TCR_Public/150413.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, April 13, 2015, Vol. 19, No. 103

                            Headlines

AARON CHITRIK: Files for Ch 11, Halts Auction of Office Building
ACCESS CIG: S&P Retains 'B' 1st Lien Debt Rating on $50MM Add-On
AEREO INC: April 21 Hearing on Adequacy of Plan Outline
AEREO INC: Completes Sale of Assets to Alliance Technology
AFFINIA GROUP: Moody's Affirms 'B3' Corporate Family Rating

ALCO STORES: Unsecured Creditors Get 1% to 15% Under Amended Plan
ALLIANCE ONE: S&P Lowers Corp. Credit Rating to CCC+
ALTEGRITY INC: Creditors' Panel Hires WilmerHale as Lead Counsel
ALTEGRITY INC: Creditors' Panel Taps Bayard as Delaware Co-counsel
AMERICAN AIRLINES: S&P Assigns 'BB' Rating on $750MM Term Loan B

AMERICAN EAGLE: Posts $78.5 Million Net Loss in Fourth Quarter
AMNEAL PHARMACEUTICALS: S&P Gives B+ Rating to Term Loan B
ANCHOR BANCORP: Six Bank Branches to Close, 30 Jobs Affected
API TECHNOLOGIES: Records $2.2 Million Net Loss in 1st Quarter
API TECHNOLOGIES: Reports Fiscal Q1 Revenue of $50.9 Million

APPLIED MINERALS: Amends 40.9M Shares Resale Prospectus
ARCHDIOCESE OF ST. PAUL: Has Until Nov. 30 to File Reorg. Plan
ATHERTON FINANCIAL: Case Dismissal Hearing Continued Until May 22
AXALTA COATINGS: Moody's Hikes Corporate Family Rating to 'B1'
BASIC FOOD GROUP: Case Summary & 20 Largest Unsecured Creditors

BEAZER HOMES: BlackRock Reports 10% Stake as of March 31
BOMBARDIER INC: Moody's Retains 'B1' Corporate Family Rating
BRIAR'S CREEK: Amends Schedules of Assets and Liabilities
BROWARD COUNTY: Moody's Confirms 'B1' Rating on Series 2006A Debt
CACHE INC: Creditors' Panel Hires Bayard as Co-counsel

CACHE INC: Creditors' Panel Names Capstone as Financial Advisor
CACHE INC: Creditors' Panel Names Otterbourg as Co-counsel
CAESARS ENTERTAINMENT: Debt Battle Escalates w/ Credit Suisse Suit
CAESARS ENTERTAINMENT: Examiner Seeks to Employ Winston & Strawn
CAESARS ENTERTAINMENT: Hearing on Involuntary Petition on April 29

CAESARS ENTERTAINMENT: Panels Wants Co. to Agree to Jan. 12 Filing
CAESARS ENTERTAINMENT: U.S. Trustee Wants Fee Committee Appointed
CAL DIVE: Counsel Assures No Representation to Parties-In-Interest
CAL DIVE: Gets Final Approval to Continue Retention Plan
CAL DIVE: Has Until May 17 to File Schedules and Statements

CAL DIVE: Huber Capital Reports 14.3% Stake as of March 31
CAL DIVE: Proposes Jones Walker as Corporate Counsel
CAL DIVE: Seeks Approval for KCC as Administrative Agent
CHASSIX HOLDINGS: Gets Approval to Access $250M in DIP Financing
CHASSIX HOLDINGS: Seeks to Pay $2.3-Mil. to Essential Employees

CICERO INC: Bruce Hasenyager Quits as Director
CICERO INC: Chairman Now Has 67.2% Stake After Conversion
CINCINNATI BELL: S&P Retains 'BB-' Sr. Secured Debt Rating
CLAIRE'S STORES: Incurs $212 Million Net Loss in Fiscal 2014
CLAIRE'S STORES: Moody's Cuts Corporate Family Rating to 'Caa2'

COLT DEFENSE: Amends Credit Pacts with Cortland and Wilmington
CONYERS: April 15 Hearing on ONH1, LLC Bid for Relief from Stay
CORD BLOOD: Announces Equity Investment by Red Oak
CREATIVE ARTISTS: $45MM Add-on Loan No Impact on Moody's B2 CFR
CREATIVE ARTISTS: Debt Add-On No Impact on S&P BB- Secured Rating

DOLE FOOD: Debt Add-on No Impact on Moody's B2 Term Loan Rating
DOLE FOOD: S&P Revises Outlook to Positive, Affirms 'B-' CCR
DORAL FINANCIAL: Seeks Approval of Bidding Procedures
DUNE ENERGY: Court Approves Sale & Bidding Procedures
EVERYWARE GLOBAL: Amends Registration Statements with SEC

EVERYWARE GLOBAL: Receives NASDAQ Delisting Notice
EXIDE TECHNOLOGIES: Inks Compromise with Texas CEQ
EXIDE TECHNOLOGIES: Panel Hires Kelvin Chia as Foreign Counsel
EXIDE TECHNOLOGIES: Sells Emission Reduction Trading Credits
FINJAN HOLDINGS: Signs $1 Million Patent Agreement with F-Secure

FIRST PHILADELPHIA: Court to Close Case Unless Objections Filed
FOODS INC: April 21 Hearing on Sale of Titled, Wheeled Vehicles
FR 160: Judge Wanslee Orders Closing of Bankruptcy
FREEDOM INDUSTRIES: Prosecutors Want A Website to Notify on Spill
FRESH PRODUCE: Section 341 Meeting Scheduled for May 6

FUSION TELECOMMUNICATIONS: Offering $100M Worth of Securities
GASFRAC ENERGY: Closes Sale of Assets to STEP
GENERAL STEEL: Posts $78.3 Million Net Loss in 2014
GENOA A QOL: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable
GLYECO INC: Extends Equity Incentive Program Until June 30

GLYECO INC: Incurs $8.7 Million Net Loss in 2014
GREEN FIELD: Liquidating Trustee Sues CEO for Role in Collapse
GRIDWAY ENERGY: Withdraws Motion to Convert Cases to Chapter 7
GT ADVANCED: Bids for SSG Assets Due April 29
GT ADVANCED: Debtor, Committee Reach Deal with PwC on Transfers

GT ADVANCED: Has $45MM Deal with Chinese Customer for ASF Furnaces
GT ADVANCED: Proposes to Sell Machinery via Online Auction
HALCON RESOURCES: Holders Agree to Swap $117M Notes for Shares
HIPCRICKET INC: Has Interim Nod of ESW Capital Financing
HIPCRICKET INC: Rust Omni Approved as Administrative Agent

HOLDER GROUP: Court Approves Harris Law as Bankruptcy Counsel
HRG GROUP: Fitch to Rate New $100MM Secured Notes BB-/RR2
HRG GROUP: S&P Retains B+ Issue Rating on $100MM Notes Add-on
HS 45 JOHN: April 23 Hearing on Bid to Dismiss Chapter 11 Case
IBCS MINING: Hires Ritchie Bros. as Auctioneer

IMPLANT SCIENCES: 2015 Annual Meeting Set for July 27
INFOR INC: $600MM Senior Notes Add-On No Impact on S&P's B CCR
INFOR INC: Notes Upsize No Impact on Moody's 'B3' Notes Rating
INSTITUTO MEDICO: Has Until April 15 to Reply to UST Obj. to Roth
INTERLEUKIN GENETICS: Appoints Mark B. Carbeau as CEO

JACK JOHNSON: Could Sue Will Allen & Susan Daub
JOE'S JEANS: Incurs $21.6 Million Net Loss in First Quarter
JONES ENERGY: Moody's Rates $250MM Unsecured Notes Due 2023 'B3'
JPH LAS VEGAS: Hires Larson & Zirzow as Reorganization Counsel
JPH LAS VEGAS: Taps Valuation Consultants as Real Estate Appraiser

KNEL ACQUISITION: S&P Affirms 'B' Corp. Credit Rating
LANTHEUS MEDICAL: Parent Hikes Issuable Shares Under 2013 Plan
LOCATION BASED: Reports $905,000 Net Loss in Second Quarter
LONGVIEW POWER: S&P Lowers Rating on $300MM Secured Loan to 'B+'
LORMAR REALTY: Case Summary & 2 Largest Unsecured Creditors

MALIBU ASSOCIATES: Has $3M Financing From Aa87; U.S. Bank Objects
MEG ENERGY: Bank Debt Trades at 3% Off
MILACRON INTERMEDIATE: S&P Affirms 'B' Corp. Credit Rating
MISSISSIPPI PHOSPHATES: Amends Schedules of Assets & Debt
MORGANS HOTEL: Bradford Nugent Named to Board of Directors

NATIONAL CINEMEDIA: Amends 71.7MM Common Shares Resale Prospectus
NCSG CRANE: S&P Lowers LT CCR and 2nd Lien Debt Ratings to B-
NET ELEMENT: Cayman Invest Reports 9.3% Stake as of April 2
NEUSTAR INC: S&P Affirms 'BB-' CCR, Off CreditWatch Negative
OPTIMUMBANK HOLDINGS: Fails to Comply with NASDAQ Rule

ORANGE REGIONAL: Fitch Rates $69MM 2015 Revenue Bonds BB+
PACIFIC DRILLING: Bank Debt Trades at 17% Off
PALMERIS INC: Involuntary Chapter 11 Case Summary
PERFORMANT BUSINESS: Moody's Cuts CFR & Secured Debt Rating to B3
PETROLEUM GEO-SERVICES: Bank Debt Trades at 15% Off

PREMIER EXHIBITIONS: Samuel Weiser Quits as Executive Chairman
PULSE ELECTRONICS: Faces Lawsuit Over Proposed Merger with Oaktree
QUANTUM CORP: Expects to Report $145 Million Total Revenue in Q4
QUEST SOLUTION: Posts $302,000 Net Income in 2014
RADIOSHACK CORP: In Talks to Sell Remaining Assets

RADIOSHACK CORP: Texas Wants CMO on Sale of Client Info
REED AND BARTON: Holland & Knight OK'd as Bankruptcy Counsel
REED AND BARTON: Taps Verdolino & Lowey to Evaluate Auction Bids
RG STEEL: Gets Approval to Settle Air Product's $44.7-Mil. Claim
RITE AID: Posts $1.84 Billion Net Income in Fourth Quarter

RIVER-BLUFF: Court Set to Confirm Reorganization Plan
ROADRUNNER ENTERPRISES: Hires Hirschler Fleischer as Counsel
ROADRUNNER ENTERPRISES: Taps Robert Hansen as Accountant
RP CROWN: S&P Lowers CCR to 'CCC+', Outlook Stable
RYMAN HOSPITALITY: S&P Assigns BB Rating on $400MM Sr. Unsec. Notes

SALADWORKS LLC: Hearing on UpShot Plan Services Continued
SALADWORKS LLC: Landis Rath Approved as Bankruptcy Counsel
SCHAHIN OIL: Fitch Cuts Issuer Default Ratings to 'C'
SCIENCE APPLICATIONS: S&P Assigns 'BB' CCR, Outlook Stable
SCIENTIFIC GAMES: Files Form S-4 Registration Statement with SEC

SEANERGY MARITIME: Posts $1.25 Million Net Loss in Fourth Quarter
SILVERADO STREET: Names James Lee as General Bankruptcy Counsel
SOLAR POWER: Appoints Jeffrey Ren as Independent Director
STATE FISH: Trustee Withdraws Bid to Tap Antarctica as Inv. Banker
SULLIVAN INTERNATIONAL: Section 341 Meeting Set for May 5

TAYLOR, MI: Fitch Affirms 'BB' Rating of $4.4MM LTGO Bonds
TGI FRIDAY'S: S&P Alters Outlook to Stable on Sale of UK Restos
TRANS ENERGY: To Sell Marcellus Assets for $71.3 Million
TRITON AVIATION: Fitch Cuts Rating on Class A-1 Notes to 'Csf'
UNIVERSITY GENERAL: Hires Porter Hedges as Bankruptcy Counsel

UNIVERSITY GENERAL: Hires UpShot Services as Noticing Agent
UNIVERSITY GENERAL: Taps Hammond Hanlon as Investment Banker
UNIVERSITY GENERAL: Taps Skadden Arps as Special Counsel
USA SYNTHETIC: Owes Allen County $116K in Back Taxes
VERDUGO LLC: Taps Ringstad & Sanders as General Insolvency Counsel

VIPER VENTURES: Seeks to Continue Leasing, Management Fees Payment
VIPER VENTURES: Seeks to Employ GlassRatner as Financial Advisor
VIRTUAL PIGGY: Engages Viant Capital LLC as Financial Advisor
VISUALANT INC: Diker GP Reports 5.9% Stake as of March 27
WALTER INVESTMENT: Bank Debt Trades at 8% Off

WEATHER CHANNEL: Bank Debt Trades at 6% Off
WET SEAL: Case Caption Revised to "Seal123" Following Sale
WET SEAL: Court Approves Sale of Assets to Versa Affiliate
WET SEAL: Del. Court Approves Asset Sale to Versa Capital Unit
WET SEAL: Disclosure Statement Hearing Moved to April 27

WIDEOPENWEST FINANCE: S&P Puts 'B' CCR on CreditWatch Negative
WPCS INTERNATIONAL: BlackRock Reports 4.9% Stake as of March 31
WPCS INTERNATIONAL: Issues 1,300,000 Common Shares
ZOGENIX INC: Federated Investors Reports 12.9% Stake as of March 31
[^] BOND PRICING: For the Week From April 6 to 10, 2015


                            *********

AARON CHITRIK: Files for Ch 11, Halts Auction of Office Building
----------------------------------------------------------------
Claire Moses at The Real Deal reports that Aaron Chitrik has filed
for Chapter 11 bankruptcy protection to avoid the auction of his
Midtown office building.

Katherine Clarke, writing for New York Daily News, relates that Mr.
Chitrik said that he already has a provisional deal to sell the
property for $40 million, which would be more than enough to
satisfy the $30 million owed to creditors.  The report says that
Mr. Chitrik needs time to tie up the paperwork.  "Our hope is that
we'll be able to sell the property for enough to cover all
obligations with something left over," the report quoted David
Graubard, Esq., the attorney for Mr. Chitrik, as saying.

Stephen Meister, Esq., at Meister Seelig & Fein, the attorney for
Isaac Chetrit, who owns the debt on the building and would have
been a likely bidder, described the Chapter 11 filing as a
"classic, eleventh hour filing" and said that he would be seeking
to have the bankruptcy case dismissed, NY Daily reports.

Aaron Chitrik owns a 63,000-square-foot office building at 315 West
35th Street in New York.


ACCESS CIG: S&P Retains 'B' 1st Lien Debt Rating on $50MM Add-On
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B' issue-level
rating and '3' recovery rating on Access CIG LLC.'s senior secured
first-lien credit facility remain unchanged following the company's
announcement that it plans to issue a $50 million add-on to its
senior secured first-lien term loan B due 2021.  The '3' recovery
rating indicates S&P's expectation for meaningful recovery
(50%-70%; upper half of the range) of principal in the event of a
default.  The 'CCC+' issue-level and '6' recovery ratings on the
senior secured second-lien term loan are also unaffected.

The company will use the proceeds from the add-on offering to pay
down the existing balance on its revolver and for general corporate
purposes.  Pro forma for the debt issuance, lease-adjusted leverage
will marginally increase to about 6.6x from 6.4x as of the end of
2014.

S&P's 'B' corporate credit rating and stable rating outlook on
Access CIG reflect S&P's view that the company will achieve low- to
mid-single-digit percent organic revenue growth with a relatively
stable EBITDA margin, and that leverage will remain above 5x over
the next two years.

RATINGS LIST

Access CIG LLC
Corporate Credit Rating              B/Stable/--

Ratings Unchanged

Access CIG LLC
Senior secured
  First-lien term loan B due 2021     B
   Recovery Rating                    3H
  Second-lien term loan               CCC+
   Recovery Rating                    6



AEREO INC: April 21 Hearing on Adequacy of Plan Outline
-------------------------------------------------------
The U.S. Bankruptcy Court, according to an amended notice, will
convene a hearing on April 21, 2015 at 11:00 a.m., to consider
adequacy of information in the disclosure statement explaining
Aereo Inc.'s Chapter 11 Plan.  Objections, if any, are due April
10.

The Debtor, according to Law360, filed a plan outlining a strategy
to pay back creditors with the proceeds of an auction for
television streaming technology that threatened to upend the U.S.
television marketplace before it was declared illegal by the U.S.
Supreme Court.  The Chapter 11 plan is designed to distribute $1.55
million that bidders paid at an asset auction, a figure less than
half of what Aereo expected to receive.

                        About Aereo, Inc.

With headquarters in Boston, Massachusetts, Aereo, Inc., is a
technology company that provided subscribers with the ability to
watch live or "time-shifted" local over-the-air broadcast
television on Internet-connected devices, such as personal
computers, tablet devices, and "smartphones."   Aero provided to
each subscriber access, via the Internet, to individual remote or
micro-antennas and a cloud-based DVR, which were maintained by the
Debtor in facilities within the local market.

Aereo, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-13200) in Manhattan, New York, on Nov. 20, 2014.  The Chapter 11
filing came five months after the U.S. Supreme Court ruled the
Debtor, with respect to live or contemporaneous transmissions, was
essentially performing as a traditional cable system under the
Copyright Act, and thus was violating broadcasters' copyrights
because it wasn't paying broadcasters any fees.

The Debtor has tapped William R. Baldiga, Esq., at Brown Rudnick
LLP, in New York, as counsel.  The Debtors has also engaged Argus
Management Corp. to provide the services of Lawton W. Bloom as CRO
and Peter Sullivan and Scott Dicus as assistant restructuring
officers.  Prime Clerk LLC is the claims and notice agent.

The Debtor disclosed $22.2 million in assets and $2.78 million in
liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  Stinson Leonard
Street LLP serves as the Committee's counsel.


AEREO INC: Completes Sale of Assets to Alliance Technology
----------------------------------------------------------
Aereo Inc. announced that the sale of its assets to Alliance
Technology Solutions, Inc., was consummated on April 2.

Alliance, an information-technology consultant, acquired equipment
from the video streaming company after it emerged as the winning
bidder at an auction held in February.

Early last month, Aereo also completed the sale of its patent
portfolio to RPX Corp. and the sale of its trademarks, domain names
and customer lists to TiVo Inc., maker of digital video recorders.
Both buyers were also the winning bidders at the February auction.


According to earlier reports, Aereo was disappointed with the
outcome of the sales, which brought in less than $2 million.  

William Baldiga, Aereo's lawyer, had said last month that the
company did everything it could to garner a higher price for the
assets, including considering running an entirely new auction.

U.S. Bankruptcy Judge Sean Lane approved the three asset sales on
March 12 after Aereo inserted language designed to protect the
legal rights of broadcasting companies.

Aereo and the broadcasting companies disputed over whether to
include language clarifying that the court order doesn't release
the buyers from liability for any acts that infringe on the
broadcasting companies' rights.  

Although it doesn't find such inclusion necessary, Aereo's official
committee of unsecured creditors said it would support a sale order
that incorporates such language to avoid further dispute.

                        About Aereo Inc.

With headquarters in Boston, Massachusetts, Aereo, Inc., is a
technology company that provided subscribers with the ability to
watch live or "time-shifted" local over-the-air broadcast
television on Internet-connected devices, such as personal
computers, tablet devices, and "smartphones."   Aero provided to
each subscriber access, via the Internet, to individual remote or
micro-antennas and a cloud-based DVR, which were maintained by the
Debtor in facilities within the local market.

Aereo, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 14-13200) in Manhattan, New York, on Nov. 20, 2014.  The
Chapter 11 filing came five months after the U.S. Supreme Court
ruled the Debtor, with respect to live or contemporaneous
transmissions, was essentially performing as a traditional cable
system under the Copyright Act, and thus was violating
broadcasters' copyrights because it wasn't paying broadcasters any
fees.

The Debtor has tapped William R. Baldiga, Esq., at Brown Rudnick
LLP, in New York, as counsel.  The Debtors has also engaged Argus
Management Corp. to provide the services of Lawton W. Bloom as CRO
and Peter Sullivan and Scott Dicus as assistant restructuring
officers.  Prime Clerk LLC is the claims and notice agent.

The Debtor disclosed $22.2 million in assets and $2.78 million in
liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  Stinson Leonard
Street LLP serves as the Committee's counsel.


AFFINIA GROUP: Moody's Affirms 'B3' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed Affinia Group Inc.'s Corporate
Family Rating (CFR) of B3 and its Probability of Default Rating
(PDR) of B3-PD. In a related action, Moody's affirmed the rating on
the company's senior secured term loans at B2 and senior notes at
Caa2. The Speculative Grade Liquidity (SGL) Rating was lowered to
SGL-4 from SGL-3. The outlook is stable.

The lowering of Affinia's SGL rating to SGL-4 reflects the
near-term maturity of the company's $175 million Term Loan B-1. In
Moody's assessment, the combination of Affinia's cash balances,
expected free cash flow generation over the near-term, and revolver
availability will be insufficient to fund the Term Loan B-1 amount
due in April 2016. Yet, Moody's believes that the company's ability
to address this maturity is supported by its improving credit
metrics and strong market position.

The following ratings were affirmed:

Affinia Group Inc

Corporate Family Rating at B3
Probability of Default Rating at B3-PD
$175mm Senior Secured Term Loan B-1 due 2016 at B2(LGD3)
$367mm Senior Secured Term Loan B-2 due 2020 at B2(LGD3)
$250mm Senior Notes due 2021 at Caa2 (LGD5)

The following ratings were lowered:

Affinia Group Inc.

Speculative Grade Liquidity rating, to SGL-4 from SGL-3

Moody's does not rate the company's $175 million ABL revolving
credit facility.

RATINGS RATIONALE

The affirmation of Affinia's B3 CFR reflects the company's high
leverage balanced with the company's strong competitive position
within the filtration segment of the automotive aftermarket
industry. As of December 31, 2014, Affinia's Debt/EBITDA was 6.8x
(5.5x excluding factored receivables), inclusive of Moody's
Standard Adjustments. The company's leverage and interest coverage
improved considerably over the past year due in part to a portion
of proceeds received from the sale of the Chassis business in 2014
used to repay debt. Affinia maintains a strong competitive position
in filtration products with its Filtration segment (which
represents the majority of 2014 revenues) growing about 12% in
2014, excluding the effect of currency. While Moody's expects this
positive trend to continue over the near-term supported by lower
fuel prices and increasing miles driven, sales growth may be
challenged by the loss of the relationship with a major customer.
Despite challenging economic conditions in Brazil, Affinia's South
American business has experienced positive growth trends and
consistent levels of profitability supported by additional
distribution centers, improved product offerings, and improving
aftermarket fundamentals in Brazil such as increasing vehicle
population and miles driven. Yet, these improvements may be
somewhat offset by further currency devaluation in the region.

Affinia's liquidity profile includes $45 million of cash and $72
million of borrowing base availability under its $175 million asset
based revolver as of December 31, 2014. Moody's expects continued
positive free cash flow generation over the next 12 months of
around $50 million. The revolver contains a springing fixed charge
coverage ratio of 1.0x when excess availability falls below the
greater of 10% of the borrowing base and $10 million. While not
subject to the test as of December 31, 2014, the company had
cushion to this covenant with an actual fixed charge coverage ratio
of 1.9x. Moody's anticipates that ample cushion will be maintained
under this covenant over the near-term. The term loans do not
contain financial covenants.

The stable rating outlook reflects Moody's expectation for credit
metrics to continue to improve modestly over the next 12 months.
However, if the Term Loan B-1 maturity is not addressed over the
next four to five months, the outlook could be moved to negative.

Factors that could support a higher rating include debt/EBITDA
approaching 6.5x combined with EBITA/ interest sustained above 2x,
positive free cash flow generation and a financial policy focused
on debt reduction rather than shareholder distributions. Any rating
upgrade would require the company to address the maturity of its
$175 million Term Loan B-1 due April 2016 and improvement in its
liquidity profile as a result.

Factors that could lead to lower ratings include deterioration in
EBITA margins below 4%, EBITA/interest under 1.3x, negative free
cash flow, or a further weakening in liquidity including from the
company not addressing its Term Loan B-1 maturity over the next
four to five months.

Affinia Group Inc., headquartered in Gastonia, North Carolina, is a
manufacturer and distributor of aftermarket components for cars,
trucks, and off-highway vehicles with the majority of its sales
from filtration products. In 2014, the company reported revenue of
approximately $1.4 billion. Affinia is controlled by affiliates of
The Cypress Group L.L.C.



ALCO STORES: Unsecured Creditors Get 1% to 15% Under Amended Plan
-----------------------------------------------------------------
BankruptcyData reported that ALCO Stores filed with the U.S.
Bankruptcy Court an Amended Chapter 11 Plan of Liquidation and
related Disclosure Statement to change the estimated recovery for
general unsecured claimants "TBD" to a range between 1% and 15%.

According to the report, under the Amended Plan, allowed secured
claim holders will be paid in the full amount, general unsecured
claim holders will receive their pro rata share of liquidating
trust cash and holders of subordinated claims and equity interests
claim will receive no distribution under the Plan.

BData adds that the Disclosure Statement also notes, "As of the
date hereof, the Debtors, Shops at Fox Run, LLC and Shops at Fox
Run II, LLC have entered into a settlement in principle resolving
the purported encumbrance on the Sidney Property through a
settlement payment by the Debtors in the amount of $285,000, and
the parties expect to seek Bankruptcy Court approval of such
settlement no later than April 10, 2015."

                         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 serves as local counsel to the
Committee.


ALLIANCE ONE: S&P Lowers Corp. Credit Rating to CCC+
----------------------------------------------------
Standard & Poor's Ratings Services said lowered its corporate
credit rating on Morrisville, N.C.-based Alliance One International
Inc. to 'CCC+' from 'B-' and removed the rating from CreditWatch,
where it was placed with negative implications on March 16, 2015.
The rating outlook is negative.

"At the same time, we lowered our issue-level ratings on the
company's $210.3 million revolving line of credit to 'B' from 'B+'
and our ratings on the company's $790 million senior second-lien
notes to 'CCC' from 'CCC+'. We also removed the ratings from
CreditWatch, where they were placed with negative implications on
March 16, 2015. The recovery ratings remain '1' and '5',
respectively, indicating our expectation for very high (90%-100%)
and modest (at the low end of the 10%-30% range) recovery,
respectively, in the event of a payment default," said S&P.

The negative outlook reflects the company's weak operating
performance, negative free operating cash flow, and weak liquidity,
which have been caused largely by a global oversupply of tobacco
and delayed customer orders.

"Although we expect a pick-up in shipments at the end of fiscal
2015 and beginning of fiscal 2016, we believe the company continues
to operate with leverage at an unsustainable level and it will
likely breach its financial covenants in the next 12 months if it
does not receive a waiver or amendment," said Standard & Poor's
credit analyst Brennan Clark.

"We could lower the rating if the company does not turn its free
cash flow positive in the next year, or if we feel the company will
violate one of its covenants over the next 12 months and we believe
it will be unable to negotiate a waiver or amendment with its
creditors. This could occur if tobacco shipments continue to be
delayed or if one of AOI's large customers replaces the tobacco
leaf supplier with its own direct sourcing operations," said S&P.

"We could revise the outlook to stable if liquidity strengthens
such that it has at least 10% cushion in its tightest covenant over
the next year and credit ratios improved such that EBITDA coverage
of interest is close to 2x. Such a scenario would most likely be
due to improved industry conditions such that shipments return to
normalized levels," said S&P.


ALTEGRITY INC: Creditors' Panel Hires WilmerHale as Lead Counsel
----------------------------------------------------------------
The Statutory Committee of Unsecured Creditors of Altegrity, Inc.,
et al., seeks authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Wilmer Cutler Pickering Hale & Dorr
LLP ("WilmerHale") as lead counsel to the Statutory Committee,
effective as of Feb. 24, 2015.

The Committee requires WilmerHale to:

   (a) advise the Committee in connection with its powers and
       duties under the Bankruptcy Code, the Bankruptcy Rules and
       the Local Rules;

   (b) assist and advise the Committee in its consultation with
       the Debtors relative to the administration of these cases
       and coordinate the receipt and dissemination of information

       prepared by and received from the Debtors' professionals,
       as well as such information as may be received from the
       Committee's financial advisor or any other professionals
       engaged by the Committee;

   (c) attend meetings and negotiate with the representatives of
       the Debtors and other parties in interest;

   (d) assist and advise the Committee in its examination and
       analysis of the conduct of the Debtors' affairs,
       investigate the acts, conduct, assets, liabilities and
       financial condition of the Debtors, the operation of the
       Debtors' businesses and any other matter relevant to the
       Debtors' cases;

   (e) assist the Committee in the review, analysis and
       negotiation of any proposed plan of reorganization or any
       alternative plan, and to assist the Committee in the
       review, analysis and negotiation of the corresponding
       disclosure statement;

   (f) assist the Committee in the review and analysis of any
       financing agreements, and any objections thereto, if
       necessary;

   (g) take all necessary action to protect and preserve the
       interests of the Committee, including (i) possible
       prosecution of actions on its behalf, (ii) if appropriate,
       negotiations concerning all litigation in which the Debtors
       are involved, and (iii) if appropriate, review and analysis

       of claims filed against the Debtors' estates;

   (h) generally prepare on behalf of the Committee all necessary
       motions, applications, answers, objections, orders, reports

       and papers in support of positions taken by the Committee;

   (i) appear, as appropriate, before this Court, any appellate
       courts, and the U.S. Trustee, and to protect the interests
       of the Committee before those courts and before the U.S.
       Trustee; and

   (j) perform all other necessary legal services in these cases
       in accordance with the Committee's powers and duties, as
       set forth in the Bankruptcy Code, Bankruptcy Rules, Local
       Bankruptcy Rules, or other applicable law.

WilmerHale will be paid at these hourly rates:

       Philip D. Anker            $1,270
       Andrew N. Goldman          $1,270
       Dennis L. Jenkins          $950
       Marc M. Allon              $855
       Allison Hester-Haddad      $775
       Jonathan Seymour           $450
       Partners                   $780-$1,510
       Counsels                   $775-$915
       Associates                 $450-$805
       Paraprofessionals          $125-$530

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

Dennis L. Jenkins, partner of WilmerHale, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

The Court for the District of Delaware will hold a hearing on the
motion on April 17, 2015, at 10:00 a.m.  Objections were due April
10, 2015.

WilmerHale can be reached at:

       Dennis L. Jenkins, Esq.
       WILMER CUTLER PICKERING
       HALE AND DORR LLP
       60 State Street
       Boston, MA 02109
       Tel: (617) 526-6000
       Fax: (617) 526-5000
       E-mail: dennis.jenkins@wilmerhale.com

                      About Altegrity Inc.

Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services.  Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.

Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8,
2015.

Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel.  Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers.  Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.

The U.S. Trustee for Region 3 appointed six creditors to serve on
the official committee of unsecured creditors.


ALTEGRITY INC: Creditors' Panel Taps Bayard as Delaware Co-counsel
------------------------------------------------------------------
The Statutory Committee of Unsecured Creditors of Altegrity, Inc.,
et al., seeks authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Bayard, P.A. as Delaware co-counsel
to the Committee, nunc pro tunc to March 10, 2015.

The Committee requires Bayard to:

   (a) provide legal advice where necessary with respect to the
       Committee's powers and duties;

   (b) assist and advise the Committee in its consultation with
       the Debtors and the U.S. Trustee relative to the
       administration of these cases;

   (c) assist the Committee and WilmerHale, as necessary, in the
       investigation of the acts, conduct, assets, liabilities and

       financial condition of the Debtors, the operation of the
       Debtors' businesses, and any other matter relevant to these

       cases or to the formulation of a plan or plans of
       reorganization;

   (d) assist the Committee and WilmerHale, where necessary, in
       the review, analysis and negotiation of any proposed plan
       of reorganization or any alternative plan, and to assist
       the Committee and WilmerHale in the review, analysis and
       negotiation of the corresponding disclosure statement;

   (e) provide legal advice regarding the Local Rules, practices,
       and procedures of this Court;

   (f) assist in the preparation and revising of drafts of
       documents to ensure compliance with the Local Rules,
       practices, and procedures of this Court;

   (g) file documents as requested by WilmerHale and coordinating
       service of the same;

   (h) appear in Court and at any meeting of the Committee and
       meetings between the Committee and the Debtors;

   (i) monitor the case docket and coordinate with WilmerHale on
       matters impacting the Committee;

   (j) prepare, update and distribute critical dates memoranda;
       and

   (k) perform all other legal services for the Committee in
       connection with these chapter 11 cases.

Bayard will be paid at these hourly rates:

       Neil B. Glassman             $950
       GianClaudio Finizio          $540
       Justin R. Alberto            $450
       Larry Morton, paralegal      $295
       Directors                    $500-$950
       Associates and Sr. Counsel   $350-$450
       Paraprofessionals            $240-$295

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

Neil B. Glassman, director of Bayard, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

The Court for the District of Delaware will hold a hearing on the
motion on April 17, 2015, at 10:00 a.m.  Objections were due April
10, 2015.

Bayard can be reached at:

      Neil B. Glassman, Esq.
      BAYARD, P.A.
      222 Delaware Avenue, Suite 900
      Wilmington, DE 19801
      Tel: (302) 655-5000
      Fax: (302) 658-6395
      E-mail: nglassman@bayardlaw.com

                      About Altegrity Inc.

Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services.  Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.

Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8,
2015.

Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel.  Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers.  Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.

The U.S. Trustee for Region 3 appointed six creditors to serve on
the official committee of unsecured creditors.


AMERICAN AIRLINES: S&P Assigns 'BB' Rating on $750MM Term Loan B
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '1' recovery rating to American Airlines Inc.'s
(American; B+/Positive/--) $750 million amended term loan B due
Oct. 10, 2021.  The term loan is guaranteed by the company's
parent, American Airlines Group Inc., and its affiliates, US
Airways Group Inc. and US Airways Inc.  S&P's '1' recovery rating
indicates its expectation of a "very high" (90%-100%) recovery in a
default scenario.

American is amending its existing $750 million term loan B that,
along with a $400 million revolving credit facility due 2019, the
company arranged in October 2014.  S&P rates both of those
facilities 'BB' with a '1' recovery rating.  American is not
amending the revolving credit agreement, and the changes do not
affect S&P's existing ratings on that facility.  The term loan and
revolving credit facilities are currently secured by airport
takeoff and landing slots, airport gate leasehold interests to
serve London's Heathrow International Airport and similar assets,
as well as international route authorities to serve certain
airports in Japan and China.  Under the amendment, the Asian routes
and related assets will no longer be part of the collateral, and US
Airways Inc.'s gates and slots relating to its service from
Philadelphia and Charlotte to Heathrow will be added. S&P believes
that its estimates for bondholder recovery in a default scenario
continue to comfortably support the ratings S&P are assigning.

Heathrow Airport is American's most important European destination
and hub.  Although there are no regulatory obstacles, such as
limited international route authorities, under the U.S.-European
Union aviation treaty, access to Heathrow is limited, as a
practical matter, by the availability of takeoff and landing slots
and airport gates.  Appraisers value the slots and related assets
based on the profits and cash flows generated by the airline's
service to an international market.  S&P applies stress assumptions
based on its view of the barriers to entry, growth prospects, the
strategic importance of these assets to an airline seeking to
reorganize in a hypothetical future bankruptcy scenario, and other
factors.  American and the lenders in the existing and amended
facilities have taken the added step of filing debentures in the
U.K. on the Heathrow slots.  This provides somewhat greater legal
certainty than was the case when the Heathrow slots secured
American's 7.5% notes during the airline's bankruptcy proceeding.

RATINGS LIST

Ratings Affirmed

American Airlines Group Inc.
American Airlines Inc.
US Airways Inc.
Corporate credit rating                     B+/Positive/--

New Rating

American Airlines Inc.
$750 mil. term loan B due 2021              BB
  Recovery rating                            1



AMERICAN EAGLE: Posts $78.5 Million Net Loss in Fourth Quarter
--------------------------------------------------------------
American Eagle Energy Corporation reported a net loss of $78.6
million on $14.5 million of oil and gas sales for the three months
ended Dec. 31, 2014, compared with a net loss of $462,000 on $13.5
million of oil and gas sales for the same period in 2013.

For the 12 months ended Dec. 31, 2014, the Company reported a net
loss of $92.2 million on $60.54 million of oil and gas sales
compared to net income of $1.59 million on $43.1 million of oil and
gas sales in 2013.

As of Dec. 31, 2014, the Company had $270.93 million in total
assets, $224 million in total liabilities, and $47.0 million in
total stockholders' equity.

As of Dec. 31, 2014, American Eagle had $25 million in cash, $175
million total debt outstanding, comprised solely of the bonds that
the Company sold in August 2014, and 30.4 million shares of common
stock outstanding.  American Eagle ended the fourth quarter of 2014
with $13.6 million of negative working capital.  Current assets
consisted primarily of $25.9 million in cash and $9.5 million in
receivables.  Current liabilities consisted primarily of $42.4
million in accounts payable and accruals and $6.6 million in
accrued interest.

As of Feb. 28, 2015, the Company estimates that it had
approximately $9 million of negative working capital. Current
assets consisted primarily of approximately $19 million in cash and
approximately $12 million in receivables.  Current liabilities
consisted primarily of approximately $30 million in accounts
payable and accruals and approximately $9.8 million in accrued
interest.

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

                         http://is.gd/C5YsGS

                        About American Eagle

Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties.  The Company is primarily focused on extracting
proved oil reserves from those properties.

                          *     *     *

As reported by the TCR in March 2015, Standard & Poor's Ratings
Services lowered its corporate credit and issue-level ratings on
American Eagle Energy Corp. to 'D' from 'CCC+'.

"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 TCR reported on Jan. 26, 2015, that Moody's Investors Service
downgraded American Eagle's Corporate Family Rating to 'Ca' from
'Caa1'.

"The downgrade of American Eagle Energy's ratings reflect the
company's weak liquidity profile and unsustainable capital
structure," commented Gretchen French, Moody's vice president.
"With the company facing cyclically low oil prices in 2015 and into
2016, the risk of default or a debt restructuring, including the
potential for a distressed exchange, has increased."


AMNEAL PHARMACEUTICALS: S&P Gives B+ Rating to Term Loan B
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating and '4' recovery rating to Amneal Pharmaceuticals LLC's
proposed $200 million term loan B. The '4' recovery rating
indicates expectations of average (30% to 50%; at the high end of
the range) recovery in the event of a payment default.

"At the same time, we revised the recovery rating on the existing
secured term loan to '4' (also at the high end of the 30% to 50%
range), from '3' (at the low end of the 50% to 70% range),
reflecting the increased amount of senior secured debt in the
capital structure. Proceeds, less related expenses, will fund an
owner dividend. The 'B+' corporate credit rating and positive
outlook are unchanged," said S&P.

The rating on Amneal reflects its position as a small generic
pharmaceutical company and its lack of scale compared with other
larger generic companies. This supports S&P's assessment of
business risk as "weak".

"Although we currently incorporate an expectation that Amneal's
leverage will range between 4x and 5x to accommodate cash-based
shareholder returns, stronger-than-expected performance and
modest-size dividends have led to leverage levels below 4x. Pro
forma for the additional debt, leverage increases only modestly to
4.1x and we expect leverage to decline to about 3.9x over the next
12 to 18 months. Still, the ability to sustain lower leverage is
predicated on achieving very strong results through 2015. We
currently assess financial risk at "aggressive"," said S&P.

RECOVERY ANALYSIS

Key analytical factors

"We are updating our recovery and issue-level ratings following
Amneal's $200 million secured debt issuance. The higher amount of
debt in this capital structure -- primarily from the issuance of
the $200 million term loan -- resulted in lower recovery prospects,
prompting us to revise our recovery rating to '4', from '3'," said
S&P.

Simulated default assumptions
Simulated year of default: 2019
EBITDA at emergence: $91.3 mil.
EBITDA multiple: 5x
Simplified waterfall
Net enterprise value (EV; after 5% admin. costs): $434 mil.
Valuation split in % (obligor/nonobligor): 85/15
Priority claims: $57 mil.
Collateral value available to secured creditors: $377 mil.
Secured debt: $887 mil.
-- Recovery expectations: 30% to 50%; at the higher end of the
    range

Notes: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after nonobligor debt.

RATINGS LIST

Amneal Pharmaceuticals LLC
Corporate Credit Rating            B+/Positive/--

New Rating
Amneal Pharmaceuticals LLC
$200 Mil. Term Loan B              B+
   Recovery Rating                  4H

Recovery Rating Revised
                                    To       From
Amneal Pharmaceuticals LLC
Senior Term Loan                   B+       B+
   Recovery Rating                  4H       3L


ANCHOR BANCORP: Six Bank Branches to Close, 30 Jobs Affected
------------------------------------------------------------
Neil Johnson at GazetteXtra reports that Anchor Bank will
consolidate and close six bank branches.  The report says that the
Bank plans to streamline branch operations through consolidation of
banks in Janesville, Appleton, Menasha, Oshkosh, Franklin, and
Madison.

Anchor Bank said in a release that it will eliminate 30 jobs
through consolidating six of its branches, and it's offering a
voluntary buyout and job placement service package to 137 of the
bank's 705 workers.

GazetteXtra relates that the consolidation is part of a larger plan
for cost savings for the Bank, and it follows the Bank's $175
million restructuring in 2013 after it filed for Chapter 11
bankruptcy.

                     About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code on Aug. 12,
2013 (Case No. 13-14003, Bankr. W.D. Wis.) to implement a
"pre-packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

Anchor BanCorp is a registered savings and loan holding company
incorporated under the laws of the State of Wisconsin.  The
Company is engaged in the savings and loan business through its
wholly owned banking subsidiary, AnchorBank, fsb.

Anchor BanCorp and its wholly-owned subsidiaries, AnchorBank FSB,
each consented to the issuance of an Order to Cease and Desist by
the Office of Thrift Supervision.  The Corporation and the Bank
continue to diligently work with their financial and professional
advisors in seeking qualified sources of outside capital, and in
achieving compliance with the requirements of the Orders.

In connection with the Plan, the Company has entered into
definitive stock purchase agreements with institutional and other
private investors as part of a $175 million recapitalization of
the institution.  No new investor will own in excess of 9.9
percent of the common equity of the recapitalized Holding Company.

The reorganization filing includes only Anchor BanCorp, the
holding company for the Bank, allowing the Bank to remain outside
of bankruptcy and to continue normal operations.  The Bank
operates 55 offices throughout Wisconsin.  Operations at the Bank
will continue as usual throughout the reorganization process.

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


API TECHNOLOGIES: Records $2.2 Million Net Loss in 1st Quarter
--------------------------------------------------------------
API Technologies Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.17 million on $50.9 million of net revenues for the three
months ended Feb. 28, 2015, compared to a net loss of $2.12 million
on $58.9 million of net revenues for the same period in 2014.

As of Feb. 28, 2015, the Company had $279 million in total assets,
$170 million in total liabilities, and $108 million in
shareholders' equity.

At Feb. 28, 2015, the Company held cash and cash equivalents of
$6.2 million compared to $8.3 million at Nov. 30, 2014.

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

                        http://is.gd/vHXi41

                       About API Technologies

API Technologies designs, develops and manufactures electronic
systems, subsystems, RF and secure solutions for technically
demanding defense, aerospace and commercial applications.  API
Technologies' customers include many leading Fortune 500
companies.  API Technologies trades on the NASDAQ under the symbol
ATNY.  For further information, please visit the Company Web site
at http://www.apitech.com/  

API Technologies reported a net loss attributable to common
shareholders of $19.3 million for the year ended Nov. 30, 2014,
compared to a net loss attributable to common shareholders of $8.28
million for the year ended Nov. 30, 2013.

                           *     *     *

As reported by the TCR on Feb. 14, 2013, Moody's Investors Service
has withdrawn all ratings of API Technologies, including its
'Caa1' Corporate Family Rating and negative outlook due to the
repayment of all rated debt.  On Feb. 6, 2013, API Technologies
completed a refinancing of its previously outstanding rated
bank debt.  All ratings of API have been withdrawn since the
company has no rated debt outstanding.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services said that it lowered its corporate credit rating
on API Technologies to 'B-' from 'B'.

"The downgrade reflects weaker-than-expected credit metrics
resulting from less-than-expected improvements in operating
performance and higher debt, including a modest increase from the
recent refinancing," said Standard & Poor's credit analyst Chris
Mooney.


API TECHNOLOGIES: Reports Fiscal Q1 Revenue of $50.9 Million
------------------------------------------------------------
API Technologies Corp. reported a net loss of $2.17 million on
$50.9 million of net revenue for the three months ended Feb. 28,
2015, compared to a net loss of $2.12 million on $58.9 million of
net revenue for the same period in 2014.

As of Feb. 28,2015, the Company had $279 million in total assets,
$170 million in total liabilities and $108 million in shareholders'
equity.

Recent Developments

   * Robert Tavares was named president and chief executive
     officer and appointed to the Company's Board of Directors
     effective March 2, 2015.  Mr. Tavares joins API with 30 years

     of experience in the microelectronics and semiconductor
     industries; he most recently served as president of Crane
     Electronics Inc.

   * On March 23, 2015, API announced an expanded agreement with
     electronic components distributor TTI, Inc. to carry the
     Company's line of RF, microwave, and microelectronics
     products; the partnership broadens API's worldwide sales
     network and provides customers rapid product delivery.

First Quarter 2015 Business Highlights

   * API added to its line of radiation-hardened power
     microelectronics with the launch of voltage regulators and a
     new line of Solid State Relays for satellites and launch
     vehicles.

   * API's QBS-609 1-kW pulsed power amplifier received "Product
     of the Year" honors from Electronic Products, a leading trade
     publication for electronic design engineers.

   * API expanded its product presence in the AESA radar market
     with the launch of standalone modules - the Quad Transmit
     Receive Module (QTRM) - part of the Company's Active Antenna
     Array Unit (AAAU) solution.
  
   * API received a new patent for the Hawk-i, the Company's
     aiming device for a bomb disarming disrupter.
   
   * API expanded its U.S. Department of Defense C4ISR technology
     footprint with the announcement of $10.3 million in related
     program awards.

                      About API Technologies

API Technologies designs, develops and manufactures electronic
systems, subsystems, RF and secure solutions for technically
demanding defense, aerospace and commercial applications.  API
Technologies' customers include many leading Fortune 500
companies.  API Technologies trades on the NASDAQ under the symbol
ATNY.  For further information, please visit the Company Web site
at http://www.apitech.com/    

API Technologies reported a net loss attributable to common
shareholders of $19.3 million for the year ended Nov. 30, 2014,
compared to a net loss attributable to common shareholders of $8.28
million for the year ended Nov. 30, 2013.

                           *     *     *

As reported by the TCR on Feb. 14, 2013, Moody's Investors Service
has withdrawn all ratings of API Technologies, including its
'Caa1' Corporate Family Rating and negative outlook due to the
repayment of all rated debt.  On Feb. 6, 2013, API Technologies
completed a refinancing of its previously outstanding rated
bank debt.  All ratings of API have been withdrawn since the
company has no rated debt outstanding.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services said that it lowered its corporate credit rating
on API Technologies to 'B-' from 'B'.

"The downgrade reflects weaker-than-expected credit metrics
resulting from less-than-expected improvements in operating
performance and higher debt, including a modest increase from the
recent refinancing," said Standard & Poor's credit analyst Chris
Mooney.


APPLIED MINERALS: Amends 40.9M Shares Resale Prospectus
-------------------------------------------------------
Applied Minerals, Inc., filed with the Securities and Exchange
Commission an amended Form S-1 registration statement relating to
the offer and sale, from time to time, by Samlyn Offshore
Masterfund Ltd, IBS Turnaround Fund, Kingdon Family Partnership,
LP, et al., of up to 40,931,093 shares of common stock, par value
$.001, issuable on conversion of 10% PIK-Election Convertible Notes
due 2018 issued on Nov. 3, 2014.  The Company's Common Stock is
quoted on the OTCBB under the symbol "AMNL."  On April 8, 2015, the
closing bid quotation of the Company's Common Stock was $ 0.68.  A
copy of the amended prospectus is available at:

                        http://is.gd/wQGr5n

                      About Applied Minerals

New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications.  The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere.  Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.

Applied Minerals reported a net loss of $10.3 million in 2014, a
net loss of $13.06 million in 2013 and a net loss of $9.73 million
in 2012.  As of Dec. 31, 2014, the Company had $18.5 million in
total assets, $26 million in total liabilities, and a $7.51 million
total stockholders' deficit.


ARCHDIOCESE OF ST. PAUL: Has Until Nov. 30 to File Reorg. Plan
--------------------------------------------------------------
Jean Hopfensperger at Star Tribune reports that the U.S. Bankruptcy
Court has extended to Nov. 30, 2015, the deadline for The
Archdiocese of Saint Paul and Minneapolis to file its
reorganization plan.

As reported by the Troubled Company Reporter on April 1, 2015, Star
Tribune reported that the Archdiocese asked the Court to extend the
deadline to Nov. 30, saying that it needed more time to work with
insurance carriers to determine liability.

"This gives us time to continue to pursue discussions with all
parties.  It insures that we won’t have to file something before
it is fully vetted," Star Tribune quoted Richard Anderson, Esq.,
the attorney for the Archdiocese, as saying.

                    About Archdiocese of St. Paul

The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties.  There are 187 parishes and approximately 825,000
Catholic individuals in the region.  These individuals and parishes
are served by 3999 priests and 173 deacons.

The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.

The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.

The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.

Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.

                     *   *   *

According to the Court's docket, the Debtor's exclusivity period
for filing a Chapter 11 plan and disclosure statement ends on May
18, 2015.  Governmental proofs of claims are due July 15, 2015.


ATHERTON FINANCIAL: Case Dismissal Hearing Continued Until May 22
-----------------------------------------------------------------
The U.S. Bankruptcy Court authorized Atherton Financial Building,
LLC, to:

   1. release $50,000 to Levene, Neale, Bender, Yoo & Brill L.L.P.,
to fund a retainer for the Chapter 11 bankruptcy case for the
Debtor's affiliate, 544 San Antonio Road, LLC; and

   2. use estate funds for maintaining the estate, including
payment of U.S. Trustee quarterly  fees, provided that a balance
of not less than $3,100,000 remain in the estate from the sale
proceeds, and be held by LNBYB, pending further order of the Court;
and

The Court also ordered that the hearing to consider dismissal of
the Debtor's bankruptcy case is continued to May 22, 2015, at 2:00
p.m.

At the March 18 hearing, the Court also considered the objection
filed by party-in-interest BanK Sinopac Los Angeles Branch, and the
new adversary proceeding commenced by SinoPac against the Debtor
and  other persons and entities.  SinoPac, in its objection, stated
that after telling the Court in the motion to dismiss that the
motion would not seek to dispose of or transfer roughly $3.5
million being held by Atherton Financial Buildings, LLC.  The
Debtor filed a stipulation with Lucy Gao to send $3.5 million out
of the estate to a total stranger third party entity with no known
connection as to Atherton or the bankruptcy.

The Bank holds an $2.87 million claim against Geo based on her
guaranty of Liberty CMC's indebtedness to the Bank.  Ms. Gao has
asserted in the bankruptcy case, and has filed an adversary
proceeding seeking a determination that she is the 100% of the
Debtor.

The stipulation provides for a structured dismissal of the Atherton
bankruptcy case whereby, the Debtor will transfer (1) $50,000 to
Atherton's bankruptcy counsel as a retainer to file a bankruptcy
case for the Debtor's affiliate 544 San Antonio Road LLC; and (2)
the balance of Atherton's funds to PA One LLC.

The Bank asserted that the Court must not approve the stipulation
as it gives rise to a constructive trust and a postpetition tort
claim entitled to administrative expense priority.

The Court must not permit the Debtor to distribute any funds until
the Court determines who owns Atherton.

The stipulation, according to the Debtor, provides that neither
Benjamin Kirk nor Ms. Gao will receive any portion of the proceeds,
all of which will be disbursed.

                        Dismissal Motion

As reported in the Troubled Company Reporter on Feb. 9, 2015, the
Debtor filed its Dismissal Motion after the sale of its property
for $14.3 million closed on Dec. 8, 2014, and all secured claims
and tax claims have been satisfied.  Pursuant to the Court's order,
the Debtor's counsel is holding over $3.5 million in its
client trust account pending further order of the Court.  After
payment of claims from escrow, the Debtor's remaining claims total
$246,923.  This takes into account: (1) the consensually
agreed-upon amount for Hue & Cry's unsecured claim of $2,430, and
(2) the outstanding balance of $0 currently owed to Travelers
Casualty Insurance Company of America.  The foregoing excludes the
Debtor's counsel's attorneys' fees and costs, which for purposes
of
full disclosure, are estimated to be $25,000 over the $75,000
retainer received.  

The Debtor is represented by:

         David B. Golubchik, Esq.
         Jeffrey S. Kwong, Esq.
         LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
         10250 Constellation Boulevard, Suite 1700
         Los Angeles, CA 90067
         Tel: (310) 229-1234
         Fax: (310) 229-1244
         E-mail: DBG@LNBYB.com
                 JSK@LNBYB.COM

Sinopac is represented by:

         Michael Gerard Fletcher, Esq.
         Christopher D. Crowell, Esq.
         FRANDZEL ROBINS BLOOM & CSATO, L.C.
         6500 Wilshire Boulevard, Seventeenth Floor
         Los Angeles, CA 90048-4920
         Tel: (323) 852-1000
         Fax: (323) 651-2577
         E-mail: mfletcher@frandzel.com

                     About Atherton Financial

Atherton Financial Building LLC owned a commercial building
located at 1906 El Camino Real, Menlo Park, CA 94027.

Atherton Financial filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 14-27223) in Los Angeles, on Sept. 9, 2014.  Benjamin
Kirk signed the petition as managing member of manager of Sunshine
Valley LLC.  The case is assigned to Judge Thomas B. Donovan.  The
Debtor tapped David B Golubchik, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, as counsel.

The Debtor disclosed $15,001,961 in assets and $10,006,272 in
liabilities as of the Chapter 11 filing.



AXALTA COATINGS: Moody's Hikes Corporate Family Rating to 'B1'
--------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
(CFR) of Axalta Coatings Systems Ltd. to B1 from B2. In addition,
Moody's upgraded the senior secured first lien revolver and term
loans of Axalta's wholly owned subsidiaries -- Axalta Coatings
Systems US Holdings Inc. and Axalta Coatings Systems Dutch Holdings
B.B.V. -- to Ba3 from B1 and the senior unsecured notes of these
entities to B3 from Caa1. The outlook is positive. These actions
reflect the improved profitability and credit profile over the
roughly two year period since Axalta was acquired by an affiliate
of Carlyle from DuPont in February 2013.

"Transition-related initiatives, cost reduction efforts, select
investments and strategic refocus have facilitated recent modest
volume growth, margin improvement, positive free cash flow and
lower leverage, -- all of which have strengthened credit metrics
since the acquisition to a level more commensurate with a B1
Corporate Family Rating," according to Joseph Princiotta, Moody's
VP - Senior Analyst.

Upgrades:

Issuer: Axalta Coating Systems Ltd.

--  Corporate Family Rating, Upgraded to B1 from B2

--  Probability of Default Rating, Upgraded to B1-PD from B2-PD

Assignments:

--  Speculative Grade Liquidity Rating, Assigned SGL-1

Issuer: Axalta Coating Systems Ltd.

-- Outlook, Changed To Positive From Stable

Upgrades:

Issuer: Axalta Coating Systems Dutch Holding B B.V.

-- Senior Secured Bank Credit Facility (Foreign Currency),
Upgraded to Ba3, LGD3 from B1, LGD3

-- Senior Secured Bank Credit Facility (Local Currency), Upgraded
to Ba3, LGD3 from B1, LGD3

-- Senior Secured Regular Bond/Debenture (Local Currency),
Upgraded to Ba3, LGD3 from B1, LGD3

-- Senior Unsecured Regular Bond/Debenture (Foreign Currency),
Upgraded to B3, LGD5 from Caa1, LGD5

Outlook Actions:

Issuer: Axalta Coating Systems Dutch Holding B B.V.

-- Outlook, Changed To Positive From Stable

RATING RATIONALE

The upgrade of Axalta's B1 Corporate Family Rating (CFR) reflects
leading positions in its targeted end markets, strong margins in
the refinish segment, highly competitive technology, geographic
diversity, long and stable customer relationships, low maintenance
capex requirements, and positive free cash flow. Moody's
expectations for further operational improvements despite the
immediate and near term fx headwinds, support Axalta's credit
profile and the rationale for the higher ratings, Moody's added.

Factors constraining the ratings include what is still high
leverage (despite the meaningful improvements on this front),
limited operating history as a standalone entity, significant
exposure to the OEM automotive industry, exposure to raw material
price swings (although Moody's expects this to be a modest tailwind
in 2015), potential event risk from the sponsor given the
covenant-lite structure, and material European (and Euro)
exposure.

Despite the short operating history, Axalta's track record thus far
has been favorable with nearly all of the transition-related
activities in the rear view mirror, including IT system conversion,
strategic refocus, new investments completed or soon to be, and
material margin and leverage improvements, Moody's reiterated.

Since the acquisition in 2013, Axalta has improved its adjusted
EBITDA margin by roughly 300 bp to 19.3% at December 2014. Moody's
notes that further margin expansion is possible from reduced
overhead and modest volume growth resulting from new contract wins
and select market penetration into previously underserved markets.

Moody's believes that Axalta is likely to experience favorable
operating trends over the next several years, assuming a stable
macroeconomic environment and new auto builds at a pace consistent
with industry consensus of 2-3% global growth. Recently completed
investments in China, and soon to be completed investments in
Germany and Mexico, provide opportunity for additional volume
growth, Moody's added.

Positive free cash flow has allowed for some debt reduction; total
debt has been cut by $215 million to $3,715 million, and leverage
(including Moody's adjustments for pensions and operating leases)
has declined to 4.9 from 6.7x at the time of the acquisition.
Assuming a stable macro environment and the benefits from recently
completed investments and contract wins, Moody's expects Axalta to
generate positive FCF for further debt reduction and small bolt-on
acquisitions, Moody's added.

Two concurrent cost reduction initiatives are underway and target a
combined savings by year end 2017 of $200 million, which should
offset what is expected to be a similar amount of fixed cost
inflation over this period. The company reports 2014 run-rate
savings of $37 million, slightly ahead of plan, said Moody's. In
2013-2014, the company had significant one-time transition-related
charges to establish its own corporate functions that were formerly
provided by its parent (e.g., the information technology function)
and for restructuring activities aimed at lowering SG&A. Moody's
expects that additional cash costs associated with
transition-related activities will approximate $95 million in 2015
before tailing off to less meaningful amounts in 2016.

Axalta's liquidity profile is excellent due to the company's
undrawn $400 million revolver, cash balances of roughly $382
million at year end, and projected free cash flow generation.
Moody's does not expect any drawings (aside from L/Cs) on the
revolver over the next 12 months.

The positive outlook reflects Moody's expectation that Axalta will
achieve at least modest earnings and EBITDA growth over the next
two years, benefit from lower overhead as a standalone entity, and
generate free cash flow for further debt reduction. The company is
targeting another turn to a turn and a half improvement in net
leverage to 2.5 -- 3.0 times (which roughly equates to Moody's
adjusted gross leverage of 3.4 -- 3.9 x).

Moody's could raise the ratings if leverage (including Moody's
adjustments) were to fall sustainably below 4.0x, retained cash
flow to adjusted debt were to rise above 12%, and free cash flow to
adjusted debt is sustained at mid-single digit rates.

A downgrade is unlikely given Moody's current view of the company
and its end markets. However, negative surprises that alter the
fundamentals in the auto OEM or refinish markets and result in
sustainable leverage approaching 5.5x could cause Moody's to
reconsider the appropriateness of the B1 rating.

The Ba3 rating on the guaranteed senior secured revolving credit
facility, term loans, and notes at one notch above the CFR is due
to the presence of the $1.1 billion of unsecured debt in the
capital structure. Similarly, the significant amount of secured
debt in the capital structure notches the ratings on the Unsecured
Notes down to B3.

Axalta Coatings Systems Ltd. and its affiliates are legal entities
formed in conjunction with the acquisition of DuPont's Performance
Coatings by an affiliate of the Carlyle Group. The company is
headquartered in Philadelphia, PA, with revenues in 2014 of roughly
$4.4 billion.



BASIC FOOD GROUP: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Basic Food Group, LLC
           dba Zeytinz
        24 W. 40th Street
        New York, NY 10028

Case No.: 15-10892

Chapter 11 Petition Date: April 10, 2015

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

Judge: Hon. James L. Garrity Jr.

Debtor's Counsel: Rosemarie E. Matera, Esq.
                  KURTZMAN MATERA, PC
                  664 Chestnut Ridge Road
                  Spring Valley, NY 10977
                  Tel: (845) 352-8800
                  Fax: (845) 352-8865
                  Email: law@kmpclaw.com

Total Assets: $3.29 million

Total Liabilities: $1.5 million

The petition was signed by Jaeho Lee, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb15-10892.pdf


BEAZER HOMES: BlackRock Reports 10% Stake as of March 31
--------------------------------------------------------
BlackRock, Inc., disclosed in an amended Schedule 13G filed with
the Securities and Exchange Commission that as of March 31, 2015,
it beneficially owns 2,774,590 shares of common stock of Beazer
Homes USA Inc., which represents 10.1 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/BThxFO

                         About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

As of Dec. 31, 2014, Beazer Homes had $1.98 billion in total
assets, $1.73 billion in total liabilities and $258 million in
total stockholders' equity.

                           *     *     *

Beazer carries a 'B-' issuer credit rating, with "negative"
outlook, from Standard & Poor's.

In January 2013, Moody's Investors Service raised Beazer's
corporate family rating to 'Caa1' from 'Caa2' and probability of
default rating to 'Caa1-PD' from 'Caa2-PD'.  The ratings upgrade
reflects Moody's increasing confidence that Beazer's credit
metrics, buoyed by a strengthening housing market, will gradually
improve for at least the next two years and that the company may be
able to return to a modestly profitable position as early as fiscal
2014.


BOMBARDIER INC: Moody's Retains 'B1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service raised Bombardier Inc.'s speculative
grade liquidity rating to SGL-2 from SGL-3. The company's B1
Corporate Family Rating (CFR), B1-PD probability of default rating,
and B1 senior unsecured ratings remain unchanged as does its
negative ratings outlook.

RATINGS RATIONALE

The upwards revision to Bombardier's liquidity rating incorporates
a net increase in liquidity of about $2.4 billion through debt and
equity issues, and additional flexibility provided by amendments to
the company's bank financial covenants.

Bombardier's B1 CFR is driven by the company's execution challenges
and our expectation that its adjusted financial leverage will
remain around 8x through at least 2015. As well, Moody's believes
weak order levels for new aircraft, working capital requirements in
its Transportation division, and the elevated capex needed to
complete the development of the CSeries and Global aircraft
platforms will cause Bombardier's free cash flow consumption to
approximate $1 billion in 2015. While Bombardier's recent debt
transactions have further weakened its financial metrics, its
liquidity has improved meaningfully. Consequently, the company has
significant flexibility to absorb execution risks associated with
bringing the CSeries into service, when a reduction in capital
expenditures will then drive improvement in Bombardier's free cash
flow. The company's significant scale and diversity, strong global
market positions, natural barriers to entry and sizeable backlog
levels in both its business segments favorably influence its
rating.

Bombardier's $4.9 billion of pro-forma cash and about $1.4 billion
(equivalent) of unused revolvers at December 31, 2014 provide ample
financial resources to fund an estimated $1.7 billion of free cash
flow consumption through the five quarters ending March 31, 2016
while respecting minimum liquidity covenants. Bombardier recently
issued $2.25 billion of debt and about $850 million (US equivalent)
of common equity, of which $750 million will be used to redeem its
January 2016 debt maturity. Funded debt maturities remain light
through 2017, although $1.4 billion matures in 2018. Moody's
expects Bombardier will maintain good headroom to its recently
revised bank financial covenants, although views the covenants as
cumbersome, which is a constraint on the company's SGL rating.

The negative ratings outlook reflects Bombardier's high leverage as
well as ongoing execution issues and ongoing cash consumptiveness.

Bombardier's rating could be upgraded if (1) its CSeries aircraft
successfully enters into service, leading to stronger order flow
for the aircraft, (2) Moody's expect the company will produce
sustainable free cash flow, and (3) Moody's expects adjusted
financial leverage will reduce toward 6x.

Bombardier's rating could be downgraded if (1) further delays
and/or cost overruns occur with the CSeries, (2) Moody's expects
the company's adjusted financial leverage to remain above 7.5x, or
(3) Moody's has concerns over the adequacy of the company's
liquidity.

Headquartered in Montreal, Quebec, Canada, Bombardier is a globally
diversified manufacturer of business and commercial jets as well as
rail transportation equipment. Annual revenues total roughly $20
billion.



BRIAR'S CREEK: Amends Schedules of Assets and Liabilities
---------------------------------------------------------
Briar's Creek Golf, LLC, disclosed various changes to certain
sections of its schedules of assets and liabilities and statement
of financial affairs.   The Debtor changed, among other things,
with respect to Schedule F, the Members Refundable from the amount
of $23,522,350 to $23,385,350 and the Patron Loans from the amount
of $2,905,830 to $2,930,534.  A copy of the document is available
for free at http://bankrupt.com/misc/BriarsCreek_Am_SAL.pdf

As reported in the Feb. 11, 2015 edition of the Troubled Company
Reporter, the Debtor in the original iteration of the schedules of
assets and liabilities disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                   Unknown
  B. Personal Property            $1,564,073
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $6,741,724
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $129,936
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $30,235,738
                                 -----------      -----------
        TOTAL                     $1,564,073      $37,107,398

A copy of the original schedules filed together with the petition
is available for free at:

         http://bankrupt.com/misc/scb15-00712_SAL.pdf

                       About Briar's Creek

Briar's Creek Golf, LLC, sought Chapter 11 protection (Bankr. D.
S.C. Case No. 15-00712) in Charleston, South Carolina, on Feb. 9,
2015.  

The Debtor owns The Golf Club at Briar's Creek, in Johns Island,
South Carolina.  The Debtor disclosed that the property's value is
unknown and the property secures $6.74 million of debt.  Secured
creditors Edward L. Myrick Sr. and South Coast Community Bank are
owed $3.89 million and $2.85 million.

The Debtor is pursuing a sale of substantially all of its assets
to
Briar's Creek Holdings, LLC, for a purchase price of $11.3
million,
which consists of $7.4 million in cash and assumption of the $3.9
million secured debt owed to Edward L. Myrick, Sr., plus
assumption
of the post-closing liabilities under the Debtor's executory
contracts.

The Hon. John E. Waites presides over the bankruptcy case.

The Debtor is represented by G. William McCarthy, Jr., Esq.,
Daniel
J. Reynolds, Jr., Esq., and W. Harrison Penn, Esq., at McCarthy
Law
Firm, LLC, in Columbia, South Carolina.

The Debtor also filed an application to appoint Ouzts Ouzts &
Company, as the Debtor's accountants, and accounting firm of Dixon
Hughes to file tax returns and do other related accounting
functions.  The Debtor aso tapped Keen Summit as its business
broker to assist in the marketing and sale of assets.



BROWARD COUNTY: Moody's Confirms 'B1' Rating on Series 2006A Debt
-----------------------------------------------------------------
Moody's Investors Service has confirmed the B1 the rating of
Broward County, FL HFA Single Family Series 2006A and Series 2006B
has been confirmed at Ca. This action, which affects $1.645 million
of senior debt and $275,000 of subordinate debt, removes the
ratings from review.

RATING RATIONALE

The rating of B1 on the Series 2006A bonds reflects the continued
weak performance of the bond program as well as the likelihood of
cash deficiencies in the future. The rating of Ca on the 2006B
bonds reflects that the bonds are secured by a pool of second loans
which has experienced extremely high levels of defaults and that
there is a very high likelihood of substantial cash deficiencies in
the payment of bond debt service in the future.

Strengths

  -- High credit quality of credit enhanced mortgages which
     support the 2006A bonds

  -- Float and reserve funds are invested in a guaranteed
     investment contract, which provides a fixed rate of return

Challenges

  -- Potential cash flow insufficiencies caused by structural
     weaknesses

  -- Second loan portfolio is not credit enhanced, and
     performance has been poor with high levels of defaults

  -- Performance relies on proper administration and adherence
     to mandatory provisions of the trust indenture and
     financing agreement by all parties

  -- Little to no additional security is available from outside
     the trust estate

WHAT COULD MAKE THE RATING GO UP

  -- An upgrade of the bonds is unlikely given the weak
     financial position of the bonds

WHAT COULD MAKE THE RATING GO DOWN

  -- Continued financial deterioration of the program and
     the expectations of higher levels of losses



CACHE INC: Creditors' Panel Hires Bayard as Co-counsel
------------------------------------------------------
The Official Committee of Unsecured Creditors of Cache, Inc., et
al., seek authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Bayard, P.A. as co-counsel to the
Committee, nunc pro tunc to Feb. 12, 2015.

The Committee requires Bayard to:

   (a) provide legal advice where necessary with respect to the
       Committee's powers and duties;

   (b) provide substantive and strategic advice on how to
       accomplish the Committee's goals in connection with the
       prosecution of these cases, bearing in mind that the Court
       relies on co-counsel such as Bayard to be involved in all
       aspects of each bankruptcy proceeding;

   (c) assist and advise the Committee in its consultation with
       the Debtors and the UST relative to the administration of
       these cases;

   (d) assist the Committee and Otterbourg, as necessary, in the
       investigation of the acts, conduct, assets, liabilities and

       financial condition of the Debtors, the operation of the
       Debtors' businesses, and any other matter relevant to these

       cases or to the formulation of a plan or plans of
       reorganization;

   (e) provide legal advice regarding the Local Rules, practices,
       and procedures of this Court;

   (f) review, comment and prepare drafts of documents to be
       filed with this Court;

   (g) file documents as requested by Otterbourg and coordinate
       service of the same;

   (h) appear in Court and at any meeting of the U.S. Trustee, the
       Committee and meetings between the Committee and the
       Debtors;

   (i) monitor the case docket and coordinating with Otterbourg on
       matters impacting the Committee;

   (j) prepare, update and distribute critical dates memoranda;
       and

   (k) perform various services in connection with the
       administration of these cases, including, without
       limitation, (i) preparing certificates of no objection,
       certifications of counsel, notices of fee applications and
       hearings, and hearing binders of documents and pleadings,
       (ii) monitoring the docket for filings and coordinating
       with Otterbourg on pending matters that need responses,
       (iii) preparing and maintaining critical dates memoranda to

       monitor pending applications, motions, hearing dates and
       other matters and the deadlines associated with the same,
       and (iv) handling inquiries and calls from creditors and
       counsel to interested parties regarding pending matters and

       the general status of these cases and coordinating with
       Otterbourg on any necessary responses; and

   (l) perform all other legal services assigned by the Committee,

       in consultation with Otterbourg, to Bayard as co-counsel to

       the Committee, and to the extent the firm determines that
       such services fall outside of the scope of services
       historically or generally performed by Bayard as co-counsel

       in a bankruptcy proceeding, Bayard will file a supplemental

       declaration.

Bayard has advised the Committee that Bayard's hourly rates range
from $500 to $950 per hour for directors, from $350 to $450 per
hour for associates, and from $240 to $295 per hour for
paraprofessionals.  The primary attorneys and paralegal expected to
represent the Committee, and their respective hourly rates are:

       Scott D. Cousins              $675
       Evan T. Miller                $425
       Larry Morton (paralegal)      $295

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

Scott D. Cousins, director of Bayard, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Bayard can be reached at:

       Scott D. Cousins, Esq.
       BAYARD, P.A.
       222 Delaware Avenue, Suite 900
       Wilmington, DE 19801
       Tel: (302) 429-4261
       E-mail: scousins@bayardlaw.com

                       About CACHE, Inc.

Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache."  On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.

Cache, Inc., and its two affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10172) on
Feb. 4, 2015.  The case is assigned to Judge Mary F. Walrath.

The Debtors are represented by Laura Davis Jones, Esq., Peter J.
Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl
& Jones LLP, in Wilmington, Delaware.  The Debtors' restructuring
advisors is FTI Consulting Inc., while their investment banker and
financial advisor is Janney Montgomery Scott LLC.  Thompson Hine
represents the Debtors in corporate and securities matter, while
Jackson Lewis P.C. represents the Debtors in employment matters.

The Debtors' communications services provider is Epiq Systems,
Inc., while their noticing and claims management services provider
is Kurtzman Carson Consultants.  A&G Realty Partners, LLC, serves
as the Debtors' real estate consultants.

The Debtors had total assets of $53.7 million and total Liabilities
of $51.1 million as of Sept. 27, 2014.

The U.S. Trustee for Region 3 has appointed seven members to the
Official Committee of Unsecured Creditors in the Debtors' case.


CACHE INC: Creditors' Panel Names Capstone as Financial Advisor
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Cache, Inc., et
al., seek authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Capstone Advisory Group, LLC
("CAG"), together with its wholly-owned subsidiary Capstone
Valuation Services, LLC ("CVS," together with CAG, "Capstone"), as
financial advisor to the Committee., nunc pro tunc to Feb. 12,
2015.

The Committee requires Capstone to:

   (a) actively monitor the "going out of business" ("GOB")
       process to ensure the process proceeds in the most
       efficient manner to maximize recoveries to unsecured
       creditors;

   (b) review offers received for the Debtors' assets, on a going
       concern and GOB basis;

   (c) develop a monthly monitoring report to enable the Committee

       to effectively evaluate the Debtors' liquidity and wind-
       down activities on an ongoing basis;

   (d) advise and assist the Committee with respect to any debtor-
       in-possession financing arrangements and use of cash;

   (e) review cash disbursements on an on-going basis for the
       period subsequent to the commencement of these cases;

   (f) advise and assist the Committee in its analysis and
       monitoring of the Debtors' and non-Debtor affiliates'
       historical, current and projected financial affairs,
       including, schedules of assets and liabilities and
       statement of financial affairs;

   (g) prepare certain valuation analyses of the Debtors' and if
       applicable the non-Debtor affiliates' businesses and assets

       using various professionally accepted methodologies;

   (h) evaluate the Debtors' intangible asset portfolio and
       develop strategies to maximize returns;

   (i) advise and assist the Committee and counsel in reviewing
       and evaluating any court motions, applications, or other
       forms of relief filed or to be filed by the Debtors, or any

       other parties-in-interest;

   (j) attend Committee meetings and court hearings as may be
       required;

   (k) advise and assist the Committee in identifying and/or
       reviewing any preference payments, fraudulent conveyances,
       and other potential causes of action that the Debtors'
       estates may hold against insiders and third parties;

   (l) analyze intercompany and related party transactions;

   (m) develop strategies to maximize recoveries from the Debtors'

       assets and advise and assist the Committee with such
       strategies;

   (n) review and provide analysis of any bankruptcy plan and
       disclosure statement relating to the Debtors including, if
       applicable, the development and analysis of any bankruptcy
       plans proposed by the Committee;

   (o) monitor Debtors' claims management process, analyze claims,

       analyze guarantees, and summarize claims by entity;

   (p) monitor wind down of both Debtors and non-Debtor entities;

   (q) render such other general business consulting or assistance

       as the Committee or its counsel may deem necessary,
       consistent with the role of a financial advisor; and

   (r) other potential services, including: render expert
       testimony, issue expert reports and or litigation and
       forensic work that has not yet been identified but as may
       be requested from time to time by the Committee and its
       counsel.

Capstone will be paid at these hourly rates:

       David Galfus              $870
       William Russo             $625
       Rick Wright               $595
       James Geraghty            $250
       Executive Director        $625-$895
       Managing Director         $475-$640
       Director                  $425-$475
       Consultant                $250-$375
       Support Staff             $125-$325

As discussed and agreed to with the Committee, for purposes of this
engagement, Capstone has agreed to a 20% discount off of the
standard hourly rates.

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

David E. Galfus, executive director of Capstone Advisory Group,
LLC, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.

Capstone can be reached at:

       David E. Galfus
       CAPSTONE ADVISORY GROUP, LLC
       250 Pehle Avenue Suite 301
       Saddle Brook, NJ 07663
       Tel: (201) 587-7117

                       About CACHE, Inc.

Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache."  On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.

Cache, Inc., and its two affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10172) on
Feb. 4, 2015.  The case is assigned to Judge Mary F. Walrath.

The Debtors are represented by Laura Davis Jones, Esq., Peter J.
Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl
& Jones LLP, in Wilmington, Delaware.  The Debtors' restructuring
advisors is FTI Consulting Inc., while their investment banker and
financial advisor is Janney Montgomery Scott LLC.  Thompson Hine
represents the Debtors in corporate and securities matter, while
Jackson Lewis P.C. represents the Debtors in employment matters.

The Debtors' communications services provider is Epiq Systems,
Inc., while their noticing and claims management services provider
is Kurtzman Carson Consultants.  A&G Realty Partners, LLC, serves
as the Debtors' real estate consultants.

The Debtors had total assets of $53.7 million and total Liabilities
of $51.1 million as of Sept. 27, 2014.

The U.S. Trustee for Region 3 has appointed seven members to the
Official Committee of Unsecured Creditors in the Debtors' case.


CACHE INC: Creditors' Panel Names Otterbourg as Co-counsel
----------------------------------------------------------
The Official Committee of Unsecured Creditors of Cache, Inc., et
al., seek authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Otterbourg P.C. as co-counsel to the
Committee, nunc pro tunc to Feb. 12, 2015.

The professional services that Otterbourg expects to render to the
Committee include, but shall not be limited to, the following:

   (a) assist and advise the Committee in its consultation with
       the Debtors relative to the administration of these cases;

   (b) attend meetings and negotiate with the representatives of
       the Debtors and other parties in interest;

   (c) assist and advise the Committee in its examination and
       analysis of the conduct of the Debtors' affairs;

   (d) take all necessary action to protect and preserve the
       interests of the Committee, including (i) possible
       prosecution of actions on its behalf, (ii) if appropriate,
       negotiations concerning all litigation in which the Debtors

       are involved, and (iii) if appropriate, review and analysis

       of claims filed against the Debtors' estates;

   (e) generally prepare on behalf of the Committee all necessary
       motions, applications, answers, orders, reports and papers
       in support of positions taken by the Committee;

   (f) appear, as appropriate, before this Court, the Appellate
       Courts, and the U.S. Trustee, and to protect the interests  

       of the Committee before those courts and before the United
       States Trustee; and

   (g) perform all other necessary legal services in these cases.

Otterbourg will be paid at these hourly rates:

       David M. Posner                 $880
       Jenette A. Barrow-Bosshart      $835
       Jessica M. Ward                 $595
       Gianfranco Finizio              $450
       Partners/Counsel                $595-$990
       Associates                      $275-$665
       Paralegals                      $260-$265

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

David M. Posner, member Otterbourg, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Otterbourg can be reached at:

       David M. Posner, Esq.
       OTTERBOURG P.C.
       230 Park Avenue
       New York, NY 10169-0075
       Tel: (212) 661-9100
       Fax: (212) 682-6104
       E-mail: dposner@otterbourg.com

                       About CACHE, Inc.

Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache."  On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.

Cache, Inc., and its two affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10172) on
Feb. 4, 2015.  The case is assigned to Judge Mary F. Walrath.

The Debtors are represented by Laura Davis Jones, Esq., Peter J.
Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl
& Jones LLP, in Wilmington, Delaware.  The Debtors' restructuring
advisors is FTI Consulting Inc., while their investment banker and
financial advisor is Janney Montgomery Scott LLC.  Thompson Hine
represents the Debtors in corporate and securities matter, while
Jackson Lewis P.C. represents the Debtors in employment matters.

The Debtors' communications services provider is Epiq Systems,
Inc., while their noticing and claims management services provider
is Kurtzman Carson Consultants.  A&G Realty Partners, LLC, serves
as the Debtors' real estate consultants.

The Debtors had total assets of $53.7 million and total Liabilities
of $51.1 million as of Sept. 27, 2014.

The U.S. Trustee for Region 3 has appointed seven members to the
Official Committee of Unsecured Creditors in the Debtors' case.


CAESARS ENTERTAINMENT: Debt Battle Escalates w/ Credit Suisse Suit
------------------------------------------------------------------
Law360 reported that the infighting among bankrupt Caesars
Entertainment Operating Corp.'s creditors escalated, as first-lien
creditor Credit Suisse AG sued second-lien foes in New York Supreme
Court over multi-state legal maneuverings allegedly taken to get
ahead in line for payouts.

According to the report, plaintiff Credit Suisse AG Cayman Islands
Branch said that under a December 2008 intercreditor agreement
covering $1.06 billion worth of bonds, second-lien debtholders like
Appaloosa Investment LP, Centerbridge Credit Partners Master LP and
Oaktree FF Investment Fund LP have attempted to take assets and
payouts that didn't rightfully belong to them.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
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.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

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.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.


CAESARS ENTERTAINMENT: Examiner Seeks to Employ Winston & Strawn
----------------------------------------------------------------
Law360 reported that the court-appointed examiner in charge of
investigating Caesars Entertainment Operating Co.'s prebankruptcy
dealing with its parent company asked the Illinois judge in charge
of the company's bankruptcy proceedings to let him hire Winston &
Strawn LLP and Luskin Stern & Eisler LLP.

According to the report, former assistant Watergate prosecutor
Richard J. Davis says he wants Winston & Strawn to assist in his
probe of CEOC's activity amid widespread creditor allegations that
it had been plundered of its worth in the name of protecting
private equity owners Apollo Global Management LLC and TPG Capital,
which bought out parent Caesars Entertainment Corp. in a $31
billion deal in 2008.  In two motions seeking an emergency hearing
on the requests, Davis wrote that he has been working with the
firms since he was appointed on March 25 and that Luskin would
potentially be his special conflicts counsel, the report related.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
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.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

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.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.


CAESARS ENTERTAINMENT: Hearing on Involuntary Petition on April 29
------------------------------------------------------------------
Kelsey Butler, writing for TheStreet, reports that the Hon. A.
Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern
District of Illinois will hold on April 29, 2015, a hearing to
consider an involuntary bankruptcy petition filed by certain junior
lenders of Caesars Entertainment Operating Company, Inc.

The official Committee of Unsecured Creditors said in court
documents, "To carry out its statutory duties to its estate, CEOC
must consent to the involuntary petition and thereby preserve the
estate's ability to avoid the lien it granted against cash less
than 90 days before the filing of the involuntary petition.  If it
does not, CEOC's estate loses approximately $200 [million to] $500
million in cash that is otherwise available for the benefit of
unsecured claim holders . . . .  CEOC recognizes the likely reason
the involuntary petitioners filed the involuntary petition is 'to
preserve potential preference claims related to liens on certain
cash that CEOC perfected in mid-October.'  Incredibly, CEOC never
explains why its statutory duties to preserve such preference
claims for the benefit of its estate should be ignored, although,
CEOC is clearly acting under the control of its shareholders who
get released and receive favorable settlements of their affiliates'
avoidance action liabilities" if a Chapter 11 plan based on a
restructuring support agreement is confirmed.

"CEOC is neither allowed, nor empowered, to waive that defense in
its voluntary Chapter 11 case.  CEOC does not have the right or
power to discard its preference claim unless the Court grants
approval, which would be unwarranted here.  To add insult to
injury, CEOC is retaining its right to claim it is using
unencumbered cash to pay for its attempt to forfeit its avoidance
action that would create more unencumbered cash," TheStreet quoted
the Committee as saying.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
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.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

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.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.


CAESARS ENTERTAINMENT: Panels Wants Co. to Agree to Jan. 12 Filing
------------------------------------------------------------------
Caesars Entertainment Operating Company's statutory unsecured
claimholders' committee filed with the U.S. Bankruptcy Court a
motion to compel the Debtors to consent to the Jan. 12, 2015
involuntary Chapter 11 petition, and then invalidate a lien on $468
million in cash, various news sources reported.

BankruptcyData reported that the motion to compel explains, "To
carry out its statutory duties to its estate, CEOC must consent to
the Involuntary Petition and thereby preserve the estate's ability
to avoid the lien it granted against cash less than 90 days before
the filing of the Involuntary Petition. If it does not, CEOC's
estate loses approximately $200-$500 million in cash that is
otherwise available for the benefit of unsecured claimholders. CEOC
recognizes the likely reason the Involuntary Petitioners filed the
Involuntary Petition is 'to preserve potential preference claims
related to liens on certain cash that CEOC perfected in
mid-October.' Incredibly, CEOC never explains why its statutory
duties to preserve such preference claims for the benefit of its
estate should be ignored, although, CEOC is clearly acting under
the control of its shareholders who get released and receive
favorable settlements of their affiliates' avoidance action
liabilities if the RSA chapter 11 plan is confirmed....CEOC is
neither allowed, nor empowered, to waive that defense in its
voluntary chapter 11 case. CEOC does not have the right or power to
discard its preference claim unless the Court grants approval,
which would be unwarranted here. To add insult to injury, CEOC is
retaining its right to claim it is using unencumbered cash to pay
for its attempt to forfeit its avoidance action that would create
more unencumbered cash."

Bill Rochelle, a bankruptcy columnist for Bloomberg News, reported
that the Committee said that if the official start date is Jan. 12,
a lien given on bank accounts for the first time on Oct. 16 can be
voided as a so-called preference and that voiding the lien frees up
$468 million toward payment for unsecured creditors.

According to Mr. Rochelle, picking between the two days in January
entails several legal issues, like whether property of the bankrupt
estate include Caesars' decision to consent to the Jan. 12 date and
what the standard to decide whether rejecting Jan. 12 is a proper
business decision is?  Mr. Rochelle also noted that using the
earlier start date would also be a first major step on the road to
reversing transactions in 2014 where lower-ranking creditors claim
that the non-bankrupt Caesars parent transferred businesses to
other entities, making them unavailable to unsecured creditors in
bankruptcy.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
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.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

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.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.


CAESARS ENTERTAINMENT: U.S. Trustee Wants Fee Committee Appointed
-----------------------------------------------------------------
Law360 reported that the U.S. Trustee for Caesars Entertainment
Operating Corp.'s highly contentious bankruptcy proceedings asked a
judge to approve the appointment of a fee committee with an
independent member.  According to the report, U.S. Trustee Patrick
Layng, through his counsel, Roman Sukley, said it would be best to
have the committee, and says key parties have agreed to it.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
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.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., 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 CEOC (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.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

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.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.


CAL DIVE: Counsel Assures No Representation to Parties-In-Interest
------------------------------------------------------------------
Michael J. Merchant, attorney at Richards Layton & Finger, P.A., as
counsel for Cal Dive International, Inc., et al., submitted to the
U.S. Bankruptcy Court a supplemental declaration in connection with
the supplemental conflict check.

Mr. Merchant said that he was aware that certain client of R&F,
former clients of RL&F or affiliates may be parties-in-interest in
the Chapter 11 cases.  He noted that he filed supplemental list of
clients and affiliates that may be parties-in-interest.

Mr. Merchant told the Court that in any event, RL&F will not
represent any supplemental potential party-in-interest in any facet
of the cases.

Mr. Merchant can be reached at:

         RICHARDS, LAYTON & FINGER, P.A.
         One Rodney Square
         920 North King Street
         Wilmington, DE 19801
         Tel: (302) 651-7700
         Fax: (302) 651-7701

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and appoint
F. Duffield Meyercord as chief restructuring officer.

Through the Chapter 11 process, the Company will sell non-core
assets and intends to reorganize or sell as a going concern its
core subsea contracting business.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors.


CAL DIVE: Gets Final Approval to Continue Retention Plan
--------------------------------------------------------
Bankruptcy Judge Christopher S. Sontchi authorized, on a final
basis, Cal Dive International, Inc., et al., to continue their
employee retention plan in the ordinary course of business on a
postpetition basis.

On March 26, the Debtors told the Court that it has not received
any objection or any other responsive pleading with respect to the
motion by the March 23, 2015 deadline.

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and appoint

F. Duffield Meyercord as chief restructuring officer.

Through the Chapter 11 process, the Company will sell non-core
assets and intends to reorganize or sell as a going concern its

core subsea contracting business.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors.


CAL DIVE: Has Until May 17 to File Schedules and Statements
-----------------------------------------------------------
The Bankruptcy Court extended until May 17, 2015, Cal Dive
International Inc., et al.'s time to file schedules and statements,
schedules of current income and current expenditures, schedules of
executory contracts and unexpired leases, statements of financial
affairs, and periodic reports required pursuant to Bankruptcy Rule
2015.3(a).

The Debtors on March 26, 2015, filed a certificate of no objection
regarding its motion for schedules filing extension.

As reported in the Troubled Company Reporter on March 17, 2015, the
Debtors said submitted that under the circumstances of their
Chapter 11 cases, sufficient cause exists to extend the deadline to
file their schedules and statements.  Completing the schedules and
statements requires the expenditure of considerable time and effort
by their employees and advisors to collect, review and assemble
copious amounts of information.

According to the Debtors, before the Petition Date, they focused
primarily on preparing the necessary pleadings to commence these
cases and engaging in extensive negotiations with their lenders and
other parties-in-interest.  Given the amount of work entailed in
completing their schedules and statements, and the competing
demands upon their personnel to address critical operational
matters during the initial postpetition period, they will not be in
a position to properly and accurately complete the schedules and
statements within the required 30-day period.

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and appoint

F. Duffield Meyercord as chief restructuring officer.

Through the Chapter 11 process, the Company will sell non-core
assets and intends to reorganize or sell as a going concern its
core subsea contracting business.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors.



CAL DIVE: Huber Capital Reports 14.3% Stake as of March 31
----------------------------------------------------------
Huber Capital Management, LLC disclosed in an amended Schedule 13G
filed with the Securities and Exchange Commission that as of March
31, 2015, it beneficially owns 14,136,631 shares of common stock of
Cal Dive International Inc., which represents 14.34 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/un9wB0

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and appoint
F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.


CAL DIVE: Proposes Jones Walker as Corporate Counsel
----------------------------------------------------
Cal Dive International, Inc., and its affiliated debtors filed with
the U.S. Bankruptcy Court for the District of Delaware an
application to employ Jones Walker LLP as corporate counsel in
their Chapter 11 cases, effective nunc pro tunc to the Petition
Date.

Walker has served as the Debtors' outside general counsel for eight
years.  As outside general counsel, Jones Walker has advised the
Debtors on various corporate, litigation, transactional,
investigatory, and general advisory matters.

The Debtors will continue to need Jones Walker's services in
connection with certain non-bankruptcy matters during these Chapter
11 cases.  Indeed, it would be difficult and costly for the Debtors
to replace Jones Walker with substitute counsel for these matters,
and the Debtors believe that any substitute counsel would not be as
effective or valuable to the Debtors as counsel on these matters.

The Debtors anticipate that, in the Chapter 11 cases, the
professional services that Jones Walker will render to the Debtors
may include: advising on compliance and reporting obligations under
federal securities laws, providing general corporate advice,
advising on issues of maritime law, and assisting in consummating
certain transactions that may arise out of the bankruptcy, such as
sales of assets or businesses or similar type transactions.

Jones Walker intends to apply to the Court for allowance of
compensation and reimbursement of out-of-pocket expenses incurred
after the Petition Date in connection with the Debtors' Chapter 11
cases on an hourly basis, subject to Court approval and in
accordance with the applicable provisions of the Bankruptcy Code,
the Bankruptcy Rules, the Local Rules, and any other applicable
procedures or orders of the Court.

Jones Walker's current hourly rates for matters related to its
representation of the Debtors are expected to be within these
ranges: $300 to $500 for partners, $225 to $275 for associates, and
$125 for paralegals.

According to Jones Walker's books and records for the 90-day period
prior to the Petition Date, Jones Walker has received payment from
the Debtors of $417,000 on account of invoices for legal services
performed and expenses incurred in connection therewith.  Jones
Walker was owed $7,103 on the Petition Date. Jones Walker does not
propose to waive or reduce its claim against the Debtors in the
Chapter 11 cases, but the Debtors do not believe that the claim is
an interest adverse to the Debtors in respect of the matters for
which Jones Walker seeks to represent the Debtors in these chapter
11 cases such that it should limit or otherwise impair Jones
Walker's ability to perform the representation.

On or before Feb. 27, 2015, Jones Walker received a $100,000
retainer from the Debtors.  As of the Petition Date, the balance of
the retainer was $66,377.

Curtis R. Hearn, a partner at the firm, attests that Jones Walker
is a "disinterested person," as that term is defined in Section
101(14) of the Bankruptcy Code, as modified by Section 1107(b).

Consistent with the U.S. Trustee Guidelines, Mr. Hearn provided
these information:

   a) Jones Walker did not agree to a variation of its standard or
customary billing arrangements for this engagement;

   b) None of Jones Walker's professionals included in this
engagement have varied their rate based on the geographic location
of the Chapter 11 cases;

   c) Jones Walker represented the Debtors for eight years prior to
the Petition Date.  The billing rates and material financial terms
in connection with such representation have not changed
postpetition, other than due to annual and customary firm-wide
adjustments to Jones Walker's hourly rates in the ordinary course
of Jones Walker's business; and

   d) Jones Walker will consult with the Debtors and agree upon an
approved budget and staffing plan for Jones Walker's engagement for
the period from the Petition Date through June 1, 2015. Consistent
with the U.S. Trustee Guidelines, the budget may be amended as
necessary to reflect changed or unanticipated developments.

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015.
Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and
appoint
F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.




CAL DIVE: Seeks Approval for KCC as Administrative Agent
--------------------------------------------------------
Cal Dive International, Inc., and its affiliated debtors seek
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Kurtzman Carson Consultants LLC as the
administrative agent in their Chapter 11 cases, effective nunc pro
tunc to the Petition Date.

On March 6, 2015, the Court entered an order authorizing the
Debtors to employ and retain KCC as the claims and noticing agent
in these chapter 11 cases, under 28 U.S.C. Sec. 156(c), 11 U.S.C.
Sec. 105(a), and Local Rule 2002-1(f) (the  "Section 156(c)
Order").  The Debtors believe that administration of the Chapter 11
cases will require KCC to perform duties outside the scope of the
Section 156(c) Order.

As the administrative agent, KCC will provide these bankruptcy
administrator services:

   (i) assist with solicitation, balloting and tabulation of votes
in connection with any chapter 11 plan proposed, and in connection
with such services, processing requests for documents from any
parties in interest;

  (ii) prepare the certification of votes of any proposed chapter
11 plan submitted in connection with these chapter 11 cases in
accordance with any solicitation order to be issued by the Court
and testifying in support of such certification;

(iii) attend related hearings, as may be requested by the Debtors
or their counsel;

  (iv) manage any distribution pursuant to any confirmed plan prior
to the effective date of such plan;

   (v) prepare fee applications for Professional Services in
accordance with any required procedures approved by the Court;

  (vi) provide a confidential data room, if requested;

(vii) provide strategic communications consultant services,
including advising on, among other things, press releases, public
filings with the Securities and Exchange Commission, and internal
communications; and

(viii) perform other administrative services as may be requested by
the Debtors that are not otherwise allowed under the order
approving the Section 156(c) Application.

The Debtors will pay KCC at these hourly rates:

   Director/Senior Managing Consultant           $175
   Consultant/Senior Consultant                  $70-$160
   Project Specialist                            $50-$95
   Technology/Programming Consultant             $45-$85
   Clerical                                      $25-$45
   Solicitation Lead/Securities Director         $215
   Senior Securities Consultant                  $200

The firm will also be reimbursed for any necessary out-of-pocket
expenses.

Evan Gershbein, the Senior Vice President of Corporate
Restructuring Services of Kurtzman Carson Consultants LLC, assures
the Court that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors or their estates.

                           *     *     *

Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A.,
certified that no answer, objection or other responsive pleading to
the application has appeared on the Court's docket in the Chapter
11 cases.

                    About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and appoint
F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.



CHASSIX HOLDINGS: Gets Approval to Access $250M in DIP Financing
----------------------------------------------------------------
Chassix Holdings, Inc., on April 10, 2015, disclosed that the
Company and its U.S. subsidiaries have received approval from the
United States Bankruptcy Court for the Southern District of New
York to access the full amount its $250 million in committed
debtor-in-possession ("DIP") financing.  The Company had previously
received interim approval from the Court to access up to $205
million of the DIP financing.  The Court also granted final
approval for several other orders that, among other things, enable
Chassix to continue normal business operations.

"With the Court's approval of our $250 million DIP financing,
Chassix now has access to $45 million of additional liquidity that
will help ensure that business operations continue in the ordinary
course," said Mark Allan, Chassix Chief Executive Officer.
"Throughout this process, we remain fully committed to continuing
to provide our customers with high-quality products and services
without interruption, and we deeply value their ongoing support.
This progress would not be possible without the dedication of our
employees, who continue to work hard every day."

As previously announced, on March 12, 2015, Chassix and its U.S.
subsidiaries voluntarily filed for relief under Chapter 11 of the
United States Bankruptcy Code to implement a pre-negotiated
financial restructuring plan.  The plan, which has received support
from 80% of its unsecured bondholders and 71.5% of its senior
secured bondholders, its existing sponsor, and all of its largest
customers, is intended to enhance the Company's financial strength
and position it to move forward as a robust, well-capitalized
global automotive supplier.  Chassix's operations outside the
United States are not included in the Chapter 11 proceedings.  The
Court has set a hearing date of April 23, 2015 to consider approval
of the Company's Disclosure Statement.

Additional information regarding Chassix's restructuring is
available at www.chassix.com

Court filings and information about the claims process are
available at https://cases.primeclerk.com/chassix or by calling
Chassix's claims agent, Prime Clerk, at 844-224-1137 (or
917-962-8896 for international calls).

Weil, Gotshal & Manges LLP is serving as legal counsel and Lazard
Freres & Co. LLC is serving as financial advisor to Chassix.  FTI
Consulting is providing interim management services to Chassix,
including operational evaluation, business plan development and
strategy implementation.

                     About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield, Michigan,
Chassix and its subsidiaries operate 23 manufacturing facilities
across six countries, providing safety critical automotive
components, having content on approximately 64% of the largest
platforms in North America.  Their product mix maintains an even
balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting, Inc.
to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CHASSIX HOLDINGS: Seeks to Pay $2.3-Mil. to Essential Employees
---------------------------------------------------------------
BankruptcyData reported that Chassix Holdings filed with the U.S.
Bankruptcy Court a motion for entry of an order approving
implementation of a key employee retention plan (KERP) for certain
non-insider employees.

According to BData, the motion explains, "Between October 2014 and
February 2015, the Debtors identified sixty-nine essential
employees (the 'Key Employees'), each of whom possesses specialized
and/or technical expertise in the automotive industry,
institutional know-how, and/or supervisory responsibilities over
the Debtors' day-today operations....In exchange for entering into
letter agreements (collectively, the 'KERP Agreements') with the
Debtors, each of the Key Employees will receive retention payments
(the 'KERP Payments') in amounts ranging from 17% and 46% of their
annual base salary over a seven to ten month retention period (the
'Retention Period') for as long as they remained employed by the
Debtors. The average payout per employee is approximately 29.8% of
base salary. In the aggregate, the approved KERP Payments total
approximately $2,324,000, with the average payment per individual
totaling approximately $34,000....The total cost of the KERP is
approximately $2.3 million plus approximately $48,000 of the
remaining amount in the Debtors' discretionary restructuring bonus
pool."

The Court scheduled an April 23, 2014 hearing on the KERP motion,
the BData report related.

                       About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield,
Michigan, Chassix and its subsidiaries operate 23 manufacturing
facilities across six countries, providing safety critical
automotive components, having content on approximately 64% of the
largest platforms in North America.  Their product mix maintains
an
even balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets
and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc. to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CICERO INC: Bruce Hasenyager Quits as Director
----------------------------------------------
Bruce Hasenyager notified Cicero Inc. of his resignation from the
Company's Board of Directors, effective April 7, 2015, according to
a Form 8-K filed with the Securities and Exchange Commission.  

                          About Cicero Inc.

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

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

The Company has extended the maturity dates of several debt
obligations that were due in 2011 to 2012, to assist with
liquidity and may attempt to extend these maturities again if
necessary.  Despite the recent additions of several new clients,
the Company continues to struggle to gain additional sources of
liquidity on terms that are acceptable to the Company.

Cicero reported a net loss applicable to common stockholders of
$4.05 million on $1.9 million of total operating revenue for the
year ended Dec. 31, 2014, compared to a net loss applicable to
common stockholders of $3.33 million on $2.19 million of total
operating revenue in 2013.  As of Dec. 31, 2014, Cicero had $2.96
million in total assets, $15.6 million in total liabilities, and a
$12.6 million total stockholders' deficit.

Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" in its report on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has suffered
recurring losses from operations and has a working capital
deficiency as of Dec. 31, 2014.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


CICERO INC: Chairman Now Has 67.2% Stake After Conversion
---------------------------------------------------------
Cicero Inc. entered into an exchange agreement with John L.
Steffens, the Company's Chairman of the Board, to convert an
aggregate of $6.95 million of principal amount of debt into
69,505,140 shares of the Company's common stock at a conversion
rate of $0.10 per share.  The debt was represented by various
promissory notes issued by the Company to Mr. Steffens between
March 2012 and January 2015.

As a result of the transaction, the number of the Company's shares
of common stock beneficially owned by Mr. Steffens increased to
109,588,786 shares, and Mr. Steffen's overall all percentage of
beneficial ownership of the Company's common stock increased from
42.9% to 67.2%.

                          About Cicero Inc.

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

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

The Company has extended the maturity dates of several debt
obligations that were due in 2011 to 2012, to assist with
liquidity and may attempt to extend these maturities again if
necessary.  Despite the recent additions of several new clients,
the Company continues to struggle to gain additional sources of
liquidity on terms that are acceptable to the Company.

Cicero reported a net loss applicable to common stockholders of
$4.05 million on $1.9 million of total operating revenue for the
year ended Dec. 31, 2014, compared to a net loss applicable to
common stockholders of $3.33 million on $2.19 million of total
operating revenue in 2013.  As of Dec. 31, 2014, Cicero had $2.96
million in total assets, $15.6 million in total liabilities, and a
$12.6 million total stockholders' deficit.

Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" in its report on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has suffered
recurring losses from operations and has a working capital
deficiency as of Dec. 31, 2014.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


CINCINNATI BELL: S&P Retains 'BB-' Sr. Secured Debt Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said its 'BB-' issue-level
rating and '1' recovery rating on Cincinnati Bell Inc.'s (CBI)
senior secured credit facilities remain unchanged following the
company's incremental assumption agreement to obtain an additional
$50 million in revolving credit commitments.  In connection with
the agreement, existing revolving commitments will be reduced by
$25 million, bringing total commitments under the revolving credit
facility due 2017 to $175 million from $150 million.  Both
issue-level and recovery ratings on the company's unsecured and
subordinated debt also remain unchanged.

In addition, CBI has announced its intention to redeem its $300
million of 8.75% notes due 2018 with proceeds from the sale of its
CyrusOne partnership units.  S&P do not expect the redemption of
the subordinated notes to have an impact on existing recovery
ratings of the senior secured or unsecured debt at CBI.

RATINGS LIST

Ratings Unchanged

Cincinnati Bell Inc.
Corporate Credit Rating              B/Stable/--
  $175 mil revolver due 2017                       
  Senior Secured                      BB-
   Recovery Rating                    1



CLAIRE'S STORES: Incurs $212 Million Net Loss in Fiscal 2014
------------------------------------------------------------
Claire's Stores, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$212 million on $1.49 billion of net sales for the fiscal year
ended Jan. 31, 2015, compared to a net loss of $65.3 million on
$1.51 billion of net sales for the fiscal year ended Feb. 1, 2014.

As of Jan. 31, 2015, Claire's Stores had $2.45 billion in total
assets, $2.78 billion in total liabilities, and a $332 million
stockholders' deficit.

As of Jan. 31, 2015, the Company had consolidated cash and cash
equivalents of $29.4 million and all cash equivalents were
maintained in one money market fund invested exclusively in U.S.
Treasury Securities.

"If we are unable to generate sufficient cash flow and are
otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, and interest on our
indebtedness, or if we otherwise fail to comply with the various
covenants, including financial and operating covenants in the
instruments governing our indebtedness, we could be in default
under the terms of the agreements governing such indebtedness.  In
the event of such default,

   * the holders of such indebtedness may be able to cause all of
     our available cash flow to be used to pay such indebtedness
     and, in any event, could elect to declare all the funds
     borrowed thereunder to be due and payable, together with
     accrued and unpaid interest;

   * the holders of our secured indebtedness (including our U.S.
     Credit Facility and certain of our Notes) could institute
     foreclosure proceedings against our assets;

   * the lenders under our U.S. Credit Facility could elect to
     terminate their commitments thereunder, cease making further
     loans under that facility;

   * the lenders under our Europe Credit Facility could elect to
     terminate their commitments thereunder and cease making
     further loans under that facility; and

   * we could be forced into bankruptcy or liquidation," the
     Company warns in the report.

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

                       http://is.gd/0hJnFc

                      About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores also operates through its subsidiary,
Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint
venture with AEON, Co., Ltd.  The Company also franchises 198
stores in the Middle East, Turkey, Russia, South Africa, Poland
and Guatemala.

                           *     *     *

As reported by the TCR on Oct. 1, 2012, Moody's Investors Service
upgraded Claire's Stores, Inc.'s Corporate Family and Probability
of Default ratings to 'Caa1' from 'Caa2'.  The upgrade of Claire's
Corporate Family Rating to 'Caa1' reflects its ability to address
its substantial term loan maturity in 2014 by refinancing it with
a $625 million add-on to its existing senior secured first lien
notes due 2019.

Claire's Stores, Inc., carries a 'B-' corporate credit rating from
Standard & Poor's Ratings Services.


CLAIRE'S STORES: Moody's Cuts Corporate Family Rating to 'Caa2'
---------------------------------------------------------------
Moody's Investors Service downgraded Claire's Stores, Inc.
Corporate Family Rating (CFR) and Probability of Default Rating to
Caa2 and Caa2-PD, respectively. Moody's also downgraded the first
lien debt to B3, unsecured notes to Caa3, and subordinated notes to
Ca. The senior secured second lien notes were affirmed at Caa2. The
company's Speculative Grade Liquidity rating was lowered to SGL-4
from SGL-3. The rating outlook is stable.

The downgrade of Claire's ratings reflect continued weak operating
performance and deterioration of its liquidity profile. Claire's
remains pressured by declining mall traffic and an increasingly
competitive landscape. This resulted in EBITDA falling by nearly
$20 million in fiscal 2014 versus 2013, which increased debt to
EBITDA to over 9.0 times. The downgrade to Caa2 acknowledges the
challenge Claire's faces in growing earnings to a level that can
generate positve free cash flow and support its existing capital
structure.

The downgrade of the company's liquidity rating to SGL-4 primarily
reflects the expectation that the company will continue to generate
negative free cash flow and maintain low levels of cash. In
addition, Claire's will likely become more reliant on borrowing
under its revolving credit facilities to fund working capital and
capital expenditures. The downgrade acknowledges that Claire's may
not be able to repay the entirety of the outstanding balance under
the revolver in the fourth quarter of fiscal 2015 based upon its
current performance level. Given this, Claire's excess availability
under its revolving credit facility will continue to tighten,
further increasing the potential for a debt restructuring.

The following ratings are downgraded:

Corporate Family Rating to Caa2 from Caa1

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

$115 million senior secured revolving credit facility
to B3, LGD 3 from B2, LGD 2

$1.1 billion senior secured first lien notes due 2019
to B3, LGD 3 from B2, LGD 2

$210 million senior secured first lien notes due 2020
to B3, LGD 3 from B2, LGD 2

$320 million senior unsecured notes due 2020 to Caa3,
LGD 4 from Caa2, LGD 4

$260 million senior subordinated notes due 2017 to Ca,
LGD 6 from Caa3, LGD 5

Speculative Grade Liquidity rating to SGL-4 from SGL-3

The following ratings are affirmed:

$450 million senior secured second lien notes due 2019
at Caa2, LGD 4

RATINGS RATIONALE

Claire's Caa2 Corporate Family Rating reflects its very high
leverage, weak interest coverage, and debt-laden capital structure.
Claire's debt to EBITDA was 9.1 times and EBITA to interest expense
was 0.8 times for the twelve months ended January 31, 2015. Moody's
expects Claire's credit metrics will remain weak over the next
twelve months given Claire's substantial level of debt (nearly $2.4
billion) and continued earnings pressure. Moody's expects Claire's
earnings to remain flat off of its 2014 levels due to the
increasingly competitive landscape, difficult mall traffic trends,
and economic headwinds surrounding Europe (including foreign
exchange). However, Moody's anticipates some positive momentum as
Claire's strategically shifts its focus "off-mall" and expands the
concession format, leverages wholesale opportunities, and grows
e-commerce. Claire's rating also reflects its weak liquidity
profile. The company is expected to produce negative free cash flow
over the next twelve months and maintain a relatively low cash
balance. In addition, Claire's will likely become more reliant on
its revolving credit facilities to fund seasonal working capital
and capital expenditures.

Claire's Caa2 Corporate Family Rating is supported by its value
positioned price points, international geographic presence, well
known brand name, and despite recent declines, its EBITDA margin
remains high relative to its specialty peers.

The stable outlook reflects Moody's expectation that Claire's
credit metrics will remain weak, more notably EBITA to interest
expense, which will remain below 1.0 time. It also reflects the
lack of near-dated maturities.

A higher rating would require Claire's to assume an adequate
liquidity profile, as well as improve operating performance or
reduce absolute debt levels such that the company can achieve and
maintain EBITA to interest expense above 1.0 time and debt to
EBITDA approaching 8.0 times.

Ratings could be downgraded if Claire's operating performance,
liquidity, and/or interest coverage deteriorate, or if the
company's probability of default were to increase for any reason.

Claire's Stores, Inc., headquartered in Hoffman Estates, IL, is a
specialty retailer of value-priced jewelry and fashion accessories
for pre-teens and young adults in 44 countries in North America,
Europe, the Middle East, Central America, and South America. It
operates 2,998 stores and franchises 442 stores. Revenues are about
$1.5 billion. Claire's is owned by Apollo.



COLT DEFENSE: Amends Credit Pacts with Cortland and Wilmington
--------------------------------------------------------------
Colt Defense LLC and certain of its subsidiaries entered into (i)
Waiver and Amendment No. 1 to its existing credit agreement dated
as of Feb. 9, 2015, with Cortland Capital Market Services LLC, as
agent, and certain lenders and (ii) Amendment No. 3 to its existing
term loan agreement with Wilmington Savings Fund Society, FSB, as
agent, and certain lenders party thereto from time to time.  

The Amendments contain substantially the same terms for each Loan
Agreement and provide for, among other things, an extension of the
deadline for the Company to deliver its annual financial statements
and related reporting information for the fiscal year ended Dec.
31, 2014, to June 14, 2015.  The Amendments also add new covenants
to the Loan Agreements which require the Company to maintain a
minimum amount of unrestricted cash of $4,000,000 and prohibit the
Company from allowing more than 20% of certain accounts payable to
be past due by more than 30 days.  The minimum unrestricted cash
covenant applies from May 8, 2015, to July 6, 2015, and the
accounts payable covenant applies from April 8, 2015, to July 6,
2015.  

Additionally, the Credit Agreement Amendment increased the minimum
amount of inventory required to be maintained by the Company from
$45,000,000 to $50,000,000 for the period from May 8, 2015, to July
6, 2015, and the Term Loan Amendment added an equivalent covenant
to the Term Loan Agreement.  The Amendments also modified certain
events of default.  

Those amendments were effective as of April 7, 2015.  The Company
has agreed to pay an aggregate fee of $1,000,000 to the lenders
under the Loan Agreements in connection with entering into the
Amendments.

A copy of the Waver and Amendment No.. 1 to Credit Agreement is
available for free at http://is.gd/zJSnG3

A full-text copy of the Amendment No. 3 to Term Loan Agreement is
available for free at http://is.gd/6SSHzM

                         About Colt Defense

Colt Defense LLC, headquartered in West Hartford, CT, manufactures
small arms weapons systems for individual soldiers and law
enforcement personnel for the U.S. military, U.S. law enforcement
agencies, and foreign militaries.  Post the July 2013 acquisition
of New Colt Holding Corp., the parent company of Colt's
MANUFACTURING COMPANY, the company also has direct access to the
commercial end-market for rifles, carbines and handguns.  Revenues
for the last twelve months ended June 30, 2014 totaled $243
million.

The Company's balance sheet at Sept. 28, 2014, showed $247 million
in total assets, $417 million in total liabilities and a
$170 million total deficit.

"As it is probable that we may not have sufficient liquidity to be
able to make our May 15, 2015 Senior Notes interest payment
without meeting our internal projections (including addressing our
Senior Notes), our long-term debt has been classified as current
in the consolidated balance sheet.  Currently we do not have
sufficient funds to repay the debt upon an actual acceleration of
maturity.  In the event of an accelerated maturity, our lenders
may take actions to secure their position as creditors and
mitigate their potential risks.  These events would adversely
impact our liquidity.  These factors raise substantial doubt about
our ability to continue as a going concern," the Company stated in
the quarterly report for the period ended Sept. 28, 2014.

                          *     *     *

As reported by the TCR on Nov. 17, 2014, Moody's Investors Service
downgraded Colt Defense's Corporate Family Rating to 'Caa3' from
'Caa2' and Probability of Default Rating to 'Caa3-PD' from
'Caa2-PD'.  Concurrently, Moody's lowered the rating on the
company's $250 million senior unsecured notes to 'Ca' from 'Caa3'.
The downgrade was based on statements made by Colt Defense in its
Nov. 12, 2014 Form NT 10-Q filing.  In the filing the company
indicated that it expects to report a decline in net sales for the
three month period ended Sept. 28, 2014 versus the same period in
2013 of 25 percent together with a decline in operating income of
50 percent.

As reported by the TCR in February 2015, Standard & Poor's Ratings
Services lowered its corporate credit rating on Colt Defense to
'CCC-' from 'CCC'.  The downgrade reflects an increased likelihood
that the company may enter into a debt restructuring in the coming
months that S&P would consider a distressed exchange and, hence, a
default.


CONYERS: April 15 Hearing on ONH1, LLC Bid for Relief from Stay
---------------------------------------------------------------
The Bankruptcy Court, according to an amended notice, will convene
a hearing on April 15, 2015, at 11:00 a.m., to consider ONH1, LLC's
motion for relief from the automatic stay.

On March 3, ONH1, LLC requested for an order granting relief from
the stay to allow movant to exercise its rights under state law as
to certain real property owned by debtor Conyers 38, LLC, located
in College Park, Georgia.

ONH1, LLC is represented by:

         Karen Fagin White, Esq.
         Benjamin S. Klehr, Esq.
         COHEN POLLOCK MERLIN & SMALL, P.C.
         3350 Riverwood Parkway, Suite 1600
         Atlanta, Georgia 30339
         Tel: (770) 858-1288
         Fax: (770) 858-1277
         E-mail: kwhite@cpmas.com
                 bklehr@cpmas.com

                        About Conyers 138

Conyers 138, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ga. Case No. 14-73659) in Atlanta, Georgia, on Dec. 1, 2014,
without stating a reason. The Law Offices of Evan M. Altman, Esq.,
in Atlanta, serves as the Debtor's counsel.  The Debtor, in its
amended schedules, disclosed $11,706,197 in assets and $3,365,277
in liabilities as of the Chapter 11 filing.


CORD BLOOD: Announces Equity Investment by Red Oak
--------------------------------------------------
Cord Blood America, Inc., has executed a purchase agreement for the
sale of $0.724 million preferred equity investment funded by Red
Oak Partners, LLC and its affiliates.  All proceeds will be used
towards retiring debt owed to Tonaquint, Inc.

Joseph Vicente, president of Cord Blood America, Inc. commented,
"In December 2014 we settled litigation with Tonaquint, Inc. which
was a positive but resulted in monthly amortization and interest
payments in excess of our estimated cash generation.  Accordingly,
the Company was weakly positioned and could not seize upon the
sizable growth and market opportunities available to us.  Red Oak's
investment stabilizes our organization and allows us to immediately
focus on growth endeavors, including taking market share from our
competitors.  We are adjourning the April 10th special meeting to
May 7th in order to allow shareholders reasonable time to digest
this investment and make an informed decision.

As part of their investment, the Board will consist of a majority
of Directors independent from management.

Stated David Sandberg, "With a more stabilized balance sheet, CBAI
is well positioned to pursue a sensible yet meaningful growth
strategy.  We believe this best serves shareholders' interests and
we are already working to compile and reach out to M&A targets.
CBAI's excess storage capacity coupled with a less constrained
marketing budget allows for a real opportunity to grow its business
both organically and via acquisitions with improved margins and
earnings to the bottom line.  In addition to focusing on growth,
the Board will be populated with new Directors independent from
management and we expect to implement shareholder friendly changes
to CBAI's Charter and Bylaws as well as to call an annual meeting
for Director Elections and other business (as is proposed).  We
expect CBAI to announce an annual meeting date shortly after the
May 7th special meeting.

Continued Mr. Vicente, "As many of you may know, Cryo-Cell
International, one of our competitors, has publicly announced over
the past 30 days (through a series of filings) their ownership
stake in CBAI and stated its intention to nominate a slate of
directors for election and, if successful, to 'explore various
alternatives, including the potential for a merger between CBAI and
Cryo-Cell, with Cryo-Cell as the surviving entity.'  We are aware
we have been in a weak position given our balance sheet, and some -
like Cryo-Cell - are seeking to take advantage of this.  Red Oak
has a demonstrated history of good governance and going out of
their way to protect the rights of all shareholders, not just their
own interests.  While it is important to provide balance sheet
relief via Red Oak's investment, we would only enter into a
transaction that is in the best interest of all shareholders and
provides the greatest opportunity to create future value for all
shareholders.  As part of this investment agreement with Red Oak,
should Red Oak seek to take CBAI private then any voting rights it
holds in excess of what the second largest shareholder holds shall
be voted along with the consensus outside of Red Oak.  Effectively
their excess voting rights can work against them if the majority of
other holders don’t support such a deal."

"In closing, we are confident that the platform, both operationally
and financially, is at its strongest point in the Company's
operating history.  With the Company's past issues largely resolved
and a new and experienced partner in place, we expect to produce
significantly improved long term shareholder returns and be better
able to compete in our industry - including against Cryo-Cell and
others - as we move ahead."

                     About Cord Blood America

Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International.  Cord specializes in
providing private cord blood stem cell preservation services to
families.  BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy.  Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.

The Company has been the subject of a going concern opinion by its
independent auditors who have raised substantial doubt as to the
Company's ability to continue as a going concern.  De Joya
Griffith, LLC, in Henderson, NV, noted that the Company has
incurred losses from operations, which losses have caused an
accumulated deficit of approximately $53.46 million as of Dec. 31,
2014.

The Company disclosed net income of $240,000 on $4.33 million of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$2.97 million on $3.82 million of revenue for the year ended Dec.
31, 2013.

As of Dec. 31, 2014, the Company had $3.86 million in total assets,
$4.55 million in total liabilities, and a $691,000 total
stockholders' deficit.


CREATIVE ARTISTS: $45MM Add-on Loan No Impact on Moody's B2 CFR
---------------------------------------------------------------
Moody's says Creative Artists Agency, LLC's (CAA) $45 million first
lien add on term loan will not impact the B2 corporate family
rating or B2 rating on the credit facility. The outlook remains
stable. All the proceeds are expected to be used to paydown the
outstanding balance on the revolver.

Creative Artists Agency, LLC (CAA) is a global talent
representation agency with leading positions in motion pictures,
television, music, and sports and includes packaging rights in
television, motion picture profit agreements, commercial
endorsements, and other business services. TPG Capital owns 52% of
the company.



CREATIVE ARTISTS: Debt Add-On No Impact on S&P BB- Secured Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB-' issue-level
rating and '2' recovery rating on U.S. sports, media, and
entertainment talent company Creative Artists Agency LLC's (CAA's)
senior secured credit facility are not affected by the company's
announcement that it plans to issue a $45 million add-on to its
term loan B. The '2' recovery rating reflects our expectation for
substantial recovery (70%-90%; low end of the range) of principal
for lenders in the event of a payment default. The company will use
the proceeds to repay outstanding revolving borrowings.

The 'B+' corporate credit rating on CAA reflects S&P's assessment
of the company's financial risk profile as "highly leveraged" and
its business risk profile as "fair," based on its criteria. We
placed particular emphasis on CAA's higher EBITDA margins, compared
with its direct competitor William Morris Endeavor Entertainment
LLC (WME), as well as its cash flow stability and the business'
relative predictability. S&P's comparative analysis has a one-notch
positive effect on the rating.

"Our assessment of CAA's business risk profile as "fair" is based
on the company's good market position, breadth, and competencies.
CAA is a talent agency that represents professionals working in
film, television, music, theatre, video games, sports, and digital
content. And it provides a range of strategic marketing and
consulting services to its corporate clients. The company receives
recurring revenues from TV and movie projects. And its
entertainment packaging revenue, recurring events, and established
relationships with corporate sponsors, sanctioned sporting events,
and broadcasting firms provide some future revenue stability," said
S&P.

CAA operates in a highly competitive business. However, the scale
and scope of its relationships enable it to offer multiple services
to clients to an extent that its competitors, aside from WME, would
find hard to replicate. Furthermore, CAA benefits from an expansive
client base and a good level of revenue diversification, in which
no client accounts for more than 2% of total revenues and no
business segment contributes more than approximately 26% of
revenue. Thus, S&P does not expect the recent news that a
negligible number of CAA's agents and clients moved to a competitor
will have a meaningful effect on the company's credit quality.
Potential variability in operating performance, given the company's
underlying reliance on corporate marketing spending and sponsorship
contract renewals, which are sensitive to changes in the economic
cycle, partially offset these advantages. CAA has visibility into
at least 50% of 2015 revenue today.

"Our assessment of CAA's financial risk profile as "highly
leveraged" reflects our expectations for adjusted leverage to
remain in the high-4x area in 2015. These leverage measures
incorporate our expectation that, based on private equity owner TPG
Capital LLC's equity stake of 52%, the company could adopt a more
aggressive financial policy than under the current ownership
structure, and that leverage could rise above 5x over the next two
years," said S&P.

RATINGS LIST

Creative Artists Agency LLC
Corporate Credit Rating                B+/Stable/--

Ratings Unchanged

Creative Artists Agency LLC
  Senior Secured
  $555 mil term B bank ln due 2021*     BB-
   Recovery Rating                      2L  
  Revolver bank ln due 2019             BB-
   Recovery Rating                      2L  

*Includes add-on.


DOLE FOOD: Debt Add-on No Impact on Moody's B2 Term Loan Rating
---------------------------------------------------------------
Moody's Investors Service commented that Dole Food Company's term
loan remains rated B2 following a $100 million add on. The term
loan increase follows $100 million of recent equity contributions.
Moody's views the company's overall $200 million capital raise as a
credit positive because it replenishes cash used for farm purchases
and removes the uncertainty over funding $188 million of upcoming
commitments. For more details please see the Issuer Comment
published on April 9, 2015.

Dole Food Company, Inc. is a leading producer of fresh fruit and
fresh vegetables. Revenues were $4.8 billion for the 12 months
ending January 3, 2015. Dole is a private company owned by its
Chairman and CEO David Murdock.


DOLE FOOD: S&P Revises Outlook to Positive, Affirms 'B-' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed all of its ratings,
including its 'B-' corporate credit rating, on Westlake Village,
Calif.-based Dole Food Co. S&P is revising its outlook to positive
from stable.  

"Dole's 2014 operating earnings and FFO were a significant
improvement over 2013, and we expect financial results will
continue to improve in 2015," said Standard & Poor's credit analyst
Kim Logan. "Still, the company is currently executing on a
multi-year capital investment initiative aimed at buying fruit
farms, farm expansion and renovation, and equipment upgrades, and
we believe these capital expenditures will keep the company
free-operating-cash-flow negative in fiscal 2015. In addition, the
company is in the early stages of executing its farm acquisition
and vertical integration strategy since the going-private
transaction, and will need to borrow to execute on its capital
investment plans, and its end markets are highly volatile.
Nonetheless, we believe the strategy of refocusing on farm
acquisitions and vertical integration could mitigate operating
performance volatility that has hurt operating performance in the
past."

"Standard & Poor's ratings on Dole continue to reflect the negative
two-notch impact of our "weak" management and governance
assessment, relating to the role of the controlling stockholder and
principal executive, David Murdock, following this going-private
transaction in the final quarter of 2013; the limited number of
independent board members; and no disclosed succession plans for
Mr. Murdock. We also believe there is an ongoing risk that
management loyalty and submission to the wishes of the controlling
stockholder could take priority over creditor interests at Dole.
Lastly, we view the recent retirement of the company's president
and COO (C. Michael Carter) and the possibility of paying more than
currently reserved for a pending judgment related to a lawsuit
brought by prior shareholders (alleging the company was
under-valued when it was taken private) as recent events that have
tempered our opinion of credit quality, despite the
better-than-expected operating performance," said S&P.

The positive outlook reflects S&P's expectation that the company
will sustain its improved operating performance and credit
measures, including adjusted debt to EBITDA below 5x and FFO to
debt of about 15%, despite borrowing to fund ongoing capital
investments.


DORAL FINANCIAL: Seeks Approval of Bidding Procedures
-----------------------------------------------------
BankruptcyData reported that Doral Financial filed with the U.S.
Bankruptcy Court a motion for entry of (i) an order (a) approving
bidding procedures for the sale of Doral Insurance Agency or its
assets, (b) approving the proposed expense reimbursement and
break-up fee, (c) approving the form and manner of notice and (d)
scheduling an auction and a sale hearing and (ii) order authorizing
and approving the sale of Doral Insurance Agency or its assets.

According to the report, the motion explains, "The Debtor
ultimately received one offer to buy substantially all the assets
of Doral Insurance. This offer was extended by Anglo-Puerto Rican
Insurance Corporation (the 'Stalking Horse Bidder'). The Debtor
also received an offer from an alternate potential buyer, but only
to buy the portion of Doral Insurance's portfolio relating directly
to the borrowers for certain loans held by such potential buyer,
approximately 10% of Doral Insurance's total business. Reviewing
these offers, the Debtor determined that the Stalking Horse
Bidder's offer was superior, not only because it was an offer to
buy the entire business but also because the price offered, on a
per unit basis, exceeded the offer from the potential buyer for a
portion of the business....In light of the rapidly diminishing
value of the assets of Doral Insurance, the Stalking Horse
Agreement contemplates an expedited auction sale process and
provides certain bid protections to the Staking Horse
Bidder...under the terms of the Stalking Horse Agreement, in the
event that the Stalking Horse Bidder is not designated as the
purchaser of the assets of Doral Insurance, the Stalking Horse
Bidder would be entitled to a fee of $250,000 (the 'Breakup Fee') ,
along with reimbursement of reasonable expenses, up to a cap of
$200,000 (the 'Expense Reimbursement')."

The deadline to submit qualified competing bids is May 6, 2015 and
an auction, if necessary, would be conducted on May 12, 2015, BData
related.  A hearing to approve the sale will be held on May 21,
2015, the report added.

                        About Doral Financial

Doral Financial Corporation is a holding company whose primary
operating asset was equity in Doral Bank.  DFC maintains offices in
New York City, Coral Gables, Florida and San Juan, Puerto Rico.  

DFC has three wholly-owned subsidiaries: (i) Doral Properties,
Inc., (ii) Doral Insurance Agency, LLC ("Doral Insurance"), and
(iii) Doral Recovery, Inc.

On Feb. 27, 2015, regulators placed Doral Bank into receivership
and named the Federal Deposit Insurance Corp. as receiver.  Doral
Bank served customers through 26 branches located in New York,
Florida, and Puerto Rico.

DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
15-10573) in Manhattan on March 11, 2015.  The case is assigned to
Judge Shelley C. Chapman.

DFC estimated $50 million to $100 million in assets and $100
million to $500 million in debt as of the bankruptcy filing.

The Debtor tapped Ropes & Gray LLP as counsel.

The Debtor's Chapter 11 plan and Disclosure Statement are due July
9, 2015.  The initial case conference is set for April 10, 2015.

The U.S. trustee overseeing the Chapter 11 case of Doral Financial
Corp. appointed five creditors of the company to serve on the
official committee of unsecured creditors.


DUNE ENERGY: Court Approves Sale & Bidding Procedures
-----------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge H. Christopher Mott in
Texas approved the procedures governing the sale and bidding for
Dune Energy Inc.'s assets over the objection of the Official
Committee of Unsecured Creditors.

According to Law360, Judge Mott set a June 5 deadline for
interested third parties to submit their bids for some or all of
Dune Energy's assets or, if needed, a June 9 auction to be held in
Houston.  A hearing to approve the sale is set for June 18, Law360
said.

Sherri Toub, a bankruptcy columnist for Bloomberg News, reported
that the Creditors' Committee also objection to Dune Energy's
request for bankruptcy financing, saying the financing is
improperly designed to facilitate a sale for the benefit of secured
lenders at the expense of unsecured creditors.  The Committee,
according to the Bloomberg report, said the proposed budget isn't
sufficient to fund a plan.  The lenders should pay their "fair
share' to ensure a plan can be confirmed, the panel said, the
Bloomberg report related.

                        About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE), is an independent energy
company based in Houston, Texas.  Since May 2004, the Company has
been engaged in the exploration, development, acquisition and
exploitation of natural gas and crude oil properties, with
interests along the Louisiana/Texas Gulf Coast.  The Company's
properties cover over 90,000 gross acres across 27 producing oil
and natural gas fields.

Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015.  The
petitions were signed by James A. Watt, president and chief
executive officer.

Judge Christopher H. Mott presides over the case.  Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel.  Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors.  Parkman Whaling LLC
is
the Debtors' sale professionals.

The Debtors listed $229 million in total assets and $144 million in
total debts as of Sept. 30, 2014.

The deadline for creditors to file proofs of claim is July 13,
2015.  For governmental units, the deadline to file proofs of claim
is not later than 180 days from the Petition Date.

The U.S. trustee overseeing the Chapter 11 case of Dune Energy
appointed three creditors to serve on the official committee of
unsecured creditors.


EVERYWARE GLOBAL: Amends Registration Statements with SEC
---------------------------------------------------------
Everyware Global, Inc., filed a post-effective amendment to its
Form S-8 registration statement to deregister unsold shares of
common stock, par value $0.01 per share under the Registration
Statement, pertaining to the registration of the Shares offered
under the Company's 2012 Stock Option Plan and the 2013 Omnibus
Incentive Compensation Plan.  The amendment was filed to remove
from registration any unissued shares of Common Stock under the
Plan that and to terminate the effectiveness of the Registration
Statement.

The Company separately filed a post-effective amendment to its Form
S-1 registration statement which the Commission declared effective
on Oct. 31, 2014.  The Company deregistered any shares of Common
Stock which remain unsold under the Registration Statement.

                       About EveryWare Global

Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a
marketer of tabletop and food preparation products for the consumer
and foodservice markets, with operations in the United States,
Canada, Mexico and Asia.  The company has more than 1,500 personnel
throughout the United States.  Sales and marketing functions are
managed from executive offices in Lancaster, Ohio, with staff
located in Melville, New York, New York City, and Oneida, New
York.

The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking,
LLC, were founded in 1848 and 1873, respectively.  In 2011,
investment funds affiliated with the Monomoy Capital Partners
completed their acquisition of these companies and, in March 2012,
integrated them under the EveryWare brand.  In May 2013, a merger
was completed where EveryWare became a wholly-owned subsidiary of
ROI Acquisition Corp. ("ROI"), a special purpose acquisition
company sponsored by affiliates of the Clinton Group, Inc., and ROI
was renamed EveryWare Global Inc.

As of Sept. 30, 2014, EveryWare reported assets of $238 million and
liabilities of $380 million.

EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to
implement a prepackaged financial restructuring that converts $248
million of the long-term debt to 96% of the common stock of the
company post-emergence.

EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on
April 7, 2015, and 12 affiliated debtors filed petitions on April
8, 2015.  The cases are pending before Judge Laurie Selber
Silverstein, and the debtors are seeking joint administration under
Case No. 15-10743.

The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy
counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal
North America, LLC, to provide a CRO and Interim VP of Finance; and
Prime Clerk LLC as claims and noticing agent.


EVERYWARE GLOBAL: Receives NASDAQ Delisting Notice
--------------------------------------------------
EveryWare Global, Inc., has been notified by the Staff of The
Nasdaq Stock Market LLC that, because the Company filed a voluntary
petition for protection under Chapter 11 of the U.S. Bankruptcy
Code on April 8, 2015, Nasdaq intends to delist the Company's
common stock from the Nasdaq Stock Market by filing a delisting
application with the Securities and Exchange Commission.

As previously disclosed, the Company has reached an agreement with
its secured lenders on a comprehensive balance-sheet restructuring
that, among other things, will substantially reduce the Company's
long-term debt.  To implement the restructuring, the Company filed
a voluntary petition for a prepackaged Chapter 11 bankruptcy in the
U.S. Bankruptcy Court for the District of Delaware.

The Company does not intend to appeal the delisting determination.
The Company anticipates that the delisting of its common stock from
the Nasdaq Stock Market will be effective at the opening of trading
on April 17, 2015.

The Company expects that its securities will be immediately
eligible to be quoted on the OTC Bulletin Board or in the "Pink
Sheets."  To be quoted on the OTCBB or the Pink Sheets, a market
maker must sponsor the security and comply with SEC Rule 15c2-11
before it can initiate a quote in a specific security.  If the
Company's securities are delisted from Nasdaq, there can be no
assurance that a market maker will apply to quote the Company's
common stock or that the Company's common stock will become
eligible for the OTCBB or the Pink Sheets.

                      About EveryWare Global

Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a
marketer of tabletop and food preparation products for the consumer
and foodservice markets, with operations in the United States,
Canada, Mexico and Asia.  The company has more than 1,500 personnel
throughout the United States.  Sales and marketing functions are
managed from executive offices in Lancaster, Ohio, with staff
located in Melville, New York, New York City, and Oneida, New
York.

The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking,
LLC, were founded in 1848 and 1873, respectively.  In 2011,
investment funds affiliated with the Monomoy Capital Partners
completed their acquisition of these companies and, in March 2012,
integrated them under the EveryWare brand.  In May 2013, a merger
was completed where EveryWare became a wholly-owned subsidiary of
ROI Acquisition Corp., a special purpose acquisition company
sponsored by affiliates of the Clinton Group, Inc., and ROI was
renamed EveryWare Global Inc.

As of Sept. 30, 2014, EveryWare had assets of $238 million and
liabilities of $380 million.

EveryWare Global, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case No. 15-10743) on April 7, 2015, in order to
implement a prepackaged financial restructuring that converts $248
million of the long-term debt to 96% of the common stock of the
company post-emergence.  The following day, 12 of its affiliates
also filed petitions in Delaware.  The cases are pending before
Judge Laurie Selber Silverstein, and the Debtors are seeking joint
administration of their cases under the lead case No. 15-10743.

The Debtors have tapped Kirkland & Ellis LLP, as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy
counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal
North America, LLC, to provide a CRO and Interim VP of Finance; and
Prime Clerk LLC as claims and noticing agent.


EXIDE TECHNOLOGIES: Inks Compromise with Texas CEQ
--------------------------------------------------
Exide Technologies asks the U.S. Bankruptcy Court in Delaware to
approve a compromise with the Texas Commission on Environmental
Quality, which, among other things, orders that the administrative
penalty in the amount of $2,451,984 will be treated in the Chapter
11 Case as follows: on the later of (a) the effective date of the
Agreed Enforcement Order, (b) the effective date of the Plan, and
(c) the date this Order becomes a final order.

BankruptcyData reported that $150,000 of the TCEQ Claim will
constitute a postpetition administrative expense of the bankruptcy
estate that will be (i) allowed and (ii) paid in cash in full
within 30 days of the Allowed Claim Date and (b) $2,301,984 of the
TCEQ Claim will constitute a prepetition, general unsecured claim
that will be (i) allowed and (ii) subordinated to the claims of
other prepetition unsecured claims in the Chapter 11 Case.

Law360 reported that Exide, whose Chapter 11 plan won confirmation
late last month, seeks court approval of a negotiated agreement
with the TCEQ, which issued an enforcement notice in 2013 alleging
certain compliance violations at the battery maker's lead
reclamation facility in Frisco.

                     About Exide Technologies

Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and   distributes lead acid
batteries and other related electrical energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years
after.

Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013.  Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick and Company Inc. as public relations consultant
and GCG as claims agent.  Schnader Harrison Segal & Lewis LLP was
tapped as special counsel.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel.  Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors.  Geosyntec Consultants was
tapped as environmental consultants to the Committee.

Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner.  He has hired his own firm as
counsel.

                            *     *     *

In November 2014, the Bankruptcy Court terminated Exide's
exclusive period to propose a Chapter 11 plan.  The Court ordered
that any party-in-interest, including the Official Committee of
Unsecured creditors may file and solicit acceptance of a Chapter
11
Plan.

Exide already has a plan of reorganization in place.  Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes.  The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee.  

In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee.  The shareholders objected to the Plan.


EXIDE TECHNOLOGIES: Panel Hires Kelvin Chia as Foreign Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Exide Technologies
Inc. asks for authorization from the Hon. Kevin J. Carey of the
U.S. Bankruptcy Court for the District of Delaware to retain Kelvin
Chia Partnership to provide the Foreign Services to the Committee,
nunc pro tunc to March 3, 2015.

The Committee requires Kelvin Chia to:

   (a) assist with the Letters Rogatory in connection with issues
       related to the 2004 Orders; and

   (b) perform such other legal services as may be required or are
       otherwise deemed to be in the interests of the Committee in
       accordance with the Committee’s powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules or other
       applicable law (collectively, the "Foreign Services").

The current hourly rates (in Singapore Dollars) charged by Kelvin
Chia for attorneys employed in its offices are:

       Senior Partner                    S$900
       Partner/Associates                S$250-S$800
       Thio Ying Ying, Senior Partner    S$900
       Gerald Kuppusamy, Partner         S$800
       Jolyn Khoo, Associate             S$250

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

Thio Ying Ying, partner of Kelvin Chia, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

The Court for the District of Delaware will hold a hearing on the
application on April 14, 2015, at 10:00 a.m.  Objections were due
April 2, 2015.

Kelvin Chia can be reached at:

       Thio Ying Ying, Esq.
       KELVIN CHIA PARTNERSHIP
       6 Temasek Blvd., 29th Floor
       Suntec Tower Four
       Singapore 038986
       Tel: (65) 6408-7880
       Fax: (65) 6224-4118

                      About Exide Technologies

Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and   distributes lead acid
batteries and other related electrical energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years
after.

Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones
LLP represented the Debtors in their successful restructuring.

Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013.  Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent.  Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel.  Zolfo Cooper, LLC serves as its bankruptcy consultants
and financial advisors.  Geosyntec Consultants was tapped as
environmental consultants to the Committee.

Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner.  He has hired his own firm as
counsel.


EXIDE TECHNOLOGIES: Sells Emission Reduction Trading Credits
------------------------------------------------------------
Exide Technologies seeks authority from the U.S. Bankruptcy Court
in Delaware to sell certain NOx and SOx emission reduction trading
credits to Koch Supply & Trading for a total amount of $7,543,712,
various news sources reported.

BankruptcyData reported that the agreement between the Debtor and
Koch provides that Koch will purchase Two single year trades of
65,366 pounds and 68,366 pounds, respectively, and an infinite year
block trade of 70,866 pounds nitrogen oxide Regional Clean Air
Incentives Market emissions reduction trading credits; and Two
single year trades of 82,846 pounds and an infinite year block
trade of 82,996 pounds sulphur oxide RECLAIM emissions reduction
trading credits.  According to BData, a brokerage fee of $264,030
will be deducted from the total purchase price.

"Approving the agreement will commit the buyer to purchase the
assets under the agreement and ensure that the debtor will generate
substantial value for its estate in return for assets with
expiration dates and which are no longer of any use to the
debtor’s operations," Law360 reported, citing Exide in court
papers.

"It is in the best interests of the debtor and its estate to
consummate a sale transaction now, while the debtor has an
interested party looking to build its credits, and while the debtor
has credits to sell," Law360 further cited Exide as saying.

                     About Exide Technologies

Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and   distributes lead acid
batteries and other related electrical energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years
after.

Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013.  Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick and Company Inc. as public relations consultant
and GCG as claims agent.  Schnader Harrison Segal & Lewis LLP was
tapped as special counsel.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel.  Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors.  Geosyntec Consultants was
tapped as environmental consultants to the Committee.

Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner.  He has hired his own firm as
counsel.

                            *     *     *

In November 2014, the Bankruptcy Court terminated Exide's
exclusive period to propose a Chapter 11 plan.  The Court ordered
that any party-in-interest, including the Official Committee of
Unsecured creditors may file and solicit acceptance of a Chapter
11
Plan.

Exide already has a plan of reorganization in place.  Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes.  The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee.  

In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee.  The shareholders objected to the Plan.


FINJAN HOLDINGS: Signs $1 Million Patent Agreement with F-Secure
----------------------------------------------------------------
Finjan, Inc., a wholly-owned subsidiary of Finjan Holdings, Inc.,
entered into a confidential asset purchase and patent license
agreement, effective as of April 7, 2015, with F-Secure
Corporation.  

According to a Form 8-K filed with the Securities and Exchange
Commission, the Agreement provides for F-Secure to pay Finjan the
sum of $1,000,000 in cash, of which $700,000 is payable on or
before April 20, 2015, and $300,000 is payable on or before
March 31, 2016.  The Agreement also provides for the assignment by
F-Secure to Finjan of two patents, U.S. Patent Nos. 8,474,048 and
7,769,991, including among other things, all progeny applications
or patents, foreign counterparts and reissues.  In exchange for the
foregoing and other valuable consideration, Finjan agreed to,
subject to certain restrictions, limits and other conditions, grant
F-Secure a worldwide, fully-paid up, nonexclusive field of use
license to Finjan patents owned as of the Effective Date or
acquired by Finjan or its affiliates within two years from the
Effective Date, as well as to the F-Secure Patents.

                            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 reported a net loss of $10.47 million on $4.99 million of
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $6.07 million on $0 of revenues in 2013.  As of Dec. 31, 2014,
Finjan had $20.69 million in total assets, $2.57 million in total
liabilities, and $18.1 million in total stockholders' equity.


FIRST PHILADELPHIA: Court to Close Case Unless Objections Filed
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey will close
the Chapter 11 case of First Philadelphia Holdings LLC on or after
April 23, 2015, unless an objection to closing is filed with the
Court and served on the United States Trustee seven days prior to
the hearing date set.  In the event a timely objection is filed, a
hearing will be held April 21, 2015, at 11:30 a.m. in Bankruptcy
Court in Camden, New Jersey.

              About First Philadelphia Holdings, LLC

First Philadelphia Holdings, LLC, is a Pennsylvania limited
liability company formed on or about March 14, 2005.  The Debtor
is headquartered in New Jersey and is in the business of owning
real estate located at 6501 New State Road a/k/a Tacony Street,
Philadelphia, Pennsylvania.

The Company filed a Chapter 11 petition (Bankr. D.N.J. Case No.
12-39767) on Dec. 21, 2012.  The Debtor scheduled $15,000,000 in
assets and $10,346,981 in liabilities as of the Chapter 11 filing.
Judge Gloria M. Burns presides over the case.

Maureen P. Steady, Esq., who has an office in Marlton, New Jersey,
serves as the Debtor's bankruptcy counsel.  In its schedules, the
Debtor disclosed $15,000,000 in total assets and $10,346,981 in
total liabilities.

No official committee of unsecured creditors, trustee or examiner
has been appointed in the Debtor's Chapter 11 case.


FOODS INC: April 21 Hearing on Sale of Titled, Wheeled Vehicles
---------------------------------------------------------------
The Bankruptcy Court will convene a hearing on April 21, 2015, at
1:30 p.m., to consider Foods, Inc., doing business as Dahl's Foods,
et al.'s motion to sell several titled, wheeled vehicles.

The Debtors propose to sell the property free and clear of all
liens, claims, and encumbrances, in the ordinary course of
business.  The Debtors also requested for authorization to employ
as auctioneer, Craig Hilpipre, with Equipment Marketers &
Appraisers.

The proposed sale of the vehicles will be by public auction, with
webcast bidding, in the ordinary course of business, at an auction
on a yet to be determined date and time.

                        About Foods Inc.

Dahl's Foods owns and operates 10 full-line grocery stores in and
around the Des Moines, Iowa area.  Since the 1970s, Dahl's has been
employee owned pursuant to an ESOP with 97% of the ownership held
by the ESOP.  The remaining 3% is owned by certain past and present
members of management and other former employees.

Individual grocery store square footage ranges from 28,820 to
70,000 and averages 55,188.  Dahl's employs over 950 people.  For
the 52 weeks ended June 28, 2014, Dahl's generated sales of $136.8
million.

Foods, Inc. dba Dahl's Foods, Dahl's Food Mart, Inc., and Dahl's
Holdings I, LLC, sought bankruptcy protection (Bankr. S.D. Iowa
Lead Case No. 14-02689) in Des Moines, Iowa on Nov. 9, 2014, with a
deal to sell to Associated Wholesale Grocers Inc. for
$4.8 million.

The Debtors have tapped Bradshaw, Fowler, Proctor & Fairgrave,
P.C., as bankruptcy counsel, Crowe & Dunlevy, P.C., as special
reorganization and conflicts counsel, and Foods Partners, LLC as
financial advisor and investment banker.

The U.S. Trustee for Region 12 appointed four creditors of Foods,
Inc. to serve on the official committee of unsecured creditors.
The Committee tapped Freeborn & Peters LLP as its counsel.


FR 160: Judge Wanslee Orders Closing of Bankruptcy
--------------------------------------------------
Bankruptcy Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court
for the District of Arizona on March 26, 2015, entered an order
providing that the bankruptcy case of FR 160, LLC is closed, and if
a trustee has been appointed, that trustee is discharged from and
relieved of his trust.

As reported in the Oct. 31, 2014, the Court granted FR 160 a
dismissal of its Chapter 11 case.  No party objected to the
Debtor's motion.

The Debtor was represented in the case by:

         Christopher H. Bayley, Esq.
         Andrew V. Hardenbrook, Esq.
         SNELL & WILMER L.L.P.
         One Arizona Center
         400 E. Van Buren
         Phoenix, AZ 85004-2202
         Tel: (602) 382-6000
         Fax: (602) 382-6070
         E-mail: cbayley@swlaw.com
                 ahardenbrook@swlaw.com

                          About FR 160

FR 160 LLC, originally named IMH Special Asset NT 160 LLC, was
formed for the purpose of owning 51 residential lots and Tract H
at the Flagstaff Ranch Golf Club Community generally located in
Coconino County, Arizona.  In January 2011, to resolve disputes
with the golf club, the parties entered into an agreement where
FR 160 delivered to the golf club a promissory note in the amount
of $4,950,000, a promissory note of $720,000 and a deed of trust
on the real property.  FR 160 failed to make certain payments and
the golf club initiated the non-judicial foreclosure process.
FR 160 commenced bankruptcy to stop the trustee's sale of the
property.  It filed a Chapter 11 petition (Bankr. D. Ariz. Case
No. 12-13116) in Phoenix on June 12, 2012.

FR 160, which claims to be a Single Asset Real Estate as defined
in 11 U.S.C. Sec. 101(51B), estimated assets of up to $50 million
and debts of up to $100 million.  Attorneys at Snell & Wilmer
L.L.P., in Phoenix, serve as counsel.

The U.S. Trustee has not appointed an official committee in the
case due to an insufficient number of persons holding unsecured
claims against the Debtor that have expressed interest in serving
on a committee.  The U.S. Trustee reserves the right to appoint a
committee should interest develop among the creditors.

Attorneys at Gordon Silver, in Phoenix, represent creditor
Flagstaff Ranch Golf Club as counsel.  On Sept. 5, 2013, the Golf
Club terminated the attorney relationship with Gordon Silver and
indicated that it intended to move forward in the Debtor's
bankruptcy case with Thomas E. Littler, Esq., shareholder and
employee of Gordon Silver, as its sole counsel.

The Amended Plan dated April 1, 2013, provides that funds to be
used to make cash payments under the Amended Plan have been or
will be generated from (i) the new value contributed by IMHFC in
the amount of $500,000 to be deposited with the Debtor by no later
than the Effective Date, (ii) the revenues derived from the sale
of lots by the Debtor or the Reorganized Debtor; and (iii) the net
proceeds from any Debtor Causes of Action.


FREEDOM INDUSTRIES: Prosecutors Want A Website to Notify on Spill
-----------------------------------------------------------------
Kate White, writing for Wvgazette.com, reports that federal
prosecutors asked U.S. District Judge Thomas Johnston to approve a
plan to issue a press release, maintain a website with case
information, and publish a legal notice in the Charleston Gazette
and Charleston Daily Mail for two weeks in the case against former
Freedom Industries, Inc. officials in connection with the January
2014 chemical spill in the Kanawha Valley in West Virginia and
surrounding communities.

Prosecutors said in court documents that the number of potential
crime victims in the cases make it impracticable to employ the
usual way victims are notified of their rights.  According to
Wvgazette.com, the prosecutors said that they don't have the means
to issue individual notices to all of the potential victims of the
case.

Wvgazette.com relates that former Freedom Industries officials
William Tis, Charles Herzing, Robert Reynolds and Michael Burdette
are awaiting sentencing hearings after pleading guilty to charges
in connection with the spill.  

Former Freedom Industries officials  Gary Southern and Dennis
Farrell have pleaded not guilty, and their trial will start on
Oct. 6, 2015, Wvgazette.com relates.  

                      About Freedom Industries

Freedom Industries Inc. is engaged principally in the business of
producing specialty chemicals for the mining, steel and cement
industries.  The Debtor operates two production facilities located
in (a) Nitro, West Virginia; and (b) Charleston, West Virginia.

The company, connected to a chemical spill that tainted the water
supply in West Virginia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on
Jan. 17, 2014.  The case is assigned to Judge Ronald G. Pearson.
The petition was signed by Gary Southern, president.

The Debtor is represented by Mark E Freedlander, Esq., at McGuire
Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson,
Esq., at Barth & Thompson, in Charleston, West Virginia.

On Dec. 31, 2013, four companies merged under the umbrella of
Freedom Industries: Freedom Industries Inc., Etowah River Terminal
LLC, Poca Blending LLC and Crete Technologies LLC.

As reported in the Troubled Company Reporter on Feb. 20, 2014,
Kate White, writing for The Charleston Gazette, reported that the
Debtor disclosed $16 million in assets and $6 million in
liabilities when it filed for bankruptcy.

On Feb. 5, 2014, the U.S. Trustee appointed an official committee
of unsecured creditors.  The Committee retained Frost Brown Todd
LLC as counsel.

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at MorrisAnderson in Chicago as Freedom's chief
restructuring officer.


FRESH PRODUCE: Section 341 Meeting Scheduled for May 6
------------------------------------------------------
A meeting of creditors in the bankruptcy case of Fresh Produce
Holdings, LLC will be held on May 6, 2015, at 1:00 p.m. at 341
Byron Rogers Room C, set per directive from the US Trustee's
Office.

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.

                        About Fresh Produce

Boulder, Colorado-based Fresh Produce --
http://www.freshproduceclothes.com/-- designs, develops and
markets women's apparel and accessories.  The company says its
collections of tops, pants, skirts and dresses feature a signature
garment dye process with more than 80 percent produced right here
in the USA.  It says products are available in 26 company-owned
boutiques located across the United States, as well as 400
independent retail locations.

Fresh Produce Holdings, LLC, commenced a Chapter 11 bankruptcy case
(Bankr. D. Col. Case No. 15-13485) in Denver, Colorado, on April 4,
2015, without stating a reason.  The Debtor estimated $10 million
to $50 million in assets and debt in its Chapter 11 petition.  The
Debtor is represented by Michael J. Pankow, Esq., at Brownstein
Hyatt Farber Schreck, in Denver, as its counsel.
The case is assigned to Judge Sidney B. Brooks.

The Debtor's subsidiaries earlier commenced bankruptcy cases on
April 2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420),
Fresh Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce
of St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC
(15-13415), and Fresh Produce Sportswear, LLC (15-13416).



FUSION TELECOMMUNICATIONS: Offering $100M Worth of Securities
-------------------------------------------------------------
Fusion Telecommunications International, Inc., filed a Form S-3
registration statement with the Securities and Exchange Commission
relating to the offer of up to $100,000,000 of any combination of
the Company's common stock, preferred stock, debt securities,
warrants and units.

The Company's common stock is currently quoted on The Nasdaq
Capital Market and trades under the symbol "FSNN."  On March 27,
2015, the closing price for the Company's common stock on The
Nasdaq Capital Market was $4.472 per share.

As of March 27, 2015, the aggregate market value of the Company's
outstanding common stock held by non-affiliates, or public float,
was approximately $27.9 million based on 7,435,028 shares of
outstanding common stock, of which approximately 1,186,474 shares
were held by affiliates, and a price of $4.472 per share, which was
the last reported sale price of the Company's common stock on The
Nasdaq Capital Market.

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

                        http://is.gd/ypMGdm

                   About Fusion Telecommunications

New York City-based Fusion Telecommunications International, Inc.,
(OTC BB: FSNN) is a provider of Internet Protocol ("IP") based
digital voice and data communications services to corporations and
carriers worldwide.

Fusion incurred a net loss applicable to common shareholders of
$4.31 million in 2014, a net loss applicable to common shareholders
of $5.48 million in 2013 and a net loss applicable to common
stockholders of $5.61 million in 2012.

As of Dec. 31, 2014, the Company had $73.7 million in total assets,
$60.5 million in total liabilities and $13.3 million in total
stockholders' equity.


GASFRAC ENERGY: Closes Sale of Assets to STEP
---------------------------------------------
Steve A. Peirce for foreign representative Ernst & Young Inc., the
court appointed monitor, notified on April 7, 2015, the U.S.
Bankruptcy Court of the closing of the sale of substantially all of
GasFrac Energy Services, Inc. et al.'s assets.

The Debtor, on March 20, disclosed that it has obtained the
approval of the Court of Queen's Bench of Alberta and the United
States Bankruptcy Court in respect of the definitive asset purchase
agreement entered into between GASFRAC and STEP Energy Services
Ltd., contemplating the sale of substantially all of its assets and
related technology by GASFRAC to STEP, together with all other
matters contemplated by the Sale Agreement.  The sale transaction
resulted from the previously announced court-approved sale and
investment solicitation process conducted within the Companies
Creditor's Arrangement Act and Chapter 15 of the United States
Bankruptcy Code proceedings, under the supervision of Ernst & Young
Inc., the court appointed monitor and the board of directors of the
Corporation.  GASFRAC will continue to operate its business under
the supervision of its board of directors and the Monitor.

                      About GASFRAC Energy

Headquartered in Calgary, Canada, GASFRAC Energy Services Inc. --
http://www.gasfrac.com/-- is an oil and gas service company, whose

business is to provide liquid petroleum gas (LPG) fracturing
services to oil and gas companies in Canada and the United States
of America.  As of Dec. 31, 2011, GASFRAC had three 32 tons and
nine 100 tons sand storage vessels, 47 fracturing pumpers, 150 LPG
storage tanks and related equipment.  GASFRAC's services are
marketed and operated under the name of its wholly owned
subsidiary
GASFRAC Energy Services Limited Partnership.

GASFRAC commenced proceedings and obtained court protection under
the CCAA pursuant to an initial order granted by the Court of
Queen's Bench, in the Province of Alberta, on Jan. 15, 2015, "as a
result of a combination of continuing negative operating results,
limited access at the present time to capital markets for junior
issuers such as the Corporation, reduced industry activity
resulting from depressed petroleum and natural gas commodity
prices
and the inability of the Corporation to obtain a suitable offer
for
the purchase of the Corporation or its assets after a strategic
alternative process, which commenced on November 13, 2014, that
would satisfy all of the Corporation's existing financial
obligations, both secured and unsecured."

Ernst & Young Inc., as monitor, sought protection under Chapter 15
of the U.S. Bankruptcy Code for GASFRAC Energy Services Inc. and
its five affiliates (Bankr. W.D. Tex. Case No. 15-50161) on Jan.
15, 2015.  The Chapter 15 cases are assigned to Judge Craig A.
Gargotta.

The Chapter 15 Petitioners are represented by Timothy S. Springer,
Esq., Steve A. Peirce, Esq., and Louis R. Strubeck, Esq., at
Fulbright & Jaworski LLP.


GENERAL STEEL: Posts $78.3 Million Net Loss in 2014
---------------------------------------------------
General Steel Holdings, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $78.3 million on $1.9 billion of sales for the year ended
Dec. 31, 2014, compared with a net loss of $42.6 million on $2
billion of sales for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, General Steel had $2.56 billion in total
assets, $3.12 billion in total liabilities, and a $562 million
total deficiency.

Friedman LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2014, citing that the Company has an accumulated deficit, has
incurred a gross loss from operations, and has a working capital
deficiency at Dec. 31, 2014.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

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

                        http://is.gd/Ga18Tr

                   About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.


GENOA A QOL: S&P Assigns 'B' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Genoa a QoL Healthcare Co. LLC.  The outlook is
stable.

At the same time, S&P assigned its 'B' issue-level rating and '4'
recovery rating to Genoa's proposed senior secured credit facility,
which consists of a $50 million revolver, $265 million senior
secured first-lien term loan, and $155 million senior secured
second-lien term loan.  The '4' recovery rating indicates S&P's
expectation for average recovery (30% to 50%; on the higher end of
the scale) to lenders in the event of payment default.

"Our ratings on Genoa, similar to our assessment of QoL, reflect
our assessment of the company's very narrow business focus as a
provider of pharmacy services on-site at community mental health
centers and the company's high leverage," said Standard & Poor's
credit analyst Maryna Kandrukhin.  S&P assess the business risk
profile as "weak" and the financial risk profile as "highly
leveraged".

S&P expects pro forma funded leverage will be about 6.3x in 2015
and 6.0x in 2016; adjusted funds from operations (FFO) to total
debt will be about 6.5% for 2015 and 6.7% for 2016; and that the
company will generate moderate free cash flow in 2015 and 2016.
S&P believes sponsor ownership of the company is likely to result
in equity-friendly financial policies that will preclude the
company's from maintaining all-in leverage below 5x, over time.

S&P's stable rating outlook reflects its expectation that
double-digit revenue growth and relatively stable EBITDA margins
will support the generation of moderate free operating cash flow.

S&P could lower its rating if competitive dynamics changed or
reimbursement pressures limited the company's ability to generate
meaningful free cash flow.  This could occur if EBITDA margins
narrowed by at least 300 basis points.  Under this scenario, S&P
might revise its business risk assessment to "vulnerable" and lower
the rating.

S&P could consider a higher rating if Genoa demonstrated a
commitment to sustaining leverage below 5x and if the company's FFO
to total debt rose to the midteens.  While S&P's base-case analysis
shows that this could occur in several years, based on potential
EBITDA growth, it would also need to be confident that the
company's financial sponsors would be committed maintaining
leverage below 5x before S&P considered an upgrade.



GLYECO INC: Extends Equity Incentive Program Until June 30
----------------------------------------------------------
The Board of Directors of GlyEco, Inc., approved an extension of
the Company's Equity Incentive Program, whereby the Company's
employees may voluntarily elect to receive equity in lieu of cash
for all or part of their salary compensation, according to a
document filed with the Securities and Exchange Commission.  The
Board originally approved the Equity Incentive Program on Dec. 18,
2014.

Pursuant to the Equity Incentive Program, each of the Company's
employees may voluntarily choose to forego all or part of their
salary compensation in exchange for stock options or shares of
restricted stock.  For each dollar of compensation foregone, each
employee is eligible to receive either five stock options or four
shares of restricted common stock.

The Company will issue all stock options and restricted stock due
to employees pursuant to the Equity Incentive Program on the last
day of each calendar month.  Stock options issued pursuant to the
program will vest immediately upon issuance and have an exercise
price of $0.24.  Such stock options will have a term of 10 years
and be otherwise subject to the terms of the Company's 2012 Equity
Incentive Plan, including cashless exercise as an available form of
payment.  Restricted stock issued pursuant to the program will also
vest immediately and have a stock basis of $0.24 per share.

The Company's Chief Financial Officer, Alicia Williams Young, has
decided to continue her participation in the Equity Incentive
Program, as she will forego $1,000 of her cash compensation in
exchange for 4,000 shares of restricted stock per month under the
program.

The Equity Incentive Program has been extended through June 30,
2015, at which time it will be reevaluated.  Upon the conclusion of
the program, the Company will calculate its profitability for the
quarter using an adjusted EBITDA calculation, and if the Company
has achieved profitable operations, it wiall proportionally
distribute salary compensation back to all employees participating
in the program.

                        About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.

GlyeCo reported a net loss of $4.01 million in 2013, a net loss of
$1.86 million in 2012, and a net loss of $592,000 in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $15.5
million in total assets, $2.49 million in total liabilities and
$13.03 million in total stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, 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 yet to achieve profitable
operations and is dependent on its ability to raise capital from
stockholders or other sources to sustain operations and to
ultimately achieve viable profitable operations.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


GLYECO INC: Incurs $8.7 Million Net Loss in 2014
------------------------------------------------
Glyeco, Inc., filed with the Securities and Exchange Commission its
annual report on Form 10-K disclosing a net loss attributable to
common shareholders of $8.73 million on $5.89 million of net sales
for the year ended Dec. 31, 2014, compared with a net loss of $4
million on $5.53 million of net sales for the year ended Dec. 31,
2013.

As of Dec. 31, 2014, Glyeco had $14.3 million in total assets,
$3.05 million in total liabilities, and $11.2 million in total
stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has yet to
achieve profitable operations and is dependent on its ability to
raise capital from stockholders or other sources to sustain
operations and to ultimately achieve viable operations. These
factors 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/MRcwur

                         About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.


GREEN FIELD: Liquidating Trustee Sues CEO for Role in Collapse
--------------------------------------------------------------
Leslie Turk, writing for Theind.com, reports that Alan Halperin,
the liquidating trustee charged with maximizing recoveries for
Green Field Energy Service's creditors, filed on April 6, 2015, a
lawsuit against Mike Moreno, the Company's founder, chairman and
CEO, for breach of fiduciary duty, breach of contract, preferential
transfer and related claims.  Theind.com says that the Liquidating
Trustee is seeking $230 million from Mr. Moreno and his companies.

The Liquidating Trustee claims that, among other things, Mr. Moreno
plundered the Company after realizing he'd made a disastrous bet on
new fracking technology, Theind.com relates.  According to the
report, the Liquidating Trustee alleges that in 2011, Mr. Moreno
saw an opportunity to make "a massive debt-fueled bet on certain
speculative fracking technologies with other people's money."  

Theind.com quoted the Liquidating Trustee as saying, "Causing GFES
to increase its capital expenditures more than 50-fold from the
previous year -- funded by large occurrences of new debt -- Moreno
plunged GFES into battle against formidable, established
competition, tying the fate of the its business largely to the
success of its speculative fracking technologies."

The Liquidating Trustee, according to Theind.com, also claims a web
of Moreno affiliates "engaged in a concerted campaign to strip the
company . . . of its most valuable asset and walk away from
substantial contractual funding obligations, ensuring the Company's
swift demise -- all while extracting massive payments from the
Company as it headed towards its final collapse."

Theind.com states that among the 13 affiliate companies named in
the lawsuit are Moody, Moreno and Rucks, MOR MGH Holdings, and
Dynamic Group Holdings.  Turbine Generation Services, Dynamic
Energy Services International, Moreno Properties and Elle
Investments are also included, the report states.

                  About Green Field Energy

Green Field Energy Services, Inc., is an independent oilfield
services company that provides a wide range of services to oil and
natural gas drilling and production companies to help develop and
enhance the production of hydrocarbons.  The Company's services
include hydraulic fracturing, cementing, coiled tubing, pressure
pumping, acidizing and other pumping services.

Green Field Energy and two affiliates filed Chapter 11 petitions
in Delaware on Oct. 27, 2013, after defaulting on an $80 million
credit provided by an affiliate of Royal Dutch Shell Plc (Bankr.
D. Del. Case No. 13-bk-12783).

The Debtors hired Michael R. Nestor, Esq., and Kara Hammon Coyle,
Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington,
Delaware; and Josef S. Athanas, Esq., Caroline A. Reckler, Esq.,
Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham &
Watkins LLP, in Chicago, Illinois, as attorneys.

Carl Marks Advisory Group LLC was hired as investment banker, and
Thomas E. Hill, from Alvarez & Marsal North America, LLC, was hired
as the Debtors' chief restructuring officer.

In its schedules, Green Field disclosed $306,960,039 in total
assets and $447,199,869 in total liabilities.

Roberta A. DeAngelis, The U.S. Trustee for Region 3, appointed six
members to the official committee of unsecured creditors in the
Chapter 11 cases of Green Field Energy Services, Inc., et al.

The Bankruptcy Court authorized the U.S. Trustee to appoint Steven
A. Felsenthal, Esq., as examiner.  He retained The Hogan Firm as
his counsel.

Leslie Turk, writing for Theind.com, reports that the case was
later converted to a Chapter 7 and its assets liquidated in a sale.


GRIDWAY ENERGY: Withdraws Motion to Convert Cases to Chapter 7
--------------------------------------------------------------
Gridway Energy Holdings, Inc., et al., had withdrawn their motion
to convert their bankruptcy cases to cases under Chapter 7 of the
Bankruptcy Code.

On Feb. 27, 2015, the Debtors filed a motion asking the Court (i)
convert their cases to Chapter 7; and (ii) setting bar date for
filing final Chapter 11 professional fee applications.

As reported in the Troubled Company Reporter on April 2, 2015,
Law360 reported that Glacial Energy Holdings Inc. asked the
Bankruptcy Court to place what little remains of its Chapter 11
case into Chapter 7 proceedings, saying it could no longer pay the
U.S. Trustee or other professionals involved in the winding down of
its operations.  Though Glacial Energy asked in October for more
time to file a Chapter 11 plan, the U.S. Trustee's Office
argued that the company had failed to provide the financial updates
necessary to prove it could produce a viable plan.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural gas
in markets that have been restructured to permit retail competition
-- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead
Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni
Management Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq., and
Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B.
Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group
LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.



GT ADVANCED: Bids for SSG Assets Due April 29
---------------------------------------------
GT Advanced Technologies Inc. and its affiliated debtors have
determined to dispose of certain assets of debtor GT Sapphire
Systems Group LLC and have asked Rothschild Inc. to solicit
potential purchasers for the SSG Assets.

SSG develops and sells a wide range of high temperature thermal and
vacuum products used in the fabrication of advanced materials.
SSG's manufacturing facility is located in Santa Rosa, California.
The SSG Assets primarily consist of accounts receivable, certain
fixed assets, and inventory.

Rothschild has been in contact with several potential purchasers of
the SSG Assets and has determined to establish a deadline to submit
final, binding bids for the SSG Assets.

The deadline to submit final, binding bids for the SSG Assets is
April 29, 2015, at 4:00 p.m. (Eastern Time).  Parties interested in
acquiring the SSG Assets should contact:

         ROTHSCHILD
         Attention: Joseph Denham
         Telephone: (212) 403-5529
         E-mail: joseph.denham@rothschild.com

By order dated Oct. 30, 2014, the Court authorized GTAT to employ
Rothschild Inc. as its financial advisor and investment banker,
including to assist GTAT in marketing and selling assets that GTAT
determines to dispose of.

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multiyear supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.


GT ADVANCED: Debtor, Committee Reach Deal with PwC on Transfers
---------------------------------------------------------------
GT Advanced Technologies Inc. and its Official Committee of
Unsecured Creditors have reached an agreement with
PricewaterhouseCoopers LLP, in connection with any and all
potential causes of action against PwC under Sections 544 through
550 of the Bankruptcy Code.

On Jan. 28, 2015, the Debtors filed their application to employ PwC
as accounting and tax advisor, nunc pro tunc to the Petition Date.
The Debtors sought to retain PwC to provide necessary accounting,
tax, auditing and financial advisory services that will be
important to the success of the chapter 11 cases.

On Feb. 9, 2015, the U.S. Trustee filed an objection to the
application.  The U.S. Trustee asserted that PwC's retention should
be denied because the Debtors' estates may have potential claims
against PwC pursuant to Section 547 of the Bankruptcy Code, such
that PwC is not a disinterested person within the meaning of
Section 327 of the Bankruptcy Code.  The U.S. Trustee identified
$839,967 in transfers made by the Debtors to PwC during the 90-day
period preceding the Petition Date, and asserted that three
payments totaling $404,165 may be potentially avoidable as
preferences.

In advance of the Feb. 12, 2015 hearing on the Application, the
U.S. Trustee and PwC reached an agreement resolving the Objection
whereby PwC would repay the Debtors' estates $100,000, subject to
the estates' rights to bring a preference action against PwC in the
future.  At the hearing, the Court questioned whether the
settlement proposal cured the preference and disinterestedness
issues raised by the U.S. Trustee, in light of: (i) alleged gross
Preference Period transfers of $840,000; (ii) potential net
preference liability identified by the U.S. Trustee exceeding
$400,000; and (iii) the possible conflict of interest that might
result from allowing PwC's retention to proceed forward if full
resolution of the preference issues was deferred to a later date.

As a result of these concerns, the Court continued the hearing on
the Application to March 18, 2015, and directed the Committee, in
the interim, to analyze the Transfers and inform the Court whether
the Committee believed there was a colorable claim against PwC for
recovery of $840,000.

                     Committee's Investigation

Immediately following the Feb. 12 hearing, Kelley Drye conducted a
thorough analysis of the Transfers.  The Debtors provided payment
data and copies of PwC invoices dating back to approximately two
years before the Petition Date.  PwC also supplied additional
invoices not initially among the materials made available by the
Debtors, together with information regarding PwC's defenses to the
alleged preferences.

Based on this information, Kelley Drye compared the Transfers to
the historical payment relationship between the Debtors and PwC. As
a threshold matter, Kelley Drye concluded that more than half of
the Debtors' gross Transfers to PwC were subjectively ordinary and,
therefore, likely protected from avoidance pursuant to Section
547(c)(2)(A) of the Bankruptcy Code.  Kelley Drye also considered
application of the "contemporaneous exchange" defense under Section
547(c)(1) of the Bankruptcy Code to one or more of the Transfers,
as well as the objective "ordinary course" standard under
547(c)(2)(B) of the Bankruptcy Code, in its effort to evaluate the
realistic value of any preference claims held by the Debtors'
estates against PwC.  In addition, PwC provided evidence of $20,000
in services rendered to the Debtors that qualified as subsequent
new value under Section 547(c)(4) of the Bankruptcy Code, further
reducing PwC's net preference exposure.

Following this analysis, Kelley Drye and PwC engaged in
arms'-length negotiations regarding all of the foregoing issues
and, after multiple rounds of negotiations, ultimately reached an
agreement to fully resolve PwC's potential liability in the cases,
which agreement is supported and joined by the Debtors.  Kelley
Drye's analysis and the proposed settlement were presented to the
Committee, which approved the compromise.

At the continued hearing on the Application held on March 18, 2015,
the Debtors and the Committee presented the terms of the settlement
to the Court, which include:

   -- PwC's lump-sum payment of $210,000 to the Debtors;

   -- PwC's waiver of any claim arising under section 502(h) of the
Bankruptcy Code in respect of its payment of the Settlement Amount;
and

   -- The estates' release, with prejudice, of PwC from any claims
or causes of action arising under Sections 544 through 550 of the
Bankruptcy Code.

On March 20, 2015, the Court entered an order approving the
Application, subject to further order of the Court under Bankruptcy
Rule 9019 approving the compromise of the preference issues
outlined at the March 18 hearing.  Thereafter, subject to the
approval of the Court, the Debtors, the Committee and PwC entered
into the Settlement Stipulation.

James S. Carr, Esq., at Kelley Drye & Warren LLP, relates that the
Committee and PwC engaged in intense negotiations over the
avoidability of the Transfers and the various defenses raised by
PwC.  After extensive discussions of the legal and factual issues,
the parties determined that the proposed settlement was a far
preferable alternative to denial of the Application and/or future
litigation of a preference action.

The Committee's attorneys can be reached at:

         James S. Carr, Esq.
         Jason R. Adams, Esq.
         KELLEY DRYE & WARREN LLP
         101 Park Avenue
         New York, NY 10178
         Tel: (212) 808-7800
         Fax: (212) 808-7897
         E-mail: jcarr@kelleydrye.com

                 - and -

         Charles R. Powell, Esq.
         DEVINE, MILLIMET & BRANCH, P.A.
         111 Amherst Street
         Manchester, NH 03101
         Tel: (603) 669-1000
         Fax: (603) 518-2461
         E-mail: cpowell@devinemillimet.com

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multiyear supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.


GT ADVANCED: Has $45MM Deal with Chinese Customer for ASF Furnaces
------------------------------------------------------------------
GT Advanced Technologies Inc. and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of New Hampshire to approve
an amendment to the purchase agreement between GT Advanced
Technologies Limited ("GT Hong Kong") and a Chinese purchaser of
advanced sapphire furnaces.

The name of the customer and the amount of the purchase
commitments, as well as other figures, were redacted from GTAT's
bankruptcy court filings.

According to the motion, pursuant to a First Amendment to the 2015
ASK Purchase Order, the parties will net and set off certain
obligations under their Seed Agreement, namely:

   * Customer's claims against GTAT Corp. and GT Hong Kong for
outstanding purchase commitments under the Seed Agreement for the
purchase of sapphire seeds;

   * GTAT Corp.'s claim against Customer for the application of an
unapplied deposit under the Seed Agreement; and

   * GT Hong Kong's receivable from Customer on account of the
outstanding balance of the purcahse price for certain ASF Furnaces
that Customer purchased from GT Hong Kong under a prepeition
purchase order.

The resolution of these obligations is a necessary condition to
Customer agreeing to perform under a purchase order for the
purchase of ASF Furnaces from GT Hong Kong for an aggregate
purchase price of more than $45 million.

After months of good-faith, arm's length negotiations, GTAT and
Customer have reached a consensual resolution of the obligations
under their prepetition contracts.  Specifically, the First
Amendment provides:

   -- Customer agrees to reduce the outstanding purchase commitment
by GTAT Corp. under the Seed Agreement by [__].

   -- The reduced purchase price balance under the Seed Agreement
will be satisfied as follows: (a) Customer will credit the
unapplied [__] deposit made by GTAT Corp. and Customer will deliver
[__] of seeds to GTAT under the Seed Agreement; (b) Customer will
effectively offset the [__] outstanding balance owed to GT Hong
Kong under the Prepetition ASF Order against the seed purchase
balance and Customer will deliver [__] of seeds to GTAT under the
Seed Agreement, and (c) GT Hong Kong will purchase for cash
sapphire seeds, over screens, or other materials form Customer with
an aggregate value of [__].

   -- The amount of additional seeds that GT Hong Kong is obligated
to purchase will be calculated on a pro rata basis that is
proportional to the number of ASF units that Customer purchases
under the new purchase orders for ASF Furnaces.  In other words,
Customer will not receive the full [__] payment until and unless it
has acquired and paid for all ASF Furnaces.

   -- GT Hong Kong will receive a total of up to [__] sapphire
seeds, which GTAT believes it can monetize over the next three
years for an aggregate amount between [__].

Robert E. Winter, Esq., at Paul Hastings LLP, notes that for the
avoidance of doubt, GTAT is not seeking Court approval to enter
into the new purchase order with Customer for the purchase of ASF
Furnaces.  Pursuant to the Court's order, dated Dec. 15, 2014
("Sale Procedures Order"), neither approval of the Court nor the
consent of the statutory committee is required for any single
transaction involving the sale of 300 ASF Furnaces.  Nor is GTAT
seeking authorization to assume the Seed Agreement with Customer.
Instead, GTAT will merely continue to perform under this
prepetition agreement on a postpetition basis, as it believes it is
permitted to do without having to seek Court authorization.
Because of the transparency concerns discussed by the Debtors and
the Committee, however, the Debtors are essentially seeking a
comfort order with respect to the ordinary course nature of the
transaction with Customer.

In addition, the GT Parties seek authorization from the Court to
enter into an intercompany agreement, pursuant to which GT Hong
Kong agrees to compensate other GT Parties for the benefits GT Hong
Kong received under the settlement with Apple and for GTAT Corp.'s
forbearance from terminating its exclusive license agreement with
GT Hong Kong (which could lead to GT Hong Kong not being able to
sell its ASF Furnaces for more than scrap value because the use of
GTAT Corp.'s intellectual property is necessary to operate the ASF
Furnaces).  Specifically, the Apple settlement lifted the
restrictions on the sale of ASF Furnaces (which restrictions also
applied to GT Hong Kong).  The Intercompany Agreement requires GT
Hong Kong to compensate any GT Party that pays the Apple Repayment
Amount on account of the sale of GH Hong Kong's ASF Furnaces by
requiring GT Hong Kong to pay, at a minimum and at this time while
the parties consider further required adjustments, an equivalent
amount to such GT Party.  Thus, the Intercompany Agreement
implements the Apple Settlement Agreement as it affects the
intercompany right and obligations among the Chapter 11 estates.

A copy of the declaration of Jeffrey Ford, vice president, Asia
Sales & Service and Global Supply Management, in support of the
Motion is available for free at:

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced
Technologies Inc. -- http://www.gtat.com/-- produces materials and
equipment for the electronics industry.  On Nov. 4, 2013, GTAT
announced a multiyear supply deal with Apple Inc. to produce
sapphire glass material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.


GT ADVANCED: Proposes to Sell Machinery via Online Auction
----------------------------------------------------------
GT Advanced Technologies Inc. and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of New Hampshire to approve
the sale of certain machinery, equipment, tools, furniture,
electronics and other miscellaneous goods that the Debtors are
currently storing in Arizona, Massachusetts and New Hampshire to
the winning bidders via a series of online auctions with the
assistance of Cunningham & Associates, Inc., serving as
auctioneer.

In connection with its sapphire manufacturing and production
business, GTAT acquired a significant quantity of machinery,
equipment, tools, and other miscellaneous assets.  As has been
well-documented in the Chapter 11 cases, GTAT has exited the
sapphire growth and production business.  As a result of this
decision, many of these assets are no longer useful to GTAT's
business, but they can be a source of value in GTAT's
reorganization if they can be sold.

GTAT believes that the most efficient and cost-effective way to
sell many of these non-core assets is through online auctions that
would be managed, marketed and promoted by a professional
auctioneer.  GTAT intends to conduct the online auctions with the
assistance of C&A, as auctioneer.

GTAT seeks approval to conduct a series of advertised auction sales
over the next several months on C&A's Web site,
http://www.AuctionAZ.com/

C&A will extensively market and promote the Assets with bidders
throughout the world prior to each online auction through (a)
advertisements on several online auction sites, including
http://www.bidspotter.com/,which specializes in industrial
auctions; (b) targeted direct mailings throughout the United
States; (c) print and/or digital advertisements in several industry
magazines and trade journals; (d) advertisements through social
media, including Facebook and Twitter; and (e) YouTube commercials
in English, Korean, and Mandarin.

C&A will be compensated 10% of individual auction lots that sell
for more than $20,000, 15% of individual auction lots that sell for
$1,000.01 to $19,999.99, and 20% of individual auction lots that
sell for $1,000 or less (the "Broker Commission").  In addition to
the amount of the winning bid, the winning bidder will pay an 18%
buyer's premium directly to C&A.  The Broker Commission will be
paid out of the Buyer's Premium.  If the Buyer's Premium exceeds
the Broker Commission to which C&A is entitled for any individual
auction lot, C&A will rebate back to GTAT the excess amount.

A hearing on the Motion is scheduled for April 16.

A full-text copy of the motion, including the proposed procedures,
is available for free at:

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

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multiyear supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.


HALCON RESOURCES: Holders Agree to Swap $117M Notes for Shares
--------------------------------------------------------------
Halcon Resources Corporation disclosed in a document filed with the
Securities and Exchange Commission that it entered into an exchange
agreement with two investment funds advised by Franklin Templeton
Investments, each of which is an existing holder of the Company's
9.75% senior notes due 2020, pursuant to which the Holders agreed
to exchange an aggregate $117 million principal amount of those
notes for approximately 65.5 million shares of the Company's common
stock, resulting in an effective exchange price of $1.78 per share.
The exchange offer is expected to close in mid-April 2015, at
which time all interest that accrued since the prior interest
payment date in January 2015 will be paid to the Holders.

The exchange offer is being made in reliance on the exemption from
registration provided by Section 3(a)(9) under the Securities Act
of 1933, as amended.

                      About Halcon Resources

Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States.  This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.

As of Sept. 30, 2014, Halcon Resources had $5.93 billion in total
assets, $3.59 billion in total liabilities, $111 million in
redeemable noncontrolling interest, and $1.51 billion in total
stockholders' equity.

                          *     *      *

As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'.  The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.

In the June 30, 2014, Standard & Poor's Ratings Services affirmed
all its ratings, including its 'B' corporate credit rating, on
Houston-based Halcon.


HIPCRICKET INC: Has Interim Nod of ESW Capital Financing
--------------------------------------------------------
U.S. Bankruptcy Judge Laurie Selber Silverstein has authorized
Hipcricket, Inc., on an interim basis, to obtain senior secured
postpetition financing in an aggregate maximum principal amount of
$4,500,000 on a superpriority basis pursuant to the terms and
conditions of a DIP Promissory Note from ESW Capital, LLC as
lender.  The Debtors are also authorized to use cash collateral.

ESW Capital will commit to providing DIP Financing in an amount
necessary to fund (a) the indefeasible payment in full of the DIP
obligations from SITO Mobile, Ltd., in cash immediately and (b) the
Debtor's operations and its administrative costs as set forth on an
agreed-upon budget submitted by the Debtor and acceptable to DIP
Lender.

The Debtor requires immediate access to liquidity to (a) repay its
prior postpetition financing facility, which terminated on March 9,
2015; (b) fund ordinary course working capital needs and chapter 11
administrative expenses; and (c) effectuate a restructuring of the
Debtor via a plan of reorganization.

On Jan. 20, 2015, the Debtor filed the Chapter 11 case with a
postpetition financing facility sponsored by the Debtor's stalking
horse bidder, SITO Mobile, Ltd.  On Feb. 11, 2015, the Court
entered an order approving the SITO DIP Facility.  The Debtor also
entered into that certain Senior Secured Superpriority
Debtor-in-Possession Promissory Note dated as of Jan. 23, 2015 with
SITO.  As contemplated, the Debtor has drawn $3.4 million from the
SITO DIP Facility (a) to repay borrowings under a prepetition
accounts receivable credit facility, (b) fund its day-to-day
working capital needs, and (c) fund Chapter 11 administrative
expenses in an effort to consummate a sale of the Debtor's assets.

The Debtor on March 6, 2015, held an auction, pursuant to the bid
procedures approved in this case.  At the auction, the Debtor
selected a bid submitted by ESW Capital that contemplates a plan of
reorganization, as the highest and best offer.  Pursuant to an
order entered on March 13, 2015, the Court declared the ESW Bid the
highest and best offer and authorized ESW Capital to be the joint
sponsor of the Plan.

Pursuant to an agreement made on the record at a hearing before the
Court on February 27, 2015, SITO's obligation to fund the SITO DIP
Facility terminated on March 9, 20l5.  The ESW Bid contemplates
that a portion of its postpetition financing facility will be used
to immediately repay the SITO DIP Facility and to provide financing
sufficient to fund the Debtor's operations and its administrative
costs, pursuant to a mutually agreeable budget pending confirmation
of the Plan, in an amount not to exceed $4,500,000 in the
aggregate.

The ESW DIP Facility represents the best source of financing
available to the Debtor under the circumstances, and was negotiated
extensively at arm's length with the DIP Lender, resulting in terms
that the Debtor submits ace reasonable and appropriate to meet the
Debtor's financing needs during the chapter 11 case.  The Debtor
has not been able to obtain an alternative financing commitment on
terms better than proposed by the DIP Lender.  The ESW DIP Facility
provides financing on terms substantially similar to the SITO DIP
Facility.  Specifically the ESW DIP Facility provides:

A. a line of credit, up to a maximum of $4.5 million, secured by
   first priority liens on any and all of the Debtor's assets upon

   which SITO was granted liens pursuant to the SITO DIP and
   junior liens on the Debtor's assets encumbered by Permitted
   Liens;

B. borrowings and disbursements to be made pursuant to the terms
   of the budget, but under no circumstance shall be for an amount

   in excess of the Stated Principal Amount.

                       About Hipcricket Inc.

Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly
known as Augme Technologies, is a publicly held Delaware
corporation.  Hipcricket is in the business of providing
end-to-end, data-driven mobile advertising and marketing solutions
through its proprietary AD LIFE software-as-a service platform a
proprietary, mobile engagement platform for businesses to
communicate with customers through cellphones, tablets and other
mobile devices.  The Company had 77 full-time employees as of the
bankruptcy filing.

Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No.
15-10104) on Jan. 20, 2015, with a deal to sell its assets.

The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel,
Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as
special corporate counsel, and Omni Management Group, LLC, as
claims and noticing agent.

As of Jan. 20, 2015, the Company had total assets of $16.8 million
and liabilities of $12.06 million.

The Debtor filed plan of reorganization sponsored by ESW Capital,
LLC.  The Debtor and ESW Capital negotiated a replacement
postpetition financing facility, providing up to $4.5 million in
financing, on substantially similar terms as the DIP Facility
provided by SITO Mobile.

The U.S. Trustee for Region 3 appointed five creditors to serve on
an official committee of unsecured creditors.  The Committee
retained Cooley LLP as lead counsel, Pepper Hamilton LLP as
Delaware counsel, and Getzler Henrich & Associates, LLC, as
financial advisor.



HIPCRICKET INC: Rust Omni Approved as Administrative Agent
----------------------------------------------------------
The U.S. Bankruptcy Court authorized Hipcricket, Inc., to employ
Rust Consulting Omni Bankruptcy, a division of Rust Consulting,
Inc., as administrative agent.

Rust Omni will not be compensated or reimbursed for its services as
administrative agent.

As reported in the Troubled Company Reporter on Jan. 28, 2015,
Judge Laurie Selber Silverstein authorized Rust Omni as claims and
noticing agent to, among other things, (a) distribute required
notices to parties-in-interest, (b) receive, maintain, docket, and
otherwise administer the proofs of claims filed in the Debtor's
Chapter 11 case, and (c) provide other administrative services --
as required by the Debtor -- that would fall within the purview of
services to be provided by the Clerk's Office.

The services to be rendered by Rust Omni will be billed at
discounted hourly rates and will range from $20 to $125 per hour.

Specifically, Rust Omni will charge the Debtor at these hourly
rates:

                                              Rate
                                              ----
         Clerical Support                      $20
         Project Specialists                   $45
         Project Supervisors                   $65
         Consultants                           $80
         Technology/Programming                $90
         Senior Consultants                   $125

The firm will charge $0.10 per image for facsimile noticing but
will waive the fees for e-mail noticing.  The creation of the
informational Web site is free of charge but data entry will cost
$45 per hour and customization will cost $90 per hour.  The firm's
call centers will charge $45 per hour.  The firm will bill $20 to
$125 per hour for the preparation and updating of the schedules and
SOFAs.

Prior to the Petition Date, the Debtor provided Rust Omni a
retainer in the amount of $10,000.

                         About Hipcricket

Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly
known as Augme Technologies, is a publicly held Delaware
corporation.  Hipcricket is in the business of providing
end-to-end, data-driven mobile advertising and marketing solutions
through its proprietary AD LIFE software-as-a service platform --
a
proprietary, mobile engagement platform for businesses to
communicate with customers through cellphones, tablets and other
mobile devices.  The Company had 77 full-time employees as of the
bankruptcy filing.

Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No.
15-10104) on Jan. 20, 2015, with a deal to sell its assets.

The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel,
Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as
special corporate counsel, and Omni Management Group, LLC, as
claims and noticing agent.

As of Jan. 20, 2015, the Company had total assets of $16.8 million
and liabilities of $12.06 million.



HOLDER GROUP: Court Approves Harris Law as Bankruptcy Counsel
-------------------------------------------------------------
U.S. Bankruptcy Judge Bruce T. Beesley authorized The Holder Group
Sundance, LLC, to employ Stephen R. Harris, Esq., and Harris law
Practice LLC as counsel, nunc pro tunc Feb. 9, 2015.

According to the Debtor, a general retainer is necessary because of
the extensive legal services required for the case.  Upon the
depletion of the advanced retainer of $4,000, the law firm will be
paid for its normal actual time charges and disbursement, with all
fees and costs.

The hourly rates  of the firm's personnel are:

         Mr. Harris                     $400
         Paraprofessional            $150 - $225

To the best of the Debtor's knowledge, the firm represents no
interest adverse to the estate in matters upon which it is to be
retained.

The firm can be reached at:

         Stephen R. Harris, Esq.
         HARRIS LAW PRACTICE LLC
         6151 Lakeside Drive, Suite 2100
         Reno, NV 89511
         Tel: (775) 786-7600
         E-mail: steve@harrislawreno.com

               About The Holder Group Sundance

Reno, Nevada-based 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 $10,413,690 in assets and $5,845,301 in
liabilities as of the Chapter 11 filing.



HRG GROUP: Fitch to Rate New $100MM Secured Notes BB-/RR2
---------------------------------------------------------
Fitch Ratings expects to assign a rating of 'BB-/RR2' to HRG Group,
Inc.'s proposed $100 million senior secured note issuance. The
notes are expected to have the same terms as the company's existing
secured debt.

The proposed debt issuance would not affect HRG's existing
long-term Issuer Default Rating (IDR) of 'B', existing senior
secured debt rating of 'BB-/RR2', existing senior unsecured debt
rating of 'B/RR4' or its Rating Outlook. HRG plans to use the
proceeds from the proposed issuance for general corporate purposes,
including financing future acquisitions by HRG or its
subsidiaries.

KEY RATING DRIVERS

The expected rating reflects the limited impact of the proposed
issuance on HRG's leverage (defined as debt-to-equity), unsecured
funding profile as a percent of total funding, and recovery
prospects for secured and unsecured debt classes. The equalization
of the expected secured debt rating with that of HRG's existing
secured debt reflects the fact that the notes are expected to rank
pari passu with existing secured debt in terms of payment
priority.

Pro forma for the secured debt issuance, Fitch estimates that
debt-to-equity would increase to 0.60x from 0.56x based on YE2014
financial data, while the proportion of secured debt-to-total debt
would increase to approximately 48% from 45% as of the same date.
While the direction of these changes is viewed negatively, their
magnitude is viewed as modest, particularly relative to HRG's
ratings.

Fitch revised HRG's Outlook to Positive from Stable in June 2014,
following the completion of several transactions which improved the
company's credit profile, in Fitch's view. That said, HRG's
coverage of holding company interest expenses and near-term
maturities relative to upstream dividends from portfolio companies
has more recently declined, and the additional interest expense
associated with the proposed debt would further pressure coverage.
Specifically, interest coverage declined to 0.85x for the LTM ended
Dec. 31, 2014, and pro forma for the secured debt issuance,
coverage would fall further to 0.79x.

Fitch has previously articulated that a sustained reduction in
interest coverage below 1x could lead to negative rating action
including removal of the current Positive Outlook and/or a rating
downgrade. Fitch expects to continue to monitor HRG's interest
coverage as well as dividend capacity at the portfolio company
level.

RATING SENSITIVITIES

The expected senior secured debt rating of 'BB-/RR2' would be
sensitive to changes in the HRG's IDR. Furthermore, the expected
secured debt rating would be sensitive to changes in the level of
available asset coverage.
In resolving the Positive Outlook, Fitch will primarily focus on
the company's ability to maintain or improve its current financial
metrics while deploying existing cash balances in a measured manner
which does not adversely impact its risk profile or materially
alter its operating strategy.

The following developments could result in potential long-term
upward rating momentum in HRG's IDR:

   -- Prudent deployment of balance sheet cash and further
      diversification of investments;

   -- Improvement in parent-company interest coverage to over 1.5x

      on a sustained basis;

   -- Leverage (debt-to-equity) at the parent level maintained at
      or below current levels.

The following drivers could result in downward pressure on HRG's
IDR and/or revision of the Positive Outlook:

   -- Increase in risk appetite in the company's future cash
      deployment;

   -- Significant increase in parent company leverage;

   -- A sustained reduction in interest coverage below 1x;

   -- Deterioration in operating performance at any of HRG's
      significant subsidiaries which results in a material decline

      in their value, dividend capacity and/or credit ratings.

HRG is a publicly traded investment holding company with
consolidated assets of $31.2 billion at Dec. 31, 2014. HRG was
established as a permanent capital vehicle to obtain controlling
equity interests in established, dividend-paying businesses that
operate across a diversified set of industries. The company
currently operates in four business segments: consumer products
through its 59% ownership in Spectrum Brands; insurance through
Front Street Re, and its 80% ownership in Fidelity & Guaranty Life
(FGL); energy through an oil & gas MLP, Compass Production Partners
of which it owns 99.8%; and asset management thorough several
majority and minority-interest owned firms.

Fitch expects to assign the following ratings:

   -- Proposed $100 million senior secured notes, due January 2019

      'BB-/RR2'.

Fitch currently rates HRG as follows:

   -- Long-term IDR 'B', Outlook Positive;
   -- Senior unsecured notes 'B/RR4';
   -- Senior secured notes 'BB-/RR2'.



HRG GROUP: S&P Retains B+ Issue Rating on $100MM Notes Add-on
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' issue-level
rating and '2' recovery rating on New York–based HRG Group Inc.'s
existing senior secured notes, which the company is upsizing to
$704 million with a proposed $100 million add-on, are unchanged.
The recovery rating indicates S&P's belief that lenders could
expect substantial (70%-90%; lower half of the range) recovery in
the event of payment default or bankruptcy. The ratings are subject
to change, and assume the transactions close on substantially the
terms presented to S&P.

"All of our other existing ratings on the company, including the
'B' corporate credit rating, remain unchanged. The outlook is
stable. Pro forma for the proposed transaction, total debt
outstanding is about $1.45 billion.

"We expect the company to use the proceeds from this transaction
for working capital at the holding company and its subsidiaries as
well as for general corporate purposes, including financing future
acquisitions. We expect coverage metrics will remain weak and
potentially volatile over the next two years, given the weak asset
diversity, limited financial flexibility, and a short track record
with its stated investment strategy. Also, even as HRG acquires
additional dividend-paying portfolio companies, we believe HRG may
continue to raise additional debt far in advance of acquisition
activity. This will result in excess debt service requirements for
idle cash and short-term investments waiting to be deployed for
acquisitions. HRG's high cost of capital increases the risks of
this mismatch between debt issuance and acquisition timing.
Nevertheless, we expect HRG to manage its capital structure and
acquisition activity such that asset coverage will remain above 3x
and liquidity will remain adequate. Over the next year we expect
the company's financial policy will remain aggressive because of
its current strategy to compete against more established investment
holding companies, many of whom raise capital at a much lower cost.
We believe HRG's complex organizational structure could restrict
improvement in the company's cost of capital," said S&P.

RECOVERY ANALYSIS

Key analytical factors

The company has a limited track record with its stated investment
strategy to acquire controlling equity positions in companies and
to hold the investments over an extended time horizon for capital
appreciation and dividend income.

"Our simulated default scenario contemplates a default in 2018 as a
result of financial distress at one or more of the company's
operating subsidiaries, which results in lower cash dividends and
renders the company unable to meet its fixed-charge obligations. We
have assessed recovery prospects assuming lower cash dividends
received from the remaining equity positions held at its underlying
portfolio companies," said S&P

Simulated default assumptions
Simulated year of default: 2018
Simplified Waterfall
Net enterprise value (after 5% administrative costs): $565 million
Collateral value available to secured creditors: $565 million
Secured first-lien debt: $784 million
-- Recovery expectations: 70% to 90%
Senior unsecured debt and pari passu claims: $998 million
-- Recovery expectations: 0% to 10%

Notes: All debt amounts include six months of prepetition
interest.

RATINGS LIST

Ratings unchanged

HRG Group Inc.

Corporate credit rating                B/Stable/--

Senior secured               
  $704.4 mil. 7.875% nts due 2019       B+
   Recovery rating                      2L
Senior unsecured                       CCC+
   Recovery rating                      6


HS 45 JOHN: April 23 Hearing on Bid to Dismiss Chapter 11 Case
--------------------------------------------------------------
The U.S. Bankruptcy Court will convene a hearing on April 23, 2014,
at 10:00 a.m., to consider the motion of Sam Sprei and Harry Miller
to:

   -- dismiss the Chapter 11 case of HS 45 John LLC, as a bad faith
filing; and

   -- abstain from the case pursuant to Section 305 of the
Bankruptcy Code.

Objections, if any, are due April 14, at 5:00 p.m.

Messrs. Sprei and Miller are represented by:

         Edward E. Neiger, Esq.
         Dina Gielchinsky, Esq.
         ASK LLP
         151 West 46th Street, 4th Floor
         New York, NY 10036
         Tel: (212) 267-7342
         Fax: (212) 918-3427

                          About HS 45 John

HS 45 John LLC, a single asset real estate, filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-10368) on
Feb. 20, 2015, in Manhattan.  The case is assigned to Judge Sean H.
Lane.  The Debtor tapped Kevin J. Nash, Esq., at Goldberg Weprin
Finkel Goldstein LLP as counsel.  The Debtor estimated $50 million
to $100 million in assets and liabilities.


IBCS MINING: Hires Ritchie Bros. as Auctioneer
----------------------------------------------
IBCS Mining, Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the Western District of Virginia to employ
Ritchie Bros. Auctioneers (America) Inc. as auctioneer.

As part of the estates' assets, the Debtors possess the following
equipment:

  - Manufacturer: Gorman-Rupp Model: 16C2F4L Description: 6"
    Portable Water Machine Type: Pump
    S/N: 1425103

  - Manufacturer: Caterpillar Model: XQ75 Description: 75 KW Skid
    Mounted Machine Type: Generator Sets - Industrial
    S/N: PAPF01424

  - Year: 2004 Manufacturer: Magnum Model: MLT3060
    Description: Portable 4000W Machine Type: Light Tower
    S/N: 46409
  
  - Year: 2010 Manufacturer: Terex Model: RL4000 Description:
    Portable 4000W Machine Type: Light Tower
    S/N: RL4103416

  - Year: 2010 Manufacturer: Terex Model: RL4000 Description:
    Portable 4000W Machine Type: Light Tower
    S/N: RL4103008

The Debtors require the assistance of a competent and experienced
auctioneer for the purpose of marketing, selling, and attaining the
highest and best offer for the Equipment.

The Debtors further request approval to compensate Ritchie through
payment of an auction commission based on the gross sale price of
the Equipment as follows:

  (a) for any lot realizing more than $2,500, Ritchie will receive

      a 12% commission;

  (b) for any lot realizing between $100 and $2,500, Ritchie will
      receive a 25% commission; and

  (c) a $65 document administration fee for each item of Equipment

      requiring title or registration documents.

Ritchie shall also receive an expense reimbursement for all costs
incurred, including but not limited to the moving and storage of
the Equipment, not to exceed $1,000.

Bob Given, territory manager of Ritchie, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Ritchie can be reached at:

       Bob Given
       RITCHIE BROS. AUCTIONEERS (AMERICA) INC.
       4000 Pine Lake Road
       Lincoln, NE 68516
       Tel: +1 (402) 421-3631
       Fax: +1 (402) 421-1738

                       About IBCS Mining

IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case Nos. 14-61215
and 14-61216) on June 27, 2014.  The Court on July 8, 2014,
authorized the joint administration of the cases.  The cases are
assigned to Judge Kevin R. Huennekens.  

IBCS Mining estimated assets and debts of at least $10 million.
IBCS Mining Inc. disclosed $6.91 million in assets and $7.28
million in liabilities.  

Hirschler Fleischer, P.C., serves as the Debtors' counsel.  The
U.S. Trustee for Region 4 appointed two creditors to serves in an
official committee of unsecured creditors.


IMPLANT SCIENCES: 2015 Annual Meeting Set for July 27
-----------------------------------------------------
The Board of Directors of Implant Sciences Corporation have
established July 27, 2015, as the date of the Company's 2015 annual
meeting of stockholders and May 25, 2015, as the record date for
determining stockholders entitled to notice of, and to vote at, the
2015 Annual Meeting.

Because the Company did not hold an annual meeting the previous
year, stockholders of the Company who wish to have a proposal
considered for inclusion in the Company's proxy materials for the
2015 Annual Meeting pursuant to Rule 14a-8 under the Securities
Exchange Act of 1934, as amended, must ensure that such proposal is
received by the Company's Secretary at Implant Sciences
Corporation, 500 Research Drive, Unit 3,Wilmington, Massachusetts
01887 on or before the close of business on May 25, 2015, which the
Company has determined to be a reasonable time before it expects to
begin to print and send its proxy materials.  Any such proposal
must also meet the requirements set forth in the rules and
regulations of the Securities and Exchange Commission in order to
be eligible for inclusion in the proxy materials for the 2015
Annual Meeting.  The May 25, 2015, deadline will also apply in
determining whether notice of a stockholder proposal is timely for
purposes of exercising discretionary voting authority with respect
to proxies under Rule 14a-4(c) of the Exchange Act.

In addition, in accordance with the requirements contained in the
Company's Amended and Restated By-Laws, stockholders who wish to
bring business before the 2015 Annual Meeting outside of Rule 14a-8
of the Exchange Act or to nominate a person for election as a
director must ensure that written notice of that proposal
(including all of the information specified in the Company's
Amended and Restated By-Laws) is received by the Company's
Secretary at the address specified above no later than the close of
business on May 25, 2015.  Any such proposal must meet the
requirements set forth in the Company's Amended and Restated
By-Laws in order to be brought before the 2015 Annual Meeting.

                       About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

The Company's balance sheet at Dec. 31, 2014, showed $5.51 million
in total assets, $75.9 million in total liabilities, and a
stockholders' deficit of $70.4 million.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2014.  The independent auditors noted that
the Company has had recurring net losses and continues to
experience negative cash flows from operations.  As of Sept. 23,
2014, the Company's principal obligation to its primary lenders
was approximately $53.4 million and accrued interest of
approximately $10.2 million.  The Company is required to repay all
borrowings and accrued interest to these lenders on March 31,
2015.  These conditions raise substantial doubt about its ability
to continue as a going concern.

                         Bankruptcy Warning

"Despite our current sales, expense and cash flow projections and
the cash available from our line of credit with DMRJ, we will
require additional capital no later than the third quarter of
fiscal 2015 to fund operations and continue the development,
commercialization and marketing of our products.  Our failure to
achieve our projections and/or obtain sufficient additional capital
on acceptable terms would have a material adverse effect on our
liquidity and operations and could require us to file for
protection under bankruptcy laws.  These conditions raise
substantial doubt as to our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended Dec. 31, 2014.


INFOR INC: $600MM Senior Notes Add-On No Impact on S&P's B CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings, including
the 'B' corporate credit rating, on Infor Inc. remain unchanged
following the company's announcement that it will issue an
additional $600 million of its 6.5% senior notes. The company will
use the proceeds to repay the $560 million outstanding on its 11.5%
senior notes due 2018 and to pay related fees. The transaction will
reduce annual interest expense by about $25 million.

"Also unchanged are our issue-level and recovery ratings on the
company's secured, unsecured, and holding company debt, given that
new notes and the notes to be refinanced are both unsecured. The
incremental principal balance does not materially affect our view
of the company's credit quality," said S&P.

"The 'B' corporate credit rating reflects our view that Infor's
leverage will increase to the low- to mid-8x area in the fiscal
year ending April 2016, based on our expectation that EBITDA will
decline because of increased expenses to support the company's
software-as-a-service products. Our forecast also reflects our view
of the competitive enterprise resource planning market, which has
significantly larger players than Infor, and the company's
meaningful exposure to manufacturing and distribution end-markets,"
said S&P.

RATINGS LIST

Ratings Unchanged

Infor Inc.
Corporate Credit Rating          B/Stable/--

Infor (US) Inc.
Senior Secured                   B+                 
  Recovery Rating                 2H                 
Senior Unsecured                 B-                 
  Recovery Rating                 5L                 

Infor Software Parent Inc.
Infor Software Parent LLC
Senior Unsecured                 CCC+               
  Recovery Rating                 6   

Soft Brands Inc.
Senior Unsecured                 B-                 
   Recovery Rating                5L


INFOR INC: Notes Upsize No Impact on Moody's 'B3' Notes Rating
--------------------------------------------------------------
Moody's Investors Service said the B3 rating on Infor (US), Inc.'s
6.50% senior unsecured notes due 2022 is not affected by the
upsized offering.


INSTITUTO MEDICO: Has Until April 15 to Reply to UST Obj. to Roth
-----------------------------------------------------------------
The U.S. Bankruptcy Court, in an April 1, 2015 order, granted
Instituto Medico Del Norte Inc., 14 days to state position as to
the U.S. Trustee's objection to the application to employ Robert L.
Roth, Esq., as Debtor's special counsel.

The Court granted Guy G. Gebhardt, the Acting U.S. Trustee for
Region 21, extension until April 2, to state his position as to the
application to employ special counsel; and request for disgorgement
of fees.

The U.S. Trustee stated that he still has concerns regarding the
retention of special counsel and that the same were discussed with
Debtor's counsel in an attempt to expedite the resolution of the
matter.

As reported in the Troubled Company Reporter on Feb. 12, 2015, the
Debtor filed an amended motion for reconsideration of the order
dated Dec. 19, 2014, denying its application to employ Robert Roth
and the Law Firm of Hooper, Lundy & Bookman, P.C., as special
counsel.

On Dec. 10, 2014, the Debtor filed an application to employ Mr.
Roth and Hooper Lundy as special counsel for the collection of
funds related to Debtor's "DSH Part C Days Issue" for Fiscal Years
2003 and 2004 which are pending as an appeal before the Provider
Reimbursement Review Board.  The U.S. Trustee opposed because the
employment contemplated an initial non-refundable flat fee of
$5,000.  The Court denied the application for employment four days
later.

The Debtor filed a request for reconsideration on Dec. 30, which
was denied without prejudice on Jan. 5, 2015.

The Debtor, in the amended motion stated that the employment is
beneficial to the estate and its creditors.  The employment of Roth
is economical and beneficial for the estate and has the potential
of providing a benefit of over $75,000 to the estate.

The Debtor added that the U.S. Trustee has misunderstood the nature
of the $5,000 payment.  It explained that the $5,000 flat fee would
still be subject to the dispositions of Section 330 -- if the
services are not provided the professional can be ordered to
reimburse the funds.

As reported in the TCR on Dec. 29, 2014, the Debtor has tapped the
firm to provide Hospital Wilma N. Vazquez with legal services
relating to resolving the Hospital's Medicare DSH Part C days
issue, which is currently pending in the Hospital's appeal before
the Provider Reimbursement Review Board for fiscal years 2003,
2004, 2005 and 2006.

Mr. Roth will be retained by the Debtor for an initial flat fee of
$5,000 and an additional 10% of any recovery on the claims being
collected on behalf of the Debtor, plus reasonable expenses.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                    Financial Statement Filing

In a March 16 order, the Debtor ordered that the Debtor file with
the Court within 14 days all documents ordered to be filed at the
hearing held on Feb. 3, 2015, that is financial statement for the
year 2013 and amortization of creditor Oriental Bank's claim.  The
court noted that said documents are critical to establish
feasibility of debtor's chapter 11 plan.

In a minutes of hearing held Feb. 3, the Court ordered that
financial statement for year 2013 will filed within 30 days. The
Debtor will clarify amortization of Oriental's claim within 30
days.  The Debtor will provide Oriental with information re duties
of Debtor's officers and directors within 10 days.

                       About Instituto Medico

Instituto Medico del Norte, Inc., aka Centro Medico Wilma N.
Vazquez, aka Hospital Wilma N. Vazquez Skill Nursing Facility of
Centro Medico Wilma N. Vazquez, sought protection under Chapter 11
of the Bankruptcy Code on Oct. 30, 2013 (Bankr. D.P.R. Case No.
13-08961). The case is assigned to Judge Mildred Caban Flores.

The Debtor scheduled $20,843,692 in total assets and $20,107,642
in total liabilities.  The Debtor, however, said its real property
has a book value of $16,000,000 and personal property is worth
$6,105,979.

The Debtor is represented by Fausto David Godreau Zayas, Esq., and
Rafael A. Gonzalez Valiente, Esq., at Latimer Biaggi Rachid &
Godreau, in San Juan, Puerto Rico.  Luis B. Gonzalez & Co. CPA's
P.S.C. serves as accountant.

The U.S. Trustee for the District of Puerto Rico in December
appointed Dr. Carlos Mellado (b/t Lcda Dinorah Collazo Ortiz) as
patient care ombudsman.


INTERLEUKIN GENETICS: Appoints Mark B. Carbeau as CEO
-----------------------------------------------------
Interleukin Genetics, Inc., has appointed Mark B. Carbeau as chief
executive officer and director of the Company.  Dr. Kenneth S.
Kornman, DDS, PhD, who served as the president and CEO since August
2012, will continue to serve as president, chief scientific officer
and a director.

Mr. Carbeau is a transformative healthcare leader who brings to
Interleukin more than three decades of business expertise in the
life science industries, with a proven track record of building
high growth diagnostic and pharmaceutical businesses.  Recognized
as a visionary entrepreneur, Mr. Carbeau has refined or reinvented
corporate strategies and business models to maximize the growth
potential of multiple companies.  His appointment strengthens the
executive leadership team and adds significant commercial and
operational expertise.

"On behalf of the Board of Directors of Interleukin Genetics, I am
excited to welcome Mark Carbeau to the Company," said James M.
Weaver, Chairman of The Board of Interleukin Genetics.  "Mark is a
leader with an outstanding track record of building high growth
healthcare businesses, including taking multiple products from
ideation to commercialization and category leadership.  I am
confident that under Mark's leadership the Company will continue to
grow and create value for our partners and shareholders."

Mr. Weaver continued, "I would like to thank Ken for his years of
service in the roles of President and CEO.  As one of the founders
and Chief Scientific Officer of Interleukin, Ken has made many
outstanding contributions to the Company, and has been an outspoken
proponent of personalized medicine and an industry leader in the
research, development and commercialization of genetics-based risk
assessment products and services to improve healthcare.  We look
forward to benefiting from his continued scientific leadership."

"I welcome the opportunity to lead Interleukin Genetics during this
exciting time as we work toward our goal of providing more
personalized care for the prevention of periodontal disease and
other major human diseases," said Mr. Carbeau.  "I also look
forward to working with the senior management team, all Interleukin
colleagues and our provider partners to achieve our collective goal
of improving patients' lives."

Prior to joining Interleukin, Mr. Carbeau was co-founder and CEO of
Diagnostyx, a technology-based healthcare company focused on
intelligent drug infusion systems.  Prior to Diagnostyx, Mr.
Carbeau served as CEO of PolyRemedy, a technology-enabled services
business that combines health information technology with
personalized therapeutics to improve wound healing outcomes.

Previously, Mr. Carbeau was the pPresident and CEO of HyperMed,
Inc., a commercial stage medical device and diagnostics company
using novel hyperspectral imaging technology.  Prior to HyperMed,
Mr. Carbeau served as President USA of Kinetic Concepts, Inc., and
successfully reinvigorated the business by growing revenues from
$650 million to $950 million.  Prior to that, Mr. Carbeau served as
Vice President, Corporate Development at OraPharma, Inc., during
its commercial launch of a periodontal therapeutic, a successful
IPO, and the eventual sale of the company to Johnson & Johnson. Mr.
Carbeau also founded CM Partners, a strategic life science
consulting firm, and was a member of The Boston Consulting Group.
Mr. Carbeau began his career serving in various sales, marketing
and manufacturing roles with Eli Lilly and Company.  He holds a
B.S. in Industrial Engineering from Pennsylvania State University
and an M.B.A. from the Wharton School of the University of
Pennsylvania.

Pursuant to an employment agreement, Mr. Carbeau will receive an
initial annual base salary of $365,000 per year and is eligible to
receive an annual bonus at a target amount of 35% of his base
salary, with a stretch bonus opportunity of 150% of the target
bonus.  Under the terms of the Agreement, Mr. Carbeau has been
granted options to purchase up to 14,245,227 shares of
Interleukin's common stock at an exercise price of $0.1525 per
share (the closing price of the common stock on April 6, 2015).

                          About Interleukin

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

Interleukin Genetics reported a net loss of $6.33 million in 2014
following a net loss of $7.05 million in 2013.

As of Dec. 31, 2014, the Company had $13.3 million in total assets,
$8.75 million in total liabilities, and $4.51 million in total
stockholders' equity.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has incurred recurring losses from operations and has an
accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.


JACK JOHNSON: Could Sue Will Allen & Susan Daub
-----------------------------------------------
Jack Johnson could pursue litigation against former NFL player Will
Allen and his business partner Susan Daub, Katie Strang at ESPN
reports, citing a source.

As reported by the Troubled Company Reporter on April 9, 2015,
Brandon Schlager, writing for Sportingnews.com, reported thatMr.
Allen and Ms. Daub are accused of operating a Ponzi scheme that
victimized Mr. Johnson.  

The source, ESPN relates, said that the civil lawsuit against Mr.
Allen claims that at least 24 investors invested more than $4
million between April and May 2014 in a "purported" $5.65 million
loan to Mr. Johnson.  ESPN relates that the U.S. Securities and
Exchange Commission called the loan a "sham".  According to court
documents filed in the lawsuit, Mr. Johnson "did not sign the $5.65
million promissory note or the loan agreement shown to prospective
investors.  Capital Financial did not make a $5.65 million loan to
the player."

ESPN recalls that Capital Financial filed a proof of claim in Mr.
Johnson's bankruptcy case for $3,429,750 and attached a $3.4
million promissory note signed by the player and a loan agreement,
which showed that Mr. Johnson's loan was for $3.4 million, not
$5.65 million, as investors were told.  This sort of loan is
"emblematic" of the type of loans Mr. Johnson was placed into that
contributed to his current financial situation, ESPN states, citing
a source.

ESPN says that Mr. Johnson legal team, after filing for Chapter 11
in October 2014, filed a motion in Ohio bankruptcy court to convert
to a Chapter 7 filing.  According to ESPN, the court is currently
considering that motion.

As reported by the Troubled Company Reporter on Nov. 25, 2014,
Aaron Portzline at The Columbus Dispatch reported that Columbus
Blue Jackets defenseman Jack Johnson filed on Oct. 7, 2014, for
Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for
the Southern District Court of Ohio.


JOE'S JEANS: Incurs $21.6 Million Net Loss in First Quarter
-----------------------------------------------------------
Joe's Jeans Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss and
comprehensive loss of $21.6 million on $43.01 million of net sales
for the three months ended Feb. 28, 2015, compared with a net loss
and comprehensive loss of $2.17 million on $47.3 million of net
sales for the same period in 2014.

As of Feb. 28, 2015, Joe's Jeans had $185 million in total assets,
$165 million in total liabilities and $20.0 million in total
stockholders' equity.

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

                        http://is.gd/OMEDLs

                         About Joe's Jeans

Joe's Jeans Inc. -- http://www.joesjeans.com/-- designs, produces  

and sells apparel and apparel-related products to the retail and
premium markets under the Joe's(R) brand and related trademarks.

In its audit report on the consolidated financial statements for
the year ended Nov. 30, 2014, Moss Adams LLP expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has a net working capital deficiency due to
debt covenant violations and has suffered recurring losses from
operations.

The Company reported a net loss of $27.7 million on $189 million of
net sales for the fiscal year ended Nov. 30, 2014, compared with a
net loss of $7.31 million on $140 million of net sales in 2013.

                          *     *     *

The Troubled Company Reporter, on Nov. 27, 2014, reported that
Joe's Jeans received a letter on November 24, 2014 from The Nasdaq
Stock Market indicating that the Company is not in compliance with
Nasdaq Listing Rule 5550(a)(2) because the closing bid price per
share of its common stock has been below $1.00 per share for 30
consecutive trading days.  The Nasdaq letter was issued in
accordance with standard Nasdaq procedures.  In accordance with
Nasdaq Listing Rule 5810(c)(3)(A), the Company will be provided
with 180 calendar days, or until May 26, 2015, to regain compliance
with the Bid Price Rule.


JONES ENERGY: Moody's Rates $250MM Unsecured Notes Due 2023 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Jones Energy
Holdings, LLC's (JEH) $250 million privately placed senior
unsecured notes due 2023. Proceeds from the notes were used to
repay borrowings under its revolving credit facility. The rating
outlook is stable.

Rating Assignment:

Jones Energy Holdings, LLC

-- $250 Million Senior Unsecured Notes due in 2023 - B3, LGD5

RATINGS RATIONALE

JEH's B2 Corporate Family Rating (CFR) reflects its production
around 23 Mboe per day and proved developed reserves around 60
MMboe. The company is focused primarily in the Anadarko and Arkoma
Basins where it has built a reputation as a low-cost driller and
operator. While leverage is comparable to higher rated companies,
JEH's rating is limited by its smaller scale. Our rating assumes
that, even at a reduced drilling pace in 2015-2016, the majority of
the capital expenditures will be funded with internally generated
cash flow, allowing leverage to fall modestly over the next two
years. JEH's operating results in 2015 will benefit from hedges on
about 90% of oil and gas production at $85/bbl and $4.50/mcf,
respectively.

The company raised $355 million of net proceeds in Feburary 2015
from three transactions - the private placement of $250 million
senior unsecured notes due 2023, a private common stock offering
($50 million) and a public common stock offering ($77 million). The
net proceeds were used to repay revolver borrowings, after which
the revolver had $45 million drawn and the borrowing base was
reduced to $562.5 million from $625 million. The notes due 2023
rank pari passu with the $500 million of unsecured notes due 2022.

JEH's SGL-2 Speculative Grade Liquidity rating reflects its good
liquidity into 2016. The company reported $509 million of liquidity
as of March 2, 2015, which can adequately support its operations
through mid-2016, as well as fund limited potential investments.
The company projects it will modestly outspend its cash flow
through mid 2016 to expand its asset base. The expected modest
outspend of cash flow can easily be financed under the company's
committed revolving credit facility. We expect JEH to remain in
compliance with its two financial maintenance covenants through
2016 with limited alternate sources of liquidity.

The outlook is stable. An upgrade is possible if average daily
production approached 35 Mboe per day, and proved developed
reserves exceeded 100 MMboe while the leveraged full-cycle ratio
remained above 2.0x. A downgrade would be likely if JEH's leverage
as measured by debt to average daily production climbs above
$40,000 per boe or if debt to proved developed reserves exceeds $15
per boe for an extended period.

Jones Energy Holdings, LLC is the wholly owned subsidiary of Jones
Energy, Inc., an Austin, TX based publicly-owned independent
exploration and production company formed in 1988. JEH operates
131,500 net acres in the Anadarko and Arkoma Basins, focusing on
the Cleveland and Woodford formations.



JPH LAS VEGAS: Hires Larson & Zirzow as Reorganization Counsel
--------------------------------------------------------------
JPH Las Vegas, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Nevada to employ Larson & Zirzow, LLC as
general reorganization counsel, nunc pro tunc to the Feb. 4, 2015
petition date.

The Debtor requires Larson & Zirzow to:

   (a) prepare on behalf of the Debtor, as debtor in possession,
       all necessary or appropriate motions, applications,
       answers, orders, reports, and other papers in connection
       with the administration of the Debtor's estate;

   (b) take all necessary or appropriate actions in connection
       with a plan of reorganization and related disclosure
       statement and all related documents, and such further
       actions as may be required in connection with the
       administration of Debtor's estate;

   (c) take all necessary actions to protect and preserve the
       Debtor's estate, including the prosecution of actions on
       the Debtor's behalf, the defense or any actions commenced
       against Debtor, the negotiation of disputes in which Debtor

       is involved, and the preparation of objections to claims
       filed against Debtor's estate; and

   (d) perform all other necessary legal services in connection
       with the prosecution of the Chapter 11 case.

Larson & Zirzow will be paid at these hourly rates:

       Shareholders            $450
       Paraprofessionals       $175

Larson & Zirzow will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Prior to the petition date, Larson & Zirzow received a retainer in
the sum of $40,000 for legal services in connection with the
Debtor's restructuring and bankruptcy case. Of this sum, Larson &
Zirzow billed and was paid the sum of $3,009.50 prior to the
petition date, and Larson & Zirzow currently holds in retainer the
remainder sum of $36,990.50 in trust.

Matthew C. Zirzow, shareholder of Larson & Zirzow, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The Court for the District of Nevada will hold a hearing on the
motion on April 22, 2015, at 11:00 a.m.  

Larson & Zirzow can be reached at:

       Matthew C. Zirzow, Esq.
       LARSON & ZIRZOW, LLC
       810 S. Casino Center Blvd. #101
       Las Vegas, NV 89101
       Tel: (702) 382-1170
       Fax: (702) 382-1169
       E-mail: mzirzow@lzlawnv.com

Based in Los Angeles, JPH Las Vegas LLC filed for Chapter 11
bankruptcy on Feb. 4, 2015 (Bankr. D. Nev. Case No.: 15-10522).
Judge August B. Landis presides the Debtor's bankruptcy case.
Matthew C. Zirzow, Esq., at Larson & Zirzow LLC, represents the
Debtor in its case.  The Debtor both estimated assets and
liabilities between $10 million and $50 million.


JPH LAS VEGAS: Taps Valuation Consultants as Real Estate Appraiser
------------------------------------------------------------------
JPH Las Vegas, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Nevada to employ valuation consultants as
real estate appraiser, nunc pro tunc to March 1, 2015.

The Engagement Letter provides for a $5,000 flat fee requested by
Valuation Consultants, which sum equals to the sum of $2,500 per
report for each Parcel.  In the event that further discussions,
meetings, expert witness testimony, or report analysis is required
with respect to the appraisals, Valuation Consultants shall bill at
the rate of $500 per hour for depositions and $350 per hour for all
other services.

Keith Harper, president/owner of Valuation Consultants, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The Court for the District of Nevada will hold a hearing on the
motion on April 22, 2015, at 11:00 a.m.  

Valuation Consultants can be reached at:

       Keith Harper
       VALUATION CONSULTANTS
       4200 Cannoli Circle
       Las Vegas, NV 89103-5404
       Tel: (702) 222-0018, ext. 11
       Fax: (702) 222-0047
       E-mail: kharper@valconlv.com

Based in Los Angeles, JPH Las Vegas LLC filed for Chapter 11
bankruptcy on Feb. 4, 2015 (Bankr. D. Nev. Case No.: 15-10522).
Judge August B. Landis presides the Debtor's bankruptcy case.
Matthew C. Zirzow, Esq., at Larson & Zirzow LLC, represents the
Debtor in its case.  The Debtor both estimated assets and
liabilities between $10 million and $50 million.


KNEL ACQUISITION: S&P Affirms 'B' Corp. Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Irwindale, Calif.-based KNEL Acquisition LLC. The
outlook is stable.

"At the same time, we affirmed our 'B' issue-level ratings on the
company's senior secured A-1 and A-2 first-lien term loans
following the company's proposed $50 million add-on and proposed
amendment to the term loan and revolving credit facility's credit
agreement. Our '3' recovery rating on the term loans and $65
million revolving credit facility due 2019 remains unchanged,
indicating our expectation of meaningful (higher half of the 50% to
70% range) recovery in the event of payment default," said S&P.

"We also affirmed our 'CCC+' issue-level rating on the company's
$73 million A-1 and A-2 second-lien credit facilities due 2022. The
'6' recovery rating indicates our expectation of negligible (0% to
10%) recovery in the event of payment default," said S&P.

The company will use the proceeds, as well as cash on the balance
sheet, to fund the acquisition of certain production assets,
inventories, and contracts associated with NBTY Inc.'s nutritional
bar and powder manufacturing operations.

"The ratings affirmation reflects our view that the NBTY asset
acquisition will enhance KNEL's bar and functional powder
manufacturing scale," said Standard & Poor's credit analyst Brian
Moriarty. "The company plans to phase in transition costs related
to the acquisition through 2016. As such, we expect leverage will
remain above 6x in 2015 because of the increased debt levels, and
we expect integration risk will be low, but we do not expect the
company to realize the full earnings benefit of this transaction
until 2017.

"Furthermore, we believe this acquisition will further increase
KNEL's share of the nutritional bar and functional powders
categories and will be accretive to the company's cash flows."

KNEL, through its operating company, Nellson, is a leading
co-manufacturer of nutritional and snack bars, as well as
functional powders for large nutritional supplement and consumer
products companies. S&P's assessment of the business risk profile
as "weak" reflects Nellson's customer concentration, participation
in the fragmented co-manufacturing segment of the highly
competitive North American packaged food industry, and narrow
product focus. The company does benefit from stable profitability
from formula-based pricing and growth rates that are above the
industry average for its key products. S&P also believes the
acquisition of the NBTY assets will increase Nellson's scale and
boost its capacity to support future growth.

Nellson has the leading market share in both the nutritional bar
manufacturing and functional powders manufacturing industries.
However, it competes in a fragmented industry with competitors that
are mostly smaller and privately owned. "We believe this
transaction increases customer concentration in an already
concentrated customer base. As such, we believe that the company is
vulnerable to the loss of a key customer, given that its top 10
customers make up a significant portion of its sales. Changes in
dietary trends in the nutrition bar and health and wellness
industry are additional risk factors, even though the company has
medium-term contracts in place and long-established relationships
with its customers," said S&P.

"Still, the company has benefitted from greater growth in its
categories than the packaged food industry as a whole; its revenues
have increased by an annual average rate of almost 17% since 2011
as compared with low-single digits in the packaged food industry.
Nellson has limited commodity exposure because it estimates that
over 90% of its raw material costs have pass-through pricing
mechanisms. Nellson has tolling arrangements with the majority of
its customers, which we believe will support the company's ability
to sustain its profitability even during times of volatile input
costs. In addition, we believe Nellson's research and development
expertise and flexible manufacturing are important competitive
advantages. Nellson has a collection of proprietary bar
formulations, and it has the ability to rapidly develop customized
formulations to meet customer needs. The company can manage both
high-volume production runs, which require high automation and
engineering content, as well as shorter-run orders, which require
flexible capacity and high customization," said S&P..

"The outlook is stable. We expect KNEL's operating performance will
improve over the near to intermediate term as the company realizes
increased EBITDA from the NBTY assets and continues to benefit from
a growing market and new business opportunities arising from the
acquisition of Multibar. We also expect the company will maintain
adequate liquidity and will use free cash flow for debt reduction,
resulting in leverage below 6x by the end of 2016," said S&P.


LANTHEUS MEDICAL: Parent Hikes Issuable Shares Under 2013 Plan
--------------------------------------------------------------
Lantheus Holdings, Inc., the ultimate parent company of Lantheus
Medical Imaging, Inc., amended the Lantheus Holdings, Inc. 2013
Equity Incentive Plan, as amended, to increase the number of shares
authorized for issuance under the Plan to 3,700,000.

                        About Lantheus Medical

Lantheus Medical Imaging, Inc., a wholly-owned operating
subsidiary of parent company, Lantheus MI Intermediate, Inc., is a
global leader in developing, manufacturing, selling and
distributing innovative diagnostic imaging agents.  LMI provides a
broad portfolio of products, which are primarily used for the
diagnosis of cardiovascular diseases.  LMI's key products include
the echocardiography contrast agent DEFINITY(R) Vial for
(Perflutren Lipid Microsphere) Injectable Suspension;
TechneLite(R) (Technetium Tc99m Generator), a technetium-based
generator that provides the essential medical isotope used in
nuclear medicine procedures; and Xenon (Xenon Xe 133 Gas), an
inhaled radiopharmaceutical imaging agent used to evaluate
pulmonary function and for imaging the lungs.

Lantheus Medical reported a net loss of $1.16 million in 2014, a
net loss of $61.7 million in 2013 and a net loss of $42 million in
2012.

As of Dec. 31, 2014, the Company had $248 million in total assets,
$488 million in total liabilities and a $241 million total
stockholders' deficit.

                            *     *    *

As reported by the TCR on July 1, 2014, Moody's Investors Service
upgraded the ratings of Lantheus  including the Corporate Family
Rating to 'Caa1' from 'Caa2', the Probability of Default Rating to
Caa1-PD from Caa2-PD and the senior unsecured rating to 'Caa1
(LGD4)' from 'Caa2 (LGD4)'.

"The upgrade reflects our outlook for continuing earnings
improvement driven by rising DEFINITY sales and the impact of
ongoing cost reductions, while the positive outlook considers the
potential for deleveraging pending a successful IPO and further
resolution of supply issues," stated Michael Levesque, Senior Vice
President.

In the Nov. 6, 2013, edition of the TCR, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Lantheus
Medical Imaging Inc. to 'B-' from 'B'.  The outlook is negative.


LOCATION BASED: Reports $905,000 Net Loss in Second Quarter
-----------------------------------------------------------
Location Based Technologies, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-K disclosing a
net loss of $905,000 on $429,900 of total net revenue for the three
months ended Feb. 28, 2015, compared to a net loss of $1.34 million
on $341,000 of total net revenue for the same period in 2014.

For the six months ended Feb. 28, 2015, the Company reported a net
loss of $2.01 million on $956,000 of total net revenue compared to
a net loss of $2.38 million on $750,000 of total net revenue for
the same period last year.

As of Feb. 28, 2015, Location Based had $2.24 million in total
assets, $14.3 million in total liabilities, and a $12.02 million
total stockholders' deficit.

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

                        http://is.gd/x4Y3G9

                   About Location Based Technologies

Irvine, Calif.-based Location Based Technologies, Inc., designs,
develops, and sells leading-edge personal locator devices and
services.

Location Based reported a net loss of $5.14 million for the year
ended Aug. 31, 2014, compared to a net loss of $11.04 million for
the year ended Aug. 31, 2013.

Friedman LLP, in East Hanover, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Aug. 31, 2014, citing that the Company's
operating losses raise substantial doubt about its ability to
continue as a going concern.

                        Bankruptcy Warning

"[W]e remain obligated under a significant amount of notes
payable, and Silicon Valley Bank has been granted security
interests in our assets.  If we are unable to pay these or other
obligations, the creditors could take action to enforce their
rights, including foreclosing on their security interests, and we
could be forced into liquidation and dissolution.  We are also
delinquent on a number of our accounts payable.  Our creditors may
be able to force us into involuntary bankruptcy," the Company
warned in the Fiscal 2014 Annual Report.


LONGVIEW POWER: S&P Lowers Rating on $300MM Secured Loan to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its preliminary
debt rating on Longview Power LLC's $300 million senior secured
term loan due 2021 and $25 million senior secured revolving credit
facility due 2021 to 'B+' from 'BB-' due to the impact of
increasing the term loan offering to $300 million from $250
million.  S&P revised the recovery rating on the credit facilities
to '2' from '1', indicating S&P's expectation of "substantial"
recovery of principal in the lower half of the 70% to 90% range if
a payment default occurs.  The preliminary ratings are subject to
receipt and review of final financial and legal documentation.

Longview is a limited-purpose, bankruptcy-remote entity that owns a
700 net-megawatt coal-fired power plant in West Virginia and a
mining subsidiary, MEPCO, that supplies coal to the plant.  The key
aspect of the bankruptcy emergence plan is the successful
rehabilitation of various parts of the plant to improve
availability from about 70% or so to about 90%.  Boiler tube leaks
have been a major factor in poor operational performance since the
plant began operations in 2011, contributing to lower-than-expected
cash flow and the eventual bankruptcy filing in August 2013.  One
of the plan's major goals is to repair the leaks.  Most of the
operational problems stem from construction phase work.

"We base the stable outlook on our expectation that Longview will
be able to complete its repair program in 2015 and then return to
operation and that cash flow will be fairly stable thereafter based
on our assumptions of future natural gas prices along with known
capacity market revenues, said Standard & Poor's credit analyst
Terry Pratt.



LORMAR REALTY: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Lormar Realty LLC
        37-18 24th St. Suite 300
        Long Island City, NY 11101

Case No.: 15-41582

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: April 9, 2015

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

Judge: Hon. Elizabeth S. Stong

Debtor's Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY LLP
                  800 Third Avenue, 11th Floor
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  Email: mfrankel@bfklaw.com

Total Assets: $1.6 million

Total Liabilities: $1.19 million

The petition was signed by Lori Conti, manager.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/nyeb15-41582.pdf


MALIBU ASSOCIATES: Has $3M Financing From Aa87; U.S. Bank Objects
-----------------------------------------------------------------
Malibu Associates, LLC, asks the Bankruptcy Court for authorization
to obtain DIP Financing from lender Aa87, LLC, on the same terms
and conditions as those set forth in the prepetition loan made by
the lender to the Debtor.

The Debtor is a borrower under a Consolidation Agreement, which
consolidated, amended, and superseded the certain prepetition loans
made by California National Bank to the Debtor, which were
thereafter assigned to U.S. Bank, National Association, into a
single loan in the principal amount of $46,771,684.  The Debtor
commenced its bankruptcy case on the eve of U.S. Bank's scheduled
foreclosure sale.

Aa87 is already owed by the Debtor for a loan provided prepetition.
The Debtor and Aa87 entered in to a Secured Promissory Note dated
Jan. 1, 2015, and the Deed of Trust, Assignment of Rents, Security
Agreement and Fixture Filing dated Jan. 1, 2015, pursuant to which
the Debtor obtained a $3,000,000 line of credit from Aa87 for the
purpose of, among other things, covering the Debtor's operating
costs and allowing the Debtor to maintain the Property while it
processed the final Entitlements and attempted to market the
Property for sale.

Since the Debtor ceased operations in November, 2014, the Debtor
does not generate any cash.  Thus, the Debtor requires funding to
maintain the Property, continue the process to obtain final
Entitlements, and preserve the value of the Property while the
Debtor pursues a marketing and sale process which will allow the
Debtor to sell the Property for the highest possible price.  

Fortunately, Aa87 has agreed to provide the Debtor with the DIP
Financing.  Based on the projected cash receipts and disbursements
for the 13-week period following the Petition Date, the Debtor
believes that the proposed DIP Financing will provide the Debtor
with sufficient funds to complete the Entitlements and maintain the
Property until the sale of the Property is successfully
consummated.

               U.S. Bank Objects to DIP Financing

U.S. Bank National Association requests that the Court deny the
Motion until the Debtor fulfills its burden by, at minimum,
demonstrating that terms of postpetition financing will not impair
U.S. Bank's interest or violate the pre-petition subordination
agreement.

U.S. Bank notes that this is a chapter 22 single asset real estate
case, where the underlying loans in question originally matured in
2009.  In the first Chapter 11, the loans were consolidated
pursuant to various agreements approved by the Bankruptcy Court in
2011.  After the first bankruptcy, Debtor could not perform certain
of its obligations under the loans as consolidated and they were
twice amended.  Each time, Debtor gave U.S. Bank a general release
and also a stay relief waiver.  The consolidated loans matured in
October 2014 and were not repaid.  This second bankruptcy followed
on the eve of U.S. Bank's scheduled foreclosure sale.

U.S. Bank recognizes that the Debtor needs funds to maintain the
property, although this is apparently a self-created issue because
the Debtor pre-petition shut down the operations at the property
and lost the income generated by those operations.  Nonetheless,
U.S. Bank requests that the Court deny or defer granting of the
Motion because Debtor fails to address that the proposed
post-petition lender financing violates a pre-petition
subordination agreement in favor of U.S. Bank to be enforced by
this Court, among other reasons.

Before turning to the subordination issue, U.S. Bank submits that
the Debtor at a minimum must meet the standards of postpetition
financing under 11 U.S.C. Sec. 364(c) and (e) to show that it is
fair, reasonable and adequate, and sought in good faith, with
sufficient efforts made to obtain financing on less onerous terms
to benefit the estate.  Additionally, because an insider
transaction is involved (disclosed in a footnote to the Court), the
Motion should he subjected to more rigorous scrutiny.  The Debtor
has not yet met the standards to approve this financing under the
Bankruptcy Code, much less the heightened standards for insider
transactions.

U.S. Bank states that if there is sufficient equity in the property
to protect the interests of U.S. Bank and the postpetition lender,
which the Debtor has not shown, the postpetition lender (really an
insider of the Debtor) should arguably rely on that equity alone,
without the granting of a postpetition lien.  Under Section 2 of
the applicable subordination agreement, the granting of a security
interest in the property or any assets of Debtor should not even
occur.

U.S. Bank is represented by:

        Joshua D. Wayser, Esq.
        Jessiea M. Mickelsen, Esq.
        KATTEN MUCHIN ROSENMAN LLP
        2029 Century Park East, Suite 2600
        Los Angeles, CA 90067-3012
        Tel: (310) 788-4471
        Fax: (310) 788-4400
        E-mail: joshua.wayser@kattenlaw.com
                jessica.mickelsen@kattenlaw.com

                      About Malibu Associates

Headquartered in Malibu, California, Malibu Associates, LLC, owns
the Malibu Golf Club.  The club has a restaurant and clubhouse, in
addition to an 18-hole golf course, on its 650-acre property in
the Santa Monica Mountains.

Malibu Associates sought Chapter 11 protection (Barnk. C.D. Cal.
Case No. 15-10477) in Santa Barbara, California, on March 10,
2015, disclosing $76.2 million in total assets and $47.8 million in
total liabilities.  Thomas Hix, the managing member of the Debtor,
signed the bankruptcy petition.

The Debtor owns real property located at 901 Encinal Canyon Road,
Malibu, California.  The property secures a $46.8 million debt to
U.S. Bank, National Association, which is secured by a first deed
of trust on the property.  The Los Angeles County Treasurer and
Tax Collector is also owed $459,800, secured by a tax lien on the
property.

The case is assigned to Judge Deborah J. Saltzman.  David L. Neale,
Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles,
serves as counsel to the Debtor.

The Debtor previously sought bankruptcy protection on Nov. 3, 2009,
in the Central District of California, San Fernando Valley Division
(Bankr. C.D. Calif. Case No. No. 9-24625).   That case was assigned
to the Honorable Maureen A. Tighe, but was later dismissed.  The
real property in Malibu was included in the prior filing.



MEG ENERGY: Bank Debt Trades at 3% Off
--------------------------------------
Participations in a syndicated loan under which MEG Energy Corp is
a borrower traded in the secondary market at 96.75 cents-on-the-
dollar during the week ended Friday, April 10, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents an increase of 1.13
percentage points from the previous week, The Journal relates. MEG
Energy Corp pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 10, 2020, and carries
Moody's Ba1 rating and Standard & Poor's BBB- rating.  The loan is
one of the biggest gainers and losers among 266 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.



MILACRON INTERMEDIATE: S&P Affirms 'B' Corp. Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on plastics processing machinery, mold technologies,
and metal working fluids provider Milacron Intermediate Holdings
Inc.  The outlook is stable.

In addition, S&P affirmed its 'B' issue-level rating on the
company's subsidiary Milacron LLC's senior secured debt including
the $343 million term loan due 2020 and $275 million 8.375% senior
secured notes due 2019.  The recovery rating on this debt remains
'3', indicating S&P's expectation of meaningful (50% to 70%; upper
half of the range) recovery in the event of a payment default.  S&P
intends to withdraw these ratings upon the repayment of the debt.

S&P also lowered its issue-level rating on Milacron LLC's existing
$465 million 7.75% senior unsecured notes due 2021 to 'CCC+' from
'B-'.  The recovery rating was also revised to '6' from '5',
indicating S&P's expectation for negligible (0% to 10%) recovery in
the event of a payment default.

At the same time, S&P assigned its 'B' issue-level rating and '4'
recovery rating to the company's proposed $730 million term loan
due 2020.  The '4' recovery rating indicates S&P's expectation of
average (30% to 50%; upper half of the range) recovery in the event
of a payment default.

"The stable outlook on Milacron Intermediate Holdings Inc. reflects
our expectation that the company's credit measures will remain in
line with our current rating, with debt to EBITDA in the 5x to 6x
range and FFO to total debt below 12% over the next 12 to 18
months," said Standard & Poor's credit analyst Jaissy Lorenzo.

S&P expects Milacron to use the proceeds to refinance its $343
million term loan due 2020 and $275 million 8.375% senior secured
notes due 2019, fund a $145 million dividend to its financial
sponsor, and pay related premiums and fees.

Milacron operates in the highly cyclical, fragmented, and
competitive global plastics technology solutions market and is
exposed to volatile raw material costs.  These factors are partly
offset by the company's well-established global market positions,
broad product portfolio, large installed base, and brand
recognition.

S&P could lower the rating if raw material price increases or a
decline in industrial production and demand from key customers,
such as packaging companies, causes margins to decline to 14% which
could result in an increase in debt to EBITDA to over 6x for an
extended period.  S&P could also lower the rating if the company's
acquisition strategy is more aggressive than S&P expects and
results in debt to EBITDA of over 6x for an extended period.

S&P could raise the rating if the company is able to sustain its
profitability and reduce debt such that leverage improves to less
than 5x and FFO to debt increases to more than 12% for a sustained
period.  S&P would also expect a less aggressive financial policy.



MISSISSIPPI PHOSPHATES: Amends Schedules of Assets & Debt
---------------------------------------------------------
Mississippi Phosphates Corporation filed with the U.S. Bankruptcy
Court for the Southern District of Mississippi on March 23, 2015,
amended schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $1,554,587

  B. Personal Property           $97,395,090

  C. Property Claimed as
     Exempt

  D. Creditors Holding
     Secured Claims                               $58,411,022
                                                  + UNKNOWN
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $2,551,951

  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $79,978,304
                                                  + UNKNOWN
                                 -----------      -----------
        TOTAL                    $98,949,678     $140,941,276
                                                  + UNKNOWN

The Debtor disclosed $98,846,431 in assets, including $97,291,844
in personal property in the prior iteration of the schedules.

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

      http://bankrupt.com/misc/Miss_Phosp_SAL_Mar2015.pdf

                   About Mississippi Phosphates

Mississippi Phosphates Corporation is a major United States
producer and marketer of diammonium phosphate ("DAP"), one of the
most common types of phosphate fertilizer.  MPC, which was formed
as a Delaware corporation in October 1990, owns a DAP facility in
Pascagoula, Mississippi, which was acquired from Nu-South, Inc. in
its 1990 bankruptcy.  Phosphate rock, the primary raw material
used
in the production of DAP, is being supplied by OCP S.A., a
corporation owned by the Kingdom of Morocco.

The parent, Phosphate Holdings, Inc., was formed in December 2004
in connection with the bankruptcy reorganization of MPC and its
then-parent Mississippi Chemical Corporation, the first fertilizer
cooperative in the United States.

As of Oct. 27, 2014, MPC has a work force of 250 employees, broken
into 224 regular employees and 26 "nested" third-party contract
employees.

MPC and its subsidiaries, namely Ammonia Tank Subsidiary, Inc.,
and
Sulfuric Acid Tanks Subsidiary, Inc., sought Chapter 11 bankruptcy
protection (Bankr. S.D. Miss. Lead Case No. 14-51667) on Oct. 27,
2014.  Judge Katharine M. Samson is assigned to the cases.

Mississippi Phosphates disclosed $98.8 million in assets and $141
million plus an unknown amount in liabilities.  Affiliates Ammonia
Tank and Sulfuric Acid Tanks each estimated $1 million to $10
million in both assets and liabilities.

The Debtors have tapped Stephen W. Rosenblatt, Esq., at Butler
Snow
LLP as counsel.  The official committee of unsecured creditors
tapped Burr & Forman LLP as its counsel.



MORGANS HOTEL: Bradford Nugent Named to Board of Directors
----------------------------------------------------------
The Board of Directors of Morgans Hotel Group Co. increased the
size of the Board from nine to 10 directors and appointed Bradford
B. Nugent to fill the vacancy, effective April 3, 2015, according
to a document filed with the Securities and Exchange Commission.  

Yucaipa American Alliance Fund II, L.P. and Yucaipa American
Alliance (Parallel) Fund II, L.P. previously designated Mr. Nugent
as their nominee and the Board determined to appoint Mr. Nugent at
this time, in advance of nominating him for election at the Annual
Meeting.  Mr. Nugent is not currently serving on any committees of
the Board.

Mr. Nugent will be eligible to participate in the compensation plan
for non-employee directors previously disclosed by the Company.

                      About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

Morgans Hotel reported a net loss attributable to common
stockholders of $66.6 million on $235 million of total revenues for
the year ended Dec. 31, 2014, compared with a net loss attributable
to common stockholders of $58.5 million on $236 million of total
revenues during the prior year.

As of Dec. 31, 2014, Morgans Hotel had $551 million in total
assets, $779 million in total liabilities, $5.04 million in
redeemable noncontrolling interest and a $232.45 million total
deficit.


NATIONAL CINEMEDIA: Amends 71.7MM Common Shares Resale Prospectus
-----------------------------------------------------------------
National CineMedia, Inc., filed a post-effective amendment to its
Form S-3 registration statement relating to the disposition from
time to time by American Multi-Cinema, Inc. and affiliates;
Cinemark Holdings, Inc. and affiliates; and Regal Entertainment
Group and affiliates of up to 71,704,494 shares of common stock,
par value $0.01 per share.

Under the terms of the registration rights agreement with the
selling stockholders executed at the date of NCM, Inc.'s initial
public offering, NCM Inc. is required to register shares of its
common stock equal to the number of NCM LLC common membership units
held by each selling stockholder.

The selling stockholders hold an aggregate of 71,704,494 common
membership units that were issued in conjunction with the Company's
IPO and thereafter pursuant to contractual arrangements in effect
among NCM, Inc., NCM LLC and the selling stockholders relating to
net screens that have been added to the Company's network.  

The Company will not pay any underwriting discounts or commissions
on the shares of common stock issued to the selling stockholders.
The Company will not receive any proceeds from the sale of common
stock by the selling stockholders.

The Company's common stock trades on the Nasdaq Global Select
Market under the symbol "NCMI."  On April 9, 2015, the reported
last sale price of the Company's common stock on the Nasdaq Global
Select Market was $16.07 per share.

A copy of the amended prospectus is available for free at:

                        http://is.gd/neKHQo

                      About National CineMedia

National CineMedia, Inc., is the holding company of National
CineMedia, LLC.  NCM LLC operates the largest digital in-theatre
network in North America, allowing NCM to distribute advertising,
Fathom entertainment programming events and corporate events under
long-term exhibitor services agreements with American Multi-Cinema
Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal
Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment
Group; and Cinemark USA, Inc., a wholly owned subsidiary of
Cinemark Holdings, Inc.  NCM LLC also provides such services to
certain third-party theater circuits under "network affiliate"
agreements, which expire at various dates.

As of Jan. 1, 2015, the Company had $991 million in total assets,
$1.20 billion in total liabilities and a $208.7 million total
deficit.

                            *    *     *

As reported by the TCR on March 24, 2011, Standard & Poor's
Ratings Services raised its corporate credit ratings on
Centennial, Colorado-based National CineMedia Inc. and
operating subsidiary National CineMedia LLC (which S&P analyzes on
a consolidated basis) to 'BB-' from 'B+'.  "The 'BB-' corporate
credit rating reflects S&P's expectation that NCM's EBITDA growth
will enable the company to continue to de-lever over the
intermediate term despite its aggressive dividend policy," said
Standard & Poor's credit analyst Jeanne Shoesmith.


NCSG CRANE: S&P Lowers LT CCR and 2nd Lien Debt Ratings to B-
-------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit and second-lien debt ratings on Edmonton,
Alta.-based NCSG Crane & Heavy Haul Corp. to 'B-' from 'B'. The
outlook is stable. The recovery rating on the debt is unchanged at
'4', and indicates S&P's expectation of average (30%-50%; at the
higher end of the range) recovery in a default scenario.

"The downgrade reflects our expectation that NCSG's credit measures
will be significantly weaker than we had previously expected," said
Standard & Poor's credit analyst Aniki Saha-Yannopoulos. With the
material drop in commodity prices in recent times, exploration and
production companies have reduced their capital budgets
considerably, postponing projects and demanding price concessions
from oilfield service providers. As the company faces pressure on
its top-line revenues, we expect its EBITDA will be materially
weaker than S&P's previous expectations; we expect it to exit 2015
with debt-to-EBITDA about 8.5x-9.0x, which is significantly weaker
than S&P's previously forecast cash flow leverage metrics. S&P
revised its business risk profile on the company to "vulnerable"
from "weak" to reflect its view of NCSG's weakening profitability
as it faces EBITDA contraction.

The company offers a portfolio of operated and maintained crane and
heavy haul transport services that build, relocate, and maintain
infrastructure. It is a niche provider focusing on the energy
sector, servicing end markets in the Western Canada to Texas
corridor. The upstream oil and gas sector generates
about 65% of NCSG's revenues.

The stable outlook reflects Standard & Poor's expectations that
NCSG will maintain adequate liquidity through the next 12 months
and not face any tightness under its credit facility's financial
covenant. Although the company's funds from operations will be
significantly weaker in the next 12 months, under S&P's base-case
scenario, it expects the company to maintain at least C$50 million
in availability under its credit facility.

"We would consider a negative rating action if liquidity
deteriorates such that it is "less than adequate" (as our criteria
define the term) or EBITDA-to-interest coverage drops below 1.25x
with no signs for improvement. We would expect this to occur if
NCSG's operating cash is lower than expected,
either due to reduced revenues or a weaker-than-expected EBITDA
margin," said S&P.

A positive rating action is less likely in the next 12 months under
the challenging oil and gas industry conditions. Moreover, the
company's financial sponsor ownership and our assessment of its
financial policy also temper any positive rating action. For such
an action, NCSG would need to deleverage its credit ratios to
support an "aggressive" financial risk profile. An articulated
financial strategy and demonstration that the company will maintain
adjusted debt leverage of below 5x could lead us to consider an
upgrade.


NET ELEMENT: Cayman Invest Reports 9.3% Stake as of April 2
-----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Cayman Invest S.A. disclosed that as of April 2, 2015,
it beneficially owns 4,402,491 shares of common stock of Net
Element, Inc., which represents 9.3 percent based upon 47,460,032
of outstanding shares of Common Stock as of March 30, 2015.

Anashkhan Gabbazova, as the sole shareholder and sole director of
Cayman, may also be deemed to beneficially own the shares of Common
Stock beneficially owned by Cayman and has shared voting power and
shared dispositive power with respect to those shares.

On April 2, 2015, Cayman sold 1,500,000 of its shares of Common
Stock to Mayor Trans Ltd., a company incorporated in the Republic
of Seychelles, for $2.00 per share.

A copy of the regulatory filing is available for free at:
         
                        http://is.gd/i5kRaw

                          About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $48.3 million in 2013, as
compared with a net loss of $16.4 million in 2012.  

BDO USA, LLP, in Miami, Florida, 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 suffered recurring losses from operations and has
used substantial amounts of cash to fund its operating activities
that raise substantial doubt about its ability to continue as a
going concern.


NEUSTAR INC: S&P Affirms 'BB-' CCR, Off CreditWatch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit rating on Sterling, Va.-based Neustar Inc., and
removed all ratings from CreditWatch, where S&P originally placed
them with negative implications on June 12, 2014.  The rating
outlook is stable.

"The affirmation is based on our expectation that the loss of the
NPAC (Number Portability Administration Center) contracts will have
no material impact on Neustar's revenues until the fourth quarter
of 2016 at the earliest, and that pro forma leverage will remain
below 4x longer term," said Standard & Poor's credit analyst
Michael Altberg.

The stable rating outlook reflects S&P's expectation that the loss
of the LNPA contract will not have a material impact on Neustar's
revenues for at least the next 12 months, and potentially longer.
In addition, pro forma for the full impact of the loss, S&P expects
FOCF generation will remain healthy.

S&P believes a downgrade is unlikely over the next 12 months given
the automatic one-year renewal on the LNPA contract and S&P's
expectation of high-single-digit percent growth in non-NPAC
revenue.  S&P could lower the rating if the company pursued a more
aggressive financial policy or operating performance in marketing
or security services deteriorated, resulting in adjusted leverage
rising above 4x on a sustained basis.

Given the LNPA contract loss, S&P believes an upgrade is equally
unlikely over the next 12 months.  Longer term, S&P could raise the
rating if Neustar maintained leverage below 2.5x on a sustained
basis.  Under such a scenario, financial policy would be a key
ratings factor, along with an assumption of continued healthy
growth and margin stability in the company's remaining businesses.



OPTIMUMBANK HOLDINGS: Fails to Comply with NASDAQ Rule
------------------------------------------------------
OptimumBank Holdings, Inc. disclosed in a document filed with the
Securities and Exchange Commission that it received a letter from
The Nasdaq Stock Market indicating the Company is not in compliance
with Listing Rule 5550(a)(2) because the closing bid price per
share of its common stock has been below $1.00 per share for 30
consecutive business days.

In accordance with Listing Rule 5810(c)(3)(A), the Company has been
provided with a 180 calendar day grace period, or until
Sept. 29, 2015, to regain compliance with the Bid Price Rule, which
requires that the Company's common stock must remain at $1.00 per
share or more for a minimum of 10 consecutive business days.

Thereafter, the Company can receive an additional 180-day grace
period if it meets the continued listing requirement for market
value of publicly held shares and all other initial listing
standards for The Nasdaq Capital Market, except for the bid price
requirement.  The Company must also notify Nasdaq of its intent to
cure the deficiency during the second grace period, by effecting a
reverse stock split, if necessary.  If the Company meets these
requirements, Nasdaq will grant the Company an additional 180
calendar days to regain compliance with the Bid Price Rule.
However, if it appears to Nasdaq that the Company will not be able
to cure the deficiency, or if the Company is otherwise not
eligible, Nasdaq will provide notice that the Company's securities
will be subject to delisting.  At that time, the Company may appeal
the delisting determination to a Hearings Panel.

The Company is evaluating its options to resolve the deficiency.

                     About OptimumBank Holdings

OptimumBank Holdings, Inc., headquartered in Fort Lauderdale,
Fla., is a one-bank holding company and owns 100 percent of
OptimumBank, a state (Florida)-chartered commercial bank.

The Company offers a wide array of lending and retail banking
products to individuals and businesses in Broward, Miami-Dade and
Palm Beach Counties through its executive offices and three branch
offices in Broward County, Florida.

Optimumbank reported net earnings of $1.6 million on $5.39 million
of total interest income for the year ended Dec. 31, 2014, compared
to a net loss of $7.07 million on $5.28 million of total interest
income for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $125 million in total assets,
$122 million in total liabilities, and $2.97 million in total
stockholders' equity.

Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014.  The independent
auditors noted that the Company is in technical default with
respect to its Junior Subordinated Debenture.  The holders of the
Debt Securities could demand immediate payment of the outstanding
debt of $5,155,000 and accrued and unpaid interest, which raises
substantial doubt about the Company's ability to continue as a
going concern.

                         Regulatory Matters

Effective April 16, 2010, the Bank consented to the issuance of a
consent order by the Federal Deposit Insurance Corporation and the
Florida Office of Financial Regulation, also effective as of
April 16, 2010.


ORANGE REGIONAL: Fitch Rates $69MM 2015 Revenue Bonds BB+
---------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to approximately $69
million of series 2015 revenue bonds issued by the Dormitory
Authority of the State of New York on behalf of the Orange Regional
Medical Center (ORMC) Obligated Group.

In addition, Fitch has affirmed its rating on the following bonds:

-- $247.7 million of the Dormitory Authority of the State of New
    York, series 2008 bonds at 'BB+'.

The Rating Outlook is Stable.

The series 2015 bonds are expected to sell as fixed-rate tax exempt
bonds. Bond proceeds will be used to fund the construction of a
medical office building (MOB) and cancer center on ORMC's current
campus, fund a debt service reserve fund (DSRF) and pay for cost of
issuance. The issuance is expected to have a maturity date of 2045
and will increase ORMC's maximum annual debt service (MADS) to
$24.7 million.

SECURITY

The bonds are secured by a gross receipts pledge and a mortgage.
Further security is provided by a DSRF.

KEY RATING DRIVERS

MAJOR CAPITAL PLANS: Construction of the new MOB and cancer center
is expected to begin in June 2015 and occupancy is expected by the
Fall of 2016. Fitch views favorably the consolidation of outpatient
services on ORMC's main campus and expects the opening of the MOB
to have a positive impact on outpatient volumes in the future.

IMPROVING OPERATIONS: The assignment and affirmation of the 'BB+'
rating is based on ORMC's significantly improved operations since
fiscal 2013. ORMC's operating EBITDA margin of 12.1% in fiscal 2014
(Dec. 31 year-end; unaudited) was significantly improved from 8.7%
in fiscal 2013, and was above the budgeted 11.1%. Management
attributes the improvement in operations to strong volumes and
robust expense controls.

ELEVATED DEBT BURDEN: ORMC's pro forma debt burden remains high as
evidenced by pro forma MADS at 6.5% of revenues based on fiscal
2014 results, comparing unfavorably to Fitch's below investment
grade (BIG) median of 4%. Pro forma MADS coverage by EBITDA was
1.9x, slightly above Fitch's BIG median of 1.8x. The new debt
issuance was expected during Fitch's last rating review.

STRESSED LIQUDITY: ORMC's liquidity in relation to pro forma debt
remains weak with 27.5% cash to pro forma debt and 3.5x cushion
ratio at Dec. 31, 2014, both of which are below Fitch's BIG medians
of 55.7% and 5.3x, respectively. However, the metrics did not
change materially since Fitch's last rating action despite the
additional debt issuance due to liquidity growth. Days cash on hand
(DCOH) of 89.1 now exceeds Fitch's BIG median.

RATING SENSITIVITIES

SUSTAINED OPERATING IMPROVEMENTS: Given its elevated debt burden
and weak liquidity metrics relative to debt, ORMC will need to
sustain its improved cash flow levels to maintain coverage metrics.
Any significant deterioration from the budget, which would
negatively impact debt service coverage, may pressure the rating.

CREDIT PROFILE

ORMC operates a new 383 licensed bed facility, located in
Middletown, NY, approximately 65 miles northwest of New York City.
The new hospital replaced two previous facilities in Goshen and
Middletown, which have since been closed. ORMC's parent is the
Greater Hudson Valley Health System (GHVHS), also the parent of
two-campus Catskill Regional Medical Center, which ORMC manages.
ORMC had total revenue of $382.5 million in fiscal 2014 (Dec. 31
year end; unaudited). There is no 2014 audit of GHVHS available at
this time, and Fitch's analysis is based solely on ORMC.

MAJOR CAPITAL PLANS

ORMC currently leases an off-campus MOB space which houses its
outpatient services, physician practice and cancer center. Lease
payments are expected to increase significantly after 2018. In
order to reduce its exposure to future operating lease increases
and achieve efficiencies from clinical integration and physician
alignment, ORMC is expecting to construct a 155,000 square foot MOB
and a 21,000 square foot Cancer Center on its current hospital
campus adjacent to its main inpatient facility.

The five-story MOB will house a number of outpatient services,
including four operating rooms, three procedure rooms, diagnostic
services and office space for up to 76 physicians. Construction is
expected to begin in June 2015 and occupancy is expected by the
Fall of 2016. ORMC's synergy and consolidation initiatives are
viewed favorably by Fitch, and it is expected that ORMC will
benefit from higher outpatient volumes once the MOB and cancer
center are operational.

The additional office space will allow ORMC to consolidate its
employed physician staff on its hospital campus, as well as provide
capacity for future physician recruitment. As part of its physician
strategy, ORMC expects to significantly increase its employed
physician network.

IMPROVING OPERATIONS

ORMC's operations have improved significantly in fiscal 2014 and
through the two-month interim period ended Feb. 28, 2015 (the
interim period). ORMC's $3.9 million in operating income in fiscal
2014 equated to a 12.1% operating EBITDA margin, up from 8.7% in
fiscal 2013, and above the budgeted 11.1%. Operations improved
further through the interim period as evidenced by a $5.4 million
operating income, or a 17.7% operating EBITDA margin, which was
significantly above Fitch's median of 7.3%. Management attributes
the positive operating trend to cost cutting and supply chain
initiatives and the addition of new specialty service lines to
their continuum of care. ORMC is budgeting to end fiscal 2015 with
an 11.3% operating EBITDA margin, which Fitch believes is feasible
given the strong interim performance and positive operating trend.

STRESSED LIQUIDITY AND ELEVATED DEBT BURDEN

ORMC's pro forma debt burden of $312.5 million and pro forma MADS
of $24.7 million resulted in a stressed 27.5% cash to debt and 3.5x
cushion ratio, both of which are below Fitch's 'BIG' medians of
55.7% and 5.3x, respectively. However, ORMC's $86 million in
unrestricted cash and investments at Dec. 31, 2014 was up from
$69.2 in the prior year, and equated to an improved 89.1 DCOH,
above Fitch's BIG median of 74.8 days. ORMC is projecting to
materially increase their unrestricted liquidity over the medium
term, which Fitch views as feasible given the recent cash growth
and improved operations. There are no expectations of material
capital investment other than the current project, given ORMC's new
main hospital facility opened in 2011.

Pro forma MADS equated to 6.5% of 2014 revenues, increasing from
5.7%, and MADS coverage by EBITDA was 1.9x, slightly above Fitch's
BIG median of 1.8x. The solid coverage reflects the strengthened
operating profitability.

DEBT PROFILE

Post issuance, ORMC will have $312.5 million in total debt. All of
ORMC's outstanding debt is fixed rate and ORMC has no outstanding
swaps. ORMC's financial covenants of a minimum debt service
coverage of 1.25x and DCOH of 60 do not change with the 2015
issuance.

DISCLOSURE

ORMC covenants to submit audited consolidated financial statements
within 150 days after year-end, unaudited financial statements 45
days after the first three quarter-ends, and 60 days after the
fourth quarter-end, to the MSRB's EMMA system.



PACIFIC DRILLING: Bank Debt Trades at 17% Off
---------------------------------------------
Participations in a syndicated loan under which Pacific Drilling
Ltd is a borrower traded in the secondary market at 83.40
cents-on-the-dollar during the week ended Friday, April 10, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.50 percentage points from the previous week, The Journal
relates. The Company pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 15, 2018, and
carries Moody's B1 rating and Standard & Poor's B+ rating.  The
loan is one of the biggest gainers and losers among 266 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended Friday.



PALMERIS INC: Involuntary Chapter 11 Case Summary
-------------------------------------------------
Alleged Debtor: Palmeris Inc.
                1119 S. Mission Rd. #102
                Fallbrook, CA 92028

Case Number: 15-02325

Involuntary Chapter 11 Petition Date: April 9, 2015

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Hon. Margaret M. Mann

Petitioner's Counsel: Pro Se

   Petitioner                   Nature of Claim  Claim Amount
   ----------                   ---------------  ------------
   Ray W. Grimm, Jr.             Unpaid Debt       $16,717
   P.O. Box 8501
   Rancho Santa Fe, CA 92067
   Tel: 760-427-7263


PERFORMANT BUSINESS: Moody's Cuts CFR & Secured Debt Rating to B3
-----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
("CFR") of Performant Business Services, Inc. and its senior
secured debt rating to B3, from B2, and its Probability of Default
rating to Caa1-PD, from B3-PD. Performant's SGL-2 Speculative Grade
Liquidity rating was affirmed. The ratings outlook remains stable.

Downgrades:

Issuer: Performant Business Services, Inc.

-- Corporate Family Rating (Local Currency), Downgraded to B3
    from B2

-- Senior Secured Bank Credit Facilities, maturing 2017, 2018,
    Downgraded to B3 from B2

-- Probability of Default Rating, Downgraded to Caa1-PD from
    B3-PD

-- Outlook, Remains Stable

. Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

The downgrade of Performant's CFR to B3 reflects the abrupt
downturn in the defaulted-loan- and healthcare-payment-collections
provider's operating performance in the second half of 2014 and
Moody's expectations for weak 2015 performance. Moody's anticipates
that policy changes recently enacted by the US government, whose
agencies provide about 95% of Performant's revenue, will cause
EBITDA to be halved this year, after having already been cut in
half in 2014. As a result, Moody's expects free cash flow to be
minimally positive this year, while adjusted debt-to-EBITDA will
spike to above 5.0 times at year-end 2015, as compared with 2.9
times at year-end 2014 (and beyond Moody's 4.5 times downgrade
trigger). However, Moody's concerns over high leverage and
diminished intermediate-term operating performance are allayed by
the company's $80 million cash balance, which represents more than
70% of its $112 million debt obligation, and Moody's expectation of
a return to more normalized operating levels in 2016.

All financial metrics reflect Moody's standard adjustments.

The stable ratings outlook takes into account Moody's expectation
for considerably-higher-than-normal debt-to-EBITDA during 2015,
with a resumption to 3.5 times or lower by the end of 2016. Moody's
anticipates that Performant's minimally positive 2015 free cash
flow will be supplemented by its strong, $80 million cash holdings,
enabling the company to readily meet debt-amortization payments.
Ratings could be upgraded if: 1) there is no further deterioration
in the student loan business, and; 2) if the CMS contract is
renewed at audit volumes comparable to historic levels, which would
bolster profits and bring leverage below 4.5 times. Ratings could
be downgraded if: 1) the timing discrepancy for recognizing student
loan revenues fails to reverse itself as expected; 2) if the lack
of legal resolution to the CMS lawsuit compels Performant to
abandon its CMS collections business, and; 3) if liquidity
deteriorates meaningfully.

Performant Business Services, Inc. (Performant), a wholly-owned
subsidiary of publicly traded Performant Financial Corporation
(Performant), is a leading provider of audit and recovery services
for organizations in the public and private sectors. More than two
thirds of expected 2015 revenues of $155 million are derived from
the recovery and restructuring of defaulted student loans, while
fees from healthcare payment collections, primarily on behalf of
the CMS, and delinquent-tax collections constitute the balance of
revenues. Management and affiliates of private equity investor
Parthenon Capital Partners continue to own a substantial stake in
Performant, although Parthenon has been divesting its ownership,
which currently stands at about 27%.

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



PETROLEUM GEO-SERVICES: Bank Debt Trades at 15% Off
---------------------------------------------------
Participations in a syndicated loan under which Petroleum
Geo-Services ASA is a borrower traded in the secondary market at
84.60
cents-on-the-dollar during the week ended Friday, April 10, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.60 percentage points from the previous week, The Journal
relates. The Company pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 15, 2018, and
carries Moody's B1 rating and Standard & Poor's B+ rating.  The
loan is one of the biggest gainers and losers among 266 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended Friday.



PREMIER EXHIBITIONS: Samuel Weiser Quits as Executive Chairman
--------------------------------------------------------------
Samuel S. Weiser has resigned as the executive chairman of the
Board of Directors of Premier Exhibitions, Inc., effective April 2,
2015, according to a document filed with the Securities and
Exchange Commission.

Also on April 2, Premier entered into a consulting agreement with
Mr. Weiser pursuant to which Mr. Weiser has agreed to make himself
available to provide consulting advice, information regarding
historical Company transactions, and transition services as and
when reasonably requested by the Company through Sept. 30, 2015.

The parties agreed that the Employment Agreement, dated Aug. 28,
2014, relating to Mr. Weiser's service as executive chairman is
terminated and that the payments and benefits under the Separation
Agreement and Release, dated June 20, 2014, between Mr. Weiser and
the Company will recommence, as contemplated by the Employment
Agreement.  

In consideration for Mr. Weiser's agreement to provide consulting
services, and in addition to the payments and benefits recommencing
under the Separation Agreement, the Company agreed to pay Mr.
Weiser the aggregate amount of $300,000, with $20,000 being paid on
a monthly basis and the balance being paid on the earlier of the
closing of the proposed merger and Sept. 30, 2015.

The Company also agreed to reimburse Mr. Weiser for the attorney
fees incurred by him in negotiating and executing the Consulting
Agreement, not to exceed $5,000.  In addition, Mr. Weiser's
outstanding option, dated June 12, 2013, to acquire 15,000 shares
of the Company's common stock was amended to lower the exercise
price to $4.48 per share and extend the term for an additional five
years.  The Consulting Agreement contains a mutual release of
claims and mutual non-disparagement provision.

                      About Premier Exhibitions

Premier Exhibitions, Inc., develops, deploys and operates
exhibition products that are presented to the public in exhibition
centers, museums and non-traditional venues.  The Atlanta-based
Company's exhibitions generate income primarily through ticket
sales, third-party licensing, sponsorships and merchandise sales.

Premier reported a net loss of $778,000 for the year ended  
Feb. 28, 2014, compared to net income of $1.86 million for the year
ended Feb. 28, 2013.

                        Bankruptcy Warning

"If our efforts to raise additional funds are unsuccessful, the
Company will be required to delay, reduce or eliminate portions of
our strategic plan and may be required to seek the protection of
the U.S. bankruptcy laws and/or cease operating as a going concern.
In addition, if the Company does not meet its payment obligations
to third parties as they come due, the Company may be subject to an
involuntary bankruptcy proceeding or other litigation claims.  Even
if the Company were successful in defending against these potential
claims and proceedings, such claims and proceedings could result in
substantial costs and be a distraction to management, and may
result in unfavorable results that could further adversely impact
our financial condition.

If the Company makes a bankruptcy filing, is subject to an
involuntary bankruptcy filing, or is otherwise unable to continue
as a going concern, the Company may be required to liquidate its
assets and may receive less than the value at which those assets
are carried on its financial statements, and it is likely that
shareholders will lose all or a part of their investments.  These
financial statements do not include any adjustments that might
result from the outcome of this uncertainty," the Company stated in
the quarterly report for the period ended Nov. 30, 2014.


PULSE ELECTRONICS: Faces Lawsuit Over Proposed Merger with Oaktree
------------------------------------------------------------------
A putative class action and derivative complaint has been filed by
alleged shareholders of Pulse Electronics Corporation in connection
with the Company's proposed merger with Oaktree Capital, according
to a document filed with the Securities and Exchange Commission.

Matthew Odinotski and John Solak, individually and on behalf of all
other similarly situated shareholders, filed the complaint in the
Superior Court of the State of California, County of San Diego,
against Pulse, Pulse's directors, Oaktree, OCM PE Holdings, L.P.,
and OCM PE Merger Sub, Inc. on March 18, 2015.  The complaint
asserts claims for breach of fiduciary duties.  

The Plaintiffs seek unspecified compensatory damages, costs and
expenses, including attorneys' and experts' fees, and injunctive
relief.  A few days prior to filing the lawsuit, the Plaintiffs had
submitted letters to the Company's Board demanding that the Board
take action to "rectify" the alleged breaches of fiduciary duties.

On April 3, 2015, the Board received another similar demand letter
from A.B. Value Partners, L.P., which also purports to be a
shareholder of Pulse.  The A.B. Value letter demanded that Pulse
terminate the transaction with Oaktree unless Oaktree pays a higher
value, retains an independent financial advisor to analyze Pulse's
options and to explore third-party interest in acquiring or
investing in Pulse, and elect two new independent members to the
Board to form a special committee to pursue alternative
transactions.

The Board said it is considering the demand letters and its
response.

                       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 incurred a net loss of $32.9 million for the year
ended Dec. 26, 2014, compared to a net loss of $27.02 million for
the year ended Dec. 27, 2013.

As of Dec. 26, 2014, Pulse Electronics had $165 million in total
assets, $246 million in total liabilities and a $81.3 million total
shareholders' deficit.


QUANTUM CORP: Expects to Report $145 Million Total Revenue in Q4
----------------------------------------------------------------
Quantum Corp. announced positive preliminary results for the fiscal
fourth quarter 2015 ended March 31, 2015.

Total revenue was in excess of $145 million, significantly above
the company's January guidance range of $130 million to $135
million.  This was also up from $128 million in the prior year
period.

Total branded revenue was more than $120 million, up from $102
million, as Quantum completed fiscal 2015 with year-over-year
branded revenue growth in all four quarters.

Scale-out storage and related service revenue was over $30 million,
an increase of more than $15 million.

GAAP net income was approximately $12 million, or approximately
$0.04 per diluted share.  This included approximately $13 million
from the gain on sale of Quantum's investment in a privately held
company.  In the prior year, Quantum reported a GAAP net loss of
$14 million, or $0.06 per diluted share.
Total cash and cash equivalents were approximately $70 million as
of March 31, 2015, and reflected the early repurchase of $50
million of convertible notes due November 2015 in an all-cash
transaction during the quarter.

"Our positive preliminary fourth quarter results demonstrate our
success in continuing to build on the momentum we've had throughout
this past year," said Jon Gacek, president and CEO of Quantum.
"This was our fourth consecutive quarter of year-over-year branded
growth, and our leadership in scale-out storage was again a key
driver.  With more than 100 percent year-over-year growth in
scale-out storage revenue, we significantly increased our scale-out
storage growth rate over the prior quarter, as we've done each
quarter this year, and ended fiscal 2015 up more than 70 percent
over the prior year.  In addition, total DXi revenue grew
approximately 10 percent for the year and reflected the actions
we've taken over the last two years to drive DXi growth and
profit.

"We also increased our fourth quarter operating profit
year-over-year, even after accounting for additional compensation
expense in the quarter due to our strong revenue and operating
profit performance.

"Heading into fiscal 2016, we expect continued strong performance
in both our scale-out storage and DXi product lines to deliver
another year of growth for Quantum.  Due to typical seasonality, Q1
will likely show the most modest year-over-year comparison, and we
plan to provide more detailed guidance when we report our final Q4
results in early May."

Quantum will issue a news release on its fourth quarter and full
year 2015 financial results on Wednesday, May 6, 2015, after the
close of the market.  The company will also hold a conference call
and live audio webcast to discuss these results that same day at
2:00 p.m. PDT.  Press and industry analysts are invited to attend
in listen-only mode.

Dial-in number: 719-457-2645 (U.S. and International); Access Code
6066999
Replay number: 719-457-0820 (U.S. and International); Access Code
6066999
Replay expiration: Monday, May 11, 2015, at 5:00 p.m. PDT
Webcast site: http://www.quantum.com/investors

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

Quantum Corporation incurred a net loss of $21.5 million on
$553 million of total revenue for the year ended March 31,
2014, as compared with a net loss of $52.2 million on $587
million of total revenue for the year ended March 31, 2013.

The Company's balance sheet at Dec. 31, 2014, showed $374 million
in total assets, $451 million in total liabilities and a $76.7
million total stockholders' deficit.


QUEST SOLUTION: Posts $302,000 Net Income in 2014
-------------------------------------------------
Quest Solution, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$302,000 on $37.3 million of total revenues for the year ended Dec.
31, 2014, compared with a net loss of $1.12 million on $4,070 of
total revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $34.0 million in total assets,
$32.8 million in total liabilities and $1.19 million in total
stockholders' equity.

For the year ended Dec. 31, 2014, the Company had cash in the
amount of $234,000, and a working capital deficit of $5.094
million, compared with cash in the amount of $13,300, and a working
capital deficit of $347,000 for the year ended Dec. 31, 2013.

The Company's accumulated deficit is $16.7 million for the year
ended Dec. 31, 2014.

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

                        http://is.gd/kHy37G

                        About Quest Solution

Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.


RADIOSHACK CORP: In Talks to Sell Remaining Assets
--------------------------------------------------
Daniel McCarthy at Microcap Daily reports that talks are underway
with interested parties to sell all of RadioShack Corp.'s remaining
assets.  

Microcap Daily states that the Company, trading at a $17 million
market valuation, is moving up the charts on accelerating volume
after it was disclosed that the Company will reopen later in April
under the ownership of hedge fund Standard General LP with an
assist from Sprint Corp.  According to the report, the Company
reiterated its belief that there will be no recovery for any equity
holder in its pending Chapter 11 proceedings, as it believes that
the claims of its secured and unsecured creditors will not be fully
satisfied.

Matt Hamblen, writing for Computerworld, reports that Sprint will
open retail operations in 1,435 RadioShack stores that were
recently acquired by General Wireless.  Sprint, according to
Computerworld, said that it will occupy about one-third of the
space inside each store, but will eventually be the primary brand
shown in signs and marketing materials.  Ryan Ori at Crain's
Chicago Business adds that Sprint will be opening 27 new stores in
Chicago.

                  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.


RADIOSHACK CORP: Texas Wants CMO on Sale of Client Info
-------------------------------------------------------
BankruptcyData reported that the State of Texas filed with the U.S.
Bankruptcy Court a motion for a case management order pertaining to
any sale of personally identifiable information (PII) in the
RadioShack Corp.'s bankruptcy case.

According to BData, the motion explains, "The State respectfully
requests that the Court enter a case management order setting forth
timelines and evidentiary protocols for any future motion to sell
PII in this case. Although a motion to sell PII has not yet been
filed, due to fact that over 70% of the Attorneys General in the
United States have voiced opposition to any such sale, the
indications on the record that the PII will likely again be put up
for sale and the fact any such sale is alleged to violate
applicable non bankruptcy law in myriad jurisdictions, the State
contends that it would be most efficient to establish guidelines
for an orderly process in advance of any filing. Such protocols
would further serve to conserve taxpayer resources and would be in
the interest of judicial economy."

Law360 reported that with state regulators raising objections to
RadioShack's potential sale of personal data of up to 117 million
customers, the company's bankruptcy proceedings will test whether
privacy promises made to customers live on after a business has
collapsed.

The Court scheduled a May 27, 2015 hearing to consider the motion,
with objections due by May 20, 2015, the BData report related.

                  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.


REED AND BARTON: Holland & Knight OK'd as Bankruptcy Counsel
------------------------------------------------------------
The Bankruptcy Court authorized Reed and Barton Corporation to
employ Holland & Knight LLP as general bankruptcy counsel.  The
Court overruled the objection filed by William K. Harrington, the
U.S. Trustee for Region 1.  The Debtor, in response to the U.S.
Trustee's objection, said that the objection was without merit.
The U.S. Trustee speculated that Holland & Knight may have received
avoidable prepetition payments.

                       About Reed and Barton

Founded in 1824, Reed and Barton Corporation is a designer and
distributor of high quality silverware and tableware, along with
flatware, crystal drinkware, picture frames, ornaments, and baby
giftware.  Reed and Barton, which sells products with the Reed &
Barton, Lunt, R&B EveryDay, and Williamsburg brands, is based in
Taunton, Massachusetts.  The privately held company's stock is
owned by 28 record shareholders who either are descendants of Henry
Reed or trusts for their benefit.  Aside from selling its products
in department stores and TV shopping networks, the company has an
on-site factory store in Taunton and a showroom in Atlanta,
Georgia.

Reed and Barton sought Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-10534) in Boston, Massachusetts, on Feb. 17,
2015.  The case is assigned to Judge Henry J. Boroff.

The Debtor has tapped Holland & Knight, in Boston, as counsel;
Financo, LLC, as investment banker; and Verdolino & Lowey, P.C., as
accountant.

The Debtor disclosed $18,325,526 in assets and $25,684,156 in
liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 1 appointed three creditors to serve on
the official committee of unsecured creditors.


REED AND BARTON: Taps Verdolino & Lowey to Evaluate Auction Bids
----------------------------------------------------------------
Reed and Barton Corporation, in an amended application, asks the
U.S. Bankruptcy Court for permission to employ Craig R. Jalbert and
the accounting firm of Verdolino & Lowey, P.C. as accountants,
third party consultant, and intermediary for the bidding process,
nunc pro tunc to the Petition Date.

The Debtor seeks authority to retain V&L for three related roles:

   1. V&L, as its accountants, will assist the Debtor in its
restructuring efforts, including in the compilation of its
schedules, the preparation and filing of periodic reports with the
Office of the U.S. Trustee, preparation and submission of tax
returns and analysis of tax issues, investigation of avoidance
recoveries, claims analysis and reconciliation and to perform other
accounting functions.

   2. V&L will serve as its third party consultant between the
Debtor and Rockland Trust Company, effective as of the Petition
Date.  Section 6.17 of the DIP Credit Agreement requires, as a
condition to Rockland Trust's advancing funds for the Debtor's
postpetition operations, that the Debtor engage a mutually
agreeable third party to undertake a variety of tasks, including
preparation of 13-week cash flow projections, advising the Debtor
as to liquidity demands and availability and being available to
Rockland Trust for detailed discussions regarding the forecasts,
the Debtor's operating and financial performance and other material
issues.

   3. The Debtor has determined to expand V&L's role to include
appointing Craig Jalbert of V&L to consult with the Debtor's
investment banker and its management in evaluation both initial
overbids and in determining the party that submits the highest and
best bid at auction.  The Debtor has selected V&L as its
accountant, Third Party Consultant, and intermediary for the
bidding process because V&L possesses bankruptcy, accounting, and
litigation support expertise, V&L's professional staff has had
significant roles in many large bankruptcy cases in Massachusetts,
and V&L is familiar with the Debtor's business operations and the
multifaceted objectives the Debtor aims to achieve through the
successful consummation of a sale of all or substantially all its
assets.

The current hourly rates charged by the staff and professionals who
are expected to provide services to the Debtor range from $85 to
$435.

Additionally, the Debtor has paid V&L an initial retainer fee in
the amount of $25,000 and a subsequent retainer fee in the amount
of $75,000 to secure V&L's fees in connection with its
representation of the Debtor in the chapter 11 proceeding.

To the best of the Debtor's knowledge, V&L does not hold or
represent any interest adverse to the Debtor or its estate.

                       About Reed and Barton

Founded in 1824, Reed and Barton Corporation is a designer and
distributor of high quality silverware and tableware, along with
flatware, crystal drinkware, picture frames, ornaments, and baby
giftware.  Reed and Barton, which sells products with the Reed &
Barton, Lunt, R&B EveryDay, and Williamsburg brands, is based in
Taunton, Massachusetts.  The privately held company's stock is
owned by 28 record shareholders who either are descendants of
Henry Reed or trusts for their benefit.  Aside from selling its
products in department stores and TV shopping networks, the company
has an on-site factory store in Taunton and a showroom in Atlanta,
Georgia.

Reed and Barton sought Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-10534) in Boston, Massachusetts, on Feb. 17,
2015.  The case is assigned to Judge Henry J. Boroff.

The Debtor has tapped Holland & Knight, in Boston, as counsel;
Financo, LLC, as investment banker; and Verdolino & Lowey, P.C.,
as accountant.

The Debtor disclosed $18,325,526 in assets and $25,684,156 in
liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 1 appointed three creditors to serve on
the official committee of unsecured creditors.


RG STEEL: Gets Approval to Settle Air Product's $44.7-Mil. Claim
----------------------------------------------------------------
RG Steel LLC received court approval for a deal it struck with Air
Products and Chemicals Inc. that cuts the Pennsylvania-based
company's $44.7 million claim nearly in half.

Under the deal, Air Products can assert a general unsecured claim
of $29.25 million against the steel maker, down from $44.7 million
claim it originally wanted.  Both sides also agreed to release each
other from all claims.

                         About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'
fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture LLC,
sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12-
11661) on May 31, 2012.  Bankruptcy was precipitated by liquidity
shortfall and a dispute with Mountain State Carbon, LLC, and a
Severstal affiliate, that restricted the shipment of coke used in
the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to senior
lenders led by Wells Fargo Capital Finance, LLC, as administrative
agent, (ii) $218.7 million to junior lenders, led by Cerberus
Business Finance, LLC, as agent, (iii) $130.5 million on account of
a subordinated promissory note issued by majority owner The Renco
Group, Inc., and (iv) $100 million on a secured promissory note
issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and
Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi,
Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of the
Wheeling Corrugating division to Nucor Corp. brought in $7 million.
That plant in Sparrows Point, Maryland, fetched the highest price,
$72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.  RG Steel Sparrows Point LLC has
received the green light to sell some of its assets to Siemens
Industry, Inc., which include equipment and related spare parts,
for $400,000.


RITE AID: Posts $1.84 Billion Net Income in Fourth Quarter
----------------------------------------------------------
Rite Aid Corporation reported net income of $1.84 billion on $6.84
billion of revenues for the 13 weeks ended Feb. 28, 2015, compared
with net income of $55.4 million on $6.59 billion of revenues for
the 13 weeks ended March 1, 2014.

For the 52 weeks ended Feb. 28, 2015, Rite Aid reported net income
of $2.1 billion on $26.5 billion of revenues compared with net
income of $249 million on $25.5 billion of revenues for the 52
weeks ended March 1, 2014.

As of Feb. 28, 2015, the Company had $8.86 billion in total assets,
$8.8 billion in total liabilities and $57.05 million in total
stockholders' equity.

"In the fourth quarter, our strong growth in same-store sales and
prescription count as well as strong cost control helped drive
continued profitability," said Rite Aid Chairman and CEO John
Standley.

"These positive results contributed to a successful year in which
we took significant steps to further position Rite Aid as a retail
healthcare company," added Standley.  "We look forward to building
upon our success by leveraging our recent strategic investments to
grow our business.  We will also continue to implement our
initiatives that deliver value to our customers and help us provide
greater access to convenient, affordable and high quality
healthcare.  I thank our dedicated team of nearly 90,000 Rite Aid
associates for the great work they did throughout the year to
continue our recent momentum."

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

                        http://is.gd/CBKHmz

                       About Rite Aid Corp.

Rite Aid is a drugstore chain with 4,570 stores in 31 states and
the District of Columbia and fiscal 2014 annual revenues of $25.5
billion.

                           *     *     *

In March 2015, Moody's Investor Service confirmed its 'B2'
Corporate Family Rating of Rite Aid.  The confirmation reflects
Moody's expectation that Rite Aid will maintain debt to EBITDA
below 7.0 times after closing the acquisition of Envision
Pharmaceutical Holdings, Inc.

As reported by the TCR on Oct. 2, 2013, Standard & Poor's Ratings
Services said it raised its ratings on Rite Aid, including the
corporate credit rating, which S&P raised to 'B' from 'B-'.

In April 2014, Fitch Ratings upgraded its ratings on Rite Aid,
including its Issuer Default Rating to 'B' from 'B-'.  The upgrades
reflect the material improvement in the company's operating
performance, credit metrics and liquidity profile over the past 24
months.


RIVER-BLUFF: Court Set to Confirm Reorganization Plan
-----------------------------------------------------
The U.S. Bankruptcy Court, at a hearing held March 26, 2015,
ordered  Metiner G. Kimel, counsel for debtor River-Bluff
Enterprises, Inc., to submit proposed revised findings of fact and
conclusions of law, and order confirming the Debtor's Plan of
Reorganization, which will include the changes regarding the U.S.
Trustee's objection regarding Class 8, and reflect that the
late-filed ballots will be allowed for purposes of acceptance of
the Plan.

The Court will review and if acceptable, they will be entered as
the findings of fact and conclusions of law, and the order
confirming Plan will be entered.

Under River-Bluff's proposed plan, the company will continue to pay
JP Morgan Chase Bank's secured claims aggregating $2.59 million.
The bank will retain its liens against the apartments owned by the
company in Turlock and Riverbank, California.  River-Bluff will
make monthly payments of $39,000 to U.S. Bank National Association
on account of its $5.44 million claim, which is secured by the
company's real property located in Ellensburg, Washington.  U.S.
Bank will retain its lien against the property.  River-Bluff
proposes to pay its general unsecured creditors in full.

The restructuring plan will be funded principally by a net cash
flow from the future operations of the company, and in large part
by either a sale or refinance of its Ellensburg property, according
to the disclosure statement.  

                  About River-Bluff Enterprises

Ellensburg, Washington-based River-Bluff Enterprises, Inc., filed a
Chapter 11 bankruptcy petition (Bankr. E.D. Wash. Case No.
14-00843) on March 11, 2014.  In its schedules, the Debtor
disclosed $10.2 million in total assets and $17.6 million in total
liabilities.

This is River-Bluff's second bankruptcy filing in less than two
years.  It previously sought bankruptcy protection (Bankr. E.D.
Cal. Case No. 12-92017) in Modesto, California, in July 2012.  The
case was dismissed in 2013.

Gary W. Dryer, Assistant U.S. Trustee for Region 18, informed the
U.S. Bankruptcy Court for the Eastern District of Washington that
due to the lack of entities eligible to serve on the unsecured
creditors' committee, the U.S. Trustee is not appointing an
unsecured creditors' committee in the Chapter 11 case of
River-Bluff Enterprises, Inc.


ROADRUNNER ENTERPRISES: Hires Hirschler Fleischer as Counsel
------------------------------------------------------------
Roadrunner Enterprises, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Hirschler Fleischer, P.C. as its counsel.

The Debtor anticipates that Hirschler Fleischer will render general
legal services to the Debtor as needed throughout the course of
this Chapter 11 case.

Hirschler Fleischer will be paid at these hourly rates:

       David K. Spiro, Partner            $350
       Rachel A. Greenleaf, Associate     $220

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

Prior to the petition date, the Debtor provided Hirschler Fleischer
with a retainer of $29,000 (the "Retainer") for services rendered
or to be rendered and for reimbursement of expenses.  Hirschler
Fleischer has applied $15,305 of the retainer as payment for fees
and expenses incurred for the period through and including the
petition date.  Accordingly, $13,695 of thre retainer remains
unapplied.

David K. Spiro, partner of Hirschler Fleischer, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Hirschler Fleischer can be reached at:

       David K. Spiro, Esq.
       HIRSCHLER FLEISCHER, P.C.
       P.O. Box 500
       Richmond, VA 23218-0500
       Tel: (804) 771-9500
       Fax: (804) 644-0957

                About Roadrunner Enterprises Inc.

Headquartered in Chesterfield County, Virginia, Roadrunner
Enterprises Inc. owns the Roadrunner Campground and more than 70
rental properties, lots, and other real estate interests.

Roadrunner Enterprises filed for Chapter 11 bankruptcy protection
(Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015.  The petition
was signed by Carl Adenauer, president.  David K. Spiro, Esq., at
Hirschler Fleischer, P.C., serves as the Debtor's counsel.  Judge
Kevin R. Huennekens presides over the case.  The Debtor estimated
assets and liabilities of at least $10 million.


ROADRUNNER ENTERPRISES: Taps Robert Hansen as Accountant
--------------------------------------------------------
Roadrunner Enterprises, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Robert W. Hansen, CPA as accountant.

The Debtor anticipates that Hansen will assist it with numerous
accounting issues, including, but not limited to:

   (a) the preparation and filing of financial documents;

   (b) preparation of monthly financial reports, monthly or other
       periodic financial statements;

   (c) preparation of tax returns; assistance with bookkeeping and

       financial matters; assistance in formulating a Plan of
       Reorganization; and

   (d) such other matters reasonably necessary to assist the
       Debtor in performing its duties and successfully
       reorganizing.

The Debtor proposes to employ Hansen at his customary hourly rate
for comparable services, which is $250.

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

Subject to the Court's approval, the Debtor shall further provide
Hansen with a post-petition retainer.  $2,000 has been paid
anticipating Hansen's retention and an additional $1,000 will be
paid monthly beginning March 10, 2015 provided that the Debtor:

   -- is current on its quarterly fees to the U.S. Trustee;

   -- has filled all monthly operating reports;

   -- has made all required tax deposits; and

   -- is current on all post-petition trade payables.

Robert W. Hansen assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.

Hansen can be reached at:

       Robert W. Hansen
       4813 Steven Hill Drive
       Richmond, VA 23234
       Tel: (804) 743-9087

                About Roadrunner Enterprises Inc.

Headquartered in Chesterfield County, Virginia, Roadrunner
Enterprises Inc. owns the Roadrunner Campground and more than 70
rental properties, lots, and other real estate interests.

Roadrunner Enterprises filed for Chapter 11 bankruptcy protection
(Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015.  The petition
was signed by Carl Adenauer, president.  David K. Spiro, Esq., at
Hirschler Fleischer, P.C., serves as the Debtor's counsel.  Judge
Kevin R. Huennekens presides over the case.  The Debtor estimated
assets and liabilities of at least $10 million.


RP CROWN: S&P Lowers CCR to 'CCC+', Outlook Stable
--------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Scottsdale, Ariz.-based RP Crown Parent LLC to
'CCC+' from 'B-'.  The outlook is stable.

At the same time, S&P lowered its issue-level rating on the
company's first-lien senior secured credit facilities to 'B-' from
'B'; the '2' recovery rating is unchanged and indicates S&P's
expectation for substantial recovery (70% to 90%, in the lower half
of the range) in the event of payment default.  S&P also lowered
its issue-level rating on its second-lien term loan to 'CCC-' from
'CCC'; the '6' recovery rating is unchanged and indicates S&P's
expectation for negligible recovery (0% to 10%) in the event of
payment default.

"The rating action reflects license sales and profits that are
trending lower than expected, precluding the leverage reduction and
cash flow generation we had anticipated," said Standard & Poor's
credit analyst Christian Frank.

S&P now expects leverage to remain in the 10x area in 2015 and that
cash flow after first-lien debt amortization will be meaningfully
negative.  Although S&P expects positive operating trends over the
next year due to investments in sales and professional services led
by the CEO who joined during mid-2014, S&P also believes that
meaningful improvement beyond what it expects in 2015 will be
required to sustain the capital structure, and S&P is uncertain
about the company's ability to deliver the required performance.
However, S&P believes that the company has enough liquidity to
mitigate the cash flow shortfall in 2015.

The stable outlook reflects S&P's view that JDA is likely to
deliver revenue and EBITDA growth in 2015 and that it has enough
unrestricted capacity under its revolving credit facility to cover
its debt service commitments in case of a modest shortfall in cash
flow over the next 12 months.

S&P could lower the rating if it come to view liquidity as less
than adequate or if expected operating improvements do not
materialize as a result of lower-than-expected license sales or
professional services utilization.

S&P could raise the rating over the next 12 months if the company's
investments in its sales force result in meaningful growth in
revenue and profitability, such that it generates positive cash
flow after debt service and leverage falls below 9x.



RYMAN HOSPITALITY: S&P Assigns BB Rating on $400MM Sr. Unsec. Notes
-------------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned
Nashville-based Ryman Hospitality Properties Inc.'s proposed $400
million senior unsecured notes due 2023 an issue-level rating of
'BB' (two notches above the corporate credit rating), with a
recovery rating of '1', indicating S&P's expectation for very high
(90%-100%) recovery for lenders in the event of payment default.
The notes are being co-issued by Ryman's wholly owned subsidiaries
RHP Hotel Properties L.P. and RHP Finance Corp. Parent Ryman
Hospitality Properties Inc. and its operating subsidiaries
guarantee the notes.

Ryman will use proceeds from the proposed senior unsecured notes to
fully repay its $300 million senior secured term loan A, repay a
portion of outstanding revolver balances, and for transaction fees
and expenses.  S&P will withdraw its issue-level and recovery
ratings on the term loan A when it is redeemed.

S&P's 'B+' corporate credit rating and stable outlook on Ryman are
unchanged.  S&P's 'BB' issue-level ratings and '1' recovery ratings
on Ryman's $700 million senior secured revolving credit facility
due 2017, $400 million senior secured term loan B due 2021, and
$350 senior unsecured notes due 2021 are also unchanged. The
transaction is leverage neutral, and S&P continues to expect
operating-lease-adjusted debt to EBITDA to be in the high-4x area
and funds from operations (FFO) to debt to be in the mid-teens in
2015.

RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's recovery rating on Ryman's $700 million secured
      revolving credit facility due 2017, $400 million senior
      secured term loan B due 2021, $350 million senior unsecured
      notes due 2021, and the proposed senior unsecured notes due
      2023 is '1', indicating S&P's expectation for very high
      (90%-100%) recovery for investors in the event of a default.

   -- S&P's simulated default scenario contemplates a default
      occurring in 2019, incorporating a significant reduction in
      the company's property values as a result of prolonged
      economic weakness and deteriorating cash flows in the
      company's hotel group business.

   -- S&P assumes Ryman's assets would be sold to other hotel
      investors.  As a result, S&P used a discrete asset approach
      to value the company on a property-by-property basis.

Simulated default and valuation assumptions:
   -- Year of default: 2019
   -- LIBOR at default: 2.5%
   -- Net discrete asset value (after 5% admin costs): $1.9
      billion
   -- Secured first-lien debt: $1 billion
   -- Recovery expectation: 90%-100%
   -- Senior unsecured debt: $770 million
   -- Recovery expectation: 90%-100%

RATINGS LIST

Ryman Hospitality Properties Inc.
Corporate Credit Rating                  B+/Stable/--

New Ratings

RHP Hotel Properties LP
RHP Finance Properties LP
  $400 mil sr unsecured notes due 2023   BB
   Recovery Rating                       1



SALADWORKS LLC: Hearing on UpShot Plan Services Continued
---------------------------------------------------------
The U.S. Bankruptcy Court authorized Saladworks, LLC to employ
UpShot Services LLC as administrative agent nunc pro tunc to the
Petition Date.

While UpShot is approved as administrative agent, Upshot, however,
will not perform any services in connection with a plan of
reorganization or liquidation absent further order of the Court.
The approval of the plan administrative services will be continued
to the omnibus hearing to be held on April 21, 2015, at 2:00 p.m.

The Debtor has sought permission to engage UpShot Services to,
among other things, provide bankruptcy administrative services,
primarily related to administrative functions relating to a plan
process and preparation of schedules and statements of financial
affairs.

As reported in the TCR on March 13, 2015, WS Finance, LLC and JVSW,
LLC, in their objection, pointed out that the Debtor does not
contemplate filing a plan in the case, instead, the Debtor proposes
to sell substantially all of its assets in an 11 U.S.C. Sec. 363
sale, and, as a result, majority of the services proposed to be
provided by UpShot (balloting, tabulation of votes, reports
relating to reorganization, generating ballots, ballot
certifications and testimony in connection with such services,
managing distributions) are not relevant to the case.

                  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.

Saladworks, LLC, disclosed $2,303,632 in assets and $14,220,722 in
liabilities as of the Chapter 11 filing.

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.



SALADWORKS LLC: Landis Rath Approved as Bankruptcy Counsel
----------------------------------------------------------
The U.S. Bankruptcy Court authorized Saladworks, LLC, to employ
Landis Rath & Cobb, LLP, as counsel, nunc pro tunc to the Petition
Date.

In a prior filing, the Debtor responded to the objection of JVSW,
LLC and WS Finance, LLC to the motions to employ (i) Landis; (ii)
Upshot Services LLC as administrative agent; and (iii) SSG
Advisors, LLC, stating that VH has failed to address the merits of
the retention application in relation to the standards set forth
under the Bankruptcy Code, let alone cite a single case in support
of the VH retention objections.  The Debtor contends that the
applications must be approved because the standards of the
Bankruptcy Code and Bankruptcy rules were satisfied.

As reported in the TCR on March 13, 2015, parties-in-interest WS
Finance, LLC and JVSW, LLC, filed objections to the application to
employ Landis.  The objectors were concerned that, if the LRC
application is approved as presented by the Debtor, the engagement
of LRC and the significant prepetition payments by the Debtor to
LRC, will not be subjected to appropriate levels of investigation
and scrutiny.  The objectors said that the motion must be denied
because:

   a. LRC has not included, as a part of its engagement, a copy of
its pre-Petition Date engagement agreement with the Debtor, which
objectors believe is a critical element of any determination
regarding the various allegations contained in the LRC
application;

   b. While LRC has disclosed a range of hourly rates to be charged
for work performed on behalf of the Debtor, LRC must also disclose
a breakdown of the hourly rates of each professional and
paraprofessional expected to perform services on behalf of the
Debtor in the case.

   c. LRC must be required to provide to parties in interest,
including objectors, a detailed statement of its services performed
on behalf of the Debtor between the date on which LRC was the
engaged and the Petition Date, particularly where LRC
seeks to be compensated in excess of $93,000 for work performed
prior to the Petition Date.

                       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.

Saladworks, LLC, disclosed $2,303,632 in assets and $14,220,722 in
liabilities as of the Chapter 11 filing.

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.



SCHAHIN OIL: Fitch Cuts Issuer Default Ratings to 'C'
-----------------------------------------------------
Fitch Ratings has downgraded Schahin Oil and Gas Ltd.'s (Schahin,
or HoldCo) foreign and local currency Issuer Default Ratings (IDRs)
to 'C' from 'B-' and removed the Rating Watch Negative.

KEY RATING DRIVERS

The downgrade follows the continuing deterioration of Schahin's
credit quality and its exposure to current depressed market
conditions. HoldCo has not succeeded in refinancing its short-term
debt, which further pressured its already tight liquidity position.
Allegations that the engineering unit of the Schahin Group, Schahin
Engenharia, would be involved in the Lava-Jato investigation
contribute to aggravating the situation. Petrobras' announcement on
April 2, 2015, that Schahin would temporarily suspend the
operations of five out of its six vessels indicates the company
faces severe liquidity issues to run its daily operations. The
suspension may affect uptime performance and could eventually lead
to an early termination of the contracts.

Schahin currently has a bridge loan with Mizhuo Bank Ltd for
approximately USD460 million due in October 2015. The company's
refinancing risk substantially increased as a result of the
decrease in international oil prices and the uncertainty created by
the current investigation into Petrobras' contracting practices. A
USD340 million of short-term bank debt at Deep Black Drilling LLC,
an intermediate holding company, further pressures Schahin's
liquidity.

KEY ASSUMPTIONS

-- Credit will continue to be scarce in Brazil especially for
    those with names cited on the Lava-Jato investigation.

RATING SENSITIVITIES

Fact that could lead to a negative rating action is a request for
bankruptcy protection.

A positive rating action is unlikely in the short and medium term.
Key considerations for an upgrade in the future would be a faster
deleveraging process coupled with a reduction of HoldCo's
structural subordination to its operating assets.



SCIENCE APPLICATIONS: S&P Assigns 'BB' CCR, Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB' corporate credit rating on U.S.-based Science Applications
International Corp.  The outlook is stable.

At the same time, S&P assigned its 'BB' issue-level rating to the
company's secured credit facility, which includes the existing $500
million term loan A (roughly $489 million outstanding as of Jan.
31, 2015), a $100 million add-on to the term loan A, a $200 million
undrawn revolver, and a new $570 million term loan B.  S&P assigned
the credit facility a recovery rating of '3', indicating its
expectation for meaningful (50%-70%; lower end of the range)
recovery in a simulated default scenario.

"Our rating on SAIC reflects the competitive nature of the
government services market combined with the company's elevated
debt levels following its proposed debt-financed acquisition of
Scitor Corp., but also factors in its solid and predictable free
cash flow, much of which we expect to be applied to debt reduction
over the next year," said Standard & Poor's credit analyst Chris
Mooney.

SAIC plans to raise $670 million of additional debt, which, along
with its cash on hand, will be used to fund the $790 million Scitor
acquisition resulting in debt-to-EBITDA rising to about 3.5x on a
pro-forma basis (including earnings from Scitor) from about 1x
previously.  S&P believes this level of financial leverage is
slightly higher than what management is comfortable operating with
on a sustained basis and anticipate that SAIC's debt-to-EBITDA will
average 3x or below over time.  Still, S&P believes that future
acquisitions are possible in the coming years, which could cause
this ratio to temporarily spike above 3x.

The stable outlook reflects S&P's belief that the company will
likely generate solid cash flow despite the challenging conditions
for service contractors, which, if applied toward debt reduction,
should lead SAIC's debt-to-EBITDA to decline to 2.6x-3.0x over the
next year from about 3.5x on a pro-forma basis.

S&P could raise its rating on SAIC if its debt-to-EBITDA falls
below 2.5x and its FFO-to-debt rises above 30%, which would most
likely be caused by debt reduction, with a commitment from
management to maintain these levels for a sustained period.

Although unlikely, S&P could lower the rating if the company's
debt-to-EBITDA rises above 4x and its FFO-to-debt falls below 20%
for a prolonged period, which would most likely be caused by
increased debt to fund an acquisition or shareholder rewards.
Although less likely, this deterioration of SAIC debt ratios could
also be caused by operating challenges that result in lower
earnings, including the loss of key contracts due to budget
reductions, integration problems, or increased price competition
for new awards.



SCIENTIFIC GAMES: Files Form S-4 Registration Statement with SEC
----------------------------------------------------------------
Scientific Games Corporation, on April 10, 2015, filed a
registration statement on Form S-4 with the Securities and Exchange
Commission to satisfy certain obligations under the registration
rights agreements for the $350,000,000 6.625% Senior Subordinated
Notes due 2021 and the $2,200,000,000 10.000% Senior Unsecured
Notes due 2022, both of which were issued by Scientific Games
International, Inc.  

SGI's obligations under the 2021 Notes and the Unsecured Notes are
fully and unconditionally and jointly and severally guaranteed by
the Company and substantially all of the Company's 100%-owned U.S.
subsidiaries other than SGI.  Included within the Guarantor
Subsidiaries are the following 100%-owned subsidiaries of Bally
Technologies, Inc.: Alliance Holding Company, Arcade Planet, Inc.,
Bally Gaming International, Inc., Bally Gaming, Inc., Bally
Properties East, LLC, Bally Properties West, LLC, Casino
Electronics, Inc., Compudigm Services, Inc., SHFL Properties, LLC
and Sierra Design Group.

                       About Scientific Games

Scientific Games Corporation is a developer of technology-based
products and services and associated content for worldwide gaming
and lottery markets.  The Company's portfolio includes instant and
draw-based lottery games; electronic gaming machines and game
content; server-based lottery and gaming systems; sports betting
technology; loyalty and rewards programs; and social, mobile and
interactive content and services.  Visit
http://www.scientificgames.com/       

Scientific Games reported a net loss of $234 million in 2014, a net
loss of $30.2 million in 2013 and a net loss of $62.6 million for
2012.  As of Dec. 31, 2014, Scientific Games had $9.99 billion in
total assets, $9.99 billion in total liabilities and $3.9 million
in total stockholders' equity.

                           *     *     *

The TCR reported on May 21, 2014, that Moody's Investors Service
downgraded Scientific Games Corporation's ("SGC") Corporate Family
Rating to 'B1'.  The downgrade reflects Moody's view that slower
than expected growth in SGC's Gaming and Instant Products segments
will cause Moody's adjusted leverage to exceed 6.0 times by the
end of 2014.

As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'B+' from 'BB-' on
Scientific Games Corp.

"The downgrade and CreditWatch placement follow Scientific Games'
announcement that it has agreed to acquire Bally Technologies for
$5.1 billion, including the refinancing of about $1.8 billion in
net debt at Bally," said Standard & Poor's credit analyst Ariel
Silverberg.


SEANERGY MARITIME: Posts $1.25 Million Net Loss in Fourth Quarter
-----------------------------------------------------------------
Seanergy Maritime Holdings Corp. reported a net loss of $1.25
million on $0 of net vessel revenue for the three months ended Dec.
31, 2014, compared with net income of $7.47 million on $6.33
million of net vessel revenue for the same period in 2013.

For the 12 months ended Dec. 31, 2014, the Company reported net
income of $80.3 million on $2.01 million of net vessel revenue
compared to net income of $10.9 million on $23.07 million of net
vessel revenue in 2013.

As of Dec. 31, 2014, the Company had $3.26 million in total assets,
$592,000 in total liabilities and $2.67 million in total
shareholders' equity.

"Following our successful financial restructuring that was
completed in 2014, we concluded another transformational
transaction with the acquisition of the Capesize M/V Leadership.

"Going forward the Company remains committed to its business plan,
which is to grow its fleet on a sustainable basis.  The current
prolonged market weakness has led to significantly lower asset
prices and we now have more opportunities for acquisitions at
historically depressed values.  We believe that our long-standing
relationships with several financial institutions, combined with
our major shareholder's support, will allow us to grow our Company
during the 30-year historical low point of the cycle.  Seizing the
opportunity, I would like to reiterate our belief that since a
large portion of the overall returns in shipping relate to the
timing and price of asset acquisitions, Seanergy represents a
unique platform and opportunity for growth in the dry bulk space
with a clean balance sheet and no debt.

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


                        http://is.gd/NuryCq

                           About Seanergy

Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities.  The Company owns and operates a fleet
of seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels.  Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as
well as bauxite, phosphate, fertilizer and steel products.

Ernst & Young (Hellas) Certified Auditors Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31,
2013.  The independent auditors noted that the Company, as of
December 31, 2013 continued to be in breach of certain terms and
covenants of the loan facility with its remaining lender, and had
a working capital deficit and an accumulated deficit.  Following
the disposal of its entire fleet subsequent to December 31, 2013
in the context of its restructuring plan, the Company is unable to
generate sufficient cash flow to meet its obligations and sustain
its continuing operations.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


SILVERADO STREET: Names James Lee as General Bankruptcy Counsel
---------------------------------------------------------------
Silverado Street, LLC asks for permission from the U.S. Bankruptcy
Court for the Southern District of California to employ James J.
Lee as general bankruptcy counsel.

The Debtor requires James Lee to:

   (a) advise the Debtor with respect to the requirements of the
       Bankruptcy Court, the Bankruptcy Code, the Federal Rules of

       Bankruptcy Procedure, and the Office of the United States
       Trustee;

   (b) advise the Debtor with respect to the rights and remedies
       of their bankruptcy estate and the rights, claims, and
       interests of creditors;

   (c) advise and consult in the representation of Debtor in any
       adversary proceeding where the Debtor is or may be
       represented by special counsel;

   (d) advise, consult, and represent Debtor in such legal actions

       as are necessary concerning the use and disposition of
       property of the estate including use of cash collateral,
       defense of motions to lift or modify the automatic stay,
       and the assumption or rejection of unexpired leases and
       executory contracts;

   (e) advise, consult, and prosecute the approval of a Chapter 11

       Plan or Reorganization, including the preparation of a
       Disclosure Statement; and

   (f) advise and consult with Debtor or post-confirmation
       bankruptcy basis until time of closing of this Chapter 11
       case.

Mr. Lee will bill his time for legal representation of the Debtor
on an hourly fee basis at his standard billing rate which is
presently $375 per hour.  

Mr. Lee will seek reimbursement of fees and expenses in accordance
with the guidelines promulgated by the Office of the U.S. Trustee
for the Southern District of California.

Mr. Lee has agreed to accept post-petition retainer fees of $7,500
per month.

Mr. Lee assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtors and
their estates.

Mr. Lee can be reached at:

       James J. Lee, Esq.
       12731 Via Terceto
       San Diego, CA 92130
       Tel: (702) 521-4377
       E-mail: james@leelawonline.com

                       About Silverado Street

Silverado Street, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Cal. Case No. 14-09543) on Dec. 9, 2014, disclosing
$11.3 million in total liabilities and total assets of $21.8
million.  The petition was signed by Amr Aljassim as managing
member.  James Lee, Esq., at Legal Offices of James J. Lee, serves
as the Debtor's counsel.  Judge Christopher B. Latham presides over
the case.


SOLAR POWER: Appoints Jeffrey Ren as Independent Director
---------------------------------------------------------
Solar Power, Inc., has appointed Jeffrey Yunan Ren as an
independent director, effective April 9, 2015.

Mr. Ren, 39, is a managing director of a private equity firm in
Hong Kong.  Mr. Ren currently serves as a member of the Board of
Directors and the Chairman of the Audit Committee of Tiger Media,
Inc., a multi-platform media and data products and service company
listed on the NYSE; a non-executive director of Labixiaoxin Snacks
Group Limited, a Chinese manufacturer and distributor of snacks
listed on the Hong Kong Stock Exchange; an independent director of
China Child Care Corporation, a Chinese manufacturer and
distributor of child care products listed on the Hong Kong Stock
Exchange; and a board member of numerous private companies.

From May to November 2013, Mr. Ren served as an independent
director of Vision Fame International Holding Limited, a company
focusing on the construction business and listed on the Hong Kong
Stock Exchange.  From June 2010 to March 2012, Mr. Ren served as
president of a pharmaceutical investment holding company based in
Hong Kong.  Previously, Mr. Ren served as an executive director at
UBS Investment Bank in Hong Kong from 2008 to 2010 and as a vice
president at Lehman Brothers in Hong Kong from 2006 to 2008.  Mr.
Ren holds an LL.M. from Harvard Law School, and is a graduate of
Peking University Law School (LL.B. and graduate program).

                         About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power reported a net loss of $5.19 million in 2014, a net
loss of $32.2 million in 2013 and a net loss of $25.4 million in
2012.  As of Dec. 31, 2014, the Company had $588 million in total
assets, $326 million in total liabilities, and $262 million in
total stockholders' equity.


STATE FISH: Trustee Withdraws Bid to Tap Antarctica as Inv. Banker
------------------------------------------------------------------
R. Todd Neilson, Chapter 11 trustee for State Fish Co., Inc., et
al., notified the U.S. Bankruptcy Court that he has withdrawn the
Debtor's motion to employ Antarctica Advisors LLC as investment
banker, effective as of Feb. 26, 2015.

In a previous order, the Court did not approve the stipulation to
continue until April 9, 2015, the hearing to consider Antarctica
application.  The Court required the parties to attend the
March 19 hearing to discuss the possible continued hearing dates
and briefing deadlines.

The stipulation provided for the continuance of hearing because the
trustee was just been appointed and has not yet determined whether
to employ Gordon Rees in the cases, and therefore required
additional time to gather information with regard to the proposed
employment of Antarctica.

                       About State Fish

State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California.  Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.

State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid
a family dispute and liquidity woes brought by declining fish
catches.  Sisters Vanessa DeLuca, Roseann DeLuca and Janet
Esposito, backed the bankruptcy filing while John DeLuca has
opposed the Chapter 11 effort.

The Hon. Sandra R. Klein presides over the jointly administered
cases.  Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie
LLP, serve as the Debtors' counsel.  George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.

State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.

The U.S. Trustee has appointed three entities -- Cedar Cold
Services LLC, Star-Box Inc., and Queen City Seafood Sales -- to
serve on the official committee of unsecured creditors.  The panel
has tapped Levene, Neale, Bender, Yoo & Brill LLP to serve as its
general counsel.

R. Todd Neilson has been appointed as Chapter 11 trustee effective
as of Feb. 27, 2015.


SULLIVAN INTERNATIONAL: Section 341 Meeting Set for May 5
---------------------------------------------------------
There will be a meeting of creditors of Sullivan International
Group, Inc. on May 5, 2015, at 4:00 p.m. at 402 W. Broadway,
Emerald Plaza Building, Suite 660 (B), Hearing Room B, in San
Diego, California.

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.

Sullivan International Group, Inc., an environmental engineering
provider, commenced a Chapter 11 bankruptcy case (Bankr. S.D. Cal.
Case No. 15-02281) in San Diego, California, on April 6, 2015.
Steven E. Sullivan signed the petition as chief executive officer.
The Debtor disclosed total assets of $16.27 million and total debts
of $17.25 million.  James P. Hill, Esq., at Sullivan, Hill, Lewin,
Rez & Engel, APLC, in San Diego, represents the Debtor as counsel.


TAYLOR, MI: Fitch Affirms 'BB' Rating of $4.4MM LTGO Bonds
----------------------------------------------------------
Fitch Ratings affirms the following ratings on Taylor, Michigan's
(the city) general obligation bonds:

   -- $4.4 million limited tax general obligations (LTGOs) series
      2004 and 2005 at 'BB';

   -- $505,000 million LTGO downtown development (DDA) bonds
      series 2002 at 'BB';

   -- $14.5 million Brownfield Redevelopment Authority (BRDA)
      bonds, series 2005 and 2006 at 'BB';

   -- Implied unlimited tax general obligation rating at 'BB+'.

The Rating Outlook is Stable.

SECURITY

The LTGO bonds are secured by the city's full faith and credit
general obligation and its ad valorem tax pledge, subject to
applicable charter, statutory and constitutional limitations.

The DDA and BRDA bonds are secured by relevant tax increment
revenues collected within the development area. As additional
security the city has pledged its full faith and credit subject to
applicable constitutional, statutory and charter limitations.

KEY RATING DRIVERS

SIGNIFICANT IMPROVEMENT IN FINANCIAL PERFORMANCE: Implementation of
a deficit elimination plan resulted in drastic expenditure cuts in
fiscals 2013 and 2014 and sizable surpluses that eliminated the
city's deficit earlier than projected. Moderate budgetary pressures
will continue over the near term.

SLUGGISH TAXABLE VALUE: Taxable value (TV) has declined notably for
the five years through 2014 with some stabilization expected for
fiscal 2015. Fitch does not expect much growth in the base in the
near term as the city has limited new developable land.

MINIMAL REVENUE-RAISING FLEXIBILITY: Property taxes are the city's
main revenue source. The city is currently at its property tax cap,
so revenue-raising options are limited.

CONTINGENT OBLIGATIONS: The general fund is obligated to support
contingent obligations whose intended repayment source has not
fully materialized. General fund support of these obligations is
expected to continue to be needed over the life of the
obligations.

LIMITED FINANCIAL FLEXIBILITY: The one-notch difference between the
LTGO and the implied ULTGO ratings reflects the city's severely
limited financial flexibility, as evidenced by the history of
negative unrestricted general fund balance combined with the
inability to increase property taxes or other revenues.

DEVELOPMENT BONDS CARRY LTGO PLEDGE: The DDA and BRDA bonds carry a
pledge of both tax increment revenues and the city's LTGO. The
ratings are based upon the LTGO due to historical and projected
increment revenue shortfalls, and the lack of an additional bonds
test.

RATING SENSITIVITIES

ABILITY TO MAINTAIN BUDGETARY BALANCE: The rating and Outlook are
highly sensitive to management's ability to continue the recent
trend of budgetary surpluses, restoration of general fund liquidity
without inter-fund borrowing, and performance of other credit
factors. Continuation of positive trends could lead to upward
rating action.

CREDIT PROFILE

Taylor is located in Wayne County, MI, approximately 18 miles
southwest of Detroit. The city has experienced a 6.2% population
loss since 2000, with 61,817 residents in 2014.

GENERAL FUND DEFICIT ELIMINATED

The city of Taylor's notable decline in financial flexibility was
due to management's inability to match expenditure reductions to
rapid declines in property tax revenues and state shared revenues.
Audited fiscal 2011 and 2012 results posted the largest of several
annual general fund operating deficits, over $5 million in each
year. This resulted in an unrestricted general fund deficit of $5.4
million or 11.6% of expenditures by the end of fiscal 2012.

The city adopted and implemented a deficit elimination plan (DEP)
mid-year in fiscal 2012 which included significant expenditure
reductions including personnel cuts and salary and benefit
concessions. Audit results for fiscal 2013 and 2014 indicate
sizable operating surpluses totaling $5.7 million which reversed
the deficit to a small positive $390,000. These surpluses
eliminated the general fund deficit earlier than management's
original fiscal 2016 projection. Modest improvement in state
revenues and stabilized property tax revenues as a result of
improved collections contributed to the improvement.

Fiscal 2015 cash basis results through March 2015 project
continuation of surplus operations, projected at $500,000, and the
achievement of an unrestricted general fund balance of $907,000 or
3% of budget. As Taylor is at its maximum property tax rate, TV is
expected to be flat to modestly positive at best, and state shared
revenues are likely to increase only moderately, continued positive
operations have been driven by recurring expenditure cuts and labor
contract savings. Fitch expects many of these savings to continue
but the city may be pressured with demand for service restoration
in the coming years. The city's very high annual carrying costs for
debt and pensions are a budgetary challenge. Overall carrying costs
for direct city and contingent debt service plus pension and other
post-employment benefits (OPEB) funding are high at 33% of total
governmental expenditures. The city could seek voter approval for a
dedicated police/fire or deficit-elimination levy, support for
which is uncertain.

Liquidity needs are being met by short-term loans of up to $7.5
million annually from the city's water and sewer enterprise funds.
The loans have been repaid using property taxes by Oct. 31 of each
fiscal year. Continued improvement in general fund budgetary
balance has reduced the borrowing amount by half in fiscal 2015.
Enterprise fund liquidity remains strong with $11.5 million, or 300
days cash on hand in fiscal 2014. Reduced reliance on short-term
borrowing would be a credit positive.

CONTINGENT OBLIGATIONS NOT SELF-SUPPORTING

Financial operations face additional pressure due to general fund
exposure to the BRDA issues. The 2005 A and B BRDA bonds were
expected to be self-supporting from tax revenue captured from the
building of approximately 200 homes. The housing development has
not occurred and only modest development is planned over the next
one to two years. The city general fund began to subsidize
repayment of the bonds in fiscal 2012 in the amount of
approximately $800,000. The subsidy is expected to decrease
following a refinancing which provides small annual debt service
savings and the shifting of some costs to the utility fund. The
amount of debt that can be reimbursed by the utility fund is
approximately 23%, which will provide relief to the general fund.
Additionally, the city projects some excess DDA funds will be
available in 2017 as some debt is retired.

The 2006 BRDA bonds were also expected to be self-supporting;
however, two out of the three projects generate insufficient
revenues. Total potential general fund subsidy for all BRDA issues
represents a modest approximately 2% of fiscal 2014 general fund
expenditures.

LOCAL ECONOMIC CONDITIONS REMAIN UNFAVORABLE

Taylor is located in the 'downriver' area of metropolitan Detroit
and has strong ties to the auto industry, which has led to a
difficult economic climate. The general slowdown in the housing
market coupled with a significant number of foreclosures has put
downward pressure on property values. Unemployment has improved and
averaged 7.2% in 2014 which was below the county (9.4%) and the
state (7.4%) but remains above the nation (6.2%). The decline in
the unemployment rate was due partially to a 1.2% reduction in the
labor force over the past decade. Taylor's poverty rate was 21.2%
in 2013, compared to the state's at 16.8%, and the nation's at
15.4%.

TV has declined by over 30% since 2009. The city projects 0.7% TV
growth in 2015 and slightly increasing values thereafter based on
the county assesor's projections. Fitch believes these projections
are realistic given continued modest recovery in the housing market
and the lagged effect on TV.

Current tax collection rates have been low at approximately 91%
over the past five years. While it is the practice of Wayne County
to reimburse the city for all delinquencies at the end of each
fiscal year, the payment is subject to charge-backs if the county
is unable to collect the delinquent taxes or sell the property. The
city experienced modest improvement in collections and lower
chargebacks in fiscal 2013 and 2014. The top 10 taxpayers make up a
moderate 11.6% of total TV.

PENSION, OPEB & DEBT OBLIGATIONS MANAGEABLE IN NEAR TERM
Overall debt is moderate at $1,918 per capita and 4.4% of market
value. The city has no plans to issue additional debt and
amortization is rapid with 75% of total principal retired within 10
years. Overall carrying costs for direct city and contingent debt
service plus pension and OPEB funding are high at 33% of total
governmental expenditures.

The city administers two defined benefit pension plans covering
nearly all police, fire, and general government employees; court
employees are covered by the state-run Municipal Employee
Retirement System (MERS). Using a 7% rate of return, MERS was
adequately funded at about 80% in fiscal 2013. The city
administered plans were funded at 53% and 68% despite annual ARC
payments, which could lead to even higher carrying costs in future
budgets. OPEBs are funded on a pay-go basis, which was a high 12%
of total governmental spending in 2014. Additionally, the unfunded
actuarial accrued OPEB liability is high at 8% of the tax base
market value.



TGI FRIDAY'S: S&P Alters Outlook to Stable on Sale of UK Restos
---------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on TGI
Friday's Inc. (TGIF) to stable from negative.  S&P affirmed the
'B+' corporate credit rating.

"At the same time, we affirmed the 'BB-' issue-level rating on the
company's first-lien credit facility. The recovery rating is
'2'indicating our expectation towards the lower end of the
substantial (70% to 90%) recovery range for lenders in the event of
a payment default. Following the U.K. franchise sale, proceeds of
which the company used to pay down debt, and the subsequent
proposed capital structure transaction, TGIF's capital structure
will be a first-lien credit facility that consists of a five-year
$50 million revolving credit facility and a term loan with an
outstanding balance of $324 million," said S&P.

"We based our ratings on Carrollton, Texas-based casual dining
operator and franchisor TGIF on its vulnerability to consumer
spending and dining trends and its mid-size scale compared with
larger operators such as Applebee's, Olive Garden, and other larger
casual dining competitors," said credit analyst Mathew Christy. "We
think the remainder of the restaurants set to be sold under its
refranchising plans will allow the company to generate sizeable
cash proceeds in the near term and allow the company to improve
earnings and cash flow consistency. We do not anticipate any
debt-funded shareholder initiatives, but project in our base case
that the company will use any near-term franchise proceeds
primarily for dividends to the private equity sponsors. These are
the primary factors that support our view of the company's business
and financial risk profiles."

"Our rating outlook is stable. We believe operating performance for
TGIF will remain relatively stable following the franchising of
more than 78% of the company's restaurants and anticipation that
more than 90% of the restaurant base will be franchised, which we
expect to be completed later this year. We also believe credit
metrics will remain in line with our estimates for pro-forma
levels, including debt to EBITDA in the mid- to high-4x," said
S&P.

Downside scenario

"We could lower the rating if we believe the company will sustain
total debt-to-EBITDA leverage above 5x in conjunction with FFO to
debt below 12%. This could occur as a result of a
weaker-than-anticipated operating performance or debt-financed
dividend to the private equity sponsors. We estimate EBITDA would
need to decline more than 5% from estimated 2015 levels for this to
occur or adjusted debt increases, neither of which we consider in
our base-case given the company's more stable earnings stream from
franchised restaurants and expected cash flow from continued sale
of restaurants to franchisees. A downgrade could also occur if the
company cannot achieve projected margins without a significant pay
down in debt," said S&P.

Upside scenario

"Although unlikely in the near term, we could raise the rating if
we believe the company can sustain an adjusted leverage ratio less
than 4x and FFO to debt that approaches 20%. Adjusted EBITDA would
need to increase nearly 20% from our estimated 2015 levels for this
to occur, assuming debt levels remain stable. We could also
consider a higher rating if the company uses proceeds from
franchise sales to pay down debt or if the private equity owners
reduce their holdings below 40%. Under this scenario we would
revise the financial risk profile to 'significant,'" said S&P.


TRANS ENERGY: To Sell Marcellus Assets for $71.3 Million
--------------------------------------------------------
Trans Energy, Inc., announced the signing of an agreement to sell
Marcellus assets in Wetzel County, West Virginia, for approximately
$71.3 million in net proceeds, subject to adjustments to be
determined at closing.

The divestiture consists of 5,159 net acres and 12 producing
Marcellus wells.  The acreage represents approximately one-third of
Trans Energy's total net acreage position targeting the Marcellus
Shale.  The transaction is expected to close approximately ninety
days following the signing of the agreement, pending satisfactory
title and environmental diligence by the buyer and subject to the
satisfaction of certain closing conditions specified in the
agreement.  The company expects to receive approximately $47
million at closing, net of funds used to repurchase assets that are
to be included in the sale, with any incremental funds expected to
be received upon the successful resolution of certain quiet title
actions that are currently ongoing and the release of funds that
will be held in escrow for a time following the closing.

John Corp, president of Trans Energy, said, "Today's announcement
supports the belief that our team's hard work and well defined
strategy has built a position in Northern West Virginia that is
highly valuable."

Corp continued, "We have been successful in our efforts to expand
the overall acreage position of our joint development arrangement
with Republic Energy over the past year, particularly in Marion and
Marshall Counties.  We believe that this will continue to be the
case over the near term, and that allocating a significant portion
of the proceeds from the sale toward debt repayment will better
position us to then focus on the development of our core acreage
positions in Marshall and Marion Counties.  Those areas represent
attractive opportunities for us to increase shareholder value."

After the sale, Trans Energy will continue to own approximately
10,400 net acres in Marshall and Marion Counties.  Trans Energy and
Republic Energy will continue to own a combined 27,800 net acres in
those counties.  Management believes it can drill approximately 150
horizontal Marcellus wellbores today with lateral lengths of at
least 4,500 feet, pending the application for and the receipt of
permits, on this acreage.  Management further believes it can
ultimately drill over 350 such horizontal Marcellus wells on this
acreage position, pending additional title work and potential
leasehold acquisitions that have already been planned.

                         About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its operations
are presently focused in the State of West Virginia.

Trans Energy reported a net loss of $17.7 million in 2013 following
a net loss of $21.2 million in 2012.  The Company's balance sheet
at Sept. 30, 2014, showed $103.6 million in assets, $130.2 million
in total liabilities and a $26.6 million total stockholders'
deficit.


TRITON AVIATION: Fitch Cuts Rating on Class A-1 Notes to 'Csf'
--------------------------------------------------------------
Fitch Ratings takes the following actions on five classes of Triton
Aviation Finance (TAF):

   -- Class A-1 note downgraded to 'Csf'/RE' from 'CCsf'/RE
      70%;

   -- Class B-1, B-2, C-1, and C-2 notes affirmed at 'Csf'/RE0%.

KEY RATING DRIVERS

The downgrade of the class A-1 notes to 'Csf' from 'CCsf' reflects
Fitch's view that default is considered inevitable as trust
cashflow has deteriorated due to the aircraft pool's illiquidity
and age. The transaction has also been negatively affected by low
utilization and small returns on aircraft sales or part-outs. Fitch
expects the class to recover 20% (RE 20%) of its current principal
balance. The affirmation of classes B, C, and D, all with RE0%,
reflects the inevitability of default and the expectation of no
additional payments to those classes.

RATING SENSITIVITIES

Due to the correlation between the macro economic conditions and
the airline industry, the recovery estimates may be impacted by the
strength of the global economy over the remaining term of this
transaction. Global economic scenarios that are inconsistent with
Fitch's expectations could lead to lower recovery estimates. For
example, the occurrence of an extended global recession of
significantly greater severity than the last two experienced, and
the resulting strain on aircraft lease cash flow, could lead to
lower principal recovery on the class A-1 note.



UNIVERSITY GENERAL: Hires Porter Hedges as Bankruptcy Counsel
-------------------------------------------------------------
University General Health System, Inc., et al., seek authorization
from the Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas to employ Porter Hedges LLP as
bankruptcy counsel.

The Debtors require Porter Hedges to:

   (a) provide legal advice with respect to the Debtors' rights
       and duties as debtors in possession and continued business
       operations;

   (b) assist, advise and represent the Debtors in analyzing the
       Debtors' capital structure, investigating the extent and
       validity of liens, cash collateral stipulations or
       contested matters;

   (c) assist, advise and represent the Debtors in postpetition
       financing transactions;

   (d) assist, advise and represent the Debtors in the sale of
       certain assets or companies;

   (e) assist, advise and represent the Debtors in the formulation

       of a joint disclosure statement and plan of reorganization
       and to assist the Debtors in obtaining confirmation and
       consummation of a joint plan of reorganization;

   (f) assist, advise and represent the Debtors in any manner
       relevant to preserving and protecting the Debtors' estates;

   (g) investigate and prosecute preference, fraudulent transfer
       and other actions arising under the Debtors' bankruptcy
       avoiding powers;

   (h) prepare on behalf of the Debtors all necessary
       applications, motions, answers, orders, reports, and other
       legal papers;

   (i) appear in Court and to protect the interests of the Debtors

       before the Court;

   (j) assist the Debtors in administrative matters;

   (k) perform all other legal services for the Debtors which may
       be necessary and proper in these proceedings;

   (l) assist, advise and represent the Debtors in any litigation
       matter;

   (m) continue to assist and advise the Debtors in general
       corporate and other matters previously described in this
       Application; and

   (n) provide other legal advice and services, as requested by
       the Debtors, from time to time.

Porter Hedges will be paid at these hourly rates:

        Partners                       $385-$750
        Of Counsel                     $250-$725
        Associates/Staff Attorneys     $225-$425
        Legal Assistants/Law Clerks    $110-$230

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

On Feb. 24, 2015, the Debtors paid Porter Hedges an initial
retainer of $50,000. Porter Hedges received additional retainers
and payments totaling $104,784 for prepetition services and
expenses already rendered and to be rendered.  Subsequent to
receipt of the retainers and payments, Porter Hedges applied
$59,011 to invoices for legal services and reimbursable expenses
rendered through the Petition Date.  As of the Petition Date, the
balance of the retainer was $95,772.50.

John F. Higgins, partner of Porter Hedges, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

The Court for the Southern District of Texas will hold a hearing on
the application on April 13, 2015, at 1:00 p.m.

Porter Hedges can be reached at:

       John F. Higgins, Esq.
       PORTER HEDGES LLP
       1000 Main Street, 36th Floor
       Houston, TX 77002
       Tel: (713) 226-6000
       Fax: (713) 226-6248

                     About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.


UNIVERSITY GENERAL: Hires UpShot Services as Noticing Agent
-----------------------------------------------------------
University General Health System, Inc., et al., seek authorization
from the Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas to employ Upshot Services LLC as
noticing, claims and balloting agent.

Upshot Services will provide services under the terms of the
Engagement Letter, including, without limitation, the following:

   (a) assist with developing the complete notice database system
       to inform all potential creditors as to the filing of the  

       case and the bar date notice;

   (b) process and mail all notices including the initial
       bankruptcy notices and bar date notice;

   (c) receive and process all proofs of claim and maintain the
       claims register;

   (d) track all claims transfers and update ownership of claims
       in the claims register accordingly;

   (e) provide both the Debtors and their counsel access to the
       claims database system;

   (f) provide all voting ballots to necessary parties, quantify
       the ballot results and provide a final report to the
       Bankruptcy Court;

   (g) be available for testimony such as results of balloting;

   (h) prepare creditors matrix listing all potential creditors;

   (i) develop and host a case website including a secure document

       room for legal and transactional diligence as necessary;

   (j) file monthly claims register with the Bankruptcy Court; and

   (k) assist with such other matters as may be requested that
       fall within UpShot's expertise and that are mutually
       agreeable.

Upshot Services will be paid at these hourly rates:

       Clerical                     $35
       Case Assistant              $75
       IT Manager                  $125
       Case Consultant             $135
       Case Director               $195
       Public securities Director  $205

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

Travis Vandell, managing director of UpShot Services, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

UpShot Services can be reached at:

       Travis Vandell
       UPSHOT SERVICES LLC
       7808 Cherry Creek South Drive, Suite 112
       Denver, CO 80231
       E-mail: tvandell@upshotservices.com

                     About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.


UNIVERSITY GENERAL: Taps Hammond Hanlon as Investment Banker
------------------------------------------------------------
University General Health System, Inc., et al., seek authorization
from the Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas to employ Hammond Hanlon Camp, LLC as
investment banker.

The Debtors require Hammond Hanlon to:

   (a) assist in identifying and securing debtor in possession
       financing ("DIP") to either provide operating funds during
       these chapter 11 proceedings or to provide operating funds
       during these chapter 11 proceedings and to refinance
       existing indebtedness;

   (b) assist in identifying and securing either debt or equity
       financing in connection with a plan of reorganization;

   (c) if appropriate, sell some or substantially all of the
       assets of the Debtors or effect a business combination or
       merger effecting any change of control of the Debtors;

   (d) assist in identifying and securing plan sponsors for
       confirmation of a plan of reorganization under chapter 11
       of the Bankruptcy Code.

In summary, the Compensation Structure provides for the following:

   -- Monthly Fee. During the term of the Engagement Agreement,
      while the Debtors remain in chapter 11, a monthly advisory
      fee of $50,000 (each, a "Monthly Advisory Fee"), immediately

      due and payable in advance and thereafter monthly due and
      payable the first of each successive month.

   -- DIP Financing Fee. A DIP Financing Fee of the greater of
      $400,000 or 3% of the amount of the DIP shall be due and
      payable upon the closing of the DIP Financing documents to
      be paid from the proceeds of any lender, including MidCap
      Financial LLC ("MidCap") or any other source.  The proceeds
      of the DIP Fee could be used for working capital for the
      Debtors or to refinance any existing indebtedness including
      the MidCap loan.

   -- Refinancing some or all of the Debtors' existing capital
      structure from any source: the greater of 3% of the amount
      of the refinancing or $500,000.

   -- Placement of equity: a fee equal to the greater of 5% of the

      amount of the equity investment in the Debtors from any
      source or $350,000.

   -- Transaction Fee for the Sale of the Debtors or a
      Confirmation of a Plan of Reorganization under Chapter 11 of

      the Bankruptcy Code: a transaction fee equal to the greater
      of $500,000 or 3% of the Aggregate Consideration upon the
      closing of the transaction.  The term Aggregate
      Consideration shall mean:

      - the total amount of cash and the fair market value (on the

        date of payment) of securities and all other property paid

        or payable on the closing date of the transaction,
        directly or indirectly by the acquiring party (the
        "Acquirer") to the acquired party or the seller of the
        acquired business or assets (in either case, the
        "Acquired") as part of the transaction; plus

      - the value of any long-term liabilities (including the
        short-term portion thereof) of the Acquired party
        (including the principal amount of any indebtedness for
        borrowed money, and unfunded pension liabilities, and debt

        guarantees) indirectly or directly assumed or acquired by
        the Acquirer as part of the transaction; plus

      - the value of any payments in connection with a transaction
        that are payable by the Acquirer to the Acquired (whether
        in one payment or a series of two or more payments,
        including notes to be paid) at any time following the
        consummation of the transaction, whether contingent on
        performance or otherwise; plus

      - the value of any non-cash current assets not sold, minus
        the value of any non-debt current liabilities not assumed
        by the Acquirer; plus

      - the value of contractually committed capital to be spent
        by the Acquirer for the benefit of the business or assets
        of the Acquired.

Thomas M. Barry, principal of Hammond Hanlon, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

The Court for the Southern District of Texas will hold a hearing on
the application on April 13, 2015, at 1:00 p.m.

Hammond Hanlon can be reached at:

       Thomas M. Barry
       Hammond Hanlon Camp, LLC
       623 Fifth Avenue, 29th Floor
       New York, NY 10022
       Tel: (212) 257-4500

                     About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.


UNIVERSITY GENERAL: Taps Skadden Arps as Special Counsel
--------------------------------------------------------
University General Health System, Inc., et al., seek authorization
from the Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas to employ Skadden, Arps, Slate, Meagher
& Flom LLP as special counsel to the Debtors.

Skadden will provide services to the Debtors during these Chapter
11 Cases as corporate counsel. As corporate counsel, Skadden will
provide guidance on corporate governance matters, transactional
matters, and such other matters as may be designated by the Debtors
in consultation with their proposed general
restructuring counsel.

Skadden will be paid at these hourly rates:

       Partners                  $910-$1,350
       Counsel/Special Counsel   $895-$995
       Associates                $385-$870
       Paraprofessionals         $200-$350

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

On Dec. 11, 2014, the Debtors paid an initial retainer of $50,000
for professional services to be rendered and expenses to be charged
by Skadden in connection with those services described therein.
Thereafter, as services were performed, the Company replenished the
retainer on Feb. 20, 2015 with a payment of $100,000, on Feb. 25,
2015 with a payment of $100,000, and on Feb. 27, 2015 with a
payment of $30,000.  Skadden periodically invoiced the Company and
fully drew down the retainers in payment of such invoices.  As of
the Petition Date, the balance of professional fees, charges, and
disbursements incurred by the Company totaled $341,476.74.

John K. Lyons, partner of Skadden, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Skadden can be reached at:

       John K. Lyons, Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       155 North Wacker Drive
       Chicago, IL 60606
       Tel: (312) 407-0860
       Fax: (312) 407-8532
       E-mail: john.lyons@skadden.com

                     About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers, physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.


USA SYNTHETIC: Owes Allen County $116K in Back Taxes
----------------------------------------------------
Danae King, writing for Limaohio.com, reports that USA Synthetic
Fuel Corporation affiliate Lima Energy Co. has one of the largest
amounts of unpaid taxes ever owed to the Allen County Treasurer's
Office in Ohio.  According to the report, county treasurer Rachael
Gilroy said that the Company owes $116,078 on four parcels of land
on Main Street and Fourth Street in Lima.

Limaohio.com quoted Ms. Gilroy as syaing, "It is one of the largest
delinquent amounts."

Citing Ms. Gilroy, Limaohio.com relates that the Company hasn't
paid property taxes since July 2013.

                      About USA Synthetic Fuel

Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology.  Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be refined
into a variety of fuels, such as diesel, jet, and gasoline.

USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-10599) on March 17,
2015.  The petitions were signed by Dr. Steven C. Vick as chief
executive officer.  The Debtors disclosed total assets of $7.9
million and total debts of $99.3 million.

Morris, Nichols, Arsht & Tunnell, represents the Debtors as
counsel.  Asgaard Capital LLC acts as the Debtors' investment
banker.  R2B Group, LLC serves as the Debtors' interim chief
financial officer provider.


VERDUGO LLC: Taps Ringstad & Sanders as General Insolvency Counsel
------------------------------------------------------------------
Verdugo LLC asks for permission from the Hon. Scott C. Clarkson of
the U.S. Bankruptcy Court for the Central District of California to
employ Ringstad & Sanders LLP as general insolvency counsel as of
Feb. 12, 2015.

The Debtor requires Ringstad & Sanders to:

   (a) advise and assist the Debtor with respect to compliance
       with the U.S. Trustee Chapter 11 Notices and Guides and
       revisions thereto;

   (b) advise the Debtor concerning the requirements of the
       Bankruptcy Code and applicable rules as they affect the
       Debtor;

   (c) advise the Debtor regarding matters of bankruptcy law,
       including the rights and remedies of the Debtor with regard

       to its assets and with respect to the claims of creditors;

   (d) represent the Debtor in any proceedings or hearings in the
       Bankruptcy Court and, subject to separate agreement, in any

       action in any other court where the Debtor's rights under
       the Bankruptcy Code may be litigated or affected;

   (e) conduct examinations of witnesses, claimants, or adverse
       parties and to prepare and assist in the preparation of
       reports, accounts, and pleadings related to this case;

   (f) assist the Debtor in the negotiation, formulation
       confirmation, and implementation of a chapter 11 plan of
       reorganization; and

   (g) take such other action and perform such other services as
       the Debtor may require of the Firm in connection with this
       chapter 11 case.

Ringstad & Sanders will be paid at these hourly rates:

       Todd C. Ringstad                  $625
       Nanette D. Sanders                $625
       Christopher Minier                $450
       Brian R.M. Nelson                 $300
       Becky Metzner                     $195

Ringstad & Sanders will also be reimbursed for reasonable
out-of-pocket expenses incurred.

The Debtor provided Ringstad & Sanders a prepetition retainer in
the amount $23,000.  The Debtor has agreed to pay an additional
retainer of $25,000 on or before the 30th day following the
commencement of the bankruptcy case and the Debtor herein requests
authorization to pay the postpetition retainer to the firm.  

Todd C. Ringstad, partner of Ringstad & Sanders, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Ringstad & Sanders can be reached at:

       Todd C. Ringstad, Esq.
       RINGSTAD & SANDERS LLP
       2030 Main Street, Suite 1600
       Irvine, CA 92614
       Tel: (949) 851-7450
       Fax: (949) 851-6926
       E-mail: todd@ringstadlaw.com

Verdugo, LLC, a single asset real estate, filed a Chapter 11
bankruptcy petition (Bank. C.D. Cal. Case No. 15-10701) on Feb. 12,
2015.  James Hurn signed the petition as vice president.  The
Debtor estimated assets of $10 million to $50 million and
liabilities of $1 million to $10 million.  Judge Scott C. Clarkson
presides over the case.


VIPER VENTURES: Seeks to Continue Leasing, Management Fees Payment
------------------------------------------------------------------
Viper Ventures, LLC, seeks authority from the U.S. Bankruptcy Court
for the Middle District of Florida, Tampa Division, to continue to
pay employee leasing fees to Bayshore Grand, Ltd., L.L.L.P., and
management fees to each of Islandmanagement, L.L.C., and Ed
Properties, LLC.

The employee leading fees average approximately $8,300 per month.
Islandmanagement is paid a monthly fee in the amount of $7,350 for
its services, while ED Properties is paid a monthly fee of $1,000
for its services.

According to the Debtor's counsel, Edward J. Peterson, III, Esq.,
at Stichter Riedel Blain & Prosser, P.A., in Tampa, Florida, the
performance of Bayshore, Islandmanagement and ED Properties are
necessary to the Debtor and for its daily operations.

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south
of
Gandy Boulevard in Tampa, Florida.

Viper Ventures  filed a Chapter 11 bankruptcy petition (Bankr.
M.D.
Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015.
The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

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

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


VIPER VENTURES: Seeks to Employ GlassRatner as Financial Advisor
----------------------------------------------------------------
Viper Ventures, LLC, seeks authority from the U.S. Bankruptcy Court
for the Middle District of Florida, Tampa Division, to employ
GlassRatner Advisory & Capital Group, LLC, as consultants and
financial advisors.

The Debtor seeks to employ GlassRatner to perform the following
services:

   (a) Review and evaluate operations, business plans and financial
projections with the objective of assisting the Debtor in improving
its operating performance and enhancing its enterprise value;

   (b) Assist management in designing and implementing programs to
manage or divest assets, improve operations, reduce costs and
restructure as necessary;

   (c) Advise and assist management in seeking, negotiating, and
obtaining takeout and/or exit financing to fund a plan of
reorganization;

   (d) Assist management with the reporting requirements in the
bankruptcy case;

   (e) Advise and assist management with respect to a plan of
reorganization and negotiations regarding the same; and

   (f) Perform other work as may be requested by management.

The Debtor will pay GlassRatner the following hourly rates:

      Senior Managing Directors      $350 to $395
      Directors and Managers         $250 to $350
      Staff                          $150 to $250

Additionally, in matters where travel is required, GlassRatner will
bill one-half of the required travel time.

Konstantin "Gus" Katsadouros, senior managing director with
GlassRatner Advisory & Capital Group, LLC, assures the Court that
his firm does not represent or hold any interest adverse to the
Debtor or to the estate and is a "disinterested person" as the term
is defined by Section 101(14) of the Bankruptcy Code.  Mr.
Katsadouros discloses that prior to the Petition Date, his firm
received $10,000 as retainer for its services.

GlassRatner may be reached at:

         Konstantin "Gus" Katsadouros
         Senior Managing Director
         GLASSRATNER ADVISORY & CAPITAL GROUP LLC
         142 W. Platt Street
         Suite 118
         Tampa, FL 33606
         Tel: (813) 490-9116
         E-mail: gkatsadouros@glassratner.com

            -- and --

         Brian Lee
         Associate
         GLASSRATNER ADVISORY & CAPITAL GROUP LLC
         142 W. Platt Street
         Suite 118
         Tampa, FL 33606
         Tel: (813) 490-9116
         Fax: (404) 835-8868
         E-mail: blee@glassratner.com

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south
of
Gandy Boulevard in Tampa, Florida.

Viper Ventures  filed a Chapter 11 bankruptcy petition (Bankr.
M.D.
Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015.
The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

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

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


VIRTUAL PIGGY: Engages Viant Capital LLC as Financial Advisor
-------------------------------------------------------------
Virtual Piggy, Inc., has retained Viant Capital LLC as its
financial advisor to explore strategic alternatives.  Virtual Piggy
has also formed a special committee of the company's board of
directors to work closely with Viant.

"Given recent developments in the payments space, including the
legal challenges online retailers are facing related to minors and
payments, the company felt it was important to retain a
technology-focused investment bank to help explore various
strategic options.  We are thrilled to be working with Viant and
Scott Smith, who will be bringing his over 30 years of financial
structuring of public and private companies, fundraising and M&A
experience," said Dr. Jo Webber, Chairman and CEO of Virtual Piggy

The special committee is comprised of George McDaniel, Chairman of
Saber Power Services, LLC; Dr. Jo Webber, CEO and Chairman of
Virtual Piggy; and William Tobia, former CFO of Maxwell Systems,
Inc.

                    About Oink (Virtual Piggy, Inc.)

Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet.  Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills.  The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws.  The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.

Virtual Piggy reported a net loss of $9.65 million on $5,708 of
sales for the year ended Dec. 31, 2014, compared to a net loss of
$16 million on $2,460 of sales for the year ended Dec. 31, 2013.
The Company previously incurred a net loss of $12.03 million in
2012.

As of Dec. 31, 2014, the Company had $3.11 million in total assets,
$1.55 million in total liabilities, all current, and $1.55 million
in stockholders' equity.

Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities raise substantial doubt about its
ability to continue as a going concern.


VISUALANT INC: Diker GP Reports 5.9% Stake as of March 27
---------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Diker GP, LLC, Diker Management, LLC, Charles M. Diker,
et al., disclosed that as of March 27, 2015, they beneficially own
10,500,000 shares of common stock of Visualant, Incorporated, which
represents 5.95 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/yEJ9n3

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant reported a net loss of $1 million on $7.98 million of
revenue for the year ended Sept. 30, 2014, compared to a net loss
of $6.60 million on $8.57 million of revenue for the year ended
Sept. 30, 2013.   

The Company's balance sheet at Dec. 31, 2014, showed $3.22 million
in total assets, $9.47 million in total liabilities, and a
stockholders' deficit of $6.24 million.

PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2014.  The independent auditors noted that
the Company has sustained a net loss from operations and has an
accumulated deficit since inception.  These factors, according to
the auditors, raise substantial doubt about the Company's ability
to continue as a going concern.


WALTER INVESTMENT: Bank Debt Trades at 8% Off
---------------------------------------------
Participations in a syndicated loan under which Walter Investment
Management Corp is a borrower traded in the secondary market at
91.95 cents-on-the-dollar during the week ended Friday, April 10,
2015 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
an increase of 0.35 percentage points from the previous week, The
Journal relates.  Walter Investment pays 375 basis points above
LIBOR to borrow under the facility.  The bank loan matures on Dec.
18, 2020, and carries Moody's B2 rating and Standard & Poor's B+
rating.  The loan is one of the biggest gainers and losers among
266 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.



WEATHER CHANNEL: Bank Debt Trades at 6% Off
-------------------------------------------
Participations in a syndicated loan under which Weather Channel is
a borrower traded in the secondary market at 94.25 cents-on-the-
dollar during the week ended Friday, April 10, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 1.50
percentage points from the previous week, The Journal relates.  The
Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Feb. 4, 2017 and carries
Moody's Ba3 rating and Standard & Poor's B+ rating.  The loan is
one of the biggest gainers and losers among 266 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.



WET SEAL: Case Caption Revised to "Seal123" Following Sale
----------------------------------------------------------
Following the approval of the sale of The Wet Seal, Inc. and its
affiliates' assets to Mador Lending, LLC, an affiliate of Versa
Capital Management, LLC, the Debtors' case caption has been
amended, as follows:

     SEAL123, INC. (15-10081),
     Seal123 Retail, Inc. (15-10082),
     Seal123 Catalog, Inc. (15-10083),
     Seal123 GC, LLC (15-10084).

The docket in the chapter 11 case of SEAL123, INC. (15-10081-CSS)
should be consulted for all matters affecting this case.

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to
15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  Wet Seal
listed total assets of $92.8 million and total liabilities of
$103.4 million as of Nov. 1, 2014.  

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and
Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP;
and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel.
FTI Consulting serves as the Debtors' restructuring advisor.  The
Debtors' investment banker is Houlihan Lokey.  The Debtors tapped
Donlin, Recano & Co., Inc. as claims and noticing agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the original DIP lender and plan sponsor, is represented
by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP.

Versa Capital Management, LLC, and its affiliate, Mador Lending,
LLC, which was selected as the successful bidder at an auction, is
being advised by Greenberg Traurig LLP, Klehr Harrison Harvey
Branzburg LLP, and KPMG LLP.  

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.  The Committee is represented in the case by Pachulski
Stang Ziehl & Jones LLP's Bradford J. Sandler, Esq. and Jeffrey N.
Pomerantz, Esq.  Province, Inc. serves as financial advisor to the
Committee.


WET SEAL: Court Approves Sale of Assets to Versa Affiliate
----------------------------------------------------------
Wet Seal Inc. has won bankruptcy court approval to sell its assets
to an affiliate of Versa Capital Management LLC in a deal that
includes $7.5 million in cash, various news sources reported.

Dawn McCarty, writing for Bloomberg News, reported that Versa's
Mador Lending LLC won an auction for the teen clothing retailer's
inventory and some leases last month.  As part of the deal, it
provided $20 million in replacement bankruptcy financing and
assumed certain liabilities, the Bloomberg report said.

Mador Lending offered $7.5 million in cash for unsecured creditors
and $20 million debtor-in-possession financing for the assets, as
opposed to B. Riley Financial's proposed $5 million in cash and $25
million financing (in exchange for an 80% equity stake in Wet
Seal), BankruptcyData reported.

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081
to
15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  Wet Seal
listed total assets of $92.8 million and total liabilities of
$103.4 million as of Nov. 1, 2014.  

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq.,
and
Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP;
and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel.
FTI Consulting serves as the Debtors' restructuring advisor.  The
Debtors' investment banker is Houlihan Lokey.  The Debtors tapped
Donlin, Recano & Co., Inc. as claims and noticing agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the original DIP lender and plan sponsor, is represented
by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher &
Flom
LLP.

Versa Capital Management, LLC, and its affiliate, Mador Lending,
LLC, which was selected as the successful bidder at an auction, is
being advised by Greenberg Traurig LLP, Klehr Harrison Harvey
Branzburg LLP, and KPMG LLP.  

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.


WET SEAL: Del. Court Approves Asset Sale to Versa Capital Unit
--------------------------------------------------------------
The Wet Seal, Inc. said in a regulatory filing with the Securities
and Exchange Commission that the U.S. Bankruptcy Court for the
District of Delaware has approved the asset purchase agreement
between the Company and Mador Lending, LLC, an affiliate of Versa
Capital Management, LLC.

The Company and its subsidiaries entered into a Plan Sponsorship
Agreement, dated as of January 15, 2015, with B. Riley Financial,
Inc., as amended. At the conclusion of a previously disclosed
auction -- which commenced on March 10 and concluded two days later
-- to determine the highest or otherwise best bid to either sponsor
a plan of reorganization or acquire all or substantially all of the
Debtors' assets pursuant to Section 363 of the Bankruptcy Code,
Mador Lending, LLC, an affiliate of Versa Capital Management, LLC,
was selected as the successful bidder and B. Riley was selected as
the back-up bidder in accordance with the bid procedures for the
Auction. Pursuant to the winning bid, the Debtors and Mador, as the
"Buyer," entered into an Asset Purchase Agreement, dated as of
March 12, 2015 (including that certain Letter Agreement outlining
agreed terms of an anticipated plan of reorganization).

Pursuant to the order of the Bankruptcy Court dated April 1, 2015,
the Bankruptcy Court approved the Asset Purchase Agreement and the
transactions contemplated by the Asset Purchase Agreement,
including the sale of substantially all of the assets of the
Debtors to Mador pursuant to the terms of the Asset Purchase
Agreement.

Pursuant to the Court Order, the order of the Bankruptcy Court
dated February 5, 2015, authorizing the assumption of the Plan
Sponsorship Agreement, the Plan Sponsorship Agreement and the Asset
Purchase Agreement, the Plan Sponsorship Agreement terminated upon
entry of the Court Order.  Upon termination, the Company became
obligated under the Plan Sponsorship Agreement to pay to B. Riley a
break-up fee of $625,000 plus certain expenses, payable upon the
closing of the Asset Sale.  At the closing of the transactions
contemplated by the Asset Purchase Agreement, the break-up fee and
expenses will become an assumed liability of Mador under the Asset
Purchase Agreement.

The April 1 Sale Order also sets out protocols for assuming and
assigning, as well as rejecting, contracts and leases.  The Court
will hold a hearing on April 27 to consider objections to contract
and lease assumptions.

The Court Order also authorizes Wet Seal Retail Inc. to assume and
assign its shopping center lease, as amended, with The Irvine
Company at the Spectrum Center in Irvine, California.

The Court also held that the sale does not require the appointment
of a consumer privacy ombudsman.

Mador will be paying for the fees and expenses of Houlihan Lokey
Capital Inc., as well as 50% of the firm's so-called Transaction
Fees, which are payable under the Debtors' engagement agreement
with Houlihan.

As reported by the Troubled Company Reporter, Versa will take over
at least 140 of Wet Seal's stores and put an initial $10 million
into the company's operations.  According to the Wall Street
Journal, citing people familiar with the matter, Wet Seal's initial
savior, B. Riley, was outbid by Philadelphia-based private equity
Versa, whose offer includes $7.5 million in cash slated for
unsecured creditors, an agreement to pay so-called cure costs as
well as administrative and priority claims, and $10 million in exit
financing.  Versa also agreed to take over the $20 million
bankruptcy financing commitment from B. Riley and pay B. Riley a
$625,000 breakup fee, the Journal said.

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to
15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  Wet Seal
listed total assets of $92.8 million and total liabilities of
$103.4 million as of Nov. 1, 2014.  

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and
Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP;
and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel.
FTI Consulting serves as the Debtors' restructuring advisor.  The
Debtors' investment banker is Houlihan Lokey.  The Debtors tapped
Donlin, Recano & Co., Inc. as claims and noticing agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the original DIP lender and plan sponsor, is represented
by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP.

Versa Capital Management, LLC, and its affiliate, Mador Lending,
LLC, which was selected as the successful bidder at an auction, is
being advised by Greenberg Traurig LLP, Klehr Harrison Harvey
Branzburg LLP, and KPMG LLP.  

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.  The Committee is represented in the case by Pachulski
Stang Ziehl & Jones LLP's Bradford J. Sandler, Esq. and Jeffrey N.
Pomerantz, Esq.  Province, Inc. serves as financial advisor to the
Committee.


WET SEAL: Disclosure Statement Hearing Moved to April 27
--------------------------------------------------------
The Wet Seal Inc.'s lawyers at Young Conaway Stargatt & Taylor LLP
advised the Delaware Bankruptcy Court that the special purpose
hearing previously scheduled for April 15, 2015 at 12:00 p.m. (ET)
to consider the entry of an order approving the Debtors' disclosure
statement and related solicitation procedures has been rescheduled
to April 27, 2015 at 10:00 a.m. (ET).  The previously scheduled
April 15 Disclosure Statement Hearing will now be held on April 27,
2015 at 10:00 a.m. (ET)

Meanwhile, the U.S. Trustee overseeing the case advised the Court
on April 1 that the Sec. 341 meeting of creditors has been held and
concluded.

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to
15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  Wet Seal
listed total assets of $92.8 million and total liabilities of
$103.4 million as of Nov. 1, 2014.  

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and
Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP;
and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel.
FTI Consulting serves as the Debtors' restructuring advisor.  The
Debtors' investment banker is Houlihan Lokey.  The Debtors tapped
Donlin, Recano & Co., Inc. as claims and noticing agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the original DIP lender and plan sponsor, is represented
by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP.

Versa Capital Management, LLC, and its affiliate, Mador Lending,
LLC, which was selected as the successful bidder at an auction, is
being advised by Greenberg Traurig LLP, Klehr Harrison Harvey
Branzburg LLP, and KPMG LLP.  

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.  The Committee is represented in the case by Pachulski
Stang Ziehl & Jones LLP's Bradford J. Sandler, Esq. and Jeffrey N.
Pomerantz, Esq.  Province, Inc. serves as financial advisor to the
Committee.


WIDEOPENWEST FINANCE: S&P Puts 'B' CCR on CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings,
including the 'B' corporate credit rating, on Englewood,
Colo.-based WideOpenWest Finance LLC on CreditWatch with negative
implications.

"The CreditWatch placement follows the company's
weaker-than-expected operating and financial performance and
ongoing free operating cash flow deficits in 2014 due to aggressive
competition in its markets and rising programming expense, which is
pressuring the video margin," said Standard & Poor's credit analyst
Eric Nietsch.

WOW sold certain systems in South Dakota for $262 million in a
transaction that closed on Sept. 30, 2014.  The company has 12
months from the closing date to reinvest the proceeds or repay
debt, although it is possible that the transaction may ultimately
result in higher leverage, which was about 8x at year-end 2014,
given the loss of about $32 million of EBITDA (40% margin) from
these properties.  Despite the likely elimination of one-time
integration-related expenses, S&P believes the company will be
challenged to maintain leverage below 7.5x on a sustained basis
given the ongoing FOCF deficits and increasing competition from
incumbent cable providers, satellite TV operators, and AT&T's
U-Verse product.

As part of S&P's CreditWatch review, it will assess WideOpenWest's
long-term business strategy including its plan to improve operating
performance and profitability, over the next couple of years.  S&P
believes a downgrade, if any, would likely be limited to one notch.


WPCS INTERNATIONAL: BlackRock Reports 4.9% Stake as of March 31
---------------------------------------------------------------
BlackRock, Inc., disclosed in an amended Schedule 13G filed with
the Securities and Exchange Commission that as of March 31, 2015,
it beneficially owns 852,381 shares of common stock of WPCS
International Inc., which represents 4.9 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/Zw1hhj

               About WPCS International Incorporated

WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.

WPCS International incurred a net loss attributable to common
shareholders of $11.2 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013.

As of Jan. 31, 2015, the Company had $14.8 million in total assets,
$14.8 million in total liabilities and a $36,000 total deficit.

Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014.  The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


WPCS INTERNATIONAL: Issues 1,300,000 Common Shares
--------------------------------------------------
WPCS International Incorporated issued 1,300,000 shares of its
common stock, par value $0.0001 per share, from March 3, 2015,
through April 8, 2015, according to a document filed with the
Securities and Exchange Commission.

The issuances on April 8, 2015, resulted in an increase in the
number of shares of Common Stock outstanding by more than 5%
compared to the number of shares of Common Stock reported
outstanding in the Current Report on Form 8-K filed by the Company
with the SEC on March 3, 2015.  The Company has issued a total of
4,400,000 shares of Common Stock to holders of its Series F-1
Convertible Preferred Stock upon the conversion of shares of Series
F-1 Convertible Preferred Stock.  The shares of Common Stock issued
upon the conversion of shares of Series F-1 Convertible Preferred
Stock were issued in reliance upon the exemption from registration
in Section 3(a)(9) of the Securities Act of 1933.  As of April 8,
2015 the Company has 18,313,164 shares of Common Stock
outstanding.

               About WPCS International Incorporated

WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.

WPCS International incurred a net loss attributable to common
shareholders of $11.2 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013.

As of Jan. 31, 2015, the Company had $14.8 million in total assets,
$14.8 million in total liabilities and a $36,000 total deficit.

Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014.  The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


ZOGENIX INC: Federated Investors Reports 12.9% Stake as of March 31
-------------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Federated Investors, Inc., Voting Shares Irrevocable
Trust, John F. Donahue, et al., disclosed that as of March 31,
2015, they beneficially own 21,048,000 shares of common stock of
Zogenix, Inc., which represents 12.93 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/GrKOiz

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

As of Dec. 31, 2014, Zogenix Inc. had $203 million in total
assets, $148 million in total liabilities and $55.3 million in
stockholders' equity.

Ernst & Young LLP, in San Diego, 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's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.


[^] BOND PRICING: For the Week From April 6 to 10, 2015
-------------------------------------------------------
  Company               Ticker  Coupon Bid Price  Maturity Date
  -------               ------  ------ ---------  -------------
AAR Corp                AIR      7.250   110.282      1/15/2022
Allen Systems
  Group Inc             ALLSYS  10.500    34.000     11/15/2016
Allen Systems
  Group Inc             ALLSYS  10.500    34.000     11/15/2016
Alpha Natural
  Resources Inc         ANR      6.000    27.800       6/1/2019
Alpha Natural
  Resources Inc         ANR      9.750    40.539      4/15/2018
Alpha Natural
  Resources Inc         ANR      3.750    41.000     12/15/2017
Alpha Natural
  Resources Inc         ANR      6.250    24.500       6/1/2021
Alpha Natural
  Resources Inc         ANR      4.875    23.500     12/15/2020
Alpha Natural
  Resources Inc         ANR      2.375    98.625      4/15/2015
Altegrity Inc           USINV   14.000    37.625       7/1/2020
Altegrity Inc           USINV   13.000    37.625       7/1/2020
Altegrity Inc           USINV   14.000    37.625       7/1/2020
American Eagle
  Energy Corp           AMZG    11.000    32.000       9/1/2019
American Eagle
  Energy Corp           AMZG    11.000    39.000       9/1/2019
Arch Coal Inc           ACI      7.000    25.077      6/15/2019
Arch Coal Inc           ACI      7.250    23.500      6/15/2021
Arch Coal Inc           ACI      9.875    28.500      6/15/2019
BPZ Resources Inc       BPZR     8.500    16.500      10/1/2017
Black Elk Energy
  Offshore Operations
  LLC / Black Elk
  Finance Corp          BLELK   13.750    76.500      12/1/2015
Caesars Entertainment
  Operating Co Inc      CZR     10.000    20.150     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    25.265       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     12.750    19.000      4/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      6.500    34.900       6/1/2016
Caesars Entertainment
  Operating Co Inc      CZR      5.750    36.000      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    17.000     12/15/2015
Caesars Entertainment
  Operating Co Inc      CZR     10.000    18.900     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      5.750    12.500      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    20.000     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    25.250       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.000    20.000     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    19.125     12/15/2018
Cal Dive
  International Inc     CDVI     5.000    11.000      7/15/2017
Champion
  Enterprises Inc       CHB      2.750     0.250      11/1/2037
Chassix Holdings Inc    CHASSX  10.000     5.000     12/15/2018
Chassix Holdings Inc    CHASSX  10.000     8.000     12/15/2018
Chassix Holdings Inc    CHASSX  10.000     8.000     12/15/2018
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    27.250     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    29.000     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    29.000     11/15/2017
Countrywide
  Home Loans Inc        BAC      5.900    99.500      1/24/2018
Dendreon Corp           DNDN     2.875    66.000      1/15/2016
Endeavour
  International Corp    END     12.000    20.000       3/1/2018
Endeavour
  International Corp    END     12.000     1.500       6/1/2018
Endeavour
  International Corp    END      5.500     2.004      7/15/2016
Endeavour
  International Corp    END     12.000    19.500       3/1/2018
Endeavour
  International Corp    END     12.000    19.500       3/1/2018
Energy Conversion
  Devices Inc           ENER     3.000     7.875      6/15/2013
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     5.125      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     5.125      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU      6.875     4.214      8/15/2017
Exide Technologies      XIDE     8.625     1.570       2/1/2018
Exide Technologies      XIDE     8.625     1.000       2/1/2018
Exide Technologies      XIDE     8.625     1.000       2/1/2018
FBOP Corp               FBOPCP  10.000     1.843      1/15/2009
FairPoint
  Communications
  Inc/Old               FRP     13.125     1.879       4/2/2018
Fleetwood
  Enterprises Inc       FLTW    14.000     3.557     12/15/2011
GT Advanced
  Technologies Inc      GTAT     3.000    31.000      10/1/2017
Hartford Life
  Insurance Co          HIG      3.915    89.500      6/15/2015
Hercules Offshore Inc   HERO     8.750    31.125      7/15/2021
Hercules Offshore Inc   HERO    10.250    31.500       4/1/2019
Hercules Offshore Inc   HERO     8.750    32.250      7/15/2021
Hercules Offshore Inc   HERO    10.250    30.750       4/1/2019
James River Coal Co     JRCC     7.875     0.390       4/1/2019
James River Coal Co     JRCC     3.125     0.250      3/15/2018
John Hancock Life
  Insurance Co          MFCCN    1.410    99.875      4/15/2015
Las Vegas Monorail Co   LASVMC   5.500     1.026      7/15/2019
Lehman Brothers
  Holdings Inc          LEH      4.000     9.500      4/30/2009
Lehman Brothers
  Holdings Inc          LEH      5.000     9.500       2/7/2009
Lehman Brothers Inc     LEH      7.500    10.000       8/1/2026
MF Global
  Holdings Ltd          MF       6.250    30.000       8/8/2016
MF Global
  Holdings Ltd          MF       1.875    25.750       2/1/2016
MF Global
  Holdings Ltd          MF       3.375    25.750       8/1/2018
MModal Inc              MODL    10.750    10.125      8/15/2020
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    47.000      5/15/2018
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    46.750      5/15/2018
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    46.750      5/15/2018
Milagro Oil & Gas Inc   MILARG  10.500    74.000      5/15/2016
Molycorp Inc            MCP      6.000     9.500       9/1/2017
Molycorp Inc            MCP      3.250     8.000      6/15/2016
Molycorp Inc            MCP      5.500     9.700       2/1/2018
NII Capital Corp        NIHD    10.000    46.250      8/15/2016
OMX Timber Finance
  Investments II LLC    OMX      5.540    25.125      1/29/2020
Powerwave
  Technologies Inc      PWAV     3.875     0.125      10/1/2027
Powerwave
  Technologies Inc      PWAV     2.750     0.125      7/15/2041
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
Powerwave
  Technologies Inc      PWAV     3.875     0.125      10/1/2027
Quicksilver
  Resources Inc         KWKA     9.125    14.900      8/15/2019
Quicksilver
  Resources Inc         KWKA    11.000    16.000       7/1/2021
RAAM Global Energy Co   RAMGEN  12.500    24.750      10/1/2015
RadioShack Corp         RSH      6.750     6.000      5/15/2019
RadioShack Corp         RSH      6.750     5.250      5/15/2019
RadioShack Corp         RSH      6.750    94.125      5/15/2019
Sabine Oil & Gas Corp   SOGC     7.250    20.900      6/15/2019
Sabine Oil & Gas Corp   SOGC     9.750    15.000      2/15/2017
Sabine Oil & Gas Corp   SOGC     7.500    21.000      9/15/2020
Sabine Oil & Gas Corp   SOGC     7.500    20.875      9/15/2020
Sabine Oil & Gas Corp   SOGC     7.500    20.875      9/15/2020
Samson Investment Co    SAIVST   9.750    12.250      2/15/2020
Saratoga
  Resources Inc         SARA    12.500    21.627       7/1/2016
Savient
  Pharmaceuticals Inc   SVNT     4.750     0.225       2/1/2018
TMST Inc                THMR     8.000    15.000      5/15/2013
Terrestar
  Networks Inc          TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    15.656       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500     8.375      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    15.000       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500     7.875      11/1/2016
Trico Marine
  Services Inc/
  United States         TRMA     8.125     5.875       2/1/2013
Tunica-Biloxi
  Gaming Authority      PAGON    9.000    62.750     11/15/2015
US Shale
  Solutions Inc         SHALES  12.500    54.750       9/1/2017
US Shale
  Solutions Inc         SHALES  12.500    61.499       9/1/2017
Venoco Inc              VQ       8.875    42.563      2/15/2019
Vulcan Materials Co     VMC      6.500   108.250      12/1/2016
Walter Energy Inc       WLT      9.875     6.445     12/15/2020
Walter Energy Inc       WLT      8.500     6.100      4/15/2021
Walter Energy Inc       WLT      9.875     5.750     12/15/2020
Walter Energy Inc       WLT      9.875     5.750     12/15/2020


                            *********

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 ***