely to
rise above 5x in 2015 and it does not have at least 50% of its
revenues covered by third-party fee-based contracts and hedges.
Its rating may also be downgraded if the rating of DCP is
downgraded.  DPM's negative outlook could be restored to stable if
its leverage appears unlikely to exceed 4.5x in 2015 and it
maintains third-party fee-based contracts and hedges covering 60
-70% of revenues.  An upgrade would be dependent on reduced
linkages with DCP, debt to EBITDA approaching 4x and in excess of
70% of revenues covered by third-party fee-based contracts and
hedges.

DCP Midstream Partners, LP and DCP Midstream Operating, LP are
affiliated midstream energy companies headquartered in Denver,
Colorado.

The principal methodology used in these ratings was Global
Midstream Energy published in December 2010.  Other methodologies
used include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.


DIGITAL DOMAIN: 19th Amendment to Final DIP Order Approved
----------------------------------------------------------
U.S. Bankruptcy Judge Brendan L. Shannon approved the 19th
amendment to the Nov. 7, 2012 final order authorizing DDMG Estate,
et al., to obtain postpetition financing and use cash collateral.
Pursuant to the amendment, the DIP lenders will forbear until March
6, 2015, from exercising their remedies under the final DIP order,
DIP Term Sheet Documentation and applicable bankruptcy law and
non-bankruptcy law.  During the forbearance period, the Debtors may
incur indebtedness and use cash collateral in accordance with the
terms and conditions of the final DIP order and the amendments.  A
copy of the terms of the amendment is available for free at:

  http://bankrupt.com/misc/DigitalDomain_1480_19thA_DIPorder.pdf

                     About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of  
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers.  The Company disclosed assets of $205 million and
liabilities totaling $214 million.

The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs. As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.



EMPIRE RESORTS: Extends Maturity of Kien Huat Loan for 1 Year
-------------------------------------------------------------
Empire Resorts, Inc., and Kien Huat Realty III Limited entered into
Amendment No. 3 to the Loan Agreement, dated Nov. 17, 2010, and
amended on each of Aug. 8, 2012, and Dec. 18, 2013, according to a
document filed with the Securities and Exchange Commission.
Pursuant to the Amendment, the maturity date of the loan was
extended from March 15, 2015, to March 15, 2016.  In consideration
of the extension of the maturity date of the Loan, the Company
agreed to pay Kien Huat a one-time fee of $25,000.  In addition,
the Company agreed to pay the out-of-pocket legal fees and expenses
incurred by Kien Huat in an amount not to exceed $20,000.

The Amendment also provided that the denial of a gaming facility
license by the New York State Gaming Commission to the Company, for
a proposed resort casino project in Sullivan County, would
constitute an additional event of default under the Loan
Agreement.

                        About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$27.05 million in 2013 following a net loss applicable to common
shares of $2.26 million in 2012.

The Company's balance sheet at Sept. 30, 2014, showed $42.4
million in total assets, $56.7 million in total liabilities and a
$14.3 million total stockholders' deficit.


ENERGY XXI: Moody's Rates $1.25BB Notes at B2 & Cuts CFR to Caa2
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Energy XXI Gulf
Coast, Inc.'s (EXXI) proposed offering of $1.25 billion senior
secured second lien notes due 2020. Moody's downgraded EXXI's
Corporate Family Rating (CFR) to Caa2 from Caa1 and the Probability
of Default Rating to Caa2-PD from Caa1-PD.  Moody's also downgraded
the senior unsecured note ratings of EXXI and its wholly-owned
subsidiary EPL Oil & Gas, Inc. (EPL) to Caa3 from Caa2.  Moody's
raised EXXI's Speculative Grade Liquidity Rating to SGL-3 from
SGL-4 reflecting the company's increased liquidity over the next 12
months pro forma for the proposed second lien notes offering.  The
ratings outlook was changed to stable from negative.

The proceeds from the proposed second lien notes offering will be
used to repay drawings under EXXI's existing borrowing base credit
facility, including providing an intercompany loan to EPL to pay
down a portion of the EPL tranche of the facility, and for general
corporate purposes.  EXXI's assigned ratings are contingent upon
successfully raising approximately $1,250 million of second lien
note proceeds and execution of the proposed amendments to the
existing revolver.  Moody's ratings are subject to review of all
final documentation.

"This offering eases EXXI's liquidity concerns at a time when
commodity prices are low, and the proposed revolver amendments
provide covenant relief" said Amol Joshi, Moody's Vice President.
"However, the additional secured debt further subordinates its
unsecured debt, and exacerbates the already high leverage and
interest expense burden. While the company continues to pursue
asset sales to stabilize its liquidity further, the company's
balance sheet remains highly-levered, and reduced capital spending
could impact its production and EBITDA."

Assignments:

Issuer: Energy XXI Gulf Coast, Inc.

  -- US$1,250 million Senior Secured Second Lien Notes, Assigned
     B2 (LGD2)

Rating Actions:

Energy XXI Gulf Coast Inc.

  -- Corporate Family Rating, Downgraded to Caa2 from Caa1

  -- Probability of Default Rating, Downgraded to Caa2-PD from
     Caa1-PD

  -- Speculative Grade Liquidity Rating, Raised to SGL-3 from
     SGL-4

  -- $750 million 9.25% sr unsecured notes due 2017 to Caa3
     (LGD4) from Caa2 (LGD4)

  -- $250 million 7.75% sr unsecured notes due 2019 to Caa3
     (LGD4) from Caa2 (LGD4)

  -- $500 million 7.5% sr unsecured notes due 2021 to Caa3 (LGD4)
     from Caa2 (LGD4)

  -- $650 million 6.875% sr unsecured notes due 2024 to Caa3
     (LGD4) from Caa2 (LGD4)

EPL Oil & Gas, Inc.

  -- $210 million 8.25% sr unsecured notes due 2018 to Caa3
     (LGD4) from Caa2 (LGD4)

  -- $300 million 8.25% sr unsecured notes due 2018 to Caa3
     (LGD4) from Caa2 (LGD4)

Outlook Actions:

Energy XXI Gulf Coast Inc.

  -- Outlook changed to Stable from Negative

EPL Oil & Gas, Inc.

  -- Outlook changed to Stable from Negative

EXXI's Caa2 CFR reflects growing risk for the company's business
profile because of high leverage and limited financial flexibility.
Moody's expects debt to average daily production to approach
$80,000 per barrel of oil equivalent (boe) and debt to proved
developed (PD) reserves to exceed $30 per boe over the next 12
months. EXXI's rating also reflects the elevated risk that EXXI
will not have the ability to grow out of its weak leverage metrics
as reduced capital expenditures impact its production and EBITDA,
while its high interest expense limits cash flow.

EXXI's SGL-3 Speculative Grade Liquidity Rating reflects its
adequate liquidity profile over the next 12 months.  Pro forma for
the second lien notes issuance, EXXI has approximately $500 million
in cash and $124 million available under its proposed amended $500
million borrowing base revolving credit facility.  The credit
facility matures in April 2018.  Moody's expect the company to
remain in compliance with its amended covenants under the amended
credit facility through calendar 2015.  As EXXI continues to
outspend its cash flow, EXXI's liquidity will shrink through 2016.
However, EXXI is pursuing the sale of its offshore midstream assets
and some non-core exploration & production assets, which if
successful will enhance liquidity.

EXXI's and EPL's notes are rated Caa3, which is one notch below
EXXI's Caa2 CFR.  This notching reflects the priority claim given
to the senior secured credit facility and proposed second lien
notes.  The proposed second lien notes are rated three notches
above the company's CFR reflecting its priority claim over EXXI's
unsecured notes.

The stable rating outlook reflects the company's sizeable cash
balance post closing of the proposed second lien notes issuance.

A downgrade is possible if liquidity falls below $200 million or if
debt to average daily production is sustained over $80,000 per boe.
An upgrade will not be considered until debt to average daily
production is sustained below $60,000 per boe, debt to PD reserves
is sustained below $24 per boe and the company continues to
maintain adequate liquidity.

The principal methodology used in these ratings was Global
Independent Exporation and Production Industry published in
December 2011.  Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

Energy XXI Gulf Coast, Inc. (EXXI) is an indirect wholly-owned
subsidiary of publicly listed Energy XXI (Bermuda) Limited and is
engaged in the exploration and production of oil, natural gas
liquids and natural gas in the shallow and deepwater of the US Gulf
of Mexico. EPL Oil & Gas, Inc. is a wholly-owned subsidiary of
EXXI.


EPAZZ INC: Blackbridge Holds 9.9% Stake as of Feb. 26
-----------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Blackbridge Capital, LLC disclosed that as of Feb. 26,
2015, it beneficially owned 30,000,000 shares of common stock of
Epazz, Inc., which represents 9.99 percent of the shares
outstanding.  A copy of the regulatory filing is available at:

                         http://is.gd/Fce4lU

                           About EPAZZ Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.

Epazz reported a net loss of $3.37 million on $750,100 of revenue
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.90 million on $1.19 million of revenue for the year ended
Dec. 31, 2012.

As of Sept. 30, 2014, the Company had $2.38 million in total
assets, $4.29 million in total liabilities and a $1.91 million
total stockholders' deficit.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has an accumulated deficit of $7.50 million and a
working capital deficit of $1.28 million, which raises substantial
doubt about its ability to continue as a going concern.

                        Bankruptcy Warning

The Company said in the 2013 Annual Report that it will need to
raise additional funds to continue to operate as a going concern.

"We cannot be certain that any such financing will be available on
acceptable terms, or at all, and our failure to raise capital when
needed could limit our ability to continue and expand our
business.  We intend to overcome the circumstances that impact our
ability to remain a going concern through a combination of the
commencement of additional revenues, of which there can be no
assurance, with interim cash flow deficiencies being addressed
through additional equity and debt financing.  Our ability to
obtain additional funding for the remainder of the 2014 year and
thereafter will determine our ability to continue as a going
concern.  There can be no assurances that these plans for
additional financing will be successful.  Failure to secure
additional financing in a timely manner to repay our obligations
and supply us sufficient funds to continue our business operations
and on favorable terms if and when needed in the future could have
a material adverse effect on our financial performance, results of
operations and stock price and require us to implement cost
reduction initiatives and curtail operations.  Furthermore,
additional equity financing may be dilutive to the holders of our
common stock, and debt financing, if available, may involve
restrictive covenants, and strategic relationships, if necessary
to raise additional funds, and may require that we relinquish
valuable rights.  In the event that we are unable to repay our
current and long-term obligations as they come due, we could be
forced to curtail or abandon our business operations, and/or file
for bankruptcy protection; the result of which would likely be
that our securities would decline in value and/or become
worthless."


FINJAN HOLDINGS: Markman Order Entered in Finjan v. Sophos
----------------------------------------------------------
Finjan Holdings, Inc., announced an update in the Finjan, Inc. v.
Sophos matter, Case No. 14-cv-01197-WHO, that was filed on
March 14, 2014, in the U.S. District Court for the Northern
District of California.

The Markman Hearing was held on Feb. 13, 2015.  On March 2, 2015,
the Honorable William H. Orrick entered his Order construing
disputed claim terms in four of the eight asserted patents: U.S.
Patent Nos. 6,677,494 ("the '494 Patent"); 7,613,926 ("the '926
Patent"); 7,613,918 ("the '918 Patent"); and 6,154,844 ("the '844
Patent"), which cover endpoint security, web and messaging
security, and networking and perimeter defense technologies.  There
were no disputed claim terms from the other four asserted patents:
U.S. Patent Nos. 6,804,780; 7,757,289; 8,141,154; and 8,566,580.
The Markman Order is available on PACER as Document No. 73 (re:
Docket No. 58).

The parties had agreed that only five claim terms (or claim
elements) from the '494, '926, '918, and '844 patents required the
Court's construction.  Of these five terms, the Court adopted each
and every one of Finjan's constructions, thus adding strength to
the merits of Finjan's infringement claims against Sophos.

"We are gratified to receive Judge Orrick's Claim Construction
Order adopting Finjan's construction on all five terms in dispute
in this matter, as it demonstrates his time, attention, and
appreciation of the merits of the patented technologies asserted
against Sophos," said Julie Mar-Spinola, Finjan's VP, Legal
Operations.  Ms. Mar-Spinola added: "Finjan is committed to
protecting its patent rights based on the merits of each of its
claims and will not resort to courtroom gamesmanship to win.  It is
important for all to understand that our objective with respect to
our industry is not to stifle innovation but rather to encourage
it; and our objective with respect to our existing licensees and
shareholders is to protect their investments so we have sustainable
resources to continue developing even more robust cybersecurity
technologies.  Successfully enforcing our patents is a key
component to accomplishing these objectives."

"Cybersecurity is one of the top priorities for the technology and
banking industries and for government, all of which are struggling
with consumer trust and protection," said Phil Hartstein, President
and CEO of Finjan.  "Consistent with President Obama's recent
Cybersecurity Initiative, it is imperative that the private sector
works together to find technological solutions to maintain those
interests while fending off harmful cyber attacks.  For more than a
decade, Finjan has licensed its technology and intellectual
property to companies working on these complex issues."

Finjan has also filed patent infringement lawsuits against FireEye,
BlueCoat, Proofpoint, Symantec, and Palo Alto Networks relating to,
collectively, more than 20 patents in the Finjan portfolio.  The
'494 and '926 Patents are also asserted against Palo Alto Networks;
the '918 Patent is also asserted against Palo Alto Networks and
Proofpoint; and the '844 Patent is also asserted against FireEye,
BlueCoat and Proofpoint.  The court dockets for the foregoing cases
are publicly available on the Public Access to Court Electronic
Records (PACER) Web site, www.pacer.gov, which is operated by the
Administrative Office of the U.S. Courts.

                            About Finjan

Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats.  Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.

Finjan Holdings reported a net loss of $6.07 million in 2013
following net income of $51 million in 2012.  The Company
reported a net loss of $2 million on $175,000 of revenues for the
three months ended March 31, 2014.

The Company's balance sheet at Sept. 30, 2014, showed $26.1
million in total assets, $2.70 million in total liabilities and
$23.4 million in total stockholders' equity.


GFL ENVIRONMENTAL: Moody's Assigns 'B2' CFR, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned ratings to GFL Environmental
Inc. (GFL), consisting of a B2 corporate family rating (CFR), B2-PD
probability of default rating, and a B3 rating to its proposed
senior unsecured notes.  The ratings outlook is stable.  This is
the first time Moody's has assigned ratings to GFL.

Net proceeds from the notes issue will be used to repay existing
debt, tender for a portion of the company's existing C$300 million
unsecured notes and to fund potential acquisitions.

Ratings Assigned:

  -- Corporate Family Rating, B2

  -- Probability of Default Rating, B2-PD

  -- US$250 million (C$312 million) unsecured notes due 2020, B3
     (LGD4)

Outlook:

  -- Assigned as Stable

GFL's B2 CFR is driven by risks with its ongoing growth by
acquisition strategy as well as its diversified business model and
good market position in the stable but low-growth Canadian
non-hazardous waste industry.  While growth has come from
acquisitions, which Moody's expects will continue, the rating
considers that disciplined execution and EBITDA expansion supported
by synergy benefits and good cost control will likely enable
leverage (adjusted Debt/EBITDA) to be sustained around 5x over time
(currently 4.8x pro forma for recent acquisitions).  The rating
recognizes that the company's EBITDA margins are low compared to
those of its rated North American waste peers.  The rating also
considers the company's diversified business model in an industry
Moody's views as relatively stable, high recurring revenue
supported by the use of long term contracts and low customer
concentration.

Moody's views GFL's liquidity position as adequate, supported by
annual free cash flow in excess of $30 million, at least $80
million of availability under its refinanced $145 million revolving
credit facility, and limited mandatory debt repayments.  The
company keeps no cash on its balance sheet.  The maturity of the
revolver will extend to December 2017 from June 2017, extending
further to March 2019 if the company's existing senior notes due
June 2018 are refinanced 6 months prior to maturity.  GFL's
revolver will be subject to coverage and leverage covenants which
Moody's expects will have at least 15% cushion through the next 4
to 6 quarters.  Substantially all of GFL's assets are pledged as
collateral which limits flexibility to raise additional funds
should the need arise.

The stable outlook reflects Moody's expectation that while GFL will
continue to make acquisitions, it will fund them in such a way that
leverage will be sustained around 5x over time.

To rating could be upgraded if GFL sustained adjusted Debt/EBITDA
towards 4x and EBIT/Interest towards 2x.  The rating could be
downgraded if adjusted Debt/EBITDA is sustained above 6x and
EBIT/Interest towards 1x.

The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in June 2014.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

GFL Environmental Inc. provides solid waste and liquid waste
collection, treatment and disposal solutions and soil remediation
services to municipal, industrial and commercial customers in
Canada.  Pro forma for the impact of acquisitions, fiscal 2014
revenue approaches $500 million.  The company is headquartered in
Vaughan, Ontario, Canada.


GFL ENVIRONMENTAL: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its ratings on
Toronto-based waste services company GFL Environmental Inc.,
including its 'B' long-term corporate credit rating on the company.
The outlook is stable.

At the same time, Standard & Poor's assigned its 'B' issue-level
rating and '4' recovery rating to the company's proposed US$250
million senior unsecured notes due 2020.  The '4' recovery rating
on GFL's senior unsecured debt reflects S&P's expectation of
average (30%-50%) recovery in a default scenario (in the lower half
of the range).

The ratings on GFL reflect Standard & Poor's view of the company's
"fair" business risk profile and "highly leveraged" financial risk
profile, which result in an anchor score of 'b'.

"The fair business risk profile on GFL primarily incorporates our
view of the company's weak competitive position, participation in
the environmental services industry, which we view as having low
risk characteristics, and satisfactory profitability assessment,"
said Standard & Poor's credit analyst Jamie Koutsoukis.

GFL is a regional waste services company that conducts business
exclusively in Canada.  It generates revenues predominantly in
Ontario, although the company has expanded its national presence
with recent acquisitions in Atlantic and western Canada.

The stable outlook on GFL reflects S&P's expectation that the
company will generate stable cash flow from its businesses, of
which a large portion is contracted, and will not experience any
operating challenges that result in reduced margins.  The outlook
also incorporates S&P's expectation that the company will continue
to grow through acquisitions and leverage will remain above 5x.

S&P could lower the rating should GFL become liquidity-constrained,
where headroom under its funded debt-to-EBITDA covenant fell below
10%.  This could limit the company's availability under its
revolving facility, and could prompt S&P to consider a downgrade.
Furthermore, a negative rating action could also occur if
competitive pressures or operating inefficiencies contribute to
significant deterioration in cash flows such that adjusted
debt-to-EBITDA increases above our 2015 year-end forecast of
6.5x-7.0x.

S&P could upgrade GFL should the company's credit metrics
strengthen and S&P believes the company is committed to keeping
adjusted debt-to-EBITDA below 4.5x and funds from
operations-to-adjusted debt above 15%, while maintaining adequate
liquidity.



GROW CONDOS: Losses, Deficit Raise Going Concern Doubt
------------------------------------------------------
Grow Condos, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $99,200 on $14,700 of total revenues for the three months ended

Dec. 31, 2014, compared with a net loss of $2,390 on $900 of total
revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $1.28 million
in total assets, $1.08 million in total liabilities and
stockholders' equity of $200,200.

In their report dated Oct. 14, 2014, the Company's independent
registered public accounting firm included an emphasis-of-matter
paragraph with respect to the Company's financial statements for
the period from date of inception (Sept. 9, 2013) to June 30, 2014
concerning the Company's assumption that it will continue as a
going concern.  The Company operates within an industry that is
illegal under federal law, has yet to achieve profitable
operations, has a significant accumulated deficit and is dependent
on its ability to raise capital from stockholders or other sources
to sustain operations and ultimately achieve viable profitable
operations.  As reported in these condensed consolidated financial
statements, the Company has not yet achieved profitable operations
and has an accumulated deficit of $11.35 million, which it has
determined raises substantial doubt about the Company's ability to
continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/NsQikI
                          
Grow Condos, Inc. operates as a real estate purchaser, developer,
and manager of specific use industrial properties in the United
States.  The company provides condo type turn-key grow facilities
to support cannabis growers.  It is also involved in the
development, lease, ownership, and provision of investment sales
opportunities for commercial industrial properties focused in the
cannabis production arena.  The company is based in Eagle Point,
Oregon.


HOLDER GROUP SUNDANCE: Cash Use Hearing Continued Until April 7
---------------------------------------------------------------
The Bankruptcy Court continued until April 7, 2015, at 10:00 a.m.,
the hearing to consider Holder Group Sundance, LLC's use of its
cash collateral from: (i) the real property commonly known as 33
West Winnemucca Blvd., Winnemucca, Nevada; and (ii) the personal
property including the Debtor's gaming devices and associated
equipment, located within the real property, and used in connection
with the operation of the casino located on the real property well
as all income and revenues from the property.

The Debtor, in its motion, requested that the Court authorize the
interim use of cash collateral.  The Debtor's property consist of
three parcels of land on which the Sundance Casino is located.
Plumas Bank is the first priority secured lender on the three
parcels.  The current loan balance owing is estimated at
$2,805,406.  Nevada State Bank claims a second priority security
interest in the parcels of the Debtor's real property, and personal
property located therein.  The current balance owing is estimated
at $2,141,853.

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

  http://bankrupt.com/misc/HolderGroupSundance_15_motion_CC.pdf

On Feb. 17, secured creditor Plumas Bank submitted documents asking
the Court to deny the provisions in the Debtor's motion for the (i)
30 day limitation and subjecting to further hearing of the interest
only payment to Plumas Bank; and (ii) no weekly compensation to
Harold Holder, Jr.

Nevada State Bank, a secured creditor, earlier notified the Court
that it does not consent to the use of cash collateral, according
to a Feb. 20, 2015 report by the Troubled Company Reporter.

Plumas Bank is represented by:

         John Samberg, Esq.
         Justin Jones, Esq.
         WOLF, RIFKIN, SHAPIRO, SCHULMAN & Rabkin, LLP
         5594-B Longley Lane
         Reno, NV 89511
         Tel: (775) 853-6787
         Fax: (775) 853-6774
         E-mail: JSamberg@wrslawyers.com
                 Jjones@wrslawyers.com

               About The Holder Group Sundance

The Holder Group Sundance, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D. Nev. Case No. 15-50157) on Feb. 9, 2015.  The
petition was signed by Harold D. Holder Sr., the manager.  Stephen
R Harris, Esq., at Harris Law Practice LLC serves as the Debtor's
counsel.  The Debtor disclosed total assets of $10.4 million and
total liabilities of $5.08 million as of the bankruptcy filing.



INDEPENDENCE TAX II: Reports $124K Net Loss in Dec. 31 Quarter
--------------------------------------------------------------
Independence Tax Credit Plus L.P. II filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
disclosing a net loss of $124,500 on $209,400 of total revenues for
the three months ended Dec. 31, 2014, compared with a net loss of
$130,600 on $210,700 of total revenues for the same period in the
prior year.

The Company's balance sheet at Dec. 31, 2014, showed $2.66 million
in total assets, $16.8 million in total liabilities and total
partners' deficit of $14.1 million.

At Dec. 31, 2014, the Partnership's liabilities exceeded assets by
$14.1 million and for the nine months ended Dec. 31, 2014, the
Partnership had net loss of $371,000.  These factors raise
substantial doubt about the Partnership's ability to continue as a
going concern, according to the regulatory filing.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/1Io7YV
                          
             About Independence Tax Credit Plus L.P. II

Based in New York, Independence Tax Credit Plus L.P. II was
organized on Feb. 11, 1992, and commenced its public offering on
Jan. 19, 1993.  The general partner of the Partnership is Related
Independence Associates L.P., a Delaware limited partnership.  The
general partner of Related Independence Associates L.P. is Related
Independence Associates Inc., a Delaware Corporation.  The
ultimate parent of Related Independence Associates L.P. is
Centerline Holding Company.

The Partnership's business is primarily to invest in other
partnerships owning leveraged apartment complexes that are
eligible for the low-income housing tax credit enacted in the Tax
Reform Act of 1986, some of which may also be eligible for the
historic rehabilitation tax credit.

The Partnership is in the process of developing a plan to dispose
of all of its investments.

The Company reported a net loss of $128,000 on $216,000 of total
revenue for the three months ended Sept. 30, 2014, compared with a
net loss of $131,000 on $209,700 of total revenue for the same
period in 2013.


INTERNATIONAL ELECTRIC: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: International Electric, Inc.
        21973 W. 83rd Street
        Shawnee, KS 66227

Case No.: 15-20388

Chapter 11 Petition Date: March 4, 2015

Court: United States Bankruptcy Court
       District of Kansas (Kansas City)

Judge: Hon. Robert D. Berger

Debtor's Counsel: Colin N. Gotham, Esq.
                  EVANS & MULLINIX, P.A.
                  7225 Renner Road, Suite 200
                  Shawnee, KS 66217
                  Tel: (913) 962-8700
                  Fax: (913) 962-8701
                  Email: Cgotham@emlawkc.com

Total Assets: $6.48 million

Total Liabilities: $5.88 million

The petition was signed by Chad. B. Dodge, Sr. vice president/CFO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ksb15-20388.pdf


INTERNATIONAL MANUFACTURING: Joseph & Cohen Retention Order Amended
-------------------------------------------------------------------
The Bankruptcy Court amended its order authorizing the Official
Committee of Unsecured Creditors of International Manufacturing
Group, Inc., to retain Joseph & Cohen, P.C. as its counsel
effective as of Sept. 3, 2014.

The Court -- specifically on Dec. 16, 2014 -- previously entered an
order authorizing employment of J&C.  The original order provides
that (a) in connection with J&C's joint representation of the IMG
Committee and the Official Committee of Unsecured Creditors
appointed in the related case of Deepal Sunil Wannkuwatte, J&C will
arrange for IMG Committee to file an application for an order
authorizing the employment for standby conflicts counsel, as to any
matters as to which the IMG Committee later requires representation
separate from J&C in response to a conflict with the DSW Committee.
The requirement of filing an IMG conflicts counsel application on
a standby basis, and the related standby counsel filing deadline,
are suspended pending further order of the Court.

As reported Troubled Company Reporter on Nov. 18, 2014, the IMG
Committee supplemented its application to retain J&C, as its
counsel in the IMG case.  J&C further addressed the request of the
Committee in the related chapter 11 case of Deepal Sunil
Wannakuwatte (DSW Committee) to engage the services of J&C to
provide substantially identical services in the IMG case.  Pursuant
to the application, the IMG Committee and the DSW
Committee have agreed that the estates in both of the cases will
be jointly and severally responsible for all fees and expenses
submitted to and approved by the Court in connection with J&C's
joint representation of the Committees.  J&C submits that the
aspect of the application is appropriate under the circumstances
of the cases.

The Chapter 11 trustees appointed have stated that the unsecured
creditor pools in each of the cases, and the claims asserted by
such creditors, are substantially identical: In both Cases, nearly
all unsecured claims are held by Ponzi scheme victims, arising from
promissory notes executed by Mr. Wannakuwatte in his
individual capacity, and also in his capacity as officer of IMG,
in furtherance of a concerted fraud enacted by both Debtors.

               About International Manufacturing

Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme,
put himself and his company, International Manufacturing Group
Inc., into Chapter 11 after he pleaded guilty to one count of wire
fraud and agreed to a 20-year prison sentence.  The bankruptcy
filing was part of his plea bargain with federal prosecutors.  Mr.
Wannakuwatte is the former owner of the Sacramento Capitols tennis
team.

International Manufacturing Group, Inc., filed a bare-bones
Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-25820)
in Sacramento, on May 30, 2014.  The case is assigned to Judge
Robert S. Bardwil.

The Debtor has tapped Marc A. Caraska, in Sacramento, as counsel.

In June 2014, Beverly N. McFarland was appointed as Chapter 11
trustee for the Debtor.  She has tapped Felderstein Fitzgerald
Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond
McCarthy LLP as her special litigation counsel; Gabrielson &
Company as accountant; and Karen Rushing as bookkeeper outside the
ordinary course of business.

According to the docket, governmental entities have until Nov. 26,
2014, to file claims.

The U.S. Trustee for Region 7 appointed a three-member unsecured
creditors panel comprising of Byron Younger, Janine Jones, and
Steve Whitesides.



INTRALINKS INC: S&P Affirms 'B+' CCR; Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on New York City-based IntraLinks Inc.  The
rating outlook is stable.

S&P's 'BB' issue-level rating and '1' recovery rating on the
company's senior secured term loan due 2019 remain unchanged.  The
'1' recovery rating indicates S&P's expectation for very high
recovery (90%-100%) of principal in the event of payment default.

S&P is affirming its corporate credit rating on IntraLinks --
despite S&P's view that the company's leverage and free operating
cash flow (FOCF) will likely remain elevated and negative,
respectively, in 2015 -- because S&P believes that early signs of
benefits from the company's increased investment in product, sales
and marketing, and back-office infrastructure point to good revenue
growth over the next 24 months and that operating leverage is
likely to result in improved credit metrics in 2016. Additionally,
the company's $65 million cash balance provides adequate cushion to
absorb modest negative FOCF in 2015.

"The stable outlook reflects our view that the company's
investments in its enterprise segment are likely to result in
continued good revenue growth over the next 24 months and that
expense growth will moderate in 2016, causing improved credit
metrics and at least break-even FOCF, and that the company has
adequate liquidity to mitigate modest negative FOCF in 2015," said
Standard & Poor's credit analyst Christian Frank.

S&P could lower the rating if increased competition causes
enterprise revenue growth to stall, if a cyclical downturn in M&A
causes segment revenues to decline, or if the company continues to
increase investment spending, such that in S&P's view it is likely
to sustain negative FOCF in 2016.

Although unlikely over the next 12 months, S&P could raise the
rating if the company's enterprise turnaround strategy is
successful, resulting in leverage below 3x, with EBITDA and FOCF of
at least $50 million and $30 million, respectively.



INVESTVIEW INC: Incurs $1.56-Mil. Net Loss for Dec. 31 Quarter
--------------------------------------------------------------
Investview, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.56 million on $167,100 of net revenues for the three months
ended Dec. 31, 2014, compared with a net loss of $824,000 on
$244,000 of net revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $5.56 million
in total assets, $4.27 million in total liabilities, and a
stockholders' deficit of $1.28 million.

The Company has incurred significant recurring losses which have
resulted in an accumulated deficit of $96.9 million, net loss of
$7.59 million and net cash used in operations of $1.77 million for
the nine months ended Dec. 31, 2014, which raises substantial doubt
about the Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/x0BwZg
                          
Investview, Inc., an investor technology and education company,
provides a suite of products that allow the individual investor to
find, analyze, track, and manage their portfolio in the United
States.  It offers turnkey solutions to its clients in the
financial community by providing an array of information services
that include stock market information and tools, comprehensive
database creation and management, distributed Web hosting and
network environments, and e-content creation, management, and
delivery.  The company markets and sells investor education
products under the Investview brand, as well as offers the 7-Minute
Manager suite of products.  Its flagship product, Investview, is an
on-line education, analysis, and application platform.  The company
offers its products primarily through its Websites, including
www.Investview.com, www.7minutetrader.com, www.7minuteoptions.com,
and www.7minutestocks.com.  Investview, Inc. has a strategic
relationship with Inspired Media Group.  The company is based in
Red Bank, New Jersey.


ITUS CORP: May Issue 37.2 Million Shares Under Plans
----------------------------------------------------
ITUS Corporation registered with the Securities and Exchange
Commission an additional 34,234,980 shares of the its common stock
which may be offered and sold pursuant to the its 2010 Plan and
3,000,000 shares of common stock which may be offered and sold
pursuant to Time Based Stock Option Agreements between the Company
and each of Kent B. Williams, Lewis H. Titterton Jr. and Bruce F.
Johnson.  A full-text copy of the Form S-8 prospectus is available
for free at http://is.gd/kgLWvC

                     About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.

Itus Corporation reported a net loss of $9.60 million on $3.66
million of total revenue for the year ended Oct. 31, 2014, compared
to a net loss of $10.08 million on $389,0000 of total revenue for
the year ended Oct. 31, 2013.  The Company also reported a net loss
of $4.25 million for the year ended Oct. 31, 2012, and a net loss
of $7.37 million for the year ended Oct. 31, 2011.

As of Oct. 31, 2014, the Company had $9.05 million in total assets,
$5.04 million in total liabilities and $4 million in total
shareholders' equity.


KINDRED HEALTHCARE: Moody's 'B1' CFR Unaffected by New Term Loan
----------------------------------------------------------------
Kindred Healthcare, Inc.'s ratings, including its B1 Corporate
Family Rating and B1-PD Probability of Default Rating, are
unaffected by the company's $150 million term loan add-on.  Moody's
expects the proceeds of the term loan will be used to repay amounts
outstanding under the company's revolver, thereby enhancing sources
of available liquidity.  Moody's does not expect a meaningful
change in leverage from this transaction.  The rating outlook
remains stable.

Kindred is a leading provider of long term acute care, inpatient
rehabilitation, contract rehabilitation, home care, and hospice
services.  Revenues for the year ended Dec. 31, 2014 were
approximately $5.0 billion.  Including the acquisitions of Gentiva
Healthcare, Inc. and Centerre Healthcare Corporation, revenue will
exceed $7.2 billion.



LAREDO PETROLEUM: Moody's Rates New $350MM Unsecured Notes 'B2'
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Laredo Petroleum,
Inc.'s proposed offering of $350 million senior unsecured notes due
2023.  Laredo's other ratings and stable outlook were unchanged.
The proceeds from the proposed senior unsecured notes in
conjunction with roughly $280 million in cash remaining from its
recent equity offering, will be used to repay its existing 9.50%
$550 million senior unsecured notes due 2019 along with
approximately $26 million in call premium associated with calling
such notes.  Moody's will withdraw the rating of the 9.50% notes
due 2019 once repaid.

"This offering, in conjunction with over $750 million of equity
proceeds, significantly improves Laredo's liquidity at a time when
commodity prices are low," said Amol Joshi, Moody's Vice President.
"Laredo's undrawn revolver can be utilized to pursue its
substantial inventory of organic drilling opportunities and grow
production and reserves whenever commodity prices stabilize at
higher levels."

Assignments:

Issuer: Laredo Petroleum, Inc.

  -- US$350M Senior Unsecured Notes due 2023, Assigned B2 (LGD 5)

The B2 rating on the proposed $350 million senior unsecured notes
is in line with Laredo's existing unsecured notes rating.  The new
notes will rank equally with its 5.625% and 7.375% notes due in
2022.  The unsecured notes are rated one notch below Laredo's B1
Corporate Family Rating (CFR) given the substantial size of the
priority ranking secured revolving credit facility in its capital
structure.

The B1 CFR reflects Laredo's oil-weighted production in the Permian
Basin, a large, repeatable drilling inventory with relatively low
geological risks and significant organic growth potential, a high
degree of operational control, and management's long history and
experience in the region.  The B1 CFR is constrained by Laredo's
relatively small scale and geographically concentrated upstream
operations, moderately high leverage in terms of production and
proved developed (PD) reserves, and the anticipated capital
expenditures in excess of operating cash flow through 2016.

Laredo's use of its over $750 million in equity proceeds to repay
$475 million outstanding under its revolving credit facility is
viewed as a credit positive.  The company will use the remaining
cash, in conjunction with the proposed senior notes offering, to
call the entire $550 million of its 9.50% senior unsecured notes
due 2019.  The proposed new notes are also expected to generate
some interest expense savings.

Following the transaction, Laredo will have ample liquidity through
2016, which is reflected in its SGL-2 Speculative Grade Liquidity
rating.  Laredo's revolving credit facility will be undrawn, with a
borrowing base of $1.15 billion and $900 million in elected
commitments.  Moody's expects the company to outspend cash flow by
roughly $100 million in 2015, with negative cash flow continuing
into 2016.  The company is expected to have sufficient head room
under its financial covenants through 2016 with no debt maturities
until November 2018 when the credit facility expires.

Laredo's ratings could be upgraded if production can be sustained
near 50,000 barrels of oil equivalent (boe) per day alongside a
retained cash flow (RCF) to debt ratio above 30%.  In addition, a
sustained RCF to debt ratio below 15% or debt to average daily
production ratio sustained above $50,000 per boe could result in a
downgrade.

The principal methodology used in this rating was the Global
Independent Exploration and Production Industry published in
December 2011.  Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

Laredo Petroleum, Inc. is an independent exploration and production
company headquartered in Tulsa, OK.


LAREDO PETROLEUM: S&P Rates $350MM Sr. Unsecured Notes 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue-level
rating to Laredo Petroleum Inc.'s proposed $350 million senior
unsecured notes.  The recovery rating on the notes is '5',
indicating S&P's expectation for modest (high end of the 10% to 30%
range) recovery in the event of a payment default.  In addition,
the issue-level ratings on the company's existing senior unsecured
debt remain unchanged at 'B' with a recovery rating of '5'.

The company plans to use the proceeds from the notes issuance,
along with proceeds from the recently announced common equity
offering, to repay outstanding revolver drawings, redeem the $550
million senior unsecured notes due 2019, and for general corporate
purposes.  S&P would expect to withdraw the issue-level ratings on
the $550 million unsecured notes once they have been fully repaid.
All existing ratings on Laredo, including the 'B+' corporate credit
rating, are unchanged.  The outlook is stable.

The ratings on Laredo reflect S&P's assessments of the company's
"weak" business profile and "aggressive" financial risk profile.

RATINGS LIST

Laredo Petroleum Inc.
Corporate credit rating                              B+/Stable/--

New Rating
Laredo Petroleum Inc.
  $350 million proposed senior unsecured notes       B
   Recovery rating                                   5H



LEVEL 3: To Redeem 100% of 9.375% Senior Notes due 2019
-------------------------------------------------------
Level 3 Communications, Inc., announced that its wholly owned
subsidiary, Level 3 Financing, Inc., issued a notice to redeem 100%
of the aggregate principal amount of its 9.375% Senior Notes due
2019 on April 1, 2015.

Pursuant to the terms of the Notes, on April 1, 2015, all of the
outstanding principal amount of the Notes will be redeemed at a
redemption price equal to 104.688% of the principal amount.  Since
April 1, 2015, is a date on which interest is payable on the Notes,
the Redemption Price will not include the amount of interest that
is otherwise payable on the Redemption Date.  Accrued interest of
$46.875 per $1,000 principal amount of the Notes will be paid on
April 1, 2015, to those noteholders who own the Notes on March 15,
2015, the record date to determine the noteholders who are entitled
to the payment of interest on the April 1, 2015.

To fund the redemption of the Notes, Level 3 Financing is using the
net proceeds, along with cash on hand, from the issuance of its
5.625% Senior Notes due 2023 on January 29, 2015.

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

For the year ended Dec. 31, 2014, the Company reported net income
of $314 million on $6.77 billion of revenue compared to a net loss
of $109 million on $6.31 billion of revenue during the prior year.

As of Dec. 31, 2014, the Company had $20.9 billion in total
assets, $14.6 billion in total liabilities and $6.36 billion in
stockholders' equity.

                           *     *     *

In June 2014, Fitch Ratings upgraded the Issuer Default Rating
(IDR) assigned to Level 3 Communications, Inc. (LVLT) and its
wholly owned subsidiary Level 3 Financing, Inc. (Level 3
Financing) to 'B+' from 'B'.

"The upgrade of LVLT's ratings is supported by the continued
strengthening of the company's credit profile since the close of
the Global Crossing Limited (GLBC) acquisition, positive operating
momentum evidenced by expanding gross and EBITDA margins, and
ongoing revenue growth within the company's Core Network Services
(CNS) segment and its position to generate meaning FCF," Fitch
stated.

In June 2013, Standard & Poor's Ratings Services raised its
corporate credit rating on Level 3 to 'B' from 'B-'.  "The upgrade
reflects improved debt leverage, initially from the acquisition of
the lower-leveraged Global Crossing in October 2011, and
subsequently from realization of the bulk of what the company
expects to eventually be $300 million of annual operating
synergies," said Standard & Poor's credit analyst Richard
Siderman.

As reported by the TCR on Oct. 31, 2014, Moody's Investors Service
upgraded Level 3's corporate family rating (CFR) to 'B2' from
'B3'.

Level 3's B2 CFR is based on the company's ability to generate
relatively modest free cash flow of between $250 million and $300
million in 2016 and, inclusive of debt which is presumed to be
converted to equity in 2015, to de-lever by approximately 0.5x to
4.8x (Moody's adjusted) by the end of 2016.


LIGHTSQUARED INC: Plan Evidentiary Hearing to Start Monday
----------------------------------------------------------
U.S. Bankruptcy Judge Shelley Chapman in New York on Monday, March
9, will begin hearing evidence in support of Lightsquared Inc., et
al.'s reorganization plan, refusing to delay the plan confirmation
proceedings despite requests from creditors, Sara Randazzo, writing
for The Wall Street Journal, reported.

According to the Journal, the evidentiary hearings are expected to
last the majority of the week and possibly spill into the next
week.  Law360 reported that lawyers for the Debtors' fiercest
opponent and largest single creditor, Dish Network Corp. Chairman
Charlie Ergen, said they would seek yet more delay to appeal an
unfavorable ruling.

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity
and runway necessary to resolve its issues with the FCC.

Despite working diligently and in good faith, however,
LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York on Jan. 20, 2015, approved the
Second
amended specific disclosure statement explaining Lightsquared
Inc.,
et al.'s second amended joint plan, after determining that the
disclosures contain adequate information within the meaning of
Section 1125(a) of the Bankruptcy Code.

As previously reported by The Troubled Company Reporter, the
Debtors, in December, filed a joint plan and disclosure statement,
which contemplate, among other things, (A) new money investments
by
the New Investors in exchange for a combination of preferred and
common equity, (B) the conversion of the Prepetition LP Facility
Claims into new second lien debt obligations, (C) the repayment in
full, in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.

Judge Chapman will hold hearing on March 29, 2015, at 10:00 a.m.
(prevailing Eastern time) to consider confirmation of the second
amended joint plan filed by Lightsquared Inc. and its
debtor-affiliates together with Fortress Credit Opportunities
Advisor LLC, Harbinger Capital Partners LLC, and Centerbridge
Partners LP.


LOTON CORP: Incurs $2.96-Mil. Net Loss in Fourth Quarter
--------------------------------------------------------
Loton Corp. filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q, disclosing a net loss
attributable to Loton Corp. stockholders of $2.96 million on $2.3
million of revenues for the three months ended Dec. 31, 2014,
compared to a net loss attributable to Loton Corp. stockholders of
$4,000 on $2.29 million of revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $2.89 million
in total assets, $5.6 million in total liabilities and total
stockholders' deficit of $2.71 million.

The Company had an accumulated deficit at Dec. 31, 2014, a net loss
and net cash used in operating activities for the reporting period
then ended.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/mFSTLO

Loton Corp., through its subsidiaries, operates KOKO, a live music
venue and nightclub in Camden, London. The company offers live
shows, club nights, and corporate and other events at KOKO, which
are also broadcasted digitally. The company is based in Beverly
Hills, California.


LUCAS ENERGY: Posts $1.31-Mil. Net Loss for Dec. 31 Quarter
-----------------------------------------------------------
Lucas Energy, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing net profit
of $1.31 million on $682,800 of total revenues for the three months
ended Dec. 31, 2014, compared to a net loss of $1.13 million on
$1.36 million of total revenues for the same period during the
prior year.

The Company's balance sheet at Dec. 31, 2014, showed $38.8 million
in total assets, $10.11 million in total liabilities, $1 million in
asset retirement obligation and total stockholders' equity of
$27.6 million.

Due to the nature of oil and gas interests, i.e., that rates of
production generally decline over time as oil and gas reserves are
depleted, if the Company is unable to drill additional wells and
develop its proved undeveloped reserves (PUDs) or acquire
additional operating properties, the Company believes that its
revenues will continue to decline over time.  Furthermore, in the
event that it is unable to raise additional funding in the future,
the Company will not be able to participate with Earthstone in the
drilling of planned additional wells, will not be able to complete
other drilling and/or workover activities, and may not be able to
make required payments on its outstanding liabilities, including
the Second Amended Letter Loan, have not been able to make certain
of such payments to date.  As such, in the event the Company does
not raise additional funding in the future, it may be forced to
scale back its business plan, sell assets to satisfy outstanding
debts or take other remedial steps.  These conditions raise
substantial doubt about its ability to continue as a going concern
for the next twelve months.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/tFeUq1
                          
                       About Lucas Energy

Headquartered in Houston, Texas, Lucas Energy (NYSE MKT: LEI) --
http://www.lucasenergy.com/-- develops crude oil and natural gas
in the Austin Chalk and Eagle Ford formations in South Texas.


LUNA GOLD: Enters Into Forbearance Agreement with Societe Generale
------------------------------------------------------------------
Luna Gold Corp. on March 5 disclosed that it has entered into a
forbearance agreement with Societe Generale, Mizhuho Bank, Ltd. and
the other parties to the Company's February 15, 2013 credit
agreement, as amended, in connection with the Company not being in
compliance with certain covenants under the Credit Agreement, as
discussed in its February 17, 2015 news release and Management's
Discussion and Analysis for the third quarter ended September 30,
2014.

Under the terms of the Forbearance Agreement, the Finance Parties
will refrain from exercising any rights or remedies that they may
have under the Credit Agreement or otherwise in respect of the
Company's covenant breach and any subsequent default by the Company
until May 1, 2015, unless a breach of the Forbearance Agreement
occurs.  If Luna remains in default under its covenants under the
Credit Agreement and the Forbearance Agreement is not extended, the
Finance Parties would be entitled to exercise any of their rights
under the Credit Agreement. There can be no assurances that the
Company will remedy the default or extend the forbearance.

As compensation for their forbearance, the Company must pay the
Finance Parties a fee of $100,000 and apply approximately
$6,700,000 in cash held in a reserve account in part to the
outstanding principal amount owed under the Credit Agreement and in
part as security for outstanding obligations under the related
hedge agreements.

                     About Luna Gold Corp.

Luna is a gold production and exploration company engaged in the
operation, discovery, and development of gold projects in Brazil.


METALICO INC: Delays Annual Stockholders Meeting Indefinitely
-------------------------------------------------------------
The Board of Directors of Metalico, Inc. has determined to delay
setting the date of its annual stockholders meeting to a date that
is yet to be determined, according to a document filed with the
Securities and Exchange Commission.

On Feb. 23, 2015, the Company announced that it had retained
Gordian Group, LLC and had initiated a comprehensive internal
review of strategic alternatives, including continued independence
as a public corporation, combinations or joint ventures with
suitable partners or investors, sales of assets, and a sale of the
Company, including analyses of unsolicited bids previously
delivered to the Company or to come in the future.

In light of its ongoing review, the Company's Board of Directors
has decided to delay fixing the date of its annual stockholders
meeting in order to allow for sufficient time to investigate and
consider the available strategic alternatives.  As a result, the
previously effective deadline of March 5, 2015, for the submission
of stockholder proposals in accordance with the advance notice
provisions of the Company's bylaws will no longer be applicable.
Upon determination by the Board of Directors of the date of the
annual stockholders meeting, the Company will announce a new
deadline for the submission of stockholder proposals that will be
at least 10 days following the day on which the Company announces
the date of the annual meeting.

                          About Metalico

Metalico, Inc., is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products.  The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.

Metalico reported a net loss attributable to the Company of $34.8
million in 2013 following a net loss attributable to the Company
of $13.1 million in 2012.  For the nine months ended Sept. 30,
2014, Metalico reported a net loss attributable to the Company of
$10.52 million.

As of Sept. 30, 2014, the Company had $294 million in total assets,
$157 million in total liabilities, and $138 million in total
equity.


MILL STREET INNOVATIVE: Case Summary & 15 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Mill Street Innovative Housing LLC
          fka Mill Street Innovative Housing, LLC
          fka 22 Ridgewood Place, LLC
          fka 22 Redgewood Place LLC
        P.O. Box 562
        East Longmeadow, MA 01028

Case No.: 15-30181

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: March 4, 2015

Court: United States Bankruptcy Court
       District of Massachusetts (Springfield)

Judge: Hon. Henry J. Boroff

Debtor's Counsel: Spencer A. Stone, Esq.
                  BACON WILSON, P.C.
                  33 State Street
                  Springfield, MA 01103
                  Tel: (413) 781-0560
                  Fax: (413) 739-7740
                  Email: sstone@baconwilson.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael D. Goldberg, manager.

A list of the Debtor's 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mab15-30181.pdf


NAKED BRAND: Former Calvin Klein Executive Joins Board
------------------------------------------------------
Naked Brand Group Inc. announced that apparel industry leader
Martha Olson has joined the Naked Board of Directors where she will
advise the company on category expansion and growth.

In connection with Ms. Olson's appointment as a director, the
Company has agreed to issue her 1,500,000 stock options exercisable
at $0.112 per share for a period of 10 years, vesting over a period
of three years, on terms and conditions as set out in the Company's
2014 Long Term Incentive Plan and a stock option agreement to be
entered into between the company and Ms. Olson.

Ms. Olson has a proven track record over her 30 year career of
growing global, iconic brands such as Calvin Klein Underwear and
Ralph Lauren Intimates while delivering superior shareholder
returns.  As a Warnaco Corporate Officer and the Group President of
Calvin Klein Underwear Global and the Heritage Brands (Speedo,
Chaps and Core Intimates Divisions), the businesses she had
responsibility for grew to $1.4B and contributed 70% of Warnaco's
Operating Income.  Calvin Klein Underwear revenue grew at an
annualized compound rate of 8%.  She has strong global expertise in
general management, operations, commercial execution and marketing
across a wide range of industries.  "Martha's distinguished global
expertise in fashion and consumer lifestyle brands, her inspiring
leadership, and passion for the industry are powerful additions to
Naked's Board.  We are so excited to start working with her closely
and benefiting from her unique talents," said Carole Hochman, CEO
and chief creative officer of Naked.

"I am honored to join the Naked board and work with this truly
exceptional team led by Carole Hochman," says Olson.  "Based on my
experience at Calvin Klein, Warnaco and in the global underwear
industry, I see enormous opportunities for the Naked brand.  I look
forward to sharing my experiences and contributing to the future
direction and success of this exciting brand."

Prior to being named a corporate officer, Martha held several
positions of increasing responsibility within the Warnaco
organization.  She also held several leadership positions within
Sara Lee Branded Apparel (now Hanes Brands Inc.).  Her career with
Sara Lee began as the V.P. Marketing for the Playtex Intimate
Apparel brand and progressed to several general management
positions, both in Canada (President, Isotoner; President, Sara Lee
Hosiery) and the U.S. (President, Specialty Intimates; President,
Ralph Lauren Intimates).  Ms. Olson began her career in Brand
Management; leading growth, category expansion and turnaround for
several iconic brands at General Mills (Cheerios, Betty Crocker,
Bisquick) and Nestle (Toll House).

Martha holds a BA degree from Lawrence University and an MBA from
Northwestern University's Kellogg School of Management.

In connection with the appointment of Ms. Olson, Alex McAulay has
resigned as a director of the company.  Mr. McAulay has been
appointed as a member of Naked's Advisory Board.

In connection with Mr. McAulay's appointment to the company's
Advisory Board, the Company has agreed to issue him 150,000 stock
options exercisable at $0.112 per share for a period of 10 years,
on terms and conditions as set out in the Company's 2014 Long Term
Incentive Plan and a stock option agreement to be entered into
between the company and Mr. McAulay.

                         About Naked Brand

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

As at July 31, 2014, the Company had not yet achieved profitable
operations and expects to incur significant further losses in the
development of its business, which casts substantial doubt about
the Company's ability to continue as a going concern, the Company
stated in the quarterly report for the period ended July 31, 2014.

The Company's balance sheet at Oct. 31, 2014, showed $3.90 million
in total assets, $18.8 million in total liabilities, and a
$14.8 million stockholders' capital deficit.


NAPERVILLE THEATER: Files for Chapter 11, Might Sell Theater
------------------------------------------------------------
Naperville Theater, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ill. Case No. 15-05384) on Feb. 18, 2015, listing
$810,000 in total assets and $8.28 million in total liabilities.
The petition was signed by Alex Moglia, manager.  Judge Benjamin
Goldgar presides over the case.

The Theater, whose founder, Edwin C. "Ted" Bulthaup, was charged in
December 2014 with evading sales taxes and use taxes, is "not
shutting down," Marie Wilson at Daily Herald relates, citing the
Theater's current management.

According to court documents, Palms Acquisition LLC has offered
$1.4 million for the Theater.  Daily Herald quoted Alex Moglia, a
corporate restructuring professional who is managing the Theater,
as saying, "It's such a good business that many people are
interested in possibly buying the theater.  We already have an
offer for the theater that we filed with the court."

David A. Newby, Esq., at Coman & Anderson, P.C., serves as the
Theater's bankruptcy counsel.

Headquartered in Naperville, Illinois, Naperville Theater, LLC, dba
Hollywood Palms Cinema, dba Hollywood Palms, opened in September
2009 as a combination movie theater and restaurant offering dinner
and a movie.


NAVISTAR INTERNATIONAL: Reports $42MM Net Loss for 1st Quarter
--------------------------------------------------------------
Navistar International Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to the Company of $42 million on $2.42
billion of net sales and revenues for the three months ended Jan.
31, 2015, compared to a net loss attributable to the Company of
$248 million on $2.20 billion of net sales and revenues for the
same period in 2014.

As of Jan. 31, 2015, the Company had $6.78 billion in total assets,
$11.5 billion in total assets, $4.68 billion total stockholders'
deficit.

"Our first quarter results reflect our continued momentum and
on-going progress in improving the fundamentals of our business,"
said Troy A. Clarke, Navistar president and chief executive
officer.  "In the first quarter, we once again increased our
production, chargeouts and order backlog.  Our improved product
quality is driving reduced warranty spend and we continue to lower
our breakeven point."

The company finished the first quarter 2015 with $733 million in
manufacturing cash, cash equivalents and marketable securities.  

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

                        http://is.gd/XEAa7m

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $619 million for the year ended Oct. 31, 2014, compared
to a net loss attributable to the Company of $898 million for the
year ended Oct. 31, 2013.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corp., including the
'B3' corporate family rating.  The ratings reflect Moody's
expectation that Navistar's successful incorporation of Cummins
engines throughout its product line up will enable the company to
regain lost market share, and that progress in addressing component
failures in 2010 vintage-engines will significantly reduce warranty
expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on Navistar
International to 'CCC+' from 'B-'.  "The rating downgrades reflect
our increased skepticism regarding NAV's prospects for achieving
the market shares it needs for a successful business turnaround,"
said credit analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the issuer default ratings
for Navistar International at 'CCC' and removed the negative
outlook on the ratings.  The removal reflects Fitch's view that
immediate concerns about liquidity have lessened, although
liquidity remains an important rating consideration as NAV
implements its selective catalytic reduction engine strategy.


NEBRASKA BOOK: Loan Maturity Moved to June 2016; Interim CEO Named
------------------------------------------------------------------
Neebo, Inc., agreed with its existing lender in February 2015 to
extend the maturity date of its term loan agreement for 12 months
from June 29, 2015, to June 29, 2016.  The effect of this event
will result in a reclass of the Company's current maturities of
long-term debt of $6.2 million to long-term debt, net of current
portion on the condensed consolidated balance sheets in subsequent
filings.

Upon the effectiveness of the Third Amended Plan of Reorganization
on June 29, 2012, NBC and certain of its subsidiaries, as
borrowers, and Neebo and each of its other subsidiaries, as
guarantors, entered into the Term Loan Facility pursuant to a
certain Term Loan and Security Agreement with U.S. Bank National
Association, as the Administrative Agent, and the lenders party
thereto from time to time.  Pursuant to the Term Loan Agreement,
the Term Lenders committed to provide senior secured loans in an
aggregate amount up to $80.0 million on the Effective Date.  On
that date, the Company borrowed Term Loans with an aggregate
principal amount of $80.0 million.  Certain fees payable in
connection with the Term Loan Agreement were paid in kind on the
Effective Date and as a result, the aggregate principal balance of
the Term Loans on the Effective Date was $86.5 million.  The Term
Loan Agreement was amended on March 4, 2013, to primarily increase
the permitted asset disposition amount allowed under the agreement.
At Dec. 31, 2014, the outstanding principal balance on the Term
Loans was $6.2 million.

The Term Guarantors have guaranteed the obligations under the Term
Loan Agreement, and the credit facilities are secured by
second-priority liens on, and a second-priority security interest
in, substantially all the assets of the Term Borrowers and the
assets of the Term Guarantors, including all of the capital stock
of substantially all of the direct and indirect subsidiaries of
Neebo and all intercompany debt.  The security interests are
evidenced by the Term Loan Agreement and other related agreements,
including certain intellectual property security agreements,
deposit account control agreement and mortgages.

The Company is not required to make periodic payments of principal
prior to the Term Maturity Date but the Company is required to make
principal prepayments of the Term Loans from specified excess cash
flows from operations and from the net proceeds of specified types
of asset sales, insurance recoveries, and equity offerings.  The
Term Loan Credit Agreement requires the Company to make mandatory
prepayments if the Company generates excess cash flow during the
period from March 1 of each year to Sept. 30 of the same year and
from Oct. 1 of each year to the last day of February of the
following year, payable on Oct. 30 and March 31 of each year.

Any mandatory prepayments due are reduced dollar-for-dollar by the
amount the Company is required to repay under the Credit and
Security Agreement with respect to such excess cash flow or other
net proceeds.  The Company may voluntarily prepay the Term Loans at
any time without premium or penalty.  All repayments of the Term
Loans made after the first anniversary of the Effective Date, but
prior to the second anniversary of the Effective Date, whether
voluntary or mandatory, required the payment of a prepayment
premium in an amount equal to 5.0% of the principal amount of Term
Loans repaid or prepaid on such date.

Interest on the Term Loans accrued at an annual rate equal to (a)
8.0% during the first year following the Effective Date, (b) 11.0%
during the second year following the Effective Date, and currently
accrues at 12.0% during the third year following the Effective
Date.  An additional 2.0% default rate also applies in certain
instances described in the Term Loan Credit Agreement.

In February 2015, Neebo announced that Steve Clemente, Chief
Executive Officer and President, resigned effective as of Feb. 20,
2015.  Chief Strategy Officer, Ben Riggsby, was appointed to
interim Chief Executive Officer and President.

A copy of the Company's Condensed Consolidated Financial Statements
is available for free at http://is.gd/gaDunD

                        About Nebraska Book

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

As reported by the Troubled Company Reporter on July 5, 2012,
Richard Piersol at Lincoln Journal Star reported that Nebraska Book
Co. Inc. emerged from Chapter 11 bankruptcy, smaller, less
debt-ridden and under new ownership, but with a commitment to renew
aggressive growth in the tough and changing world of college
retailing.


NEOMEDIA TECHNOLOGIES: Reports $2.46 Million Net Loss for 2014
--------------------------------------------------------------
NeoMedia Technologies, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$2.46 million on $3.51 million of revenues for the year ended
Dec. 31, 2014, compared to net income of $28.46 million on $4.29
million of revenues in 2013.

As of Dec. 31, 2014, NeoMedia had $1.28 million in total assets,
$39.6 million in total liabilities, all current, $4.33 million in
series C convertible preferred stock, $348,000 in series D
convertible preferred stock and a $42.9 million total shareholders'
deficit.

StarkSchenkein, LLP, in Denver, CO, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014.  The independent auditors noted that the
Company has suffered recurring losses from operations, has
significant working capital and shareholder deficits and may have
ongoing requirements for additional capital investment.  These
factors, the auditors noted, raise substantial doubt about the
Company's ability to continue as a going concern.

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

                        http://is.gd/Z6kCNK

                    About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies provides mobile barcode
scanning solutions.  The Company's technology allows mobile
devices with cameras to read 1D and 2D barcodes and provide "one
click" access to mobile content.


OCWEN FINANCIAL: Taps Turnaround Advisers After Latest Loss
-----------------------------------------------------------
Law360 reported that Ocwen Financial Corp. has retained advisory
firms to explore potential debt adjustments amid revelations that
the mortgage servicer would record a potential $420 million
non-cash write-off and accelerate its exit from servicing
government-backed home loans.

According to the report, citing a company statement, turnaround
shop Moelis & Co. and investment bank Barclays Capital Inc. are
helping Ocwen executives evaluate strategic options including
capital structure adjustments.

                          *     *     *

The Troubled Company Reporter, on Jan. 29, 2015, reported that
Moody's Investors Service has affirmed Ocwen Financial
Corporation's Corporate Family Rating at B3; Senior Secured Bank
Credit Facility at B3; Senior Unsecured Debt at Caa1, following the
developments with respect to Ocwen's settlement with the California
Department of Business Oversight (DBO), along with the potential
exposure to other investigations, litigation and claims that exist
or could be prompted by recent actions taken by regulators and
stakeholders.


PHILLIPS BROTHERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Phillips Brothers Machine Co., Inc.
        1198 Shattuck Industrial Blvd.
        Lafayette, GA 30728

Case No.: 15-10870

Chapter 11 Petition Date: March 4, 2015

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: Hon. Shelley D. Rucker

Debtor's Counsel: Jerrold D. Farinash, Esq.
                  FARINASH & HAYDUK
                  100 West ML King Blvd., Suite 816
                  Chattanooga, TN 37402
                  Tel: 423- 805-3100
                  Fax: 423-805-3101
                  Email: jdf@fandhlawfirm.com

Total Assets: $2.58 million

Total Liabilities: $3.58 million

The petition was signed by Randall E. Phillips, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tneb15-10870.pdf


PHOENIX PAYMENT: Judge Extends Deadline to Remove Suits to May 4
----------------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath has given Phoenix Payment
Systems Inc. until May 4, 2015 to file notices of removal of
lawsuits involving the company.

                      About Phoenix Payment

Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and technology
headquarters in Phoenix, Arizona.  It provides acceptance,
processing, support, authorization and settlement services for
credit card, debit card and e-check payments.

Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.

Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4, 2014,
to quickly sell its assets.

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.  The Debtor
disclosed $7.23 million in assets and $14.1 million in liabilities
as of the Chapter 11 filing.

Judge Mary F. Walrath presides over the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A. Terranova,
Esq., at Richards Layton & Finger, P.A., in Wilmington, Delaware.

The Debtor's banker and financial advisor is Raymond James &
Associates, Inc., while Bederson, LLC, is the Debtor's accountant.
PMCM, LLC, provides advisory services and executive leadership to
the Debtor.  The Debtor's claims and noticing agent is Omni
Management Group, LLC.

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors.  The Committee tapped to
retain Lowenstein Sandler LLP, and White and Williams LLP as its
co-counsel; Alvarez & Marsal North America, LLC as its financial
consultant.

                          *     *     *

Phoenix Payment Systems, Inc., on Dec. 23, 2014, filed with the
U.S. Bankruptcy Court for the District of Delaware a joint plan of
reorganization and disclosure statement, which provide that the
reorganized debtor will continue to operate.

The Reorganized Debtor Assets will revest in the reorganized debtor
and the remainder, which is a majority of the Debtor's assets,
including the proceeds from the sale, will be transferred to a
liquidating trust for distribution to creditors and stockholders.

The Debtor estimates that it will be able to make an initial
distribution of not less than $27.5 million of cash on the
effective date.  The Debtor estimates that the holders of General
Unsecured Claims, the Frascella Claims and the Schubiger Claims
will receive 90% of the amounts of their claims from the initial
distribution.



PHOTOMEDEX INC: Lenders Extend Forbearance Until April 2016
-----------------------------------------------------------
PhotoMedex, Inc., and its subsidiaries has entered into a second
amended and restated forbearance agreement with the lenders that
are parties to the credit agreement dated May 12, 2014, and with JP
Morgan Chase, as administrative agent for the Lenders pursuant to
which the Lender have agreed to forbear from exercising their
rights and remedies with respect to certain events of default from
Aug. 25, 2014, until April 1, 2016, or earlier if an event of
default occurs, according to a document filed with the Securities
and Exchange Commission.

Under the Credit Agreement, the Company obtained $85 million in
senior secured credit facilities, which included a $10 million
revolving credit facility and a $75 million four-year term loan.
The balance of the principle indebtedness has been reduced to
$40,568,203, following the sale of the Company's subsidiary,
LCA-Vision, Inc., and the application of the proceeds from that
sale to the outstanding balance of the Facilities.  

The Credit Agreement contained financial covenants, including a
maximum leverage covenant and a minimum fixed charge covenant,
which the Company is required to maintain; the targets for those
covenants are determined quarterly based on a rolling average of
the past four quarters of financial data.  

As previously disclosed, the Company had failed to meet both
financial covenants for the fiscal quarters ending prior to
Dec. 31, 2014, and consequently is in default of the Facilities.
On Aug. 4, 2014, the Company received a notice of default and a
reservation of rights from Chase and engaged a third-party
independent advisor to assist the Company in negotiating a longer
term solution to the defaults.  The parties had entered into an
initial Forbearance Agreement on Aug. 25, 2014.  The parties had
also entered into an Amended and Restated Forbearance Agreement
dated Oct. 31, 2014.

Under the provisions of the Second Amended Forbearance Agreement,
the Company will not have to comply with certain financial
covenants for the Forbearance Period, and that any failure to do so
will not constitute a default or event of default.  However, the
Company will have to meet certain minimum EBITDA targets for the
quarters ending March 31, 2015, June 30, 2015, Sept. 30, 2015, and
Dec. 31, 2015.

The Company continues to retain the services of both Getzler
Henrich & Assoc. LLC, a third-party independent business advisor,
as well as Canaccord Genuity, Inc., a banking and financial
services company, and has also retained the services of Nomura
Securities International, Inc., also a banking and financial
services company.  During the Forbearance Agreement, the Company
and these advisors will continue to prepare and distribute offering
memoranda and other marketing materials to prospective lenders with
regard to a proposed credit facility for the Company, the proceeds
of which would be in an amount sufficient to repay in full and in
cash the Company's remaining obligations under the Facilities, and
to explore other strategic alternatives.

A full-text copy of the Amended Forbearance Agreement is available
for free at http://is.gd/cuEAdq

                          About PhotoMedex

PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients.  The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.

As reported by the TCR on Nov. 11, 2014, PhotoMedex had
entered into an Amended and Restated Forbearance Agreement with
respect to its Credit Agreement dated May 12, 2014, and the
Initial Forbearance Agreement dated Aug. 25, 2014, by and among
the Company, as borrower and the lenders, and JPMorgan Chase Bank,
N.A., acting on behalf of secured creditors as the administrative
agent.  Subject to the terms of the Amended Forbearance Agreement,
for a period until Feb. 28, 2015, the Administrative Agent will
forbear from exercising any remedies relating to specified
defaults by the Company under the Credit Agreement.

The Company's balance sheet at Sept. 30, 2014, showed $277 million
in assets, $138 million in total liabilities, and $140 million of
total stockholders' equity.


PILGRIM'S PRIDE: Moody's Lifts CFR to Ba3 & Rates $500MM Notes B2
-----------------------------------------------------------------
Moody's Investors Service, Inc. upgraded the Corporate Family
Rating of Pilgrim's Pride Corporation to Ba3 from B1 and assigned a
B2 rating to proposed $500 million of 10-year senior unsecured
notes being offered.  Moody's also affirmed the company's SGL-1
Speculative Grade Liquidity rating.  The outlook is stable.

The rating upgrade reflects that Pilgrim's has clarified its
near-term intentions regarding its debt capital structure following
the recent $1.5 billion special dividend and related long-term debt
financings.  Moody's believes that the contemplated capital
structure, which includes approximately $1.5 billion of debt,
implies a sustainably moderate financial profile through the
protein cycle that is supportive of the Ba3 Corporate Family
Rating.

Pilgrim's Ba3 Corporate Family Rating is supported by the company's
position as one of the world's largest chicken processors, moderate
financial leverage, and strong operating performance in recent
years, reflecting favorable industry conditions and a more
effective operating strategy.  These strengths are balanced against
the company's narrow focus in the cyclical US chicken processing
industry, which historically has generated volatile earnings and
narrow profit margins.  The rating also reflects the company's
willingness to pursue aggressive leveraged acquisitions evidenced
by last year's unsuccessful $7.7 billion bid for The Hillshire
Brands Company that ultimately was topped by Tyson Foods, Inc (Baa3
stable).

Pilgrim's Pride's ratings incorporate Moody's anticipation of a
wide range of operating performance that is typical in the cyclical
US chicken processing industry.  At the top of the cycle, Moody's
expects financial leverage to be very modest relative to the rating
category.  Conversely, at the bottom of the cycle, the rating can
often tolerate financial leverage that is well outside normal
bounds for a limited period of time.  Importantly, high earnings
volatility should be balanced against abundant access to cash and
external sources of liquidity.

Pilgrim's Pride Corporation:

Ratings upgraded:

-- Corporate Family Rating to Ba3 from B1;

-- Probability of Default Rating to Ba3-PD from B1-PD;

Rating assigned:

-- Senior unsecured debt due 2025 at B2 (LGD5);

Rating affirmed:

-- Speculative Grade Liquidity rating at SGL-1.

Moody's had anticipated that Pilgrim's would eventually add
financial leverage to optimize its capital structure — either
through acquisitions or shareholder distributions — after the
company redeemed its $500 million 7.875% senior notes in December,
leaving it virtually debt-free.

On Jan. 14, 2015, Pilgrim's declared a special cash dividend of
approximately $1.5 billion that was paid on Feb. 17, 2015.  The
company funded the dividend with a combination of cash on hand and
$1.160 billion of borrowings under a $1.7 billion credit facility,
consisting of a $1 billion term loan and a $700 million asset based
revolving credit line.  The company plans to use $350 million of
the note proceeds to reduce term loan debt.  The remainder will be
used to partially fund the pending $400 million acquisition of
Tyson de Mexico.

Pilgrim has benefited from peak conditions in the poultry industry
in recent years, including low feed costs and firm chicken prices,
which allowed it to generate record EBITDA of over $1.3 billion in
2014 and dramatically widen its profit margins.  The company
reported an EBITDA margin of 17.4% in the fourth quarter of fiscal
2014 compared to 9.6% in the prior year and a 6% median EBITDA
margin over the past 16 quarters.  As profit margins eventually
begin to move toward a normalized range as Moody's anticipates will
happen later this year, Pilgrim's should be able to comfortably
sustain debt/EBITDA below 2 times through the cycle, assuming debt
levels remain at or below $1.5 billion .

Moody's would consider upgrading Pilgrim's ratings if the company
is able to maintain at least 6% operating profit margins and
generate positive free cash flow. Additionally, the company would
have to sustain debt to EBITDA below 2.0 times and liquidity (cash
and backup availability) of at least $1 billion before an upgrade
would be considered.  The ratings could be lowered if Pilgrim's
pursues a major leveraged acquisition or if fundamentals in the
U.S. chicken industry deteriorate such that Pilgrim's experiences a
prolonged period of negative free cash flow, or if liquidity falls
materially below $750 million.

The principal methodology used in these ratings was Global Protein
and Agriculture Industry published in May 2013.  Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Headquartered in Greeley, Colorado, Pilgrim's Pride Corporation
(NASDAQ: PPC) is the second largest chicken producer in the world,
with operations in the United States, Mexico and Puerto Rico.  The
company produces, processes, markets and distributes fresh, frozen
and value-added chicken products to foodservice customers,
distributors and retail operators worldwide.  Last year, after its
unsuccessful billion bid for The Hillshire Brands Company,
Pilgrim's agreed to a smaller deal to purchase Tyson's poultry
business in Mexico for $400 million.  The transaction is expected
to close this month, pending regulatory approval.

For the twelve months ended Dec. 28, 2014, Pilgrim's revenues
approximated $8.6 billion.  Pilgrim's Pride is controlled by São
Paulo, Brazil based JBS, S.A. (Ba3 stable), the largest processor
of protein in the world, through an indirect 75.5% equity ownership
stake.



PILGRIM'S PRIDE: S&P Assigns 'BB' Rating on $500MM Sr. Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its issue-level and
recovery ratings to Pilgrim's Pride Corp.'s (PPC) proposed rule
144A $500 million senior unsecured notes.  S&P assigned a 'BB'
issue rating to the notes, and assigned a recovery rating of '3',
indicating S&P's expectations for meaningful recovery (50% to 70%)
in the event of a payment default.  S&P's recovery expectations are
in the upper half of the 50% to 70% range.  Net proceeds of the
bond issue will primarily repay $350 million of outstanding
revolver borrowings with which the company funded the special
dividend to shareholders paid on Feb. 17, 2015.  S&P expects PPC
will have approximately $1.6 billion of adjusted debt outstanding
at the close of the transaction.

The ratings reflect S&P's belief that the special dividend is
consistent with the company's existing financial policy, which
includes increasing debt leverage over time via shareholder returns
and acquisitions to a target debt-to-EBITDA ratio of between 2x and
3x.  S&P believes the company will sustain its improved EBITDA into
2015 given the still-favorable outlook for the U.S. poultry
industry, which is benefiting from a combination of low feed costs,
a low risk of overproduction in the near term, and higher aggregate
beef and pork prices that support demand substitution to poultry
offerings.  S&P's "intermediate" financial risk and "fair" business
risk profile assessment for PPC remain unchanged, and result in a
higher stand-alone credit profile for PPC than its 'BB' corporate
rating.  However, S&P caps the corporate credit rating at 'BB', the
same as that of parent company JBS, reflecting JBS' majority
ownership of PPC and S&P's belief that PPC is a "strategically
important" subsidiary.

RATINGS LIST

Pilgrim's Pride Corp.
Corporate credit rating                 BB/Positive/--

Ratings Assigned
Pilgrim's Pride Corp.
Senior unsecured
  $500 mil. notes                        BB
   Recovery rating                       3H



PLUG POWER: Needs More Time to File Form 10-K
---------------------------------------------
Plug Power Inc. filed with the Securities and Exchange Commission a
Form 12b-25 to delay the filing of its annual report on Form 10-K
for the period ended Dec. 31, 2014.

Plug Power said it has experienced unforeseen delays in collecting,
compiling and finalizing certain financial and other related data
necessary to complete the Report, particularly data relating to a
substantially higher level of complex customer transactions.

The Company is currently unable to provide a reasonable estimate of
the results or the anticipated change from prior period results.

The Report will be filed on or before the 15th calendar day
following the prescribed due date.

                         About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

Plug Power reported a net loss attributable to common shareholders
of $62.8 million in 2013, a net loss of $31.9 million in 2012
and a net loss of $27.5 million in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $212 million
in total assets, $46.8 million in total liabilities, $1.15 million
in redeemable preferred stock, and $164 million in total
stockholders' equity.

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, funding the growth in our
GenKey "turn-key" solution which also includes the installation of
our customer's hydrogen infrastructure as well as delivery of the
hydrogen molecule, and continued development and expansion of our
products.  Our ability to achieve profitability and meet future
liquidity needs and capital requirements will depend upon numerous
factors, including the timing and quantity of product orders and
shipments; the timing and amount of our operating expenses; the
timing and costs of working capital needs; the timing and costs of
building a sales base; the timing and costs of developing
marketing and distribution channels; the timing and costs of
product service requirements; the timing and costs of hiring and
training product staff; the extent to which our products gain
market acceptance; the timing and costs of product development and
introductions; the extent of our ongoing and any new research and
development programs; and changes in our strategy or our planned
activities.  If we are unable to fund our operations, we may be
required to delay, reduce and/or cease our operations and/or seek
bankruptcy protection," the Company stated in its quarterly report
for the period ended Sept. 30, 2014.


PRONERVE HOLDINGS: Has Interim Authority to Tap $800,000 DIP Loan
-----------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware gave ProNerve Holdings, LLC, et al., interim authority
to obtain postpetition financing in the amount of $800,000 from
SpecialtyCare IOM Services, LLC, and use cash collateral securing
its prepetition indebtedness from SpecialtyCare.

At the final hearing, the Debtors will seek approval to tap
postpetition financing in an amount up to $2.5 million.  The
Debtors, as of the Petition Date, owed SpecialtyCare $43,176,850.

A final hearing is scheduled for March 19, 2015.  Objections, if
any, to the final approval of the request must be submitted no
later than seven days before the final hearing.

A full-text copy of the Interim Order with Budget is available at
http://bankrupt.com/misc/PRONERVEcashcol0226.pdf

The DIP Lender and the Prepetition Lender is represented by:

         Debra A. Dandeneau, Esq.
         WEIL, GOTSHAL & MANGES LLP
         767 Fifth Avenue
         New York, NY 10153
         E-mail: debra.dandeneau@weil.com

            -- and --

         Paul N. Heath, Esq.
         Zachary I. Shapiro, Esq.
         RICHARDS, LAYTON & FINGER, P.A.
         One Rodney Square
         920 North King Street
         Wilmington, DE 19801
         E-mail: heath@rlf.com
                shapiro@rlf.com

                       About ProNerve Holdings

Founded in 2008, ProNerve is headquartered in a suburb of Denver,
Colorado.  ProNerve and certain affiliated practice entities
provide intraoperative neurophysiologic monitoring services to
health systems, acute care hospitals, specialty hospitals,
ambulatory surgical centers, surgeons, and physician groups in
more
than 25 states.  

ProNerve Holdings, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015,
with a deal to sell assets to SpecialtyCare IOM Services, LLC for
a
credit bid of $35 million.  The cases are assigned to Judge Kevin
J. Carey.  The Debtors estimated assets and liabilities of $10
milllion to $50 million.

The Debtor has tapped Pepper Hamilton LLP as Delaware counsel,
McDermott Will & Emery LLP as general bankruptcy counsel and
The Garden City Group, Inc., as claims and noticing agent.


PRONERVE HOLDINGS: Proposes March 27 Auction of Assets
------------------------------------------------------
ProNerve Holdings, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to sell substantially
all of their assets to SpecialtyCare IOM Services, LLC.

The basin purchase price set forth in the stalking horse agreement
between the Debtors and SpecialtyCare is $35 million, in the form
of a credit bid, plus the assumption of certain liabilities and the
cure costs for assumed contracts.

To maximize the value of their assets, the Debtors ask the Court to
approve procedures governing the bidding and auction of their
assets.  The Debtors propose that to qualify as a "Qualified
Bidder," a bidder must submit a "Qualified Bid" no later than March
20, 2015.  A Qualified Bid must contain a purchase price in an
amount equal to the sum of $35,000,000, the stalking horse
protections amounting to $520,000 for break-up fee and expense
reimbursement, plus $150,000.

If the Debtors receive more than one bid, an auction will take
place on March 27, commencing at 10:00 a.m. (prevailing Eastern
Time), at the office of McDermott Will & Emery LLP, at 340 Madison
Avenue, in New York.

                      About ProNerve Holdings

Founded in 2008, ProNerve is headquartered in a suburb of Denver,
Colorado.  ProNerve and certain affiliated practice entities
provide intraoperative neurophysiologic monitoring ("IOM") services
to health systems, acute care hospitals, specialty hospitals,
ambulatory surgical centers, surgeons, and physician groups in more
than 25 states.

ProNerve Holdings, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015,
with a deal to sell assets to SpecialtyCare IOM Services, LLC for a
credit bid of $35 million.

The cases are assigned to Judge Kevin J. Carey.

The Debtor tapped Pepper Hamilton LLP as counsel, and The Garden
City Group, Inc., as claims and noticing agent.



PRONERVE HOLDINGS: Seeks to Employ McDermott as Bankruptcy Counsel
------------------------------------------------------------------
ProNerve Holdings, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ McDermott
Will & Emery LLP as attorneys.

McDermott will render the following legal services:

   (a) advising the Debtors with respect to their powers and duties
as debtors in possession in the continued management and operation
of their business and properties;

   (b) advising and consulting on the conduct of these Chapter 11
Cases, including all of the legal and administrative requirements
of operating in chapter 11;

   (c) attending meetings and negotiating with representatives of
the Debtors' creditors and other parties in interest;

   (d) taking all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including objections to claims
filed against the Debtors' estates;

   (e) preparing pleadings in connection with these Chapter 11
Cases, including motions, applications, answers, orders, reports,
and papers necessary or otherwise beneficial to the administration
of the Debtors' estates;

   (f) representing the Debtors in connection with obtaining
authority to continue using cash collateral and postpetition
financing;

   (g) advising the Debtors in connection with any potential sale
of assets;

   (h) appearing before the Court and any appellate courts to
represent the interests of the Debtors' estates;

   (i) advising the Debtors regarding tax matters;

   (j) advising the Debtors regarding health and regulatory
matters;

   (k) taking any necessary action on behalf of the Debtors to
negotiate, prepare, and obtain approval of a disclosure statement
and confirmation of a Chapter 11 plan and all documents related
thereto; and

   (l) performing all other necessary legal services for the
Debtors in connection with the prosecution of these Chapter 11
Cases, including: (i) analyzing the Debtors' leases and contracts
and the assumption and assignment or rejection thereof; (ii)
analyzing the validity of liens against the Debtors; and (iii)
advising the Debtors on corporate and litigation matters.

McDermott's current hourly rates for matters related to the Chapter
11 Cases range as follows:

      Partners                 $600-$1,025
      Counsel                  $415-$1,000
      Associates               $405-$690
      Paraprofessionals        $135-$475

McDermott also seeks reimbursement for any necessary out-of-pocket
expenses incurred in connection with its representation of the
Debtors.

During the one-year period preceding the Petition Date, the total
aggregate  amount of fees earned and expenses incurred by McDermott
on behalf of the Debtors was approximately $1,129,011.  During the
same period, the Debtors paid McDermott an aggregate of amount of
approximately $795,737 on account of fees earned and expenses
incurred.  In connection with  prepetition services rendered by
McDermott to the Debtors concerning preparation of the Chapter 11
Cases, the Debtors paid McDermott an advance retainer in the amount
of $225,000 on January 21, 2015, with a subsequent replenishment in
the amount of $395,000 on February 13, 2015.  The January 21
advance retainer was applied to McDermott's invoice dated February
5, 2015, covering work performed on behalf of the Debtors during
the month of January 2015.  The February 13 advance retainer was
applied to McDermott's invoice dated February 24, 2015, covering
work performed on behalf of the Debtors during the month of
February 2015.  As of the Petition Date, all retainer amounts have
been fully exhausted.  

McDermott has waived a total of $333,274 in prepetition fees and
expenses that were due and owing by the Debtors as of the Petition
Date.

Timothy W. Walsh, Esq., a partner at McDermott, assures the Court
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code, as modified by Section
1107(b); and does not hold or represent any interest adverse to the
Debtors' estates.

                      About ProNerve Holdings

Founded in 2008, ProNerve is headquartered in a suburb of Denver,
Colorado.  ProNerve and certain affiliated practice entities
provide intraoperative neurophysiologic monitoring ("IOM")
services
to health systems, acute care hospitals, specialty hospitals,
ambulatory surgical centers, surgeons, and physician groups in
more
than 25 states.  

ProNerve Holdings, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015,
with a deal to sell assets to SpecialtyCare IOM Services, LLC for
a
credit bid of $35 million.

The cases are assigned to Judge Kevin J. Carey.

The Debtor tapped Pepper Hamilton LLP as counsel, and The Garden
City Group, Inc., as claims and noticing agent


PULSE ELECTRONICS: Oaktree Reports 68.8% Stake as of Feb. 28
------------------------------------------------------------
OCM PE Holdings, L.P., Oaktree Fund GP, LLC, Oaktree Fund GP I,
L.P., et al., et al., beneficial owners of 12,065,441 shares of
common stock of Pulse Electronics Corporation, which represents
68.8 percent of the shares outstanding as of Feb. 28, 2015, intend
to effectuate a going-private transaction of the Issuer, according
to a document filed with the Securities and Exchange Commission.

On Feb. 28, 2015, the Issuer entered into an investment agreement
and Agreement and Plan of Merger with OCM PE Holdings, L.P., and
OCM PE Merger Sub, Inc., a wholly-owned subsidiary of OCM PE.  

The Merger Agreement provides for the following transactions: (i)
the extension of a loan by OCM PE or its affiliates to the Issuer
in the amount of $8.5 million within 30 days of the date of the
Merger Agreement, subject to the execution of mutually acceptable
definitive loan documentation; (ii) at the closing, the
contribution by OCM PE of $17 million in cash less the principal
amount of the Loan, if any, to the Issuer, and the conversion of
any such Loan, in exchange for such number of shares of Common
Stock as will be determined by dividing the aggregate investment
amount of $17 million by $1.50, with the result that OCM PE and its
affiliates will own in excess of 80% of the outstanding shares of
Common Stock; and (iii) following the consummation of the
Investment, the short-form merger of Merger Sub with and into the
Issuer, with the Issuer continuing as the surviving corporation.

Upon the consummation of the Merger, each outstanding share of
Common Stock will be cancelled and converted into the right to
receive cash in an amount equal to $1.50 per share, without
interest.  Following the Merger, the Issuer will terminate its
reporting obligations to the Securities and Exchange Commission
under the Securities Exchange Act of 1934, as amended, and the
Common Stock will no longer be publicly traded on the
over-the-counter markets.

A copy of the regulatory filing is available for free at:

                        http://is.gd/weAGcM

                      About Pulse Electronics

San Diego, California-based Pulse Electronics Corporation --
http://www.pulseelectronics.com/-- is a global producer of
precision-engineered electronic components and modules, operating
in three business segments: Network product group; Power product
group; and Wireless product group.

As reported by the TCR on July 8, 2013, the Company dismissed
KPMG LLP as its independent registered public accounting
firm.  Grant Thornton LLP was hired as replacement.

Pulse Electronics reported a net loss of $27.02 million on
$356 million of net sales for the year ended Dec. 27, 2013, as
compared with a net loss of $32.09 million on $373 million of net
sales for the year ended Dec. 28, 2012.

The Company's balance sheet at Sept. 26, 2014, showed $179 million
in total assets, $250 million in total liabilities, and a
$71.5 million shareholders' deficit.


PULSE NETWORK: Has Limited Resources and Operating History
----------------------------------------------------------
The Pulse Network, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $987,000 on $2.2 million of net sales for the three
months ended Dec. 31, 2014, compared with a net loss of $148,700 on
$1.04 million of net sales for the same period in the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $3.55 million
in total assets, $8.23 million in total liabilities, $225,000 in
redeemable common stock and total stockholders' deficit of $4.91
million.

The Company has limited resources and operating history.  As shown
in the accompanying financial statements, as of Dec. 31, 2014 the
Company has an accumulated deficit of approximately $5.69 million
and has negative working capital of approximately $5.54 million.
The future of the Company is dependent upon its ability to obtain
financing and upon future profitable operations from the
development of new business opportunities.  Management has plans to
seek additional capital through private placements and public
offerings of its common stock.  There can be no assurance that the
Company will be successful in accomplishing its objectives.
Without such additional capital, the Company may be required to
cease operations.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern, according to
the regulatory filing.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/TYMbRq
                          
The Pulse Network, Inc., formerly iSoft International Inc., is
engaged in the development and operation of online games for social
networking Websites.  On Jan. 31, 2014, The Pulse Network launched
a cloud-based comprehensive content marketing platform which
empowers corporate marketers and event groups in their campaign
efforts.  The Company offers solutions such as Event Management,
which allows event groups to store all data related to each
individual tradeshow or conference they organize.  Online broadcast
offers new webinar player released with the cloud-based platform is
interactive solution.  Content Marketing Tools, which support the
cloud-based platform, include a content curation tool, syndication
and distribution tools, social sharing, newsletter creation,
analytics and reporting, and prospect management, among others.


QUANTUM FOODS: Gets Approval to Settle Avoidance Claims
-------------------------------------------------------
Quantum Foods LLC's official committee of unsecured creditors
received approval from the U.S. Bankruptcy Court in Delaware to
settle the company's so-called avoidance claims.

The settlement agreements require All American Chemical Company,
UMR Inc., Wetoska Packaging Distributors Corp. and Wilkinson Foods
International Ltd. to pay back the money and assets they received
from Quantum Foods within 90 days prior to its bankruptcy filing.

Quantum Foods will receive a total of $105,119 under the settlement
agreements, according to court filings.

Meanwhile, the bankruptcy court will hold a hearing on March 17 to
consider approval of a settlement agreement between the unsecured
creditors' committee and Ceridian Corp.

If approved, the committee would receive $7,500 from Ceridian as
payment for Quantum Foods' avoidance claim against the company.

                     About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois,
Quantum Foods, LLC -- http://www.quantumfoods.com/-- provides
protein products made from beef, poultry and pork.

Quantum Foods LLC and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to CTI
Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Daniel J.
McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr,
Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq.,
Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, serve as local counsel.  City
Capital Advisors is the investment banker.  FTI Consulting, Inc.
also serves as advisor. BMC Group is the claims and notice agent.

The U.S. Trustee for Region 3 appointed five members to the
official committee of unsecured creditors in the case.  The
Committee has retained Triton Capital Partners, Ltd. as financial
advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq.,
Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert
C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel.

Raging Bull is represented in the case by Van C. Durrer II, Esq.,
at Skadden Arps Slate Meagher & Flom LLP.  Crystal Finance LLC is
represented by David S. Berman, Esq., at Riemer & Braunstein LLP.


RADIOSHACK CORP: Court Approves Key Employee Incentives
-------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware approved RadioShack Corp., et al.'s key
employee incentive program and key employee retention program in
terms agreed to by the Official Committee of Unsecured Creditors.

The order authorized the Debtors to offer and pay stage two of the
KEIP in the reduced amount of $250,000 and stage three in the same
reduced amount.  The total maximum value of the KEIP is $1,500,000,
while the total maximum value of the KERP is $1,000,000, Law360
reported.  The KEIP Participants have also agreed to waive any
rights to termination bonuses or other similar payments.

The original total maximum value of the proposed bonuses was
$2,000,000.  The programs covers eight executive employees and up
to 30 non-insider employees, who, according to the Debtors, have
institutional knowledge and skill that are essential to maximizing
the value of the Debtors' estates during the bankruptcy cases.

Peg Brickley, writing for Daily Bankruptcy Review, reported that
the Creditors' Committee said it has negotiated a resolution with
the company over the pay-enhancement request.  The Creditors'
Committee is given the right to be notified before the Debtors add
any additional KERP Participants and approve any payment that are
made from the Discretionary Pool to current KERP Participants.

The U.S. Trustee, who objected to the proposed payments complaining
that the program was designed to reward executives with bonuses
that aren't tied to any measurable incentives related to the sale
process, is given the right to object to any changes to the
payments or the participants under the KERP.

The order further states that the Program Participants are not
eligible to receive severance payments in the Debtors' bankruptcy
cases.

                   About Radioshack Corporation

Fort Worth, Texas-based RadioShack (NYSE: RSH) --
http://www.radioshackcorporation.com/-- is a retailer of mobile
technology products and services, as well as products related to
personal and home technology and power supply needs.  RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.

RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015.  The petitions were signed by Joseph C. Maggnacca,
chief executive officer.  Judge Kevin J. Carey presides over the
case.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.  David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.  Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor.  Maeva Group, LLC, is the Debtors'
turnaround advisor.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  A&G Realty Partners is the Debtors' real
estate advisor.  Prime Clerk is the Debtors' claims and noticing
agent.

The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.

Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011.  The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities,
and a $63 million total shareholders' deficit.

The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors.


RANCH 967: Section 341 Meeting Scheduled for March 31
-----------------------------------------------------
Ranch 967 LLC will hold its meeting of creditors on March 31, 2015,
at 1:00 p.m. at Austin Room 1500.  Creditors have until June 29,
2015, to submit their proofs of claim.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Ranch 967 LLC, a single asset real estate, filed a Chapter 11
bankruptcy petition (Bankr. W.D. Tex. Case No. 15-10314) on
March 3, 2015.  The petition was signed by Frank J. Carmel as
managing member.  The Debtor estimated assets and liabilities of
$10 million to $50 million.  Eric J. Taube, Esq., at Hohmann Taube
& Summers, LLP, represents the Debtor as counsel.  Judge Tony M.
Davis presides over the case.


REGENT PARK: Wants to Pay Claims from Non-Estate Escrow Funds
-------------------------------------------------------------
Regent Park Capital, LLC, asks the Bankruptcy Court for
authorization to pay non-estate escrow funds in satisfaction of
certain unsecured claims.

Pursuant to the loan documents between the Debtor and certain
underlying borrowers, the escrow borrowers made payments to the
Debtor to be held in escrow for payment of taxes and insurance.

The Debtor states that escrow funds are held in a separate account
at PlainsCapital Bank.  The Debtor has no equitable interest in the
escrow funds, and the Escrow Funds are not property of the estate
under 11 U.S.C. Sec. 541.

The Debtor holds escrow funds in the escrow account on behalf of
these escrow borrowers:

         Borrower                           Escrow Funds
         --------                           ------------
         Pedro Bautista                       $1,370
         Dominga Hurtado‐Nava                   $963
         Carol Ann Mateo                      $3,292
         Kathy Vasquez                        $2,821
         DeShawn Crawford                       $470
                                            ------------
            Balance                           $8,918

                    About Regent Park Capital

Regent Park Capital, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tex. Case No. 14-11731) on Nov. 21, 2014.  The
petition was signed by Lester N. Pokorne as managing member.
The Debtor estimated assets of $10 million to $50 million and
liabilities of $1 million to $10 million.



RETROPHIN INC: Gets Nasdaq 'Letter of Reprimand'
------------------------------------------------
Retrophin, Inc., received a public letter of reprimand from The
Nasdaq Stock Market LLC in connection with the Company's failure to
comply with the shareholder approval requirement of Nasdaq Listing
Rule related to the Company's grant of stock options and restricted
stock to employees, according to a document filed with the
Securities and Exchange Commission.

The Company previously granted its employees 2,444,500 shares of
its common stock from Feb. 24, 2014, through Aug. 18, 2014.
Pursuant to a plan of compliance that had been previously approved
by Nasdaq, among other things, the Company's stockholders ratified
the issuance of 2,158,000 of the Equity Awards at a special meeting
of stockholders held on Feb. 3, 2015.

In the Letter, Nasdaq maintains the interests of the Company's
shareholders were not materially adversely affected by the matters,
and while not having been cured, the violation was remediated to
the extent possible.  Accordingly, Nasdaq believes that the
delisting of the Company's securities is not an appropriate
sanction.

The issuance of the Letter of Reprimand completes Nasdaq's review.


                          About Retrophin

Retrophin, Inc., develops, acquires and commercializes therapies
for the treatment of serious, catastrophic or rare diseases.  The
Company offers Chenodal(R), a treatment for gallstones;
Vecamyl(R), a treatment for moderately severe to severe essential
hypertension and uncomplicated cases of malignant hypertension;
and Thiola, for the prevention of kidney stone formation in
patients with severe homozygous cystinuria.

Retrophin reported a net loss of $33.8 million in 2013 following a
net loss of $30.3 million in 2012.

The Company's balance sheet at Sept. 30, 2014, showed $146 million
in total assets, $156 million in total liabilities, and a
stockholders' deficit of $10.2 million.

"Management believes that the Company will continue to incur losses
for the immediate future.  For the nine months ended
Sept. 30, 2014, the Company has generated revenue and is trying to
achieve positive cash flow from operations.  The Company's future
depends on the costs, timing, and outcome of regulatory reviews of
its product candidates, ongoing research and development, the
funding of planned or potential acquisitions, other planned
operating activities, and the costs of commercialization
activities, including ongoing, product marketing, sales and
distribution.  The Company expects to finance its cash needs from
results of operations and depending on the results of operations,
the Company may need additional private and public equity offerings
and debt financings, corporate collaboration and licensing
arrangements and grants from patient advocacy groups, foundations
and government agencies.  Although management believes that the
Company has access to capital resources, there are no commitments
for financing in place at this time, nor can management provide any
assurance that such financing will be available on commercially
acceptable terms, if at all.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern,"
according to the quarterly report for the period ended Sept. 30,
2014.


RIVERWALK JACKSONVILLE: Gets OK to Use Cash Collateral Until March
------------------------------------------------------------------
The Bankruptcy Court continued until March 18, 2015, at 2:30 p.m.,
the hearing to consider the adequacy of the information in the
Disclosure Statement explaining Riverwalk Jacksonville Development,
LLC's Plan of Reorganization.

At the hearing, the Court will also consider approval of the
Debtor's request for an extension of its exclusive period to
propose a plan.

As reported in the TCR on Jan. 5, 2015, major secured creditor
Sabadell United Bank, National Association lodged an objection to
the approval of the Disclosure Statement, stating that the
Disclosure Statement contains no information regarding the terms of
an actual deal reached with the (undisclosed) buyer of the Wyndham
hotel property.  Sabadell holds a secured claim for $3.88 million
as of the Petition Date.

According to the Disclosure Statement, to fund the Plan, the Debtor
contemplates a transaction which will generate sufficient
funds on the Effective Date, to either pay all allowed claims in
full and/or to pay all allowed claims in full with the exception
of Sabadell and U.S. Century, whose debts will be cured on the
Effective Date.  The transaction will be sufficient as well to
generate funds sufficient to satisfy approved administrative
expenses on the Effective Date.

The payments under the Plan will result from the transaction with
the new owner of the Wyndham Hotel property.

The owner of the Wyndam Property located at the center of the RJD
Properties (the "doughnut hole") recently published a "Call to
Bid" on the purchase of the 322-room Wyndam hotel and Wyndam
Property, for Sept. 18, 2014.  The Call to Bid notice also
provided that a redevelopment opportunity was available by
assembling surrounding parcels (i.e., the RJD Properties) for a
mixed use project.  The Debtor has been actively engaging in
discussions with all of the serious interested parties to the
proposed Wyndam transaction.  Indeed, certain of the prospective
purchasers of the Wyndam property have sought out the Debtor. As
of this writing, the Wyndham Property owners have finally settled
on a purchaser.  The Wyndham Property owners and the purchaser are
negotiating a contract for sale and purchase of the Wyndham
Property.  The purchaser is simultaneously discussing a transaction
with RJD.  It is reasonably anticipated that the
purchaser/RJD Transaction will be the basis for the Distributions
contemplated by this Plan of Reorganization. It is anticipated
that, by the time of the Disclosure Statement hearing, the
relevant elements of a completed Transaction will be disclosable,
subject to certain confidentiality provisions.

The classification and treatment of claims under the Plan are:

A. Class 1 (Allowed Secured Claim of Duval County Tax Collector)
   will be paid in full on the Effective Date, and the Debtor
   reserves the right to seek reimbursement of all or a portion
   of the payment from Landry's.

B. Class 2 (Allowed Secured Claim of JEA) has set off this claim
   against the deposit, and therefore this claim already has been
   satisfied in full.

C. Class 3 (Allowed Secured Claim of Sabadell) will be paid in
   full on the Effective Date; or the Debtor will cure the
   default on the Sabadell Mortgage.

D. Class 4 (Allowed Secured Claim of U.S. Century) will be paid
   in full on the Effective Date; or the Debtor will cure the
   default on the Mortgage.

E. Class 5 (Allowed Priority Claim of the Florida Department of
   Revenue) will be paid in full on the Effective Date.

F. Class 6 (Allowed Priority Claim of Internal Revenue Service)
   will be paid in full on the Effective Date.

G. Class 7 (Allowed Unsecured Claim of CHLN, Inc.) will be paid
   in full on the Effective Date.

H. Class 8 (Allowed General Unsecured Claims) will be paid in
   full on the Effective Date.

I. Class 9 (Allowed Unsecured Claims of RJD Members) will be
   waived under the Plan.

J. Class 10 (Equity Holders) will be unaffected by this Plan.

A copy of the Disclosure Statement dated Nov. 11, 2014, is
available for free at

    http://bankrupt.com/misc/RIVERWALKJACKSONVILLE_65_ds.pdf

             About Riverwalk Jacksonville Development

Riverwalk Jacksonville Development, LLC, owns four parcel of real
property located in areas surrounding the Wyndham Hotel and
Convention Center. The properties comprise approximately 10.4
acres and constitute prime downtown commercial space. The
occupants of the area are a Chart House restaurant, various office
building and parking amenities.

Three of the four properties are encumbered to Sabadell and U.S.
Century Bank. There is, in fact, substantial equity in all of the
properties.

Riverwalk Jacksonville Development filed a Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 14-19672) on April 28, 2014, in Miami.
The Debtor estimated assets of at least $10 million and debts of at
least $1 million.  Geoffrey S. Aaronson, Esq., at Aaronson Schantz
P.A. serves as the Debtor's counsel.  Judge Laurel M Isicoff
oversees the case.

To fund the Plan, the Debtor contemplates a transaction which will
generate sufficient funds on the Effective Date, to either pay all
allowed claims in full or to pay all allowed claims in full with
the exception of Sabadell and U.S. Century, whose debts will be
cured on the Effective Date.  The transaction will be sufficient as
well to generate funds sufficient to satisfy approved
administrative expenses on the Effective Date.



RIVERWALK JACKSONVILLE: Plan Outline Hearing Continued March 18
---------------------------------------------------------------
The Bankruptcy Court continued until March 18, 2015, at 2:30 p.m.,
the hearing to consider the adequacy of the information in the
Disclosure Statement explaining Riverwalk Jacksonville Development,
LLC's Plan of Reorganization.

At the hearing, the Court will also consider approval of the
Debtor's request for an extension of its exclusive period to
propose a plan.

As reported in the TCR on Jan. 5, 2015, major secured creditor
Sabadell United Bank, National Association lodged an objection to
the approval of the Disclosure Statement, stating that the
Disclosure Statement contains no information regarding the terms of
an actual deal reached with the (undisclosed) buyer of the Wyndham
hotel property.  Sabadell holds a secured claim for $3.88 million
as of the Petition Date.

According to the Disclosure Statement, to fund the Plan, the Debtor
contemplates a transaction which will generate sufficient
funds on the Effective Date, to either pay all Allowed Claims in
full and/or to pay all Allowed Claims in full with the exception
of Sabadell and U.S. Century, whose debts will be cured on the
Effective Date.  The transaction will be sufficient as well to
generate funds sufficient to satisfy approved administrative
expenses on the Effective Date.

The payments under the Plan will result from the transaction with
the new owner of the Wyndham Hotel property.

The owner of the Wyndam Property located at the center of the RJD
Properties (the "doughnut hole") recently published a "Call to
Bid" on the purchase of the 322-room Wyndam hotel and Wyndam
Property, for Sept. 18, 2014.  The Call to Bid notice also
provided that a redevelopment opportunity was available by
assembling surrounding parcels (i.e., the RJD Properties) for a
mixed use project.  The Debtor has been actively engaging in
discussions with all of the serious interested parties to the
proposed Wyndam transaction. Indeed, certain of the prospective
purchasers of the Wyndam property have sought out the Debtor. As
of this writing, the Wyndham Property owners have finally settled
on a purchaser.  The Wyndham Property owners and the purchaser are
negotiating a contract for sale and purchase of the Wyndham
Property.  The purchaser is simultaneously discussing a transaction
with RJD.  It is reasonably anticipated that the
purchaser/RJD Transaction will be the basis for the Distributions
contemplated by this Plan of Reorganization. It is anticipated
that, by the time of the Disclosure Statement hearing, the
relevant elements of a completed Transaction will be disclosable,
subject to certain confidentiality provisions.

The classification and treatment of claims under the Plan are:

A. Class 1 (Allowed Secured Claim of Duval County Tax Collector)
   will be paid in full on the Effective Date, and the Debtor
   reserves the right to seek reimbursement of all or a portion
   of the payment from Landry's.

B. Class 2 (Allowed Secured Claim of JEA) has set off this claim
   against the deposit, and therefore this claim already has been
   satisfied in full.

C. Class 3 (Allowed Secured Claim of Sabadell) will be paid in
   full on the Effective Date; or the Debtor will cure the
   default on the Sabadell Mortgage.

D. Class 4 (Allowed Secured Claim of U.S. Century) will be paid
   in full on the Effective Date; or the Debtor will cure the
   default on the Mortgage.

E. Class 5 (Allowed Priority Claim of the Florida Department of
   Revenue) will be paid in full on the Effective Date.

F. Class 6 (Allowed Priority Claim of Internal Revenue Service)
   will be paid in full on the Effective Date.

G. Class 7 (Allowed Unsecured Claim of CHLN, Inc.) will be paid
   in full on the Effective Date.

H. Class 8 (Allowed General Unsecured Claims) will be paid in
   full on the Effective Date.

I. Class 9 (Allowed Unsecured Claims of RJD Members) will be
   waived under the Plan.

J. Class 10 (Equity Holders) will be unaffected by this Plan.

A copy of the Disclosure Statement dated Nov. 11, 2014, is
available for free at

    http://bankrupt.com/misc/RIVERWALKJACKSONVILLE_65_ds.pdf

              About Riverwalk Jacksonville Development

Riverwalk Jacksonville Development, LLC, owns four parcel of real
property located in areas surrounding the Wyndham Hotel and
Convention Center. The properties comprise approximately 10.4
acres and constitute prime downtown commercial space. The
occupants of the area are a Chart House restaurant, various office
building and parking amenities.

Three of the four properties are encumbered to Sabadell and U.S.
Century Bank. There is, in fact, substantial equity in all of the
properties.

Riverwalk Jacksonville Development filed a Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 14-19672) on April 28, 2014, in Miami.
The Debtor estimated assets of at least $10 million and debts of at
least $1 million.  Geoffrey S. Aaronson, Esq., at Aaronson Schantz
P.A. serves as the Debtor's counsel.  Judge Laurel M Isicoff
oversees the case.

To fund the Plan, the Debtor contemplates a transaction which will
generate sufficient funds on the Effective Date, to either pay all
allowed claims in full or to pay all allowed claims in full with
the exception of Sabadell and U.S. Century, whose debts will be
cured on the Effective Date.  The transaction will be sufficient as
well to generate funds sufficient to satisfy approved
administrative expenses on the Effective Date.



ROCKWELL MEDICAL: Reports $21.3 Million Net Loss for 2014
---------------------------------------------------------
Rockwell Medical, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$21.3 million on $54.2 million of sales for the year ended
Dec. 31, 2014, compared to a net loss of $48.8 million on $52.4
million of sales in 2013.  The Company previously incurred a net
loss of $54.02 million in 2012.

As of Dec. 31, 2014, Rockwell had $98.0 million in total assets,
$29.3 million in total liabilities, and $68.7 million in total
shareholders' equity.

As of Dec. 31, 2014, the Company had current assets of $94.7
million and net working capital of $84.9 million.  It has over
$85.7 million in cash and investments with over $65 million of that
total in cash.

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

                        http://is.gd/QAdj49

                           About Rockwell

Rockwell Medical, Inc. (Nasdaq: RMTI), headquartered in Wixom,
Michigan, is a fully-integrated biopharmaceutical company
targeting end-stage renal disease ("ESRD") and chronic kidney
disease ("CKD") with innovative products and services for the
treatment of iron deficiency, secondary hyperparathyroidism and
hemodialysis (also referred to as "HD" or "dialysis").

Rockwell's lead investigational drug is in late stage clinical
development for iron therapy treatment in CKD-HD patients.  It is
called Soluble Ferric Pyrophosphate ("SFP").  SFP delivers iron to
the bone marrow in a non-invasive, physiologic manner to
hemodialysis patients via dialysate during their regular dialysis
treatment.


SALADWORKS LLC: Meeting of Creditors Set for March 25
-----------------------------------------------------
The meeting of creditors of Saladworks LLC is set to be held on
March 25, at 10:30 a.m., according to a filing with the U.S.
Bankruptcy Court for the District of Delaware.

The meeting will be held at the Office of the U.S. Trustee, J.
Caleb Boggs Federal Building, 844 King Street, in Wilmington,
Delaware.

The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed.  The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.

A representative of the company is required to appear at the
meeting and answer questions under oath.  The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.

                  About Saladworks, LLC

Developed in 1986, Saladworks, LLC, is the first and largest
fresh-salad franchise concept in the United States. From its
beginning in the Cherry Hill Mall, Saladworks quickly expanded to
12 additional locations in area malls and soon thereafter began
franchising.  The company has franchise agreements with 162
different franchisees.  The equity owners are J Scar Holdings,
Inc., (70%) and JVSW LLC (30%).

Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 15-10327) on Feb. 17, 2015.  The case assigned to
Judge Laurie Selber Silverstein.

The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG
Advisors, LLC, as investment banker; EisnerAmper LLP, as financial
advisor; and Upshot Services LLC, as claims and noticing agent.

The Debtor estimated $10 million to $50 million in assets and debt.


SALADWORKS LLC: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------------
The U.S. trustee overseeing the Chapter 11 case of Saladworks LLC
appointed three creditors of the company to serve on the official
committee of unsecured creditors.

The unsecured creditors' committee is composed of:

     (1) Sovran LLC
         Attn: Ramin Katirai
         5003 Overlea Ct.
         Bethesda, MD 20816
         Phone: 301-320-1250

     (2) Eight Tower Bridge Development Associates
         Attn: Helen Ignas
         Two Tower Bridge
         450 One Fayette St.
         Conshohocken, PA 19428
         Phone: 610-834-3185
         Fax 610-834-2011

     (3) Michael Bartell
         2867 Mill Rd.
         Doylestown, PA 18902
         Phone: 215-534-2865

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 Saladworks, LLC

Developed in 1986, Saladworks, LLC, is the first and largest
fresh-salad franchise concept in the United States. From its
beginning in the Cherry Hill Mall, Saladworks quickly expanded to
12 additional locations in area malls and soon thereafter began
franchising.  The company has franchise agreements with 162
different franchisees.  The equity owners are J Scar Holdings,
Inc., (70%) and JVSW LLC (30%).

Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 15-10327) on Feb. 17, 2015.  The case assigned to
Judge Laurie Selber Silverstein.

The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG
Advisors, LLC, as investment banker; EisnerAmper LLP, as financial
advisor; and Upshot Services LLC, as claims and noticing agent.

The Debtor estimated $10 million to $50 million in assets and debt.


SALEEEN AUTOMOTIVE: Posts $2.44-Mil. Net Loss in Fourth Quarter
---------------------------------------------------------------
Saleen Automotive, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $2.44 million on $537,000 of net revenue for the three
months ended Dec. 31, 2014, compared with a net loss of $1.54
million on $1.01 million of net revenue for the same period in the
prior year.

The Company's balance sheet at Dec. 31, 2014, showed $1.33 million
in total assets, $8.81 million in total liabilities, and a
stockholders' deficit of $7.48 million.

During the nine months ended Dec. 31, 2014, the Company incurred an
operating loss of $4.29 million and utilized $2.13 million of cash
in operations.  The Company also had a working capital deficit of
$6.37 million as of Dec. 31, 2014, and as of that date, the Company
owed $635,000 in past unpaid payroll taxes; $1.29 million of
accounts payable was greater than 90 days past due; $353,000 of
outstanding notes payable were in default; and $366,000 is owed to
a bank in March 2015.  These factors raise substantial doubt about
the Company's ability to continue as a going concern, according to
the regulatory filing.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/4LfMX9
                          
Corona, Calif.-based Saleen Automotive Inc. designs, develops,
manufactures and sells high performance vehicles built from base
chassis' of Ford Mustangs, Chevrolet Camaros, and Dodge
Challengers.  The Company is a low volume vehicle design,
engineering and manufacturing company focusing on the mass
customization (the process of customizing automobiles that are
mass produced by the manufacturers (Ford, Chevrolet and Dodge)) of
OEM American Sports Cars and the production of high performance
USA-engineered racing cars.

The Company reported a net income of $2.99 million on $1.7 million
of
total revenue for the three months ended June 30, 2014, compared
with
a net loss of $2.44 million on $889,904 of total revenue for the
same
period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.38 million
in total assets, $5.91 million in total liabilities, and a
stockholders' deficit of $4.53 million.


SANUWAVE HEALTH: Posts $5.97 Million Net Loss for 2014
------------------------------------------------------
SANUWAVE Health, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$5.97 million on $847,000 of revenues for the year ended Dec. 31,
2014, compared to a net loss of $11.3 million on $800,000 of
revenues in 2013.

As of Dec. 31, 2014, the Company had $4.66 million in total assets,
$6.21 million in total liabilities and a $1.55 million total
stockholders' deficit.

BDO USA, LLP, in Atlanta, Georgia, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered recurring
losses from operations and is dependent upon future issuances of
equity or other financing to fund ongoing operations, both of which
raise substantial doubt about its ability to continue as a going
concern.

                        Bankruptcy Warning

"The continuation of our business is dependent upon raising
additional capital during or before the third quarter of 2015 to
fund operations and repay the notes payable, related parties or
amend the note terms to extend the notes and/or consider other
non-cash repayment options.  Management's plans are to obtain
additional capital in 2015 through investments by strategic
partners for market opportunities, which may include strategic
partnerships or licensing arrangements, or through the issuance of
common or preferred stock, securities convertible into common
stock, or secured or unsecured debt.  These possibilities, to the
extent available, may be on terms that result in significant
dilution to our existing shareholders.  Although no assurances can
be given, management believes that potential additional issuances
of equity or other potential financing transactions ... should
provide the necessary funding for us.  If these efforts are
unsuccessful, we may be forced to seek relief through a filing
under the U.S. Bankruptcy Code," the Company stated in the Report.


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

                         http://is.gd/uNeC85

                        About SANUWAVE Health

Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global
regenerative medicine company focused on the development and
commercialization of noninvasive, biological response activating
devices for the repair and regeneration of tissue, musculoskeletal
and vascular structures.


SIRIUS XM: Moody's Says $1BB Notes Offering No Impact on Ratings
----------------------------------------------------------------
Moody's says the increase in Sirius XM Radio Inc.'s senior
unsecured notes offering to $1 billion from $750 million has no
immediate impact on the debt ratings of the company.  The
incremental $250 million provides additional balance sheet cash and
will be used for general corporate purposes including potential
share repurchases.  All other ratings and the stable outlook remain
unchanged.

The company's Ba3 corporate family rating incorporates the increase
in debt balances by $250 million due to the upsized 10-year senior
notes offering to $1 billion. The incremental debt elevates total
leverage to 3.8x (including Moody's standard adjustments) remaining
below our 4.25x threshold for the CFR with free cash flow remaining
in the mid double digit percentage range or better.  The last
rating action was on March 3, 2015, when the initially proposed
$750 million senior notes offering was rated Ba3.  All other credit
ratings were affirmed.

Sirius XM Holdings Inc., headquartered in New York, NY, provides
satellite radio services in the United States and Canada.  The
company creates and broadcasts commercial-free music; premier
sports talk and live events; comedy; news; exclusive talk and
entertainment; and comprehensive Latin music, sports and talk
programming. SiriusXM services are available in vehicles from every
major car company in the U.S., and programming is also available
online as well as through applications for smartphones and other
connected devices.  The company holds a 37% interest in SiriusXM
Canada which has more than 2 million subscribers. Sirius is
publicly traded and a controlled company of Liberty Media
Corporation which owns roughly 57% of Sirius common shares.  Apart
from Sirius XM Canada, Sirius reported 27.3 million subscribers,
including 22.5 million self-pay subscribers, at the end of December
2014 and generated revenue of $4.2 billion for the trailing 12
months ended Dec. 31, 2014.


SPIRIT AEROSYSTEMS: Moody's Lifts CFR to 'Ba1', Outlook Stable
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Spirit
AeroSystems, Inc. including the Corporate Family Rating to Ba1 from
Ba2 and the senior unsecured rating to Ba2 from Ba3.  The rating
outlook is stable.  This concludes the review for upgrade that
began on Dec. 10, 2014.

The ratings upgrade is based on Moody's expectation of a meaningful
and sustainable improvement in earnings and cash flow going
forward, which stands in sharp contrast to Spirit's record of
uneven financial performance in recent years stemming from
operating challenges on a number of new and developing platforms.
Spirit's relatively low debt amount has resulted in low financial
leverage and robust credit metrics, which Moody's expects will
continue.

Moody's believes Spirit has made significant progress in de-risking
the business, notably from the sale of the wing work on the
Gulfstream 280 & 650 (at a loss) programs, and also from higher
production rates on the Boeing 787 program which has moved from
into steady production mode.  The company's leading position in the
aerostructures market has led to a strong backlog (about $46.6
billion as of December 31, 2014), and the long-term demand outlook
for commercial aerospace OEM build rates is favorable.  Spirit's
position as a critical supplier on key Boeing and Airbus platforms
(including 737, 787, 777, A320 and A350) is bolstered by
life-of-program production agreements and long-term requirements
contracts.  While the new programs have been challenging, Spirit
has a considerable core business as supplier for the 737 and 777
that goes back to when Spirit was an operating division of Boeing
and the backlog for which implies considerable production for some
time.  As a result, Moody's expect a much more stable revenue and
earnings profile and meaningfully improved cash flow generation
which is likely to be evident during 2015 when Moody's expects free
cash flow of at least $600 million.

Nevertheless, new and developing program risk remains, particularly
around the A350 platform which is still in the very early stages of
production.  Spirit has a volatile operating history and a track
record of large forward loss charges on new and maturing platforms
(about $2 billion of charges 2011-2013).  There is a high degree of
concentration with Boeing and Airbus accounting for 84% and 10% of
sales, respectively.  Moody's anticipates the company will continue
to implement favorable operational changes resulting in further
cost savings and improved operational efficiency.  Still to be
determined are the longer term financial policies, although Moody's
expects the debt to be low and liquidity to be strong given the
long-cycle nature of commercial aerospace.

The Speculative Grade Liquidity rating of SGL-1 denotes a very good
liquidity profile.  Moody's expect annual free cash flow generation
to exceed $600 million during the coming year which should result
in a cash balance approaching $1 billion by the end of 2015.
Capital expenditures are anticipated to be elevated over the next
few years (FY 2015 capex of about $350 million) as the company
invests in capacity to meet increased production on platforms such
as the 737, 787 and A350.  An absence of near-term principal
obligations and modest term loam amortization (about $27 million
per year) also support the rating.  Liquidity is further bolstered
by an undrawn $650 million revolving facility and Moody's expect
the company to maintain sizable cushions with respect to its three
maintenance-based financial covenants.

The stable outlook incorporates Moody's expectations that Spirit
will continue to maintain a strong credit profile with stable
earnings levels while gradually de-risking key developing programs
such as the A350 and 787.  The outlook also reflects Moody's
expectation of a less volatile working capital profile and
sustained improvement in free cash flow generation going forward.

The ratings could be upgraded following a continuation of strong
credit measures including robust levels of free cash flow of at
least $400 million with debt-to-EBITDA sustained below 2.0x.  A
more conservative balance of mature programs relative to new and
developing programs would underpin any ratings upgrade.  An
expectation of reduced operating and working capital volatility
coupled with an investment grade financial policy would also be
prerequisites for any upward rating action.  Factors that could
result in a negative outlook or lower ratings include material
operating problems with a platform already in the production phase,
debt/EBITDA exceeding 2.5x, free cash flow to debt below 25%,
sizable forward loss charges, a weakening liquidity profile or a
shift to a significantly more aggressive financial policy.

Issuer: Spirit AeroSystems, Inc.

The following ratings were upgraded:

  -- Corporate Family Rating, to Ba1 from Ba2

  -- Probability of Default Rating, to Ba1-PD from Ba2-PD

  -- $650 million senior secured revolver due 2017, to Baa3
     (LGD3) from Ba1 (LGD3)

  -- $535 million senior secured term loan B due 2020, to Baa3   
     (LGD3) from Ba1 (LGD3)

  -- $300 million senior notes due 2020, to Ba2 (LGD5) from Ba3
     (LGD5 )

  -- $300 million senior notes due 2022, to Ba2 (LGD5) from Ba3
     (LGD5 )

  -- Speculative Grade Liquidity Rating, to SGL-1 from SGL-2

  -- Stable Outlook

Spirit AeroSystems, Inc., headquartered in Wichita, Kansas, is an
independent non-OEM designer and Tier-1 manufacturer of commercial
aircraft aerostructures.  Components include fuselages, pylons,
struts, nacelles, thrust reversers, and wing assemblies, primarily
for Boeing but also for Airbus and others.  Revenues were
approximately $6.8 billion for the twelve months ended Dec. 31,
2014.

The principal methodology used in these ratings was the Global
Aerospace and Defense Industry published in April 2014.  Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.


SPORT-HALEY HOLDINGS: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

        Debtor                                   Case No.
        ------                                   --------
        Sport-Haley Holdings, Inc.               15-10481
        200 Union Boulevard, Suite 200
        Lakewood, CO 80228

        Chromcraft Revington, Inc.               15-10482
        One Quality Lane
        Senatobla, MS 38688

Chapter 11 Petition Date: March 5, 2015

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

Judge: Hon. Kevin Gross

Debtors' Delaware   Agatha Christina Mingos, Esq.
Counsel:            WHITE AND WILLIAMS LLP
                    824 N. Market Street, Suite 902
                    P.O. Box 709
                    Wilmington, DE 19899
                    Tel: 302-467-4522
                    Fax: 302-467-4555
                    Email: mingosa@whiteandwilliams.com

                      - and -

                    James S. Yoder, Esq.
                    WHITE AND WILLIAMS LLP
                    824 North Market Street, Suite 902
                    P.O. Box 709
                    Wilmington, DE 19899-0709
                    Tel: 302-467-4524
                    Fax: 302-467-4554
                    Email: yoderj@whiteandwilliams.com

Debtor's            Sharon Levine, Esq.
Lead Counsel:       Wojciech P. Jung, Esq.
                    Nicole M. Brown, Esq.
                    LOWENSTEIN SANDLER LLP
                    65 Livingston Avenue
                    Roseland, New Jersey 07068
                    Tel: (973) 597-2500
                    Fax: (973) 597-2400
                    Email: slevine@lowenstein.com  
                           wjung@lowenstein.com  
                           nbrown@lowenstein.com  

                                        Estimated   Estimated
                                          Assets   Liabilities
                                       ----------  -----------
Sport-Haley Holdings                     $0-$50K   $1MM-$10MM
Chromcraft Revington                   $1MM-$10MM  $1MM-$10MM

The petitions were signed by Samuel A. Kidston, chief executive
officer.

A list of Sport-Haley's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/deb15-10481.pdf

A list of Chromcraft Revington's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/deb15-10482.pdf


SPORT-HALEY: Files for Ch. 11 with Deal with Lender
---------------------------------------------------
Sport-Haley Holdings, Inc., a diversified holding company,
disclosed that it filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code on March 5 as part
of its agreement with its secured lender.  The filing, done in
cooperation with the Company's primary lender, will allow the
Denver, Colorado based Company to complete winddown of its
Chromcraft Revington affiliate, reduce outstanding debt and
maximize value for all stakeholders.  The petition does not include
or impact Sport-Haley Inc., an independently operated manufacturer
of womens' specialty sportswear whose sole shareholder is
Sport-Haley Holdings Inc.

"After extensive discussions with Chromcraft's primary lender, we
have decided to take the necessary step to protect our ongoing
operations, as we continue with the winddown of our Chromcraft
Revington affiliate.  The purpose of the filing is to gain
bankruptcy court protection while we restructure our balance sheet.
Throughout this process, we intend to continue business as usual,"
said Samuel Kidston, Chairman and CEO of Sport-Haley Holdings Inc.

Merchant Factors will provide a debtor-in-possession financing
facility to enable normal operation of the Company's ongoing
operations, including the normal course payments to employees.

                  About Chromcraft Revington

Headquartered in Mississippi, Chromcraft Revington(R) designs,
manufactures and imports residential and commercial furniture
marketed primarily in the U.S.  The Company wholesales its
residential furniture products under Chromcraft(R), Cochrane(R),
Peters-Revington(R), and CR Kids & Beyond(R) primary brands.  It
sells commercial furniture under the Chromcraft(R) brands.
Chromcraft sources furniture from overseas suppliers, with domestic
contract specialty facilities, and operates a U.S. manufacturing
facility for its commercial furniture and motion based casual
dining furniture in Mississippi.

                About Sport-Haley Holdings, Inc.

Organized in 2011, Sport-Haley Holdings, Inc. is a diversified
holding company focused on increasing shareholder value by
maximizing intrinsic value per share over the medium- and long-term
through the effective turnaround and management of its acquired
companies.


STEVIA FIRST: Reports $1.14-Mil. Net Loss in Dec. 31 Quarter
------------------------------------------------------------
Stevia First Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.14 million on $59,600 of revenue for the three months ended
Dec. 31, 2014, compared to a net loss of $1.04 million on $nil of
revenue for the same period in the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $1.13 million
in total assets, $1.63 million in total liabilities, and a
stockholders' deficit of $491,000.

The Company has incurred losses and utilized cash in operations
since inception resulting in an accumulated deficit of $11.53
million as at Dec. 31, 2014, and further losses are anticipated in
the development of its business.  These factors raise substantial
doubt about the Company's ability to continue as a going concern.
As a result, the Company's independent registered public accounting
firm, in their report on the Company's March 31, 2014 audited
financial statements, raised substantial doubt about the Company's
ability to continue as a going concern, according to the regulatory
filing.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/u7kzc6
                          
Stevia First Corp. is an agricultural biotechnology company, which
engages in the cultivation and harvest of stevia leaf and the
development of stevia products. The company intends to establish a
vertically-integrated enterprise that controls the process of
stevia production from plant breeding through propagation,
planting, cultivation, and harvesting, and which develops,
markets, and sells stevia products. Stevia First was founded by
Avtar S. Dhillon on June 29, 2007 and is headquartered in Yuba
City, CA.

The Company reported a net loss of $4.15 million on $nil of
revenues for the fiscal year ended March 31, 2014, compared with a
net loss of $2.74 million on $nil of revenues in 2013.

Weinberg & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has a stockholders' deficiency at March 31, 2014 and has
experienced recurring operating losses and negative operating cash
flows since inception.

The Company's balance sheet at March 31, 2014, showed $1.42
million in total assets, $1.53 million in total liabilities and a
stockholders' deficit of $110,376.


STUDIO ONE: Has Insufficient Revenues to Cover Operating Costs
--------------------------------------------------------------
Studio One Media, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $3.23 million on $26,800 of total revenues for the three months
ended Dec. 31, 2014, compared to a net loss of $1.27 million on
$42,700 of total revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $1.01 million
in total assets, $6.64 million in total liabilities and a
stockholders' deficit of $5.62 million.

The Company has incurred losses since inception of $51.8 million
and currently has revenues which are insufficient to cover its
operating costs which raises substantial doubt about its ability to
continue as a going concern.  The Company has not yet established
an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/Xk0Pgz
                          
Scottsdale, Ariz.-based Studio One Media, Inc., is a diversified
media and technology company.  The Company's wholly-owned
subsidiaries include MyStudio, Inc., and AfterMaster HD Audio
Labs, Inc.  The Company and its subsidiaries are engaged in the
development and commercialization of proprietary, leading-edge
audio and video technologies for professional and consumer use,
including MyStudio(R) HD Recording Studios and AfterMaster(TM) HD
Audio.


SUNTECH AMERICA: July 13 Set as Governmental Units Bar Date
-----------------------------------------------------------
The U.S. Bankruptcy Court, on Feb. 5, 2015, established these bar
dates in connection to the Chapter 11 cases of Suntech America,
Inc., et al.:

   General Bar Date:               35 days after the service date
                                   of the bar date notice

   Governmental Units Bar Date:    July 13, 2015, at 5:00 p.m.

The Debtors, in its motion requested that the deadline for all
persons and entities holding a claim prior to Jan. 12, 2015, will
on the first business day that is at least 30 days after the
service date; and July 12, for the governmental unit.

Proofs of claim must be submitted to the Debtors' claims agent,
UpShot Services LLC, either by (i) mailing the original proof of
claim by regular mail; or (ii) delivering such original proof of
claim by overnight mail, courier service, hand delivery or in
person, to:

         Suntech America Claims Processing Center
         c/o UpShot Services LLC
         7808 Cherry Creek South Drive, Suite 112
         Denver, CO, 80231

Proofs of claim will be deemed filed when actually received by
UpShot.

                         About Suntech

Suntech Power Holdings Co., Ltd. (OTC: STPFQ) produces solar
products for residential, commercial, industrial, and utility
applications.  Suntech has delivered more than 25,000,000
photovoltaic panels to over a thousand customers in more than 80
countries.

Suntech Power Holdings Co., Ltd., received from the trustee of its
3 percent Convertible Notes a notice of default and acceleration
relating to Suntech's non-payment of the principal amount of
US$541 million that was due to holders of the Notes on March 15,
2013.  That event of default has also triggered cross-defaults
under Suntech's other outstanding debt, including its loans from
International Finance Corporation and Chinese domestic lenders.

Suntech Power had involuntary Chapter 7 bankruptcy proceedings
initiated against it on Oct. 14, 2013, in U.S. Bankruptcy Court in
White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by
holders of more than $1.5 million of defaulted securities under a
2008 $575 million indenture.  The Chapter 7 Petitioners are
Trondheim Capital Partners, L.P., Michael Meixler, Longball
Holdings, LLC, and Jiangsu Liquidators, LLC.  They are
represented by Jay Teitelbaum, Esq., at Teitelbaum & Baskin LLP,
in White Plains, New York.

Suntech Power on Jan. 31, 2014, disclosed that it has signed a
Restructuring Support Agreement relating to the petition for
involuntary bankruptcy filed against it under chapter 7 of the
U.S. Bankruptcy Code.  Under the RSA, the parties agreed that
chapter 7 proceedings will be dismissed following recognition of
the provisional liquidation proceeding previously filed by the
Company in the Cayman Islands under chapter 15 of the U.S.
Bankruptcy Code.

On Feb. 21, 2014, David Walker and Ian Stokoe, the joint
provisional liquidators of Suntech Power Holdings Co., Ltd.,
appointed by the Grand Court of the Cayman Islands, commenced a
Chapter 15 proceeding (Bankr. S.D.N.Y. Case No. 14-10383).  The
Chapter 15 Petitioners are represented by Jennifer Taylor, Esq.,
and Diana Perez, Esq., at O'Melveny & Myers LLP.  According to the
Chapter 15 petition, Suntech has more than $1 billion in both
assets and debts.

In November 2014, Judge Bernstein issued Findings of Fact and
Conclusions of Law granting the petition for Chapter 15
recognition
of Suntech Power Holdings's provisional liquidation in the Cayman
Islands as a foreign main proceeding.


SURGICAL CARE: Moody's Rates New $600MM Loans 'Ba3'
---------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Surgical Care
Affiliates, LLC's ("SCA") proposed $600 million senior secured
credit facilities, comprised of a $250 million revolver expiring in
2022 and $350 million term loan B due 2022.  In addition, Moody's
assigned a Caa1 rating to SCA's new $350 million senior unsecured
notes due 2023. Furthermore, the Corporate Family Rating at B2, and
the Probability of Default Rating at B2-PD have been affirmed.  The
Speculative Grade Liquidity Rating has been lowered to SGL-2 from
SGL-1. The outlook is stable.

The proceeds will be used to refinance SCA's existing $212 million
term loan B-2, $384 million term loan B-3 and place about $94
million of cash on the balance sheet for future acquisitions.

Ratings assigned:

-- $250 million senior secured revolver expiring 2020 at Ba3
    (LGD 2)

-- $350 million senior secured term loan B due 2022 at Ba3
    (LGD 2)

-- $350 million senior unsecured notes due 2023 at Caa1 (LGD 5)

Ratings affirmed:

-- Corporate Family Rating at B2

-- Probability of Default Rating at B2-PD

Ratings lowered:

-- Speculative Grade Liquidity Rating to SGL-2 from SGL-1

-- Ratings to be withdrawn at closing:

-- Senior secured revolving credit facility due 2016 to B2
    (LGD 3)

-- Senior secured term loan B due 2017 to B2 (LGD 3)

-- Senior secured term loan B due 2018 to B2 (LGD 3)

SCA's B2 Corporate Family Rating reflects the company's moderately
high leverage, adequate interest coverage and modest free cash
flow.  While Moody's expects acquisitions to contribute to the
company's growth, they are likely to limit debt repayment in the
near term, as Moody's expects the company to use debt to fund its
acquisition strategy.  The rating also reflects favorable industry
fundamentals over the long-term. Moody's expects insurance payers,
including Medicare, to continue driving patients to less expensive
providers, such as ASCs.  The rating also reflects the company's
strong market position, good case mix, and good liquidity.

The stable rating outlook reflects Moody's expectation that the
company will continue to be modest in size in terms of revenue, and
maintain moderately high leverage at about 5 times.

The rating could be downgrade should the company take on additional
debt to fund acquisitions or if debt to EBITDA will be sustained
above 6.5 times.  Additionally, the ratings could be downgraded if
Moody's anticipates that free cash flow will turn negative or that
liquidity will deteriorate.

The rating could be upgraded if the company can sustain free cash
flow to debt above 8% and maintain debt to EBITDA below 5.0 times.

The principal methodology used in these ratings was Global
Healthcare Service Providers published in December 2011.  Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Surgical Care Affiliates, headquartered in Deerfield, Illinois,
operates one of the largest networks of surgical facilities in the
US, comprised of 182 surgical facilities, including ambulatory
surgery centers, surgical hospitals and one sleep center as of Sep.
30, 2014.


TARGETED MEDICAL: William Shell Quits From Board Over Disputes
--------------------------------------------------------------
Dr. William E. Shell has resigned as a member of Targeted Medical
Pharma, Inc.'s Board of Directors effective Feb. 26, 2015,
according to a document filed with the Securities and Exchange
Commission.  The Company accepted Dr. Shell's resignation upon
receipt of the resignation letter.  At the time of his resignation,
Dr. Shell was not a member of any committee of the Board.

The Board previously voted to terminate Dr. Shell's employment with
the Company.  At that time, Dr. Shell also was removed as Chairman
of the Board, but continued to serve as a director of the Company.

In the Resignation Letter, Dr. Shell stated that his resignation
was due to numerous disputes and disagreement with the Board, the
Company's officers and management and significant corporate
shareholders relating to the Company's operations, policies and
practices, including the use of corporate funds.

                       About Targeted Medical

Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a
specialty pharmaceutical company that develops and commercializes
nutrient- and pharmaceutical-based therapeutic systems.

Targeted Medical reported a net loss of $9.33 million on
$9.55 million of total revenue for the year ended Dec. 31, 2013,
as compared with a net loss of $9.58 million on $7.29 million of
total revenue in 2012.

Marcum LLP, in Irvine, CA, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2013.  The independent auditors noted that the Company
has incurred significant net losses since its inception, and has
an accumulated deficit of $23.0 million as of Dec. 31, 2013, and
incurred a net loss of $9.34 million and negative cash flows from
operations of $2.047 million for the year ended Dec. 31, 2013.

The Company's balance sheet at Sept. 30, 2014, showed $3.22 million
in total assets, $11.9 million in total liabilities, and a $8.70
million stockholders' deficit.


UBL INTERACTIVE: Posts $807K Net Loss for Dec. 31 Quarter
---------------------------------------------------------
UBL Interactive, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $807,700 on $1.96 million of revenues for the three months ended
Dec. 31, 2014, compared to a net loss of $1.54 million on $820,000
of revenues for the same period during the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $3.87 million
in total assets, $9.26 million in total liabilities, and a
stockholders' deficit of $5.38 million.

The Company had an accumulated deficit at December 31, 2014, a net
loss and net cash used in operating activities for the period then
ended.  These factors raise substantial doubt about the Company's
ability to continue as a going concern.

A copy of the Form 10-Q is available at:
                              
                       http://is.gd/vO8Yd2
                          
UBL Interactive, Inc., provides a set of online identity
management tools and services to businesses seeking to optimize
their presence in location based search results on Web, mobile and
social platforms.  The Company's profile management services allow
businesses to take control of profile pages in trafficked, search
engines and social media sites, providing enhanced content about
their products and services. As part of these services, the
Company also provides an expanding range of analytical and
monitoring tools.  The Company offers services in the United States
of
America, Canada, The United Kingdom and Australia.  The Company
provides
its listing services to businesses directly from its site, and
through
interactive marketing agencies and channel sales partnerships.

Li & Company, P.C., expressed substantial doubt on the ability of
UBL Interactive, Inc., to continue as a going concern after
auditing its annual report on 10-K for the year ended Sept. 30,
2014.  The auditor noted that the Company had an accumulated
deficit at Sept. 30, 2014, and a net loss for the fiscal year then
ended.

The Company reported a net loss of $1.33 million on $4.93 million
of total revenue for the year ended Sept. 30, 2014, compared with a

net loss of $1.96 million on $3.43 of total revenue for year ended

Sept. 30, 2013.

The Company's balance sheet at Sept. 30, 2014, showed $4.46 million

in assets, $9.13 million in liabilities, and a
stockholders' deficit of $4.67 million.


UNITED AIRLINES: S&P Rates 2015 Special Facility Revenue Bonds B+
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating to United Airlines Inc.'s (B+/Positive/--) City of Houston,
Texas Airport System Special Facility Revenue Bonds, series 2015.

The bonds are in three series: 2015B-1, B-2, and C.  The company
will use the first of these to finance new United terminal
facilities at Houston Intercontinental Airport, while the second
and third series will redeem and refinance airport revenue bonds
issued in 1997 and 1998 to build airport facilities for Continental
Airlines Inc. (which merged into United's parent company to form
United Continental Holdings Inc. in 2010, and which S&P also rates
'B+').  As is the case for other airport revenue bonds, the issuer
is a municipal entity and the airline pays amounts sufficient to
service the bonds under a lease or loan agreement (in this case a
lease).  United also guarantees the bonds.

The issue-level rating is the same as S&P's corporate credit rating
on United.  S&P analyzes these bonds as the equivalent of senior
unsecured debt (which S&P rates 'B+'), because they are secured by
United's lease payments, but not by the facility or leasehold
interest.  S&P do not assign recovery ratings to obligations of
this kind.

S&P raised its ratings on United and parent United Continental
Holdings, including raising the corporate credit ratings to 'B+' on
each entity, and assigned a positive outlook last month.  The
upgrade reflected improving earnings, cash flow, and credit ratios
since early 2014, and S&P expects further gains during 2015 because
of much lower jet fuel prices.  The positive rating outlook
reflects the potential for S&P to reassess United Continental's
operating efficiency and profitability as it establishes a more
consistent track record of capturing synergies from the
United-Continental merger and narrows its performance gap versus
American Airlines Group Inc. and Delta Air Lines Inc.

RATINGS LIST

United Airlines Inc.
Corporate Credit Rating                      B+/Positive/--

New Rating
United Airlines Inc.
Senior Unsecured
  $176 mil Revenue bonds Series 2015-B1       B+
  $47.5 mil Revenue bonds Series 2015-B2      B+
  $65.5 mil Revenue bonds Series 2015-C       B+



VERITEQ CORP: KBM Reports 9.9% Stake as of March 3
--------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, KBM Worldwide, Inc., disclosed that as of March 3,
2015, it beneficially owned 230,818 shares of common stock of
Veriteq Corp. which represents 9.99% (based on the total of
2,310,496 outstanding shares of Common Stock).  The amount
consists of Common Stock that the reporting person has the right to
acquire by way of conversion of a security.  A copy of the
regulatory filing is available at http://is.gd/Gsz8RX

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.

As of Sept. 30, 2014, the Company had $6.77 million in total
assets, $14 million in total liabilities, and a $7.18 million
stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


VICTORY ENERGY: Inks Collaboration and Funding Pacts with Lucas
---------------------------------------------------------------
Victory Energy Corporation had entered into a collaboration
agreement and a separate funding agreement with Lucas Energy, Inc.
on Feb. 26, 2015.  These agreements represent a milestone toward
completing the planned business combination with Victory.

The collaboration agreement provides for the transfer of certain
well rights in seven Eagle Ford Shale wells to Victory which is now
required to fund the development of these wells.  Lucas' senior
secured lender amended the terms of its credit facility allowing
Lucas to assign the well rights to Victory, regain compliance with
the credit facility, and provide flexibility in achieving the
Business Combination.  If the Business Combination does not occur,
the well rights will remain an asset of Victory, the lender will
have the right to receive compensation from Victory, and Lucas will
retain its rights to the remaining un-assigned leasehold.
Otherwise, the well interests will be owned by the combined company
as a result of the closing of the Business Combination.  The
transferred well rights include five wells with an average working
interest of 2.5%, operated by Penn Virginia, and two 50% working
interest wells operated by Earthstone Energy, Inc.  Expected
drilling and development costs for these wells are estimated to be
$9.4 million and such wells are scheduled to begin generating
production revenues before the end of July 2015.

Lucas and Victory also entered into a funding agreement and working
capital budget.  All loans made by Victory under this agreement are
secured by a pledge of Lucas' treasury stock, which, upon the
closing of the Business Combination, will become intercompany
obligations that can be eliminated.

At closing, Victory provided $517,000 per the collaboration
agreement and $250,000 per the funding agreement and anticipates
providing a total of approximately $12 million under the
agreements.  The parties expect to raise additional capital for
acquisitions that will expand the Combined Company's drilling and
producing property footprint and have initiated preliminary
discussions with potential funding sources for this purpose.

"The structuring and negotiation of the two agreements to fund well
commitments and working capital needs was paramount to advancing
our overall objective," said Anthony C. Schnur, chief executive
officer of Lucas Energy, "I am pleased with the management teams of
both companies who worked collaboratively to find solutions that
allowed us to come to agreement.  We will now turn our full
attention toward finalizing a definitive agreement for the Business
Combination, and I am confident that we will be able to reach
agreement expeditiously."

A full-text copy of the Pre-Merger Collaboration Agreement is
available for free at http://is.gd/bsR8Wn

                        About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,000 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,000 of total revenues in 2012.

As of Sept. 30, 2014, the Company had $5.48 million in total
assets, $2.44 million in total liabilities and $3.04 million in
total stockholders' equity.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


WAVE SYSTEMS: Appoints New Board Member, R.S. Cheheyl
-----------------------------------------------------
Wave Systems Corp. announced that R. Stephen Cheheyl has been
elected as the company's newest member of the Board of Directors,
effective April 6, 2015.

The term of Mr. Cheheyl as director runs through the Company's 2015
Annual Meeting of Stockholders, at which time the Board expects Mr.
Cheheyl will stand for election by a vote of the stockholders.  In
connection with his appointment, Mr. Cheheyl received a grant of
options exercisable for 3,750 shares of the Company's Class A
Common Stock at a price of $0.79 per share (the closing price on
Feb. 25, 2015).

Mr. Cheheyl, a seasoned operating executive with experience in the
computer, software and data communications industries, retired as
executive vice president of Business Operations of Bay Networks,
then a $2 billion data networking company formed through the merger
of Wellfleet and Synoptics Communications.  He continues to be
active as a private investor, board member, M&A advisor, CEO
mentor, strategic advisor and new business start-up coach.

"Steve has extraordinary financial, operational and business
expertise, and we're delighted that he is joining Wave's Board of
Directors," said Bill Solms, president and CEO of Wave Systems.
"This addition to our current Board of Directors further solidifies
our commitment to better serve our customers, to strengthen our
partnerships and to build value for our shareholders."

Mr. Cheheyl is filling the Board of Directors seat that was vacated
by the passing of former Board Chairman, Mr. John Bagalay in
November 2014.  Subsequently, Wave announced the promotion of Mr.
Dave Cote to Chairman of the Board, effective Dec. 15, 2014.

During a career spanning more than 30 years, Mr. Cheheyl was the
financial officer responsible for the initial public offerings of
three companies (Wellfleet, Alliant and Applicon), follow-on
offerings, numerous private financings, and a series of mergers and
acquisitions as both buyer and seller.  Other experience includes
several assignments as senior sales officer, as division general
manager, and as senior manufacturing executive.  As a chief
financial officer, he was honored by being named to Upside
Magazine's national annual All-Star Team of technology executives.
Mr. Cheheyl served as senior vice president of finance and
administration at Wellfleet Communications guiding that company's
growth from $10 million in revenue to $500 million in four years.

Mr. Cheheyl earned his undergraduate degree at Dartmouth College
and his M.B.A. at Northwestern University.

                        About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems reported a net loss of $20.3 million in 2013, a net
loss of $34 million in 2012 and a net loss of $10.8 million in
2011.

KPMG LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.


WEIGHT WATCHERS: Moody's Lowers CFR to 'B3', Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Weight Watchers International,
Inc.'s debt ratings.  The Corporate Family rating was downgraded to
B3 from B1, the Probability of Default rating was downgraded to
B3-PD from B2-PD, and the senior secured debt ratings were
downgraded to B3 from B1.  The Speculative Grade Liquidity rating
was affirmed at SGL-3.  The rating outlook remains negative.

Issuer: Weight Watchers International, Inc.

-- Corporate Family Rating, Downgraded to B3 from B1

-- Probability of Default Rating, Downgraded to B3-PD from B2-PD

-- Senior Secured, Downgraded to B3 (LGD3) from B1 (LGD3)

-- Speculative Grade Liquidity Rating, Affirmed SGL-3

-- Outlook, Remains Negative

"Moody's expects Weight Watchers will continue to experience double
digit declines in subscribers, pressuring revenues, profits and
free cash flow, and driving very high financial leverage," said
Edmond DeForest, Moody's Senior Credit Officer.

The downgrade of the CFR to B3 reflects Moody's expectation for
revenues to decline to about $1.2 billion in 2015, with the
potential for further material declines in 2016 unless new programs
and marketing initiatives stabilize the membership base.  Despite
expected cost savings initiatives, profitability will drop sharply
in 2015, leading to financial leverage above 9 times, which is very
high for the B3 rating category.  However, Moody's anticipates
other financial metrics will be more solid, including free cash
flow to debt of about 3%, retained cash flow to debt of about 5%
and EBITA to interest expense of about 2 times, driven by low
interest expense despite the high amount of debt.  Free cash flow
is dependent upon progress with cost reduction initiatives as
Weight Watchers shrinks its cost base to align with its diminished
revenue prospects.  The disruption caused by achieving these
savings, which Moody's expects will come in part from headcount
reductions, could impact Weight Watchers ability to stabilize paid
weeks and active subscribers negatively.

Moody's considers Weight Watchers liquidity profile adequate over
the next 18 months, as there is cash and revolver availability to
meet the $300 million 2016 term loan maturity and expected free
cash flow to cover about $24 million of annual required term loan
amortization.

The negative ratings outlook reflects Moody's concerns that
operating performance as measured by paid weeks and active
subscribers may not stabilize by early 2016. A ratings downgrade is
possible if: (1) Moody's comes to anticipate even greater declines
in revenues or profits in 2015; (2) paid weeks and active
subscribers show no signs of stabilization by early 2016; (3)
Moody's anticipates any departure from the company's commitment to
repaying upcoming debt maturities using cash balances and cash
flow; or (4) liquidity becomes less than adequate. The ratings
could be upgraded if Moody's comes to expect sustained revenue
growth and debt reduction, leading to expectations for debt to
EBITDA to remain below 6 times and free cash flow to debt of over
5%.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.  Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Weight Watchers is a provider of weight management services.
Moody's expects revenue for 2015 to be about $1.2 billion.


WEST CORP: Completes Divestiture of Agent Services Businesses
-------------------------------------------------------------
West Corporation has completed the sale of several of its agent
services business to Alorica Inc. for approximately $275 million in
cash.  The Company's entry into the definitive agreement providing
for the sale was announced on Jan. 7, 2015.

"We are pleased to finalize this transaction," said Tom Barker,
chairman and chief executive officer of West Corporation.  "This
divestiture helps to position West as a leaner, more focused,
faster growing company with better profit margins and provides
additional financial flexibility to potentially add more strategic
assets or reduce our outstanding debt."

Management Changes

The Company also announced that Jan Madsen has been formally named
chief financial officer and treasurer of the Company.  Ms. Madsen
replaces Paul Mendlik, who had previously announced his plans to
retire.  Mr. Mendlik will remain with the Company through April and
has agreed to a two-year consulting agreement post retirement.

Additionally, Steve Stangl, president of the Company's
Communication Services operating segment, has announced his
departure from the Company.  "I would like to thank Steve for more
than 20 years of dedicated service and contribution to West, and,
in particular, his leadership of the Communication Services
business," said Tom Barker.

Change in Segment Reporting

The Company previously reported its financial results in two
operating segments - Unified Communications and Communication
Services.  Going forward, the Company will report financial results
on a consolidated basis only.  This change was made to align the
Company's external reporting structure with its internal reporting
and performance assessment structure.

The Company plans to continue to publish its platform and agent
revenue quarterly and update the market on the progress of select
lines of business.

                       About West Corporation

Omaha, Neb.-based West Corporation is a global provider of
communication and network infrastructure solutions.  West helps
manage or support essential enterprise communications with
services that include conferencing and collaboration, public safety
services, IP communications, interactive services such as automated
notifications, large-scale agent services and telecom services.

West Corp reported net income of $158.4 million in 2014 following
net income of $143 million in 2013.

As of Dec. 31, 2014, West Corp had $3.81 billion in total assets,
$4.47 billion in total liabilities, and a $660 million total
stockholders' deficit.

                         Bankruptcy Warning

"If our cash flows and capital resources are insufficient to fund
our debt service obligations and to fund our other liquidity needs,
we may be forced to reduce or delay capital expenditures or the
payment of dividends, sell assets or operations, seek additional
capital or restructure or refinance our indebtedness. We cannot
make assurances that we would be able to take any of these actions,
that these actions would be successful and permit us to meet our
scheduled debt service obligations or that these actions would be
permitted under the terms of our existing or future debt
agreements, including our senior secured credit facilities or the
indenture that governs our outstanding notes. Our senior secured
credit facilities documentation and the indenture that governs the
notes restrict our ability to dispose of assets and use the
proceeds from the disposition.  As a result, we may not be able to
consummate those dispositions or use the proceeds to meet our debt
service or other obligations, and any proceeds that are available
may not be adequate to meet any debt service or other obligations
then due.

If we cannot make scheduled payments on our debt, we will be in
default of such debt and, as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * our debt holders under other debt subject to cross default or
     cross acceleration provisions could declare all outstanding
     principal and interest on such other debt to be due and
     payable;

   * the lenders under our senior secured credit facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company stated in its 2014 Report.

                          *     *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on West Corp. to 'BB-'
from 'B+'.  The upgrade reflects Standard & Poor's view that lower
debt leverage and a less aggressive financial policy will
strengthen the company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to 'B1' from
'B2'.  "The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a publicly
owned company," stated Moody's analyst Suzanne Wingo.


XENONICS HOLDINGS: Incurs $1.76-Mil. Net Loss in Dec. 31 Quarter
----------------------------------------------------------------
Xenonics Holdings, Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.76 million on $468,000 of revenues for the three months ended
Dec. 31, 2014, compared with a net loss of $602,000 on $63,000 of
revenues for the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed
$1.86 million in total assets, $5.88 million in total liabilities
and total stockholders' deficit of $4.02 million.

The Company has not yet received pending sufficient orders for its
products to cover its operating costs and meet its obligations as
they become due, which raises substantial doubt about its ability
to continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://is.gd/IPVAIt

Carlsbad, California-based Xenonics Holdings, Inc., designs,
manufactures and markets high-end, high-intensity portable
illumination products and low light viewing systems (night
vision).

SingerLewak LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has
historically suffered recurring losses from operations, has a
substantial accumulated deficit and has limited revenues.

The Company reported a net loss of $2.6 million on $830,000 of net
revenues for the fiscal year ended Sept. 30, 2014, compared with a
net loss of $1.54 million on $2.38 million of net revenues during
the prior year.

The Company's balance sheet at Sept. 30, 2014, showed
$2.28 million in total assets, $4.55 million in total liabilities,
and a stockholders' deficit of $2.26 million.



ZAYO GROUP: Moody's Affirms B2 CFR & Caa1 Unsecured Notes Rating
----------------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
(CFR) and Caa1 senior unsecured notes rating of Zayo Group LLC
following its announced proposal to issue $730 million of
additional senior unsecured notes.  The net proceeds of the
offering will fund the redemption of $675 million 8.125% senior
secured notes due January 1, 2020, including redemption costs and
fees.  Any excess net proceeds will be used for general corporate
purposes, which may include repayment of indebtedness,
acquisitions, working capital and capital expenditures.

As part of this rating action, Moody's has upgraded Zayo's existing
senior secured credit facilities to Ba3 (LGD2) from B1 (LGD3) due
to the shift in capital structure.  The redemption of the secured
notes and an increase in unsecured debt results in a decreased
expected loss for all secured debt.  All other ratings, including
the company's B2 corporate family rating, B2-PD Probability of
Default Rating and SGL-1 Speculative Grade Liquidity rating, have
been affirmed.  The outlook remains stable.

Issuer: Zayo Group, LLC

Affirmations:

-- Corporate Family Rating, Affirmed B2

-- Probability of Default Rating, Affirmed B2-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

-- Senior Unsecured Regular Bond/Debenture Jul 1, 2020,
    Affirmed Caa1, LGD5

-- Senior Unsecured Regular Bond/Debenture Apr 1, 2023,
    Affirmed Caa1, LGD5

Upgrades:

-- Senior Secured Bank Credit Facility Jul 2, 2019, Upgraded to
    Ba3, LGD2 from B1, LGD3

-- Senior Secured Bank Credit Facility Jul 2, 2017, Upgraded to
    Ba3, LGD2 from B1, LGD3

Outlook Actions:

-- Outlook, Remains Stable

Zayo's B2 corporate family rating reflects its high leverage and
the company's aggressive financial policy which features frequent
debt-financed acquisitions.  Zayo's business model requires heavy
capital investment and is susceptible to customer churn, both of
which pressure free cash flow.  And, in addition to increasing its
credit risk, Zayo's serial debt-financed acquisition activity has
also led to poor visibility into the company's organic growth and
steady state cost structure.  These credit weaknesses are offset by
Zayo's strong revenue growth, stable base of contracted recurring
revenues and valuable fiber optic network assets.  Management has
demonstrated its ability to execute a high quantity of both small
and large acquisitions and achieve (or exceed) projected merger
benefits.  Although Zayo's aggressive M&A stance is generally
credit negative, management's skill in navigating these
transactions does offset a meaningful amount of this risk.

The ratings for the debt instruments reflect both the overall
probability of default of Zayo, to which Moody's has assigned a
probability of default rating (PDR) of B2-PD, and individual loss
given default assessments.  The senior secured credit facilities
are rated Ba3 (LGD2), two notches higher than the CFR given the
support from the Caa1 (LGD5) rated senior unsecured notes.  The
ratings also reflect Moody's expectation that the senior secured
notes will be fully redeemed with the net proceeds from the senior
unsecured notes offering.

The stable outlook is based on Moody's view that Zayo will continue
to generate positive free cash flow and reduce leverage while
maintaining good liquidity.

Downward rating pressure could develop if liquidity deteriorates or
if capital intensity increases such that Zayo is unable to generate
sustainable positive free cash flow or if leverage remains
elevated.  Moody's could upgrade Zayo's ratings if adjusted
leverage approaches 4x and FCF/Debt is sustained above 10%.  Upward
rating migration would also be contingent on management's
commitment to lower leverage and a less aggressive stance towards
debt-financed M&A.

The principal methodology used in these ratings was Global
Communications Infrastructure Rating Methodology published in June
2011.  Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and national reach.


ZAYO GROUP: S&P Rates Proposed $730MM Add-On Notes 'CCC+'
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating and '6' recovery rating to Zayo Group LLC's proposed $730
million add-on to its senior unsecured notes due 2023.  The '6'
recovery rating indicates S&P's expectation for negligible recovery
(0%-10%; low end of range) for noteholders in the event of payment
default.  Zayo will use proceeds to repay its exiting 8.125% $675
million senior secured notes due 2020.  At the same time, S&P
revised the issue-level ratings on the company's senior secured
debt to 'B+' from 'B' and revised the recovery rating on this debt
to '2' from '3'.  The '2' recovery rating indicates S&P's
expectation for substantial recovery (70%-90%; high end of range)
for lenders in the event of payment default.

The 'B' corporate credit rating on Boulder, Colo.-based fiber
infrastructure and colocation provider Zayo is unchanged and the
outlook remains stable.  S&P's outlook reflects the company's good
growth prospects balanced by what S&P considers to be a highly
leveraged financial risk profile and aggressive expansion policies.
S&P believes leverage will remain elevated for the foreseeable
future, but that liquidity should remain adequate given the
company's healthy FOCF and revolver availability.

RATINGS LIST

Zayo Group LLC
Corporate Credit Rating            B/Stable/--

New Rating
$1.43 billion notes due 2023    
Senior Unsecured                   CCC+
  Recovery Rating                   6



[*] Burr & Forman Adds Two Partners in Nashville Office
-------------------------------------------------------
Burr & Forman LLP announced on March 2, 2015, the addition of two
attorneys to its Nashville office, continuing the firm's strategic
plan for rapid expansion in Music City.  Joining as partners are
Briana M. Montminy and Emily Taube.  These additions bring Burr &
Forman's Nashville growth since January to 15 attorneys, more than
doubling the location's size to 25 lawyers.  Burr & Forman now has
a total of 47 Tennessee-licensed lawyers firmwide.

"This has been an exciting time of growth for our Nashville office.
Briana and Emily will further add support to our ability to
provide more direct service to clients with legal needs throughout
Tennessee," said Thomas K. Potter, III, managing partner of Burr &
Forman's Nashville office. "Briana and Emily's practices fill some
gaps for us, continuing to grow the capabilities and deep industry
experience we have added since the arrival of 13 other lawyers
earlier this year. Briana, who has been with the firm for almost
nine years and relocates from our Birmingham office, will help us
integrate our other new arrivals and spread the word about our many
firmwide resources."

Briana M. Montminy

Montminy is a member of Burr & Forman's Torts, Insurance and
Product Liability section. She currently serves as chair-elect for
the Health & Disability Law Committee of the American Bar
Association's Tort, Trial and Insurance Practice Section.  She
defends health, disability and life insurers in cases involving
rescission of coverage, denials of claims, pre-existing conditions,
bad faith and violations of state consumer protection statutes. She
is experienced in defending claims brought under both individual
insurance policies and claims governed by ERISA. She also defends
manufacturers and distributors in product liability lawsuits, and
she has argued before the Consumer Product Safety Commission.

Montminy earned her undergraduate degree from Cornell University,
and her law degree from the University of Miami School of Law.

Ms. Montminy may be reached at:

         Briana M. Montminy, Esq.
         BURR & FORMAN LLP
         700 Two American Center
         3102 West End Avenue
         Nashville, TN 37203
         Tel: (615) 724-3249
         Fax: (615) 724-3394
         Email: bmontmin@burr.com

Emily Taube

Taube joins Burr & Forman as a partner in the firm's Creditors'
Rights and Bankruptcy practice, representing businesses in complex
commercial disputes. She serves on the American Bankruptcy
Institute's Southern Regional Development Committee, and previously
co-chaired the committee that drafted the organization's Report on
Standards of Professional Conduct and Courtesy.

She earned her undergraduate degree from the University of
Tennessee, and her law degree from the University of Memphis Cecil
C. Humphreys School of Law.

Ms. Taube may be reached at:

         Emily C. Taube, Esq.
         BURR & FORMAN LLP
         700 Two American Center
         3102 West End Avenue
         Nashville, TN 37203
         Tel: (615) 724-3237
         Fax: (615) 724-3337
         E-mail: etaube@burr.com

                       About Burr & Forman LLP

For over a century, Burr & Forman LLP's experienced legal team has
served clients with local, national, and international interests in
numerous industry and practice areas, ranging from commercial
litigation and class actions to corporate transactions, including
bankruptcy and restructurings. A Southeast regional firm with
nearly 300 attorneys and nine offices in Alabama, Florida, Georgia,
Mississippi, and Tennessee, Burr & Forman attorneys draw from a
diverse range of resources to help clients achieve their goals and
address their complex legal needs. For more information, visit the
firm's website at http://www.burr.com/


[*] Feb. Bankruptcy Filings Decrease 13% from 2014
--------------------------------------------------
Total U.S. bankruptcy filings decreased 13 percent in February from
the same period last year, according to data provided to the
American Bankruptcy Institute by Epiq Systems, Inc.

Bankruptcy filings totaled 65,002 in February 2015, down from the
February 2014 total of 72,267. Consumer filings declined 10 percent
in February 2015 to 62,740 from the February 2014 consumer filing
total of 69,403, according to a news release from the American
Bankruptcy Institute.

In addition, total commercial filings in February 2015 decreased to
2,262, representing a 21 percent decline from the 2,864 business
filings recorded in February 2014. Total commercial chapter 11
filings were down 25 percent as February 2015's commercial Chapter
11 filings decreased to 363 from February 2014's 484 filings.

"Sustained low interests rates and high costs to file continue to
suppress the number of consumers and businesses seeking the
financial fresh start of bankruptcy," said ABI Executive Director
Samuel J. Gerdano. "The year-over-year filing totals have now
declined for over four years."

Total bankruptcy filings for the month of February 2015 increased
10 percent compared to the 59,050 total filings registered in
January 2015, according to the ABI. Total noncommercial filings for
February, 62,740, also represented an 11 percent increase from the
January 2015 noncommercial filing total of 56,586. The February
2015 commercial filing total of 2,262 represented an 8 percent
decrease from the January 2015 commercial filing total of 2,464.
February 2015's 363 commercial chapter 11 filings represented a 30
percent drop from the 519 filings recorded the previous month.

The average nationwide per capita bankruptcy-filing rate in
February 2015 was 2.39 (total filings per 1,000 per population), an
increase from January 2015's rate of 2.28. Average total filings
per day in February were 2,322, a 10 percent decrease from the
2,581 total daily filings recorded in February 2014. States with
the highest per capita filing rate (total filings per 1,000
population) in February 2015 were Tennessee (5.17); Alabama (4.83);
Georgia (4.66); Illinois (4.22); and Mississippi (3.69).


[*] Fitch Says U.S. Personal Bankruptcies Set for 5th Annual Drop
-----------------------------------------------------------------
Annual U.S. personal bankruptcy filings are set for a fifth
straight drop, though the rate of decline figures to level off over
time as lending guidelines become more lax, according to Fitch
Ratings in a Feb. 27 report.

Fitch projects total bankruptcy filings to fall by another 8%-10%
in 2015 reflective of a still-positive macro environment. This
development comes as aggregate personal bankruptcy filings for 2014
fell over 12% lower year over year, another double digit annual
decrease in line with Fitch's full year forecast of a 12%-13%
decline. That said, 'the continued loosening of lenders'
underwriting guidelines and the increase to consumers' access to
credit should begin to slow the pace of the double-digit declines
observed over the past four years,' said Managing Director Michael
Dean.

U.S. consumer credit rose for the fifth straight year in 2014,
topping over $3 trillion on a seasonally adjusted basis. While
revolving credit (predominantly credit card usage) has remained
relatively flat, there was a more pronounced increase (over 8% last
year) in the usage of non-revolving credit. 'Both auto and student
loan borrowing are continuing to surge and has grown at a
considerable pace to above $2.4 trillion,' said Dean.

Taking this trend into account, Fitch believes 2015 will be another
strong year with lower personal bankruptcy filings. 'Reduced
interest payments and full employment will take away the incentive
for consumers to seek bankruptcy protection,' said Dean. 'Lower gas
prices will also help household finances.'


[*] Moody's Says Global Bank Debt Issuance Levels Off in 2014
-------------------------------------------------------------
The four-year decline in issuance of unsecured debt by banks,
thrifts and securities firms leveled off in 2014, says Moody's
Investors Service in a new report. "Global Bank Debt -- 2014
Issuance Trends" analyzes trends in the issuance of long-term
unsecured debt instruments by financial institutions rated by
Moody's.

"After declining for the past four years, unsecured debt issuance
by the banks we rate increased slightly in 2014," said Robard
Williams, a Moody's vice president. "Stabilizing operating
conditions in some countries, and interest rates levels and various
regulatory initiatives will continue to affect issuance volume."

In Asia, issuance by the banks Moody's rates grew 18%. The largest
issuers were banks in Australia, with issuance up 13%, Japan, up
3%, and Korea, down 13%, although the biggest jumps were in China,
up 162%, and in Singapore, up 409%.

In North America, US bank debt issuance rose 16%, as the economy
continued its steady improvement, but declined by 47% for Canada,
to a more normalized level following a 53% surge in 2013 as banks
pre-empted the government's introduction of a bail-in regime for
senior debt.

For Europe, the story varies: In non-euro Europe, issuance rose
17%, driven by the large Swiss (up 150%) and UK banks (up 68%).
Issuance by banks in most euro area countries continued to decline,
however, especially in Greece (down 71%) and Italy (down 15%), but
rose in Belgium (61%), Germany (15%), and in the periphery
countries of Portugal (380%), Ireland (185%) and Spain (25%).

In Russia, demand for funding and access to the capital markets
declined, with issuance down by 65%, as the country enters
recession and finds itself increasingly challenged by geopolitical
events as well as depressed oil prices.

For 2015, Moody's expects that low economic growth in Europe will
continue to weigh on the banks' balance sheet growth and funding
needs, although business sentiment, credit demand and funding
conditions have generally improved of late.  In the US,
strengthening GDP growth -- which Moody's is forecasting at 3.2%
for 2015 and 2.8% for 2016 -- will be good for banks' financial
strength and credit demand.

Moreover, banks' liability structures and, by extension, debt
issuance volumes in 2015 will be affected by global and local
regulatory developments, among them, (1) the growing focus on
funding and liquidity standards, as well as the higher risk-based
capital requirements and buffers under Basel III; (2) the move
towards formal bank resolution regimes with provisions for
bank-recapitalization burden-sharing with creditors (bail-in); and
(3) the Financial Stability Board's proposals on total
loss-absorbing capacity for the global systemically important
banks, and for the European banks, minimum capital requirements in
the event of resolution.


[*] Moody's: Strong US Dollar is Credit Negative for Multinationals
-------------------------------------------------------------------
The strong US dollar is modestly credit negative for US-based
multinational corporations, according to a new cross-industry
report from Moody's Investors Service. Large exporters in
particular will face a choice between lower margins or higher
prices as their products become less competitive in local markets.
Moody's expect the US dollar to continue to rise against several
major currencies this year, and especially against the euro.

The strong US dollar will have a negative credit impact on
companies in the apparel, chemicals, consumer packaged goods, food
and beverages, homebuilders, lodging and cruise companies,
manufacturing, and coal and steel industries.  Though Moody's
analysts expect that many US multinationals will need to revise
their 2015 guidance downwards, current hedging strategies will help
most large exporters mitigate risk for at least the next six to 12
months.

"The stronger US dollar has already caught a number of US-based
multinational corporations off guard, with many announcing hits to
their fourth-quarter 2014 earnings attributable to foreign exchange
and revising downwards their guidance for 2015," says Peter Abdill,
Managing Director at Moody's Investors Service. "When currencies
fluctuate, companies that earn revenues overseas are exposed to
both 'translation' risk on their top lines and 'transaction' risk
on their bottom lines."

The US dollar's rising value will only have positive credit
implications for the metals and mining industry overall, Moody's
says in the report titled, "Dollar Daze: Stronger Greenback is
Credit Negative for US Multinationals."


[] Bankruptcy Filings in Rochester, NY, Drop 28.8% in February 201
------------------------------------------------------------------
Will Astor at Rochester Business Journal reports that bankruptcy
filings in the federal Western District of New York's Rochester
division dropped by 30 or 28.8% to 74 in February 2015, from 104 in
February 2014.  According to the report, area filings declined
13.4% to 206 in the first two months of this year from 238 cases
filed in the first two months of 2014.


[^] BOOK REVIEW: Lost Prophets — An Insider’s History
---------------------------------------------------------
Posted on January 29, 2015 by tope_editor
Author: Alfred L. Malabre, Jr.
Publisher: Beard Books
Softcover: 256 pages
List Price: $34.95
Review by Henry Berry

Order your personal copy today at http://is.gd/KNTLyr

Alfred Malabre’s personal perspective on the U.S. economy over
the
past four decades is firmly grounded in his experience and
knowledge. Economics Editor of The Wall Street Journal from 1969
to 1993 and author of its weekly “Outlook” column, Malabre was
in
a singular position to follow the U.S. economy in recent decades,
have access to the major academic and political figures
responsible for economic affairs, and get behind the crucial
economic stories of the day. He brings to this critical overview
of the economy both a lively, often provocative, commentary on the
picture of the turns of the economy. To this he adds sharp
analysis and cogent explanation.

In general, Malabre does not put much stock in economists. “In
sum, the profession’s record in the half century since Keynes
and
White sat down at Bretton Woods [after World War II] provokes
dismay.” Following this sour note, he refers to the belief of a
noted fellow economist that the Nobel Prize in this field should
be discontinued. In doing so, he also points out that the Nobel
for economics was not one originally endowed by Alfred Nobel, but
was one added at a later date funded by the central bank of Sweden
apparently in an effort to give the profession of economists the
prestige and notice of medicine, science, literature and other
Nobel categories.

Malabre’s view of economists is widespread, although rarely
expressed in economic circles. It derives from the plain fact
that modern economists, even hugely influential ones such as John
Meynard Keynes, are wrong as many times as they are right. Their
economic theories have proved incomplete or shortsighted, if not
basically wrong-headed. For example, Malabre thinks of the
leading economist Milton Friedman and his “monetarist
colleagues”
as “super salespeople, successfully merchandising.an economic
medicine that promised far more than it could deliver” from
about
the 1960s through the Reagan years of the 1980s. But the author
not only cites how the economy has again and again disproved the
theories and exposed the irrelevance of wrong-headedness of the
policy recommendations of the most influential economists of the
day. Malabre also lays out abundant economic data and describes
contemporary marketplace and social activities to show how the
economy performs almost independently of the best analyses and
ideas of economists.

Malabre does not engage in his critiques of noted economists and
prevailing economic ideas of recent decades as an end in itself.
What emerges in all of his consistent, clear-eyed, unideological
analysis and commentary is his own broad, seasoned view of
economics-namely, the predominance of the business cycle. He
compares this with human nature, which is after all the substance
of economics often overlooked by professional and academic
economists with their focus on monetary policy, exchange rates,
inflation, and such. “The business cycle, like human nature, is
here to stay” is the lesson Malabre aims to impart to readers
interested in understanding the fundamental, abiding nature of
economics. In Lost Prophets, in language that is accessible and
jargon-free, this author, who has observed, written about, and
explained economics from all angles for several decades,
persuasively makes this point.

In addition to holding a top position at The Wall Street Journal,
Malabre is also the author of the books, Understanding the New
Economy and Beyond Our Means, which received the George S. Eccles
Prize from the Columbia Business School as the best economics book
of 1987.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

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 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***