TCR_Public/150513.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, May 13, 2015, Vol. 19, No. 133

                            Headlines

ADI ENGINEERING: Case Summary & 7 Largest Unsecured Creditors
ALTEGRITY INC: Taps Deloitte FAS to Render Fresh Start Accounting
AMERICAN EAGLE: Posts $50.7 Million Net Loss in First Quarter
ANACOR PHARMACEUTICALS: Files Form 10-Q; Posts $13M Loss in Q1
ANDERSON UNIVERSITY: Fitch Affirms 'BB+' Rating on Revenue Bonds

AP GAMING I: Moody's Affirms B3 CFR & Lifts $443MM Loans to B2
APOLLO MEDICAL: Amends 3 Million Shares Prospectus with SEC
ASSOCIATED WHOLESALERS: Judge Extends Deadline to Remove Suits
BINDER & BINDER: Court Extends Lease Decision Period Thru July 16
BINDER & BINDER: Plan Filing Exclusivity Extended Thru Dec. 14

BROADWAY FINANCIAL: Announces Profits for 1st Quarter 2015
C. WONDER: Consents to H.W.I.'s Resale of Garments
CAL DIVE: Gets Final Approval to Obtain $120M DIP Financing
CASCADES INC: Moody's Rates Proposed $250MM Sr. Notes 'Ba3'
CASCADES INC: S&P Affirms 'B+' CCR, Outlook Stable

CHG HEALTHCARE: Moody's Affirms 'B2' Corporate Family Rating
CHG HEALTHCARE: S&P Retains 'B' CCR Over Upsized Term Loan
CNO FINANCIAL: Fitch to Rate New Sr. Unsecured Notes 'BB+(EXP)'
CNO FINANCIAL: Moody's Raises Sr. Secured Debt Rating to 'Ba1'
CNO FINANCIAL: S&P Assigns 'BB+' Sr. Unsecured Debt Rating

COLT DEFENSE: Auditors Doubt Going Concern Status
COLUMBUS REGIONAL: Fitch Cuts Series 2008 Bonds Rating to 'BB+'
COMSTOCK MINING: Stockholders Elect 5 Directors
CORD BLOOD: Reports 2015 First Quarter Financial Results
CORINTHIAN COLLEGES: Former Workers Sue Over WARN Act Violations

CORINTHIAN COLLEGES: Has Interim OK to Use Cash Collateral
CORINTHIAN COLLEGES: Students Seek Committee to Represent Interests
CRV PRECAST: Case Summary & 14 Largest Unsecured Creditors
CT TECHNOLOGIES: Moody's Says IOD Acquisition is Credit Positive
DIAMOND PUBLISHING: Case Summary & 5 Largest Unsecured Creditors

DOMARK INTERNATIONAL: To Issue 1.5BB Shares Under 2015 Plan
DOTS LLC: Closing Stores, Takes Down Website
ECO BUILDING: Home Depot Cancels Supplier Buying Agreement
ENERGIZER HOLDINGS: S&P Rates Proposed $600MM Sr. Notes 'BB'
ENERGIZER SPINCO: Moody's Rates $600MM Sr. Unsecured Notes 'Ba3'

ENERGY FUTURE: Objections Filed to Scheduling Motion
FALLS ROAD FUNDING: Case Summary & 6 Top Unsecured Creditors
FEDERATION EMPLOYMENT: Hires Crowe Horwath as Financial Advisors
FOUNDATION HEALTHCARE: Posts $1.3 Million Net Loss in 1st Quarter
FREDERICK'S OF HOLLYWOOD: Asks Court to Set Claims Bar Date

FREESEAS INC: Effects Reverse Split of Common Stock
FRESH PRODUCE: Files Schedules of Assets and Liabilities
GARLOCK SEALING: Oct. 6 Fixed as Bar Date for Asbestos Claims
GELTECH SOLUTIONS: Posts $1.68 Million Net Loss in Third Quarter
GENERAL MOTORS: Death Toll Tied to Faulty Ignition Switch Hits 100

GEORGETOWN MOBILE: Asks for Approval to Use Cash Collateral
GEORGETOWN MOBILE: Case Summary & 14 Largest Unsecured Creditors
GEORGETOWN MOBILE: Files for Ch. 11 to Get Rid of Receiver
GLOBALSTAR INC: Incurs $129.7 Million Net Loss in First Quarter
GLOBALSTAR INC: Posts $130 Million Net Loss in First Quarter

GLOBALSTAR INC: Registers $15.5 Million Worth of Common Stock
HALCON RESOURCES: Stockholders Elect 3 Directors
HARBOR FREIGHT: S&P Raises CCR to 'BB-' on Improved Business Risk
HDGM ADVISORY: Seeks Plan Solicitation Extension Thru Sept. 28
HEI INC: Files Unsecured Non-Priority Claims Supplemental Schedule

HIPCRICKET INC: Files Brief Supporting Confirmation of Ch. 11 Plan
HOLOGIC INC: Moody's Raises CFR to 'Ba3', Outlook Stable
HRG GROUP: S&P Affirms 'B' CCR & Revises Outlook to Negative
HRK HOLDINGS: $406K Loan From Arsenal Has Final Approval
INFINITY ENERGY: Completes $12 Million Private Placement

INTERNATIONAL BRIDGE: Proposes Stevens & Brand as Counsel
INTERNATIONAL BRIDGE: Taps Foulston Siefkin as Litigation Counsel
INTERNATIONAL BRIDGE: Taps Robert G. Nath as Tax Counsel
KLX INC: Moody's Alters Outlook to Negative & Affirms Ba2 CFR
LEVEL 3 FINANCING: Moody's Rates New $2BB Term Loan 'Ba2'

LEVEL 3: Files Q1 Form 10-Q; Reports $122 Million Net Income
LIME ENERGY: "Kuberski" Suit Settlement Hearing Set for July 7
LPATH INC: Reports $2.8 Million Net Loss in First Quarter
MAGNETATION LLC: Commences Solicitations for DIP Facility
MARK LEBENS: Court Tosses 2nd Bid for Registered Process Server

MCCLATCHY CO: Files Q1 Form 10-Q; Posts $11.3 Million Net Loss
MERRILL COMMUNICATIONS: Moody's Raises Corp. Family Rating to 'B2'
MOBIVITY HOLDINGS: Posts $1.72 Million Net Loss in First Quarter
MORGANS HOTEL: Incurs $16.7 Million Net Loss in First Quarter
MORREALE HOTELS: UST Motion to Dismiss Appeal Denied

MURRAY HOLDINGS: Seeks U.S. Recognition of Isle of Man Scheme
NEPHROS INC: Amends License Agreement with Medica
NEW LOUISIANA: Claims Bar Date Slated for June 1
NFP CORP: Moody's Affirms B3 CFR & Alters Outlook to Negative
NICHOLS CREEK: To Submit Amended Disclosure Statement

NORTHWEST BANCORPORATION: Ch. 11 Plan Hearing Set for May 21
NYDJ APPAREL: S&P Lowers CCR to 'B-' on Weak Operating Performance
PARK MERIDIAN: Files Schedules of Assets and Liabilities
PASSAIC HEALTHCARE: To Seek Nod of Plan Disclosures June 2
PATRIOT COAL: Case Summary & 30 Largest Unsecured Creditors

PATRIOT COAL: Files for Chapter 11 Bankruptcy Again
PINEY ROAD: Case Summary & 4 Largest Unsecured Creditors
PLEDGE 5: Owner Files for Chapter 11 to Dodge Liquidation
PPL ENERGY: Moody's Lowers CFR to 'Ba2', Outlook Stable
PRISO ACQUISITION: S&P Retains 'B+' Rating on 1st Lien Term Loan

PUTNAM ENERGY: Bridgeview Consents to Cash Use Until May 31
QUALITY DISTRIBUTION: Files Form 10-Q; Posts $2.5M Q1 Net Income
QUALITY LEASE: To Seek Approval of Plan, Sale on May 15
QUANTUM FUEL: Incurs $3.34 Million Net Loss in First Quarter
REDONDO BROTHERS: Case Summary & 20 Largest Unsecured Creditors

REPLICEL LIFE: BDO Canada Expresses Going Concern Doubt
RESIDENTIAL CAPITAL: Court Denied Lahrman's Show Cause Bid
RESPONSE BIOMEDICAL: Posts C$1.1 Million Net Loss in Q1
REVEL AC: Plan Goes to June 9 Confirmation Hearing
ROCKWELL MEDICAL: Incurs $3.69 Million Net Loss in First Quarter

ROSE ROCK: Moody's Assigns B1 Rating to $300MM Sr. Notes Offer
ROSE ROCK: S&P Assigns 'B' Rating on $300MM Sr. Unsecured Notes
ROSETTA RESOURCES: Moody's Reviews Ba3 Rating for Upgrade
SAN BERNARDINO, CA: Judge Rejects Bond Suit Over Pension Debt
SEA BREEZE: Files for Chapter 11 Bankruptcy Protection

SHIRLEY FOOSE MCCLURE: Litt's Bid for Stay Pending Appeal Denied
SOUNDVIEW ELITE: Dist. Court Won't Review Ruling on Case Trustee
SPECTRUM ANALYTICAL: Evidentiary Hearing on Cash Use Starts May 18
SUN BANCORP: Files Form 10-Q; Posts $2.7 Million Net Income in Q1
T F PUERTO RICO: Case Summary & 20 Largest Unsecured Creditors

T-L BRYWOOD: Can Use RCG-KC Brywood Cash Collateral Until May 31
TAMPA WAREHOUSE: Regions Demands Compliance with Confirmed Plan
TELEFLEX INC: Moody's Raises CFR to 'Ba2', Outlook Stable
TENET HEALTHCARE: Shareholders Elect 10 Directors to Board
THINKSTREAM INC: Involuntary Chapter 11 Case Summary

TRACK GROUP: Reports $1.38 Million Net Income in Second Quarter
TRANSDIGM GROUP: Fitch Affirms 'B' Issuer Default Rating
TWCC HOLDING: S&P Retains B+ CCR on Plan to Extend Debt Maturities
ULTIMATE NUTRITION: Gets Court Nod on Fattibene as IP Counsel
ULTIMATE NUTRITION: Has Until July 14 to File Chapter 11 Plan

ULTIMATE NUTRITION: TD Bank Taps Capstone Advisory as Consultant
ULTIMATE NUTRITION: Wants Access to Cash Collateral Until July
VERMILLION INC: Amends 11.1 Million Shares Resale Prospectus
VERTELLUS SPECIALTIES: S&P Revises Outlook & Affirms 'B-' CCR
VULCAN MATERIALS: Fitch Assigns 'BB+' Issuer Default Rating

WEST COAST GROWERS: Files Amended Schedules of Assets & Liabilities
WINLAND OCEAN: China Merchants Bank Seeks to Lift Stay
WINLAND OCEAN: Won Lee Sues China Merchants to Recover Vessel
WISE REGIONAL: Fitch Affirms Revenue Bonds at 'BB+'
Z TRIM HOLDINGS: Seasoned Food Industry Executive Joins as CFO

[*] Two Attorneys Join Honigman Miller's Detroit Office
[] Richard Levin Joins Jenner & Block's New York Office as Partner

                            *********

ADI ENGINEERING: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: ADI Engineering, Inc.
        3820 E. Illinois Ave.
        Dallas, TX 75216-4140

Case No.: 15-32062

Chapter 11 Petition Date: May 11, 2015

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Harlin DeWayne Hale

Debtor's Counsel: Marcus Jermaine Watson, Esq.
                  M. J. WATSON & ASSOCIATES, P.C.
                  325 N. Saint Paul Street, Suite 2200
                  Dallas, TX 75201
                  Tel: (214) 965-8240
                  Fax: (214) 999-1384
                  Email: jwatson@mjwatsonlaw.com

Total Assets: $1.02 million

Total Liabilities: $1.67 million

The petition was signed by Donatus I. Anyanwu, president.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/txnb15-32062.pdf


ALTEGRITY INC: Taps Deloitte FAS to Render Fresh Start Accounting
-----------------------------------------------------------------
Altegrity Inc., et al., won approval from the bankruptcy court to
employ Deloitte Financial Advisory Services LP as fresh start
accounting services provider, nunc pro tunc to the Petition Date.

Deloitte FAS will provide these services, among other things;

   -- planning for client's determination of and substantiation of
the fresh-start balance sheet ASC 852;

   -- other related services with accounting and financial
reporting; and

   -- valuation services.

Anthony Sasso, director with Deloitte FAS, will have overall
responsibility for assisting the client to evaluate the POR impacts
under ASC 852 and will direct activities associated with accounting
requirements related to the emergence from Chapter 11.

Mark Kangas, principal of Deloitte Transactions and Business
Analytics LLP, will have overall responsibility for the valuation
services.

Michael Sullivan, a director with Deloitte FAS, will serve in an
advisory capacity with respect to bankruptcy and emergence
accounting requirements.

Jay Morris, a partner in the Business Tax Services Section of
Deloitte Tax LP, will support the bankruptcy accounting team n
determining tax consequences of the POR and fresh start accounting
as applicable.

Lead senior managers will include Prashant Parikh with DTBA and
Edward Quinn with Deloitte FAS, based in its New York and Chicago
Offices, respectively.

The Deloitte FAS engagement team leaders will be assisted by other
professionals as necessary, including professional of DTBA,
Deloitte Consulting LLP, Deloitte Tax LP and Deloitte & Touche LLP,
who will be providing services as subcontractors to Deloitte FAS,
to provide technical support and professional support as needed
during the course of the engagement.

The hourly rates of Deloitte FAS personnel are:

         Partner/Principal/Director             $625 - $725
         Sr. Manager/Sr. Vice president         $550 - $595
         Manager/Vice President                 $425 - $475
         Senior Associate                       $375 - $425
         Associate                              $275 - $325

                      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 Bankruptcy Court has scheduled for May 5, 2015, the hearing to
consider the approval of the disclosure statement explaining the
Debtor's plan, which proposes to liquidate the US Investigations
Services.  Land Line relates that USIS lost key federal background
check contracts.

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



AMERICAN EAGLE: Posts $50.7 Million Net Loss in First Quarter
-------------------------------------------------------------
American Eagle Energy Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $50.7 million on $6.87 million of oil and gas revenues
for the three months ended March 31, 2015, compared with a net loss
of $1.02 million on $12.5 million of oil and gas revenues for the
same period in 2014.

As of March 31, 2015, American Eagle had $212 million in total
assets, $215 million in total liabilities and a $3.33 million total
stockholders' deficit.

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

                       http://is.gd/B90Mfi

                        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.

American Eagle Energy Corporation filed on May 8, 2015, voluntary
petition in the United States Bankruptcy Court for the District of
Colorado (Bankr. D. Colo. Case No. 15-15073) seeking relief under
the provisions of Chapter 11 of Title 11 of the Unites States
Code.

American Eagle will continue to operate the business as
debtors-in-possession under the jurisdiction of the Bankruptcy
Court. American Eagle has filed a series of motions with the
Bankruptcy Court requesting authority to continue normal
operations, including requesting Bankruptcy Court authority to
continue paying employee wages and salaries and providing employee
benefits without interruption.

American Eagle's legal advisors are Baker & Hostetler LLP.
Canaccord Genuity Inc. is serving as financial advisor.


ANACOR PHARMACEUTICALS: Files Form 10-Q; Posts $13M Loss in Q1
--------------------------------------------------------------
Anacor Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $13.0 million on $15.3 million of total revenues for the three
months ended March 31, 2015, compared with a net loss of $21.2
million on $4.15 million of total revenues for the same period in
2014.

As of March 31, 2015, the Company had $2158 million in total
assets, $137 million in total liabilities, $4.95 million in
redeemable common stock and $72.6 million in total stockholders'
equity.

The Company's cash, cash equivalents and investments totaled $200
million as of March 31, 2015, compared with $192 million as of Dec.
31, 2014.

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

                        http://is.gd/vGLm2F

                    About Anacor Pharmaceuticals

Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform.  Anacor has discovered eight compounds
that are currently in development.  Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.

Anacor reported a net loss of $87.1 million on $20.7 million of
total revenues for the year ended Dec. 31, 2014, compared with net
income of $84.8 million on $17.2 million of total revenues for the
year ended Dec. 31, 2013.


ANDERSON UNIVERSITY: Fitch Affirms 'BB+' Rating on Revenue Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $40.1
million of the City of Anderson, Indiana economic development
revenue refunding and improvement bonds issued on behalf of
Anderson University (AU).
The Rating Outlook is Stable.

SECURITY  

The bonds are an unsecured general obligation of the university. As
additional security, there is a cash-funded $3.6 million debt
service reserve fund.

KEY RATING DRIVERS

ENROLLMENT DECLINES SLOWING: AU is a small, religiously affiliated
private university in Anderson, IN. The university's enrollment
continued to decline in fall 2014, but at a slower pace than in the
two prior years. Headcount fell by 1.1% in fall 2014 after declines
of 4.5% in fall 2013 and 3.6% in fall 2012. Based on steady
matriculation in fall 2014 and similar expectations for fall 2015,
Fitch believes AU's enrollment is on track to stabilize by fall
2017, although below its historical peak.

OPERATIONS PRESSURED BUT POSITIVE: Declining enrollment and net
tuition revenue have pressured AU's budget. However, AU has
maintained positive GAAP-based operating margins in each of the
past five fiscal years due to conservative budgeting practices,
good expense management, and moderate endowment support. Fitch
expects the operating margin to soften but remain breakeven to
slightly positive in fiscal 2015. The Stable Outlook assumes AU can
maintain budgetary balance despite continued pressure.

LIMITED BALANCE SHEET RESOURCES: AU's balance sheet resources have
grown but still provide a limited financial cushion. Available
funds, defined by Fitch as cash and investments not permanently
restricted, equaled 31.5% of fiscal 2014 operating expenses and
26.7% of debt.

HIGH DEBT BURDEN: The university's debt burden remains high, with
annual debt service consuming 10.4% of fiscal 2014 unrestricted
operating revenues. Annual debt service coverage from operations is
adequate for the rating category at 1.3x.

RATING SENSITIVITIES

BALANCED OPERATIONS: The Stable Outlook assumes Anderson's ability
to offset pressured net tuition revenue through growth or
structural expense adjustments. Inability to maintain generally
breakeven GAAP-based operations and to cover debt service fully
from operations would likely result in negative rating action.

CONTINUED ENROLLMENT DECLINES: Declining matriculation of new
students may undermine Fitch's expectation of stabilizing
enrollment and could negatively pressure the rating.

ADDITIONAL DEBT: Incurrence of additional debt without commensurate
growth in financial resources or net operating income sufficient to
service the debt could negatively affect the rating.

CREDIT PROFILE

Founded in 1917, Anderson University is a small Christian
university located in Anderson, IN (35 miles northeast of
Indianapolis). AU was founded by and affiliated with the Church of
God (Anderson, IN) (COG) and is the only college affiliated with
COG in the Midwest. The university offers around 60 undergraduate
majors as well as graduate programs in business, music, nursing,
and theology. The university also maintains a Department of Adult
Studies that offers bachelor and associates degrees and non-credit
programs for adult students. Fitch believes financial management is
sound and will monitor any significant strategic changes related to
a recent presidential transition.

ENROLLMENT DECLINES SLOWING

AU's headcount enrollment has fallen 9% from a peak of 2,611 in
fall 2011 to 2,377 in fall 2014. The accompanying decline in net
tuition and fee revenues has pressured the university's budget.
Management is pursuing several strategies to bolster enrollment,
including a new marketing strategy, student retention initiatives,
curricular changes to accommodate more transfer students, and
programmatic changes. Fitch views these adjustments positively.
However, AU's relatively small size and limited regional draw make
its finances susceptible to fluctuations in enrollment.

The rate of enrollment decline slowed to 1.1% in fall 2014, and
Fitch expects enrollment to stabilize over the next few cycles.
Undergraduate (roughly 80% of AU's enrollment) matriculation
leveled off in fall 2014 and is expected to be similar or slightly
better in fall 2015 based on early indicators. Continued flat
matriculation would result in stable enrollment below the
historical peak but at a level Fitch believes would be sufficient
for AU to maintain budgetary balance.

OPERATIONS PRESSURED BUT REMAIN POSITIVE

Declining enrollment has driven down net student fee revenues,
which account for 77.8% of AU's operating revenues, and pressured
the university's operating budget. However, AU has maintained
positive GAAP-based operating margins averaging 3.2% over the past
five fiscal years due to conservative budgeting practices, good
expense management, and endowment support. Endowment spending has
been lowered to a conservative 4% policy rate and bolsters
generally breakeven core operations.

Fitch expects operating margins to soften somewhat but remain at
least breakeven in fiscal 2015 and fiscal 2016 as a result of
enrollment pressures. While AU has a good track record of managing
expenses to keep budgetary balance, Fitch believes the slightly
less conservative fiscal 2016 budget indicates limited remaining
financial flexibility and underscores the importance of stabilizing
enrollment levels over the next two or three cycles.

LIMITED BALANCE SHEET RESOURCES

AU's balance sheet resources have grown somewhat but still provide
a limited financial cushion. Available funds increased to $15.7
million as of May 31, 2014 from $10.6 million the prior year due to
a cash surplus, unrestricted gifts, and investment returns.
Available funds equaled 31.5% of fiscal 2014 operating expenses and
26.7% of debt. This level of financial cushion is fairly strong
compared to non-investment-grade peers but weaker than 'BBB'
category peers. AU's permanently restricted endowment is not
included in Fitch's calculation of available funds, but it supports
the university through annual distributions. While certain
permanent funds in the $32.6 million (net) endowment remain
underwater due to recession-era losses, the 4% policy draw for
operations is still conservative on a net basis.

HIGH DEBT BURDEN; UNCHANGED LEVERAGE POSITION

The university's debt burden is high, with annual debt service
(including scheduled note maturities) consuming 10.4% of fiscal
2014 unrestricted operating revenues. Pro forma maximum annual debt
service (MADS) of $6.2 million (includes a balloon payment related
to obligations guaranteed by an affiliated organization) due in
fiscal 2018 consumed a slightly higher 12.2% of fiscal 2014
unrestricted operating revenues. Despite a high debt burden,
coverage is adequate for the rating category, with annual debt
service coverage from operations of 1.3x or higher in each of the
past five fiscal years. However, coverage is susceptible to some
deterioration as margins soften. Fitch expects AU to cover debt
service obligations at least 1x from operations in order to
maintain the current rating level.

As anticipated in the prior review, the university proceeded with a
$5.1 million bank financing to purchase a dormitory. Fitch believes
the transaction is credit-neutral, as AU paid a below-market price
and was already leasing the facility from the seller. AU borrowed
funds and purchased the facility through a separate property LLC,
and the debt is secured by the facility and related revenues
without recourse to the university.




AP GAMING I: Moody's Affirms B3 CFR & Lifts $443MM Loans to B2
--------------------------------------------------------------
Moody's Investors Service affirmed AP Gaming I, LLC's B3 Corporate
Family Rating and its B3-PD Probability of Default Rating. At the
same time, Moody's upgraded the company's senior secured bank
facility rating to B2 from B3. The bank facility consists of a $40
million senior secured revolver due 2018 (including proposed
incremental $15 million) and a $403 million senior secured term
loan due 2020 (including the proposed $250 million add-on). Moody's
also assigned a Speculative Grade Liquidity rating of SGL-2. The
rating outlook is stable. All ratings are subject to final review
of documentation.

On March 30, 2015, AP Gaming signed a definitive agreement to
acquire Cadillac Jack from Amaya Inc. for a purchase price
comprised of (i) $370 million in cash and (ii) a promissory note in
an amount of $12 million, in each case subject to certain
adjustments. Closing of the acquisition is expected in mid-2015.
The acquisition will be funded through a proposed $250 million
add-on to its existing senior secured term loan due 2020, a $12
million promissory note and $161 million of equity from its parent
AP Gaming Holdco, Inc. AP Gaming Holdco, Inc. is raising $115
million in senior secured PIK notes and is receiving a $52 million
equity infusion from funds affiliated with Apollo Global Management
the proceeds of which, net of expenses and some cash to remain on
the Holdco balance sheet, will be contributed to AP Gaming. The
incremental revolver and term loan are expected to be issued under
the existing credit agreement with the same terms as the existing
senior secured revolver and term loan.

Ratings affirmed:

  -- Corporate Family Rating, at B3

  -- Probability of Default Rating, at B3-PD

Rating assigned:

  -- Speculative Grade Liquidity rating of SGL-2

Ratings upgraded:

  -- $403 million senior secured term loan due 2020 (including
     the proposed $250 million add-on) to B2 (LGD3) from B3
     (LGD3)

  -- $40 million senior secured revolver due 2018 (including
     proposed incremental $15 million) to B2 (LGD3) from B3
     (LGD3)

The B3 Corporate Family Rating considers AP Gaming's significant
pro forma leverage, calculated both with and without management
estimated cost synergies. Moody's calculates AP Gaming's pro forma
debt/EBITDA at 5.8 times with estimated cost synergies and 6.8
times without estimated cost synergies. The ratings also take into
consideration AP Gaming's small size in terms of revenue and EBITDA
-- pro forma revenue will be about $165 million and EBITDA less
than $100 million -- and the size of its installed base relative to
peers. Notwithstanding these concerns, the acquisition of Cadillac
Jack makes strategic sense as it will more than double AP Gaming's
installed base, improve its geographic diversification, and improve
its customer concentration. The rating also reflects the growth in
AP Gaming's standalone installed base and earnings.

The B2 rating on the senior secured bank facility, including the
proposed add-on-- one notch above the Corporate Family Rating --
reflects the bank facility's position ahead of the proposed $115
million Holdco PIK notes and the $12 million promissory note in the
company's pro forma debt capital structure.

AP Gaming's Speculative Grade Liquidity rating of SGL-2 indicates
good liquidity. Moody's expect AP Gaming will generate sufficient
cash flow over the next 12 months to cover all debt service and
capital expenditure needs. The company has access to a $25 million
revolver (expected to be upsized to $40 million) which will be
undrawn after the close of the transaction. Moody's also expect the
company will maintain good cushion under its net first lien
leverage ratio.

The stable rating outlook considers our view that AP Gaming's
leverage will not improve materially in the near term as it will
use its free cash flow to invest in initiatives designed to grow
earnings and expand the company's geographic footprint. The outlook
also reflects AP Gaming's strong contract retention rate, the
recurring revenue nature of the company's multi-year contracts with
customers, and good liquidity profile.

A higher rating could result if AP Gaming is able to grow its
earnings and achieve and maintain debt/EBITDA below 5.5 times while
maintaining its good liquidity. Ratings could be lowered if AP
Gaming's earnings or liquidity profile materially deteriorate for
any reason.

AP Gaming I, LLC, a wholly-owned subsidiary of AP Gaming Holdco,
Inc., designs and manufactures Class II gaming machines,
server-based systems, and back-office systems. The majority of the
company's products are used by Native American gaming operators
that operate in Oklahoma. AP Gaming is owned by an affiliate of
Apollo Global Management. Cadillac Jack is a designer,
manufacturer, and marketer of electronic games and systems within
the Class II gaming market. On a pro forma basis, AP Gaming and
Cadillac Jack reported about $165 million of revenue for the latest
12-month period ended December 31, 2014.

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


APOLLO MEDICAL: Amends 3 Million Shares Prospectus with SEC
-----------------------------------------------------------
Apollo Medical Holdings, Inc. has filed a third amendment to its
Form S-1 registration statement relating to the offering of up to
3,000,000 shares of common stock and warrants to purchase 1,500,000
shares of common stock based upon an assumed offering price of
$5.00 (the closing price of the Company's common stock on the OTCQB
on May 6, 2015) for one share and one warrant to purchase one-half
of one share of common stock.

The shares and warrants will be separately issued.  Each warrant
will have a right to purchase one-half of one share of common
stock, have an exercise price of 125% of the offering price per
share, be exercisable upon issuance and expire five years from the
date of issuance.

The Company's common stock is currently quoted on the OTCQB under
the symbol "AMEHD."  The Company has received conditional approval
to list its common stock and warrants on the Nasdaq Capital Market
under the symbols "AMEH" and "AMEHW", respectively, subject to the
satisfaction of certain conditions and meeting all of the Nasdaq
Capital Market listing standards on the date of this Offering.  The
last reported sale price of the Company's common stock on
May 5, 2015, on the OTCQB was $6.94 per share.  This amount
reflects a one-for-ten reverse stock split of the Company's
outstanding common stock that we effected on April 24, 2015.

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

                        http://is.gd/Jzul2H

                        About Apollo Medical

Glendale, Calif.-based Apollo Medical Holdings, Inc., provides
hospitalist services in the Greater Los Angeles, California area.
Hospitalist medicine is organized around the admission and care of
patients in an inpatient facility such as a hospital or skilled
nursing facility and is focused on providing, managing and
coordinating the care of hospitalized patients.

Apollo Medical reported a net loss of $4.55 million for the year
ended Jan. 31, 2014, following a net loss of $8.90 million for the
year ended Jan. 31, 2013.

As of Dec. 31, 2014, the Company had $15.02 million in total
assets, $16.5 million in total liabilities, and a $1.47 million
total stockholders' deficit.


ASSOCIATED WHOLESALERS: Judge Extends Deadline to Remove Suits
--------------------------------------------------------------
U.S. Bankruptcy Judge Kevin Carey has given ADI Liquidation Inc.,
formerly known as Associated Wholesalers Inc., until August 5,
2015, to file notices of removal of lawsuits involving the company
and its affiliates.

                   About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products.  AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States.  AWI is owned by its 500 retail
members, who in turn operate supermarkets.  AWI had 1,459
employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York Metropolitan area.  The company traces its origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City.  White Rose carries out its operations through three
leased warehouse and distribution centers, two of which are located
in Carteret, New Jersey, and one in Woodbridge, New Jersey.  White
Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.

The Debtors have sought joint administration of their Chapter 11
cases for procedural purposes, seeking to maintain all pleadings on
the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No.
14-12092.

As of the Petition Date, the Debtors owe the Bank Group (consisting
of lenders, Bank of America, N.A., Bank of American Securities LLC
as sole lead arranger and joint book runner, Wells Fargo Capital
Finance, LLC as joint book runner and syndication agent, and RBS
Capital, as documentation agent) an aggregate principal amount of
not less than $131,857,966 (inclusive of outstanding letters of
credit), plus accrued interest.  The Debtors estimate trade debt of
$72 million.  AWI Delaware disclosed $11,440 in assets and
$125,112,386 in liabilities as of the Chapter 11 filing.

Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors
to the Debtors, Lazard Middle Market is serving as financial
advisor, and Carl Marks Advisors is serving as restructuring
advisor to AWI.  Carl Marks' Douglas A. Booth has been tapped as
chief restructuring officer.  Epiq Systems serves as the claims
agent.

The Official Committee of Unsecured Creditors tapped to retain Hahn
& Hessen LLP as its lead counsel; Pepper Hamilton LLP as its
co-counsel; and Capstone Advisory Group, LLC, together with its
wholly-owned subsidiary Capstone Valuation Services, LLC, as its
financial advisors.

The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers, which changed
its name to AWI Delaware, Inc., prior to the approval of the sale,
to sell substantially all of its assets, including their White Rose
grocery distribution business, to C&S Wholesale Grocers, Inc.

The C&S purchase price consists of the lesser of the amount of the
bank debt, which totals about $18.1 million and $152 million, plus
other liabilities, which amount is valued at $194 million.  C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.

AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that
closing occurred in connection with the sale of their assets to
C&S.  AWI Delaware subsequently changed its name to ADI
Liquidation, Inc., following the closing of the sale.


BINDER & BINDER: Court Extends Lease Decision Period Thru July 16
-----------------------------------------------------------------
Binder & Binder – The National Social Security Disability
Advocates (NY), LLC, et al., sought and obtained from the U.S.
Bankruptcy Court for the Southern District of New York an order
extending by 90 days the time within which they must assume or
reject unexpired leases is extended through and including July 16,
2015.  The extension is without prejudice to the Debtors' rights to
seek further extensions.

As of the Petition Date, the Debtors had more than 57,000 active
Social Security disability and veterans' benefits cases and
maintained operations at approximately 35 offices located
throughout the United States.

In seeking the 90-day extension, the Debtors explained that they
are in the process of reviewing their remaining Leases to determine
which, if any, of the Leases should be rejected and/or assumed.
While the Debtors are working diligently through this process, the
process has been delayed by various other events that have taken
place during the first three months of these cases, including the
negotiation and prosecution of their motion to obtain Alternative
Post-Petition Senior Secured Financing.  While the Debtors are
diligently reviewing and analyzing the Leases, additional time is
needed to complete their review.

Cassandra Porter, Esq., at Lowenstein Sandler LLP, counsel to the
Debtors, certified that no answer, objection or other responsive
pleading were filed to the extension motion.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating
scale and efficiencies unrivaled by its competitors in the highly
fragmented advocacy market.  The company has more than 950
employees in 35 offices across the United States.  In 2010, H.I.G.
Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates
(NY), LLC, et al., sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 14-23728) in White Plains, New York on Dec.
18, 2014.  The cases are assigned to Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in the Debtors' cases.  The Committee is now comprised
of
(i) United Service Workers Union, Local 455 IUJAT & Related Funds,
(ii) T&G Industries, Inc., (iii) WB Mason Co., and (iv)
Teaktronics, Inc.



BINDER & BINDER: Plan Filing Exclusivity Extended Thru Dec. 14
--------------------------------------------------------------
Binder & Binder - The National Social Security Disability Advocates
(NY), LLC, et al., sought and obtained from the U.S. Bankruptcy
Court for the Southern District of New York an order extending:

   (a) their exclusive period to file a Chapter 11 plan by 240 days
through and including Dec. 14, 2015, and

   (b) their exclusive period to solicit acceptances of that plan
by 300 days through and including Feb. 11, 2016.

In seeking the extension, Cassandra Porter, Esq., at Lowenstein
Sandler LLP, explained that since the filing of the Chapter 11
cases on Dec. 18, 2014, the Debtors have seamlessly transitioned
their operations into the chapter 11 operating environment and
executed a number of key objectives, laying the groundwork for a
successful reorganization.

Ms. Porter asserts that cause exists for the exclusivity periods
extension in light of (a) the size and complexity of the cases, (b)
the progress already made by the Debtors during the first three
months of the Chapter 11 cases, and (c) the extensively negotiated
and ultimately agreed upon milestones under the Debtors'
alternative debtor-in-possession financing facility (the
"Alternative DIP Facility") with Stellus Capital Investment
Corporation by which the Debtors are required to file a plan of
reorganization and solicit votes on it (i.e., Dec. 18, 2015 and
Feb. 18, 2016, respectively).

Ms. Porter certified that no answer, objection or other responsive
pleading were filed on the Extension Motion.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with operating
scale and efficiencies unrivaled by its competitors in the highly
fragmented advocacy market.  The company has more than 950
employees in 35 offices across the United States.  In 2010, H.I.G.
Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability Advocates
(NY), LLC, et al., sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 14-23728) in White Plains, New York on Dec.
18, 2014.  The cases are assigned to Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in the Debtors' cases.  The Committee is now comprised of
(i) United Service Workers Union, Local 455 IUJAT & Related Funds,
(ii) T&G Industries, Inc., (iii) WB Mason Co., and (iv)
Teaktronics, Inc.



BROADWAY FINANCIAL: Announces Profits for 1st Quarter 2015
----------------------------------------------------------
Broadway Financial Corporation, parent company of Broadway Federal
Bank, f.s.b., reported net income of $1.3 million, or $0.04 per
diluted share, for the first quarter of 2015, compared to net
income of $989,000, or $0.05 per diluted common share for the first
quarter of 2014.  The improvement in profitability during the first
quarter of 2015 primarily resulted from higher net interest income
before recapture of loan losses, a higher grant received from the
U.S. Department of the Treasury's Community Development Financial
Institutions Fund and lower non-interest expense, which were
partially offset by lower recapture of loan losses.

Chief Executive Officer, Wayne Bradshaw commented, "I am proud to
announce that loan originations increased 51% over the comparable
period of last year as we continued our strategy of becoming the
leader in financing affordable housing in low-to-moderate income
communities throughout Southern California.  I am also pleased
that, with the continued improvement in asset quality, the Bank has
recorded additional recaptures of loan losses during the first
quarter.  We continue to work diligently to obtain rescission of
the regulatory orders that were originally issued in 2010."

Total assets increased by $3.1 million to $354 million at
March 31, 2015, from $350.9 million at Dec. 31, 2014, primarily due
to an increase of $7.8 million in cash and cash equivalents, which
was partially offset by a decrease of $589 thousand in securities
and a decrease of $3.8 million in loans receivable, including loans
held for sale.  During the first quarter of 2015, the Company
originated a total $25.2 million in multi-family loans, and marked
$12.5 million as held for sale.  Loan repayments totaled $16.8
million and loan sales totaled $12.3 million.

Deposits increased to $222.1 million at March 31, 2015, from $217.9
million at Dec. 31, 2014, primarily reflecting an increase in
certificates of deposit.  FHLB advances decreased to $84.5 million
at March 31, 2015, from $86 million at Dec. 31, 2014, as we repaid
$1.5 million with excess liquidity.

Stockholders' equity was $38.6 million, or 10.91% of the Company's
total assets, at March 31, 2015, compared to $37.3 million, or
10.62% of the Company's total assets, at Dec. 31, 2014.  The
Company's book value was $1.33 per share as of March 31, 2015,
compared to $1.28 per share as of Dec. 31, 2014.

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

                        http://is.gd/s7auJu

                      About Broadway Financial

Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank.  In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b.  The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.

As of Dec. 31, 2014, Broadway Financial had $351 million in total
assets, $314 million in total liabilities and $37.3 million in
total stockholders' equity.

The Company is regulated by the Board of Governors of the Federal
Reserve System.  The Bank is regulated by the Office of the
Comptroller of the Currency and the Federal Deposit Insurance
Corporation.

                         Regulatory Matters

As a result of significant deficiencies in the Company's and the
Bank's operations noted in a regulatory examination in early 2010,
the Company and the Bank were declared to be in "troubled
condition" and agreed to the issuance of the cease and desist
orders by the regulatory predecessor of the Office of the
Comptroller of the Currency for the Bank and the Board of Governors
of the Federal Reserve System for the Company effective Sept. 9,
2010, requiring, among other things, that the Company and the Bank
take remedial actions to improve the Bank's loan underwriting and
internal asset review procedures, to reduce the amount of its
non-performing assets and to improve other aspects of the Bank's
business, as well as the Company's management of its business and
the oversight of the Company's business by the Board of Directors.
Effective Oct. 30, 2013, the Order for the Bank was superseded by a
Consent Order entered into by the Bank with the OCC.  As part of
the Consent Order, the Bank is required to attain, and thereafter
maintain, a Tier 1 (Core) Capital to Adjusted Total Assets ratio of
at least 9% and a Total Risk-Based Capital to Risk-Weighted Assets
ratio of at least 13%, both of which ratios are greater than the
respective 4% and 8% levels for such ratios that are generally
required under OCC regulations.  The Bank's regulatory capital
exceeded both of these higher capital ratios at Dec. 31, 2014, and
2013.


C. WONDER: Consents to H.W.I.'s Resale of Garments
--------------------------------------------------
U.S. Bankruptcy Judge Michael B. Kaplan signed off a consent order
authorizing creditor H.W.I. International, Inc., to resell goods
with the trade name and trade labels of C. Wonder LLC, et al.

The Debtors and the Official Committee of Unsecured Creditors
consented that Two Way Streets of Seventh Avenue, purchaser,
purchase a portion of the garments which had been ordered by the
Debtor prior to the Filing Date.

The Debtors had placed orders for the purchase of certain garments
from H.W.I. prior to Jan. 22, 2015 Petition Date.  The garments
were invoiced to the Debtor for $150,236.

Judge Kaplan also ordered that:

   1. H.W.I. is authorized to fill the purchase order which it
received from the purchaser and to ship to the purchaser the 7,544
garments which had been prepared by H.W.I. to be shipped to the
Debtor; and

   2. upon collection of $15,088 from the purchaser, H.W.I. will
reduce the dollar amount of the proof of claim to be filed by
H.W.I. against the Debtor by $22,632.

As reported in the Troubled Company Reporter on March 25, 2015, the
Debtors and the Committee consented that H.W.I. resell 2,385
garments to Two Way Streets.

                          About C. Wonder

Founded by J. Christopher Burch in 2010, C. Wonder is a specialty
retailer with retail stores in the United States.  With
headquarters in New York, the company sells women's clothing,
jewelry, shoes, handbags and other accessories as well as select
home goods under the C. Wonder brand.  The Company maintains two
distribution centers in New Jersey.

The Company opened its first retail store in New York in 2011.  By
2014, the Company had expanded its operations to include 29
locations across 13 states including its flagship location in
Soho, New York.  Amid mounting losses, C. Wonder closed 16 of its
retail stores by the end of 2014.   C. Wonder closed 9 additional
stores in January 2015.  As of the bankruptcy filing, C. Wonder
had
four retail stores in the U.S. (Soho, Flat Iron, Time Warner
Center
and Manhasset).

C. Wonder LLC and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 15-11127) in Trenton, New
Jersey on Jan. 22, 2015.  The cases are assigned to Judge Michael
B. Kaplan.

The Debtors tapped Cole, Schotz, Meisel, Forman & Leonard, P.A.,
as
counsel, and Marotta, Gund, Budd & Dzera, LLC, as crisis
management
services provider.

As of the Filing Date, the Debtors had assets with a book value of
$43.7 million and liabilities of $61.0 million.

The U.S. Trustee for Region 3 appointed three members to the
Official Committee of Unsecured Creditors.  The Creditors'
Committee has tapped Porzio, Bromberg & Newman, P.C., as counsel,
and CBIZ Accounting, Tax & Advisory of New York, LLC, as financial
advisors.


CAL DIVE: Gets Final Approval to Obtain $120M DIP Financing
-----------------------------------------------------------
Cal Dive International, Inc., et al., won final approval from the
bankruptcy court to (i) enter into a certain senior secured,
superpriority debtor-in-possession credit agreement dated as of
March 3, 2015, among the Debtors and Bank of America, N.A., as L/C
issuer and as administrative agent, and the lender from time to
time parties to the DIP facility agreement in the aggregate amount
of $120 million; and (ii) use cash collateral.  The Court overruled
all objections.

The DIP Facility provides, inter alia:

   1. a senior revolving credit facility of $20.2 million which
will be use in part, to pay interest and fees accrued under the
prepetition senior loan agreement until the closing date; and

   2. a subordinated term credit facility, representing rolled-up
principal obligations of $99.8 million outstanding as of March 3,
2015.

A copy of the Final DIP Order is available for free at:

       http://bankrupt.com/misc/CALDIVE_282_financingord.pdf

                     Revised Order Was Entered

The Official Committee of Unsecured Creditors had filed an
objection, saying that the financing imposes "unduly and
unjustifiably compressed milestones" for the sale of the business,
designed to ensure the bankruptcy lenders recover their investment
at the expense of other stakeholders.  

The Debtors and the Committee later engaged in discussions and have
agreed upon the revised form of order, which has  been circulated
to and is acceptable to the Committee, the Office of the U.S.
Trustee, the DIP Agent and counsel for ABC Funding, LLC.  A copy of
the document is available for free at http://is.gd/FL54t4

                    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.



CASCADES INC: Moody's Rates Proposed $250MM Sr. Notes 'Ba3'
-----------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Cascades Inc.'s
proposed US$250 million senior notes due 2023 and affirmed the
company existing ratings. Cascades intends to use the proceeds from
the note offerings to fund the recently announced tender offer for
their 2020 notes. The new notes will be unsecured and will rank
equally with all of the company's existing senior unsecured
indebtedness. The proposed notes will rank behind the company's
senior secured bank facility (rated Baa3) and will be rated one
notch below the Ba2 corporate family rating, in accordance with
Moody's loss-given-default methodology. The outlook remains
stable.

Issuer: Cascades Inc.

Assignments:

  -- Senior Unsecured Regular Bond/Debenture Due 2023, Affirmed
     Ba3(LGD4)

Outlook Actions:

  -- Outlook, Remains Stable

Affirmations:

  -- Probability of Default Rating, Affirmed Ba2-PD

  -- Speculative Grade Liquidity Rating, Affirmed SGL-2

  -- Corporate Family Rating, Affirmed Ba2

  -- Senior Secured Bank Credit Facility, Affirmed Baa3(LGD2)

  -- Senior Unsecured Regular Bond/Debenture Due 2021, Affirmed
     Ba3(LGD4)

  -- Senior Unsecured Regular Bond/Debenture Due 2022, Affirmed
     Ba3(LGD4)

Cascades' Ba2 corporate family rating reflects the company's
significant position as one of the leading producers of recycled
paper packaging and tissue products. The rating incorporates the
relative demand stability of the containerboard and tissue end
markets and expectations of adjusted leverage improving towards 4
times over the next 12 to 18 months. This is partially offset by
the company's relatively weak operating margins, volatile fiber
costs and the company's tendency to conduct small debt-financed
acquisitions.

Cascades has good liquidity (SGL-2), which is primarily comprised
of C$410 million of availability (as of December 2014, net of
letters of credit) on a C$750 million revolving credit facility
(matures February 2016) and our expectation of about $90 million of
free cash flow generation for the next 12 months, after capex of
$150 million. Cascades faces modest debt maturities over the next
12 months (C$46 million). "We expect adequate headroom under
financial covenants (debt to capitalization ratio of no more than
65% and an interest coverage ratio to be no less than 2.25 to 1.0).
While most of the company's assets are encumbered, the company's
27% ownership in Boralex Inc. (publicly traded independent power
producer with current market capitalization of over $600 million)
can be used to augment liquidity," Moody's said.

The stable rating outlook reflects Moody's expectation that
Cascades' end markets will remain stable and leverage and cash flow
coverage metrics will benefit from improved productivity and modest
debt reduction. Cascades ratings may be upgraded if the company's
normalized retained cash flow to adjusted debt is considered to be
sustainable above 17%, and its ratio of adjusted debt to EBITDA
below 3.5x. The ratings might be downgraded in the event that the
company's liquidity position deteriorates significantly or the
company total adjusted debt to EBITDA drops below 4.5x.

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

Headquartered in Kingsey Falls, Quebec, Cascades is a North
American and European producer of containerboard, boxboard, and
tissue products.


CASCADES INC: S&P Affirms 'B+' CCR, Outlook Stable
--------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its ratings on
Montreal-based Cascades Inc., including its 'B+' long-term
corporate credit rating on the company.  The outlook is stable.

At the same time, Standard & Poor's assigned its 'B+' issue-level
rating and '4' recovery rating (lower half of the range) to
Cascades' proposed US$250 million senior unsecured notes due 2023.
The company plans to issue the notes to repay its US$250 million
notes due 2020.

S&P is also revising its financial risk profile assessment to
"highly leveraged" from "aggressive" and its liquidity assessment
to "strong" from "adequate."

"The affirmation reflects our view that the refinancing transaction
is credit neutral given that we expect a modest increase in
reported debt to fund related expenses," said Standard & Poor's
credit analyst Alessio Di Francesco.

The highly leveraged financial risk profile on Cascades reflects
S&P's base-case scenario that adjusted debt-to-EBITDA will remain
near 5x through 2015.  The assessment also incorporates S&P's view
that the company's credit measures are highly volatile due in part
to its earnings and cash flow sensitivity to fluctuating selling
prices, input costs, and foreign currency rates.  While S&P expects
Cascades to generate growth in earnings and cash flow through 2015,
its debt has increased largely from foreign exchange translation.
As a result, S&P expects the company's leverage and cash flow
ratios to remain modestly above its previous expectations, which
contributed to our financial risk assessment
revision.

S&P's "weak" business risk profile reflects its assessment of
Cascades' packaging products segment as classified within the
forest and paper products industry, and the tissue papers segment
as classified within the branded nondurables industry.  The
business risk profile also incorporates S&P's view that the
company's EBITDA margins are below-average when compared with that
of other forest and paper products companies, albeit to a moderate
degree.

The stable outlook reflects S&P's expectation that Cascades will
generate adjusted debt-to-EBITDA of about 5x in the next 12 months
and its liquidity will remain strong.

S&P could lower the ratings on the company if adjusted
debt-to-EBITDA approaches 6x or if liquidity deteriorates, which
could occur if EBITDA and cash flow generation come under pressure
from increased input costs or lower selling prices.  Leverage could
also approach 6x if Cascades raises debt to fund capital
expenditure projects, acquisitions, or shareholder distributions.

S&P could raise the ratings on the company if EBITDA improves
beyond its forecast levels and Cascades uses free operating cash
flow to repay debt, reducing adjusted leverage to about 4x while
maintaining strong liquidity.



CHG HEALTHCARE: Moody's Affirms 'B2' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
of CHG Healthcare Services. At the same time, Moody's has lowered
the ratings of CHG's first lien secured credit facilities, which
include a $100 million revolver due 2017 and a $771 million term
loan due 2019, to B2 from B1, due to the repayment of second lien
debt that will ensue from a proposed add-on to the term loan
facility. The ratings outlook is stable.

Outlook Actions:

Issuer: CHG Healthcare Services

  -- Outlook, Remains Stable

Affirmations:

Issuer: CHG Healthcare Services

  -- Probability of Default Rating, Affirmed B2-PD

  -- Corporate Family Rating (Local Currency), Affirmed B2

Downgrades:

Issuer: CHG Healthcare Services

  -- Senior Secured Bank Credit Facility, Downgraded to B2
     (LGD 3) from B1 (LGD3)

On May 11, 2015, CHG announced plans to increase the size of its
first lien term loan to $771 million from $571 million. The company
will use proceeds from the incremental $200 million term loan to
repay the entirety of its $193 million second lien term loan, as
well as for fees and expenses. The transaction is nearly
debt-neutral, and although it will result in a $9 million reduction
in interest expense, does not prompt a change to CHG's B2 CFR.
However, with the sizeable amount of second lien debt that is being
replaced by the proposed incremental term loan, the ratings on the
first lien credit facilities are no longer supported by substantial
amount of first-loss debt junior to these facilities. As such, with
the first lien credit facilities to represent substantially all of
the company's debt structure, the ratings on these facilities have
been lowered to B2, the same as the CFR, per Moody's Loss Given
Default methodology. The Caa1 rating on CHG's second lien term loan
will be withdrawn on close of the proposed transaction.

The B2 Corporate Family Rating ("CFR") reflects CHG's
modestly-sized but highly concentrated revenue base, high debt
levels that result in credit metrics that map well to the current
rating, as well as a recent history of aggressive financial policy
pursued by shareholders. These limiting factors are offset by CHG's
lead market position and favorable secular demand trend in its key
locum tenens segment, which Moody's believe will support continued
revenue growth at stable margins, and will allow the company's
credit metrics to improve moderately over near term.

The stable rating outlook reflects Moody's expectation that CHG
will achieve steady organic earnings growth at stable margins,
resulting in a substantial level of cash flow generation over the
near term. This allows the company to reduce debt modestly and
sustain at approximately 5 times in the next 6 to 12 months.
However, the stable outlook also considers expectations that the
company will continue to pursue an aggressive financial policy with
respect to shareholder distributions, offsetting the impact of
improved operational results.

The ratings could be upgraded if CHG maintains robust revenue
growth with improved margins, and use free cash flow to repay
substantial debt. The ability to sustain credit metrics such as
Debt to EBITDA below 5 times and Retained Cash Flow to Debt in
excess of 15% could support higher ratings. Demonstration of a
substantial moderation in shareholder return practices would also
be important for higher rating consideration.

The ratings could be lowered if CHG experiences a substantial loss
of business, resulting in a significant decline in margins. Also,
ratings could face downgrade pressure if the company undertakes
additional debt-funded dividends or acquisitions, or if the company
faces a tightening regulatory environment. The following credit
metrics would warrant a lower rating: Debt to EBITDA sustained
above 6 times, EBITA to Interest of less than 1.5 times or Retained
Cash Flow to Debt of less than 5%.

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

CHG Healthcare Services is a provider of temporary healthcare
staffing services to hospitals, physician practices and other
healthcare settings in the United States. CHG derives the majority
of its revenues from locum tenens (temporary physician) staffing
and additionally provides travel nurse, allied health, and
permanent placement services. Leonard Green & Partners and Ares
Management acquired CHG in November 2012. CHG reported $965 million
of revenue for the twelve months ended March 31, 2015.


CHG HEALTHCARE: S&P Retains 'B' CCR Over Upsized Term Loan
----------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
CHG Healthcare Services Inc.'s 'B' rated first-lien term loan to
'4' from '3'.  The revision follows the company's announcement that
it plans to increase the first-lien term loan by $200 million.  The
'4' recovery rating on the first-lien debt indicates S&P's
expectation of average (30% to 50%, at the high end of the range)
recovery in the event of a payment default.  S&P revised the
recovery rating because of weaker recovery prospects for these
lenders due to the incremental first-lien debt.  S&P's issue-level
rating on the first-lien term loan remains 'B', at the same level
as the corporate credit rating.

The company will use proceeds of the add-on to retire the
second-lien debt.  S&P expects to withdraw the rating on the
second-lien debt upon close.

S&P's 'B' corporate credit rating and stable outlook on CHG
Healthcare are unchanged.  The transaction lowers interest expense
and improves cash flow; however, the corporate credit rating
continues to reflect S&P's expectation that the company's financial
policy will remain aggressive under financial sponsorship ownership
as evidenced by a history of debt-financed dividends that has taken
leverage up to 7x.  The rating also reflects the company's narrow
focus in a highly competitive and in some areas highly cyclical
healthcare staffing business.

RECOVERY ANALYSIS

Key analytical factors:

   -- CHG's capital structure consists of a $100 million revolver
      and a $771 million first-lien term loan B.

   -- S&P has valued the company as a going-concern basis using a
      5.0x multiple of S&P's projected emergence EBITDA.

   -- S&P estimates that, for the company to default, EBITDA would

      need to decline significantly.  This would represent a
      decline in the labor market caused by a depressed economy,
      sluggish demand for temporary staffing, and losses of major
      clients.

Simulated default and valuation assumptions:

   -- Simulated year of default: 2020
   -- EBITDA at emergence: $80 million
   -- EBITDA multiple: 5.0x

Simplified waterfall:

   -- Net enterprise value (after 3% administrative costs): $388
      million

   -- Valuation split in % (obligors/nonobligors): 100/0

   -- Priority claims: $0

   -- Collateral value available to first-lien lenders: $388
      million

   -- Senior first-lien debt: $823 million

   -- Recovery expectations: 30% to 50%

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

CHG Healthcare Services Inc.
Corporate Credit Rating            B/Stable/--

Recovery Rating Revised
                                    To             From
CHG Healthcare Services Inc.
First-Lien Term Loan               B              B
  Recovery Rating                   4H             3H



CNO FINANCIAL: Fitch to Rate New Sr. Unsecured Notes 'BB+(EXP)'
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB+(EXP)' rating to CNO Financial
Group Inc.'s (CNO) planned issuance of new senior unsecured notes.
At the same time, Fitch has upgraded the Insurer Financial Strength
(IFS) ratings for CNO's core insurance subsidiaries to 'BBB+' from
'BBB'. The Rating Outlook is Positive for all ratings.

KEY RATING DRIVERS

The upgrade of CNO's ratings reflect the company's improved
financial flexibility related to the announced recapitalization of
its outstanding debt and more consistent financial results and
interest coverage metrics. The ratings continue to reflect the
company's strong statutory capitalization and moderate financial
leverage that are favorable for the rating level and remain in line
with expectations. Furthermore, CNO has made good progress in
recent years divesting underperforming, capital-intensive
businesses. The Positive Outlook reflects Fitch's expectations that
the company will sustain recent improvements in its earnings
profile and balance sheet fundamentals at favorable levels with
respect to current ratings.

Primary rating concerns include the company's still large exposure
to the long-term care (LTC) market and challenges associated with
the ongoing low interest rate environment.

Fitch views the recapitalization to an unsecured senior debt
structure as the key driver for the standard notching of CNO's
unsecured debt relative to the IDR. CNO will issue $800 million in
new debt and an additional $100 million will be drawn on its new
four-year revolver. Additional benefits with the new capital
structure include the extension of its maturity schedule and less
restrictive covenants.

The company's financial leverage remains moderate although it
increases to at 19.2% on a pro forma basis from 17.2% at March 31,
2015 with additional long-term debt of approximately $125 million
after the retirement of current outstanding senior secured notes.
Proceeds from the new issuance will be used to retire approximately
$775 million of current outstanding debt and for general corporate
purposes.

Fitch views CNO's statutory capitalization as strong for the
rating. The consolidated RBC ratio remained steady at 428% as of
March 31, 2015, from 431% at year-end 2014. Total adjusted capital
growth has been consistent, increasing 4.2% in 2014 and at a 5.9%
annual growth rate since 2010. Fitch expects CNO's capital to
remain in the 400% to 425% range for 2015.

CNO has reported stable operating earnings over the last 12 months
despite pressure from low interest rates, and moderately increasing
LTC benefit and supplemental health loss ratios in the first
quarter of 2015. Profitability as measured by return on equity
(ROE) is seen as solid for the rating as reflected by the company's
operating ROE of 6.4% for 2014 following 6.7% the prior year. CNO's
business segments reported a 4.5% increase in after-tax, operating
earnings in 2014 versus the prior year driven by favorable fixed
annuity, Medicare supplement and LTC margins at Bankers Life &
Casualty Insurance Company. CNO has not reported significant
special charges following the $278 million loss on the sale of
Conseco Life Insurance Company reported in the first quarter of
2014. While the low interest rate environment has pressured
earnings at CNO, management has taken actions by lowering crediting
rates on interest-sensitive products, repricing products and
building LTC reserves to maintain product margins.

CNO's operating interest coverage is viewed as strong at 10.1x for
2014 and 9.0X for 2013. Fitch expects fixed charge coverage to
range from 8-10x excluding unusual items for 2015. CNO maintains
approximately $300 million in cash at the holding company level
providing support and flexibility for interest expense coverage.

CNO's overall investment credit quality is good and investment
performance is expected to remain so in 2015. The company's risky
asset to total adjusted capital ratio of 93% was modestly above the
life industry average of 87% at yearend 2014 due its exposure to
below investment grade bonds. However, CNO has low exposure to
directly placed commercial mortgages and alternative assets. The
investment-grade bond portfolio has above-average investment in
'BBB' level rated securities at approximately 45% of the portfolio,
making it potentially more vulnerable to downgrade risk in a
declining economic environment. Credit related impairments
continued to be minimal in 2014 and the first three months of
2015.

RATING SENSITIVITIES

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

   -- Consistent earnings without significant special charges and
      with operating return on equity above 8%.

   -- GAAP operating interest coverage ratio above 8x;

   -- NAIC RBC ratio above 350%.

Key rating triggers that could lead to a downgrade include:

   -- Combined NAIC RBC ratio less than 325% and operating
      leverage above 20x;

   -- Deterioration in operating results;

   -- Decline in fixed charge coverage to below 5x;

   -- Significant increase in credit-related impairments;

   -- Financial leverage above 30%

Fitch expects to assign the following ratings:

   -- $800 million senior unsecured note due 2020 and 2025 'BB+'.



CNO FINANCIAL: Moody's Raises Sr. Secured Debt Rating to 'Ba1'
--------------------------------------------------------------
Moody's Investors Service upgraded the credit ratings of CNO
Financial Group (CNO, NYSE: CNO, senior secured to Ba1 from Ba2),
as well as the insurance financial strength ratings of its primary
life insurance subsidiaries, including lead operating company
Bankers Life and Casualty Company, to Baa1 from Baa2. Additionally,
Moody's assigned ratings to CNO's newly filed shelf (sr. debt at
(P)Ba1) and a Ba1 debt rating to the CNO's anticipated $800 million
sr. debt drawdown from the shelf. Lastly, Moody's assigned a Ba1
rating to the company's new four-year senior unsecured $150 million
credit facility. Proceeds from the anticipated $800 million senior
debt issuance and $100 million draw from the new bank facility are
expected to repay approximately $800 million of existing debt, as
well as used for general corporate purposes. All the ratings have a
stable outlook.

Moody's Senior Vice President, Scott Robinson, said: "The upgrade
in CNO's ratings is driven by realized and expected further
improvements in capital adequacy and profitability, as well as
improved financial flexibility." Robinson noted, "The company's
recapitalization plan allows CNO to lock in a more permanent
investment grade-like capital structure." Following the
recapitalization, Moody's expects CNO's adjusted financial leverage
ratio to remain in the low 20% range. The rating agency added that
the two tranches of senior debt, maturing in 2020 and 2025, have no
financial covenants, and the company has significant cushion under
the covenants of the $150 million bank credit facility, $100
million of which is expected to be drawn.

The rating agency added that the company's financial metrics, which
remain solid for its Baa1 IFS rating, helped drive the ratings
upgrade. CNO's combined NAIC RBC ratio, which, as with other
companies, includes a diversification benefit across legal
entities, was a strong 428% (company action level) at Q1 2015,
compared to 410% at year-end 2013. In addition, although the
company's net income has historically been volatile, this was
partly due to one-time items resulting from actions that will help
reduce risk over the longer term (e.g., reported loss from the sale
of Conseco Life Insurance Company in 2014). Following the
recapitalization, Moody's expects insurance company cash generation
to remain strong, especially compared to the $40 to $50 million of
anticipated holding company interest expenses.

Moody's commented that CNO's ratings are supported by its captive
distribution force at Bankers Life, its focus on the less crowded
and ratings sensitive middle-income market, where the company has
demonstrated success. Additionally, the company maintains strong
capitalization at its main operating companies and has demonstrated
an ability to generate cash to build liquidity.

The rating agency added, however, that these strengths are offset
by the adverse impact of low interest rates on profitability, risks
associated with the company's book of long term care (LTC)
insurance, and the challenges of balancing capital growth and
policyholder needs with shareholder friendly activities, including
share repurchases and common stock dividends. Moody's noted that
although the operating companies have historically received
regulatory permission to pay dividends, negative unassigned surplus
at a key intermediate life insurance company constrains financial
flexibility because its presence requires regulatory approval for
dividend payments.

Moody's said that the following could result in a subsequent
upgrade of CNO's and its operating subsidiaries' ratings: a
transaction that meaningfully reduces the uncertainty associated
with the LTC block, consistent return on capital (ROC) of at least
6%; consistent earnings coverage of six times; and sustained
combined NAIC RBC ratio (without diversification benefit) of at
least 400% (company action level). Conversely, the following could
result in a downgrade of CNO's and its operating subsidiaries'
ratings: Significant LTC charge or deterioration in claims
experience; ROC of less than 4%; adjusted financial leverage of
over 30%, earnings coverage of less than four times; and a combined
NAIC RBC ratio (without diversification benefit) of less than
350%.

The following ratings were upgraded with a stable outlook:

  -- CNO Financial Group, Inc.—LT corporate family rating to Ba1

     from Ba2, senior secured debt rating to Ba1 from Ba2

  -- Bankers Life and Casualty Company—insurance financial
     strength rating to Baa1 from Baa2;

  -- Colonial Penn Life Insurance Company—insurance financial
     strength rating to Baa1 from Baa2;

  -- Washington National Insurance Company—insurance financial
     strength rating to Baa1 from Baa2.

The following ratings have been assigned with a stable outlook:

  -- CNO Financial Group, Inc.— Senior unsecured debt -- Ba1;
     Senior unsecured bank credit facility -- Ba1; Senior
     unsecured shelf -- (P)Ba1; Senior subordinate shelf --
     (P)Ba2; Subordinate shelf -- (P)Ba2; Preferred Stock shelf
     -- (P)Ba3

CNO Financial Group is a specialized financial services holding
company that operates primarily in the life and health insurance
sectors through its subsidiaries. At March 31, 2015, CNO, which is
headquartered in Carmel, Indiana, reported total assets of
approximately $31.6 billion and shareholders' equity of $4.8
billion.

The principal methodology used in this rating was Global Life
Insurers published in August 2014.

Moody's insurance financial strength ratings are opinions of the
ability of insurance companies to pay punctually senior
policyholder claims and obligations.


CNO FINANCIAL: S&P Assigns 'BB+' Sr. Unsecured Debt Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' senior
unsecured debt rating to CNO Financial Group Inc.'s (NYSE: CNO)
series of debt issuances comprising part of the organization's
recapitalization plan.  This recapitalization encompasses a mix of
senior unsecured issuances, including a $150 million, four-year
revolving credit facility; a five-year note; and a 10-year term
note, totaling $800 million.  These ratings are subject to review
upon receipt of final documentation.

S&P believes this recapitalization -- which will replace CNO
Financial's entire capital structure--will improve the company's
financial flexibility as it will facilitate a more-permanent
structure without large bullet short-term maturities.  Furthermore,
the organization will have a more investment-grade structure with
fewer covenants.  CNO Financial will also improve its overall cost
of capital while enhancing nearer-term liquidity. The company's
fundamentals continue to showcase a track record of execution,
prudent financial management, and continued top-line sales and
revenue growth.

This recapitalization plan encompasses multiple repayments and
refinancing by repaying CNO Financial's credit facility due in 2016
and 2018 with about $522.1 million outstanding, and refinancing the
company's $275 million senior secured notes due in 2020.  The
company will also take on approximately $80 million in additional
incremental debt for general corporate purposes, which S&P views as
being within the tolerances of its ratings.

CNO Financial Group's primary sources of cash at its non-operating
holding company are dividends from its operating subsidiaries,
interest on surplus debentures, and management/investment fees.
S&P expects that with this recapitalization, the organization will
maintain its current financial leverage, including discounted
present values of operating leases and unfunded post-retirement
benefit obligations of less than 25% and fixed-charge coverage in
excess of 10x.

For year-end 2015, S&P expects CNO Financial to continue to improve
its operating performance and report continued top-line growth.
S&P expects the company to report generally accepted accounting
principles adjusted EBIT of between $250 million and $275 million
and a return on equity of more than 8% (excluding any one-time
adjustments).  S&P also expects the organization to continue to
work toward capital in excess of its 'BBB' ratings confidence
level, with continued statutory earnings of $375 million-$400
million through year-end 2015.

RATINGS LIST

CNO Financial Group Inc.
Counterparty Credit Rating                 BB+/Stable/--

New Rating
CNO Financial Group Inc.
$150 mil revolving credit facility due 2019
$325 mil senior unsecured note due 2020
$475 mil senior unsecured note due 2025      BB+



COLT DEFENSE: Auditors Doubt Going Concern Status
-------------------------------------------------
Colt Defense LLC has filed a second amendment to its annual report
on Form 10-K for the year ended Dec. 31, 2013, in response to the
SEC comments to include certifications under Section 906 of the
Sarbanes-Oxley Act and (ii) update its certifications under Section
302 of the Sarbanes-Oxley Act to include internal control over
financial reporting language in the introductory portion of
paragraph 4 as well as paragraph 4(b).

These amendments do not require any changes to the financial
statements for the fiscal year ended Dec. 31, 2013, as restated.
In connection with the Company's response to the SEC comments and
the refiling of its Form 10-K/A #2 the Company has included
language in Note 20 "Subsequent Events" with respect to its current
liquidity position and ability to continue as a going concern and
other recent events.  

As a result of the Company's current liquidity position, its
independent public registered accounting firm has updated its
previously issued audit report to include a "going concern"
explanatory paragraph.

PricewaterhouseCoopers LLP, in Hartford, Connecticut, noted that
the Company has experienced liquidity challenges as a result of a
decline in market demand for its products which has materially
affected its liquidity, including its ability to repay existing
indebtedness as it becomes due and to meet other current
obligations, which raises substantial doubt about its ability to
continue as a going concern.

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

                        http://is.gd/YI6SFM

                         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.


COLUMBUS REGIONAL: Fitch Cuts Series 2008 Bonds Rating to 'BB+'
---------------------------------------------------------------
Fitch Ratings has downgraded and removed the Rating Watch Negative
on the following bonds issued by the Medical Center Hospital
Authority on behalf of Columbus Regional Healthcare System (dba
Columbus Regional Health, CRH):

   -- $102.7 million series 2008, to 'BB+' from 'BBB'*;
   -- $167.5 million series 2010, to 'BB+' from 'BBB'*.

* The bonds are insured by Assured Guaranty, whose Insurer
Financial Strength (IFS) is not rated by Fitch.

The bonds have been assigned a Stable Rating Outlook.

CRH also has an additional $23.8 million bank loan which is on
parity with the outstanding bonds and not rated.

SECURITY

The bonds are secured by a pledge of net revenues, a funded debt
service reserve for both the 2010 and 2008 bonds, and a leasehold
agreement on certain obligated group property.

KEY RATING DRIVERS

EROSION IN PROFITABILITY: The downgrade to 'BB+' reflects the
unexpected further deterioration in CRH's operating performance in
fiscal 2014 (June 30 year-end). CRH booked a $46 million operating
loss and thin 5% EBITDA margin for fiscal 2014, well behind
budgeted expectations. Approximately $31 million in non-recurring
items negatively impacted fiscal 2014 results, and operating losses
have narrowed to $22 million (6.9% EBITDA margin) through the
nine-month interim period ended March 31, 2015.

COVENANT VIOLATIONS: The downgrade also reflects the occurrences of
violations of various performance covenants under both its bond and
bank documents in fiscal 2013 and 2014. CRH is unlikely to meet its
coverage covenant in fiscal 2015 per the bond insurer and bank
requirements, and has been in negotiations to secure the necessary
waivers which Fitch believes is likely.

PRESSURED LIQUIDITY: While currently steady year-over-year, CRH's
balance sheet is likely to be pressured over the near term. CRH had
approximately 138.6 days cash on hand (DCOH) and 53.1% cash to debt
at March 31, 2015. Its debt profile is 93% fixed rate and its
frozen pension plan is 91% funded. Liquidity is likely to be
impacted by a qui tam settlement, and could be further pressured
should the bank loan (due September 2016) not be renewed or
refinanced. CRH has also been utilizing a line of credit for cash
flow needs, with $8.4 million outstanding at March 31, 2015
compared to $18.4 million a year ago.

STRONG MARKET POSITION: CRH's leading inpatient market share
remains a credit strength, which improved to 65.8% in calendar year
(CY) 2013 within its service area. Clinical volumes have remained
at or above budget despite some volatility caused by the planned
and executed relocation of acute care services of Doctor's Hospital
in fiscal 2015, whose beds and license were merged with Midtown
Medical Center.

STRATEGIC IMPROVEMENTS ONGOING: CRH continues to implement its
strategic initiatives which should generate further operating
efficiencies across the system. At the outset of its strategic
performance improvement plan, management identified nearly $30
million in achievable improvements which have begun to support
better profitability.

ELEVATED DEBT BURDEN: CRH maintains a sizeable debt burden, though
current capital plans are not expected to require additional debt.
CRH expects to spend $15 million in fiscal 2015 on routine capital,
increasing that to $25 million annually to include certain projects
at its Northside and Midtown campuses.

RATING SENSITIVITIES

POSSIBLE DEBT ACCELERATION: Per the master trust indenture, a
failure to perform the required covenants in any related financing
agreement after a cure period is an event of default, with the
right to pursue acceleration as a remedy. Fitch believes the risk
of debt acceleration is remote.

CASH FLOW IMPROVEMENT: Over the longer term, the rating will be
reliant upon CRH further narrowing its losses in fiscal 2015, and,
absent non-recurring items, reach breakeven or better in fiscal
2016. Further rating pressure is possible should CRH's core
operating profitability decline from current levels.

CREDIT PROFILE

CRH is a health care system with a total of 732 licensed beds and
$411.6 million of operating revenues (fiscal 2014) located in
Columbus, GA. The system includes 632-bed Midtown Medical Center,
100-bed Northside Medical Center, the John B. Amos cancer center, a
foundation, a medical group, and other various subsidiaries and
services. The obligated group represents 96.9% of total assets and
99.7% of total operating revenues.

MISSED COVENANTS

Fiscal 2014 results were hampered by $31 million in one-time items
which resulted in operating losses well below the expected $8
million. CRH's EBITDA margin was thin at 5%, producing weak debt
service coverage equal to 1.08x per CRH's indenture calculation.
With a second year of missing the 1.5x insurance covenant, a $14.6
million springing debt service reserve fund was triggered which CRH
funded in March 2015.

Under the bank loan agreement, the failure to maintain at least a
'BBB' rating is an event of default. With CRH's downgrade to 'BB+',
Compass Bank has the right to pursue remedy and accelerate the
$23.8 million bank loan. However, Fitch believes the possibility of
acceleration to be remote. In April 2015, Compass renewed the bank
loan through September 2016.

RECURRING INCOME IS IMPROVED

Fiscal 2014 included $31 million in one-time items, including a $25
million bad debt adjustment to reflect more accurate self-pay
collection rates and $4.5 million legal costs associated with a qui
tam lawsuit. Normalized operating performance absent these
non-recurring items would have demonstrated some realized savings
from CRH's ongoing strategic improvement program, producing nearer
to 2x debt service coverage and a slimmer operating loss than in
prior years.

Fiscal 2015 results are expected to remain steady from interim
results, which reflect 1.2x coverage by EBITDA and narrowed
operating losses. Still, should a settlement be reached during
fiscal year 2015, the associated legal costs and settlement amount
could pressure those results. Court documents indicate the parties
have reached an agreement in principle to settle, and the court
stayed the case for 90 days for the parties to finalize the
settlement. While a settlement would be favorable compared to an
extended trial process, Fitch will monitor the outcome and may take
rating action should the outlay be larger than anticipated.

STRONG MARKET POSITION

CRH maintains a solid market footprint, and is pursuing a strategy
which should stabilize its position as the only provider in the
service area for several services, including perinatal care, level
III NICU, and level II trauma coverage. CRH maintains almost
exclusive share for certain specialties, and its primary
competitor, St. Francis (34.2% inpatient market share), won a CON
award for OB/Gyn services. Effective Nov. 1, 2014, CRH merged the
219-bed Doctor's Hospital with Midtown Medical Center, absorbing
the beds and license. With this consolidation of acute care
services, the system should realize better clinical and operating
efficiencies than the two adjacent facilities had prior, reducing
duplicative and commingled staff and services.

Over the longer term, CRH is expected to develop its Northside
campus, which benefits from a service area with healthy demographic
indicators and expands CRH's geographic reach. This should
alleviate some of CRH's exposure to Medicaid, which is a high 20.9%
of fiscal 2014 gross revenues. CRH received approximately $37
million in supplemental funding in fiscal 2014, including Medicare
and Medicaid disproportionate share hospital (DSH) payments. These
payments are expected to decrease, though CRH will likely remain
eligible for Medicaid, uncompensated care and indigent care
supplements going forward.

DEBT PROFILE

As of June 30, 2014 (FYE), CRH had $307.9 million in total debt,
including all notes and capital leases. The $270.2 million in
bonded debt is fixed rate, while the $23.8 million in bank notes
are variable rate, with a Sept. 1 2016 renewal date. Maximum annual
debt service (MADS) per the indenture and bank calculation is equal
to $25 million, which includes approximately $4.5 million in notes
payable and capital leases.

CRH has a basis swap for a notional amount of $106.6 million, and
there are no termination events related to the missed covenants
under its various financing agreements. However, a downgrade below
'BBB-' is a termination event. CRH is required to post collateral
against the fair value of the swap, and had $2.3 million in
collateral posted as of March 31, 2015.

DISCLOSURE

CRH covenants to disclose annual (within 180 days of fiscal year
end) and quarterly (within 50 days of quarter end) information to
the Municipal Securities Rulemaking Board's EMMA system.



COMSTOCK MINING: Stockholders Elect 5 Directors
-----------------------------------------------
Comstock Mining Inc. held its annual meeting of stockholders on May
7, 2015, during which the stockholders of the Company:

   (1) elected John V. Winfield, Corrado De Gasperis, Daniel W.
       Kappes, William J. Nance and Robert A. Reseigh to
       the Board of Directors;

   (2) ratified the appointment of Deloitte & Touche LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending Dec. 31, 2015; and

   (3) approved a non-binding advisory resolution approving the
       compensation of the Company's named executive officers.

                       About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a substantial portion of the Comstock district,
secured permits, built an infrastructure and brought the
exploration project into test mining production.  The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining.  The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.

Comstock Mining reported a net loss available to common
shareholders of $13.3 million in 2014, a net loss available
to common shareholders of $25.4 million in 2013 and a
net loss available to common shareholders of $35.1 million in
2011.

As of March 31, 2015, the Company had $48.2 million in total
assets, $24.7 million in total liabilities and $23.6 million in
total stockholders' equity.


CORD BLOOD: Reports 2015 First Quarter Financial Results
--------------------------------------------------------
Cord Blood America, Inc. announced financial results for the
quarter ended March 31, 2015, and the results of the special
shareholder meeting.

Revenue increased 39.0% to $1.278 million from $0.920 million in
the same period of 2014.

Recurring revenues increased approximately 7.0% for the three
months ended March 31, 2015, to $0.660 million compared to 2014 and
now represent over 51% of total revenue.

EBITDA was $0.208 million compared to a loss of $.022 million in
2014.

On April 9, 2015 the Company announced a $0.724 million preferred
equity investment from Red Oak Partners LLC and affiliates.

The proceeds of the Red Oak investment were used to pre-pay a
portion of the Tonaquint debt obligation.  The Company's total debt
outstanding is $1.410 million as of April 30, 2015.

David Sandberg, Chairman of Cord Blood America, Inc. stated, "With
the approval of the increase in authorized shares and the
deleveraging of the balance sheet, the Company now has the ability
to invest in growth opportunities that it previously was unable to
capitalize on.  We have also appointed Board committees and
approved committee charters, and we are progressing on other
corporate governance improvements.  Lastly, Red Oak's investment
has now automatically converted into common shares equivalent to
29.98% ownership in the Company."

Joseph Vicente, president of Cord Blood America, Inc. commented,
"This was a strong quarter and we are pleased with the performance
of the business.  We are excited about the future."

For the three months ended March 31, 2015, net loss was $0.209
million versus a net loss of $0.437 million in 2014.

EBITDA increased to $0.208 million from a loss of $0.022 million in
2014. In the first quarter 2014 the Company incurred $154,471 in
legal expenses associated with the St. George and Tonaquint
litigation which was settled in 2014.

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

                      http://is.gd/4FDfcs

                    Annual Meeting on July 14

At the May 7, 2015, special meeting, shareholders approved the
increase in authorized shares.

The Board of Directors set June 9, 2015, as the record date for the
Company's annual general meeting to be held July 14, 2015, to elect
directors, ratify auditors and approve changes to the Company's
Articles of Incorporation and Bylaws.

                       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.


CORINTHIAN COLLEGES: Former Workers Sue Over WARN Act Violations
----------------------------------------------------------------
Guy Reynolds filed with the U.S. Bankruptcy Court for the District
of Delaware a class action complaint against Corinthian Colleges,
Inc., seeking recovery for damages in the amount of 60 days' pay
and benefits under the ERISA by reason of the Debtor's violation of
the Worker Adjustment and Retraining Notification Act and its
California counterpart California Labor Code.

The Plaintiff was an employee of the Debtor and was terminated as
part of, or as a result of, a mass layoff ordered by the Debtor on
or about April 26, 2015.  As such, the Plaintiff alleges that the
Debtor violated the WARN Act by failing to give the Plaintiff and
other similarly situated employees of the Debtor at least 60 days'
advance notice of termination, as required by the WARN Acts.

The Plaintiff, individually and on behalf of all other similarly
situated persons, seeks an allowed wage priority claim for up to
$12,450 of the WARN Act claims of the Plaintiff and each of the
other similarly situated former employees.

The Plaintiff is represented by:

         Christopher D. Loizides, Esq.
         LOIZIDES, P.A.
         1225 King Street, Suite 800
         Wilmington, DE 19801
         Tel: (302) 654-0248
         Fax: (302) 654-0728
         E-mail: loizides@loizides.com

            -- and --

         Jack A. Raisner, Esq.
         Rene S. Roupinian, Esq.
         OUTTEN & GOLDEN LLP
         3 Park Avenue, 29th Floor
         New York, NY 10016
         Tel: (212) 245-1000

                    About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 15-10952) on May 4, 2015.  The Chapter 11
petitions are being jointly administered under the caption In re:
Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC).  The
cases are assigned to Judge Kevin J. Carey.

Corinthian Colleges, Inc., was founded in February 1995, and
through acquisitions became one of the largest for-profit
post-secondary education companies in the United States and
Canada.

Corinthian Colleges, which in 2014 had more than 100 campuses all
over the U.S. and Canada, sought bankruptcy protection to complete
an orderly wind down of its operations.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel;
FTI Consulting, Inc., as restructuring advisors; and
Rust Consulting/Omni Bankruptcy as claims and noticing agent.

Corinthian Colleges disclosed total assets of $19.2 million and
total liabilities of $143.1 million in its petition.


CORINTHIAN COLLEGES: Has Interim OK to Use Cash Collateral
----------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware gave Corinthian Colleges, Inc., et al., interim
authority to use cash collateral securing their prepetition
indebtedness.

As of the Petition Date, Corinthian has outstanding obligations of
$94.4 million in aggregate principal amount, in respect of
prepetition domestic loans, $8.9 million in aggregate principal
amount, in respect of domestic letters of credit issued, and
CAD$2.3 million in aggregate principal amount, in respect of
Canadian letters of credit issued under a credit agreement with
Bank of America, N.A., as administrative agent.

The Debtors' rights to use the cash collateral will terminate on
the earliest of (i) three business days after service of written
notice by the Prepetition Secured Parties of the occurrence of an
event of default; (ii) on July 31, 2015; (iii) the effective date
of a Chapter 11 plan of liquidation in any of the Chapter 11 cases;
or (iv) as otherwise ordered by the Court.

A final hearing on the Motion will be heard before the Court on May
27, 2015, at 2:00 p.m.  Any objections must be filed on or before
May 20.

A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/CORINTHIANdipord0505.pdf

                    About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 15-10952) on May 4, 2015.  The Chapter 11
petitions are being jointly administered under the caption In re:
Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC).  The
cases are assigned to Judge Kevin J. Carey.

Corinthian Colleges, Inc., was founded in February 1995, and
through acquisitions became one of the largest for-profit
post-secondary education companies in the United States and
Canada.

Corinthian Colleges, which in 2014 had more than 100 campuses all
over the U.S. and Canada, sought bankruptcy protection to complete
an orderly wind down of its operations.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel;
FTI Consulting, Inc., as restructuring advisors; and
Rust Consulting/Omni Bankruptcy as claims and noticing agent.

Corinthian Colleges disclosed total assets of $19.2 million and
total liabilities of $143.1 million in its petition.


CORINTHIAN COLLEGES: Students Seek Committee to Represent Interests
-------------------------------------------------------------------
Attorneys representing an ad-hoc student group and seeking to
represent the interests of an estimated 500,000 students of the
recently-collapsed Corinthian Colleges Inc., have formally
requested that a special committee be formed to provide meaningful
participation by students.  The aggregate claims may exceed $25
billion in the bankruptcy cases of Corinthian and its subsidiaries.
Public Counsel Law Center, Robins Kaplan LLP, and Strumwasser &
Woocher LLP said that the legal action is intended to ensure that
student voices are heard in a case that will significantly affect
their finances and their futures.

"By taking this urgent action, the students -- the real victims in
this unnecessary and heartbreaking scandal -- will have their
specific interests represented," said Mark Rosenbaum, Director of
Public Counsel Opportunity Under Law.  "These students were offered
one of the most precious gifts of a democracy -- the promise to
access an education.  Instead, they became victims of an
irresponsible and negligent corporate culture.  These students'
only failure was that they trusted the false promises made to them,
and believed too much in our national credo that the only sure way
to opportunity is through schoolhouse doors."

The students -- those most affected by the fraudulent business
practices that the Consumer Financial Protection Bureau called a
"predatory lending scheme," and which led to Corinthian Colleges'
demise -- seek to represent their own interests in the bankruptcy
case by establishing a special committee of creditors for students
only.

"I want more than anything to see the door opened for all students
who were harmed by these schools to finally have their voices
recognized," said Aeyla Admire, a former student at Corinthian
Colleges subsidiary, Everest College, who was misled by Everest
about her program's accreditation and how her education would be
financed.  "We are the ones who are stuck paying back these loans
we didn't authorize, and who have had our credit ratings decimated
by this debt."

"The claims of current and former Corinthian students are unique
and different from the trade creditors of Corinthian," said
Scott Gautier of Robins Kaplan LLP, bankruptcy counsel for the
ad-hoc student group.  "We hope that the U.S. Trustee will see the
merit in establishing a separate creditors' committee composed of
and run by student representatives.  To date, the students have not
had an effective forum in which to collectively address their
concerns and we have asked the U.S. Trustee's office to establish
the committee and provide them meaningful representation in the
bankruptcy forum.  Considering that hundreds of thousands of
students have attended these schools, with program costs from
$20,000 to $100,000, we estimate that the students' damage claims
could exceed $25 billion."

"This committee will help students establish their right to redress
for both the debts incurred, and the consequential damages that
have been visited upon the student population.  Moreover, the
ability to work through an official committee will give the
students the ability to focus efforts on redress, which will likely
come, in part, through student loan forgiveness and ongoing
programs to assist students with education and job placement.  We
believe that collective treatment is not only proper, but the most
efficient and effective way for the bankruptcy estates to address
these claims," Mr. Gautier added.

Following are a few of the many examples of Corinthian's fraudulent
and misleading actions:

Tiffany Contreras enrolled in Everest College's paralegal program
in April 2013 and was nine weeks from graduating when the school
closed its doors on April 27, 2015.  She currently owes over
$47,000 in subsidized and unsubsidized federal loans, as well as a
private Genesis loan.  The week before the school closed, Tiffany
was asked to pay a $500 "repack" fee, and was told by an employee
of the financial aid office that the school had been "repackaging"
students' loans without their permission.

Sarah Dieffenbacher is a mother of four and the first person in her
family to attend college.  She studied at Everest College from
2007-2010 to become a legal assistant and was shocked to learn from
a potential employer that her program was not recognized, let alone
ABA accredited as Everest had claimed.  She was also shocked to
discover that she owed $110,000 in loans that the school took out
in her name without notifying her.

Tasha Courtright had the highest grade point average at Everest
College's Ontario campus, where she completed an associate's degree
in criminal justice and a bachelor's degree in business management.
Everest recruiters aggressively pursued her, assuring her she
would be earning $45,000 per year after completing her degree and
claiming a 91 percent job placement success rate, which turned out
to be untrue.  She informed the recruiters that she could not
afford college, and they told her they "ran the numbers" and
assured her that grants would cover the cost of her program. She
now owes $41,000 in debt and has never been able to obtain
documentation of her loans.

Aeyla Admire,who completed Everest College's medical assistant
training program in 2006-2007 with straight A's, is the first
person in her family to go to college.  She had hoped access to
higher education would help her gain the financial security she
never had growing up as the child of a single mother working
minimum-wage jobs.  Instead, Everest failed to help her access the
job placement resources they had promised, and misled her about her
financial aid, taking out over $17,000 in public and private loans
without her authorization.

                      About Public Counsel

Public Counsel -- http://www.publiccounsel.org-- is the nation's
largest pro bono law firm.  Founded in 1970, Public Counsel strives
to achieve three main goals: protect the legal rights of
disadvantaged children; represent immigrants who have been the
victims of torture, persecution, domestic violence, trafficking,
and other crimes; and foster economic justice by providing
individuals and institutions in underserved communities with access
to quality legal representation.  Through a pro bono model that
leverages the talents and dedication of thousands of attorney and
law student volunteers, along with an in-house staff of more than
75 attorneys and social workers, Public Counsel annually assists
more than 30,000 families, children, immigrants veterans, and
nonprofit organizations and addresses systemic poverty and civil
rights issues through impact litigation and policy advocacy.

                    About Robins Kaplan LLP

Robins Kaplan LLP is among the nation's premier trial law firms,
with more than 220 lawyers located in Atlanta, Bismarck, North
Dakota, Boston, Los Angeles, Minneapolis, Mountain View,
California, New York, Naples, Florida, and Sioux Falls, South
Dakota.  The firm litigates, mediates, and arbitrates high-stakes,
complex disputes, repeatedly earning national recognition.  Firm
clients include -- as both plaintiffs and defendants -- numerous
Fortune 500 corporations, emerging-markets companies,
entrepreneurs, and individuals.

                About Strumwasser & Woocher LLP

Strumwasser & Woocher is one of the most respected law firms in
California, known for its successful trial and appellate litigation
of major public-policy and public-interest matters. Since its
founding in 1991, the firm has litigated landmark cases regarding
education law, election law, land use issues, state and local
government law, taxation, environmental protection, constitutional
law, civil rights, consumer protection, insurance regulation,
health care law, public utility law, and workers' rights. I n trial
and appellate courts, legislative halls and administrative
tribunals, Strumwasser & Woocher has collected a broad array of
victories in path-making litigation and has advised clients on the
day's most compelling issues.

                   About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 15-10952) on May 4, 2015.  The Chapter 11
petitions are being jointly administered under the caption In re:
Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC).  The
cases are assigned to Judge Kevin J. Carey.

Corinthian Colleges, Inc., was founded in February 1995, and
through acquisitions became one of the largest for-profit
post-secondary education companies in the United States and
Canada.

Corinthian Colleges, which in 2014 had more than 100 campuses all
over the U.S. and Canada, sought bankruptcy protection to complete
an orderly wind down of its operations.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI
Consulting, Inc., as restructuring advisors; and Rust
Consulting/Omni Bankruptcy as claims and noticing agent.

Corinthian Colleges disclosed total assets of $19.2 million and
total liabilities of $143.1 million in its petition.


CRV PRECAST: Case Summary & 14 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: CRV Precast Construction LLC
        1361 A Monmouth Road
        Easthampton, NJ 08060

Case No.: 15-18830

Chapter 11 Petition Date: May 11, 2015

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Christine M. Gravelle

Debtor's Counsel: Martha Baskett Chovanes, Esq.
                  FOX ROTHSCHILD LLP
                  997 Lenox Drive, Building 3
                  Lawrenceville, NJ 08648
                  Tel: 609-844-7437
                  Fax: 609-896-1469
                  Email: mchovanes@foxrothschild.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Luis E. Rivera, managing member.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb15-18830.pdf


CT TECHNOLOGIES: Moody's Says IOD Acquisition is Credit Positive
----------------------------------------------------------------
Moody's Investors Service said that the acquisition of provider IOD
Incorporated by CT Technologies Intermediate Holdings, Inc.
("HealthPort" B2 stable) is a positive credit development as
Healthport will gain scale and enhance its leadership position in
the niche market for medical information exchange services in the
U.S., but since the sources of financing, including the amount of
new debt to be incurred or assumed after the acquisition, is
unknown, there are no changes to the ratings or ratings outlook at
this time.

HealthPort is the largest provider of medical information exchange
management services in the United States. The company is controlled
by affiliates of New Mountain Capital, LLC.



DIAMOND PUBLISHING: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Diamond Publishing Group, LLC
        14955 Gulf Blvd, Suite 18
        Madeira Beach, FL 33708

Case No.: 15-04895

Nature of Business: Property Development

Chapter 11 Petition Date: May 12, 2015

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Paul DeCailly, Esq.
                  DECAILLY LAW GROUP, P.A.
                  2630 West Bay Drive, Suite 103
                  Belleair Bluffs, FL 33770
                  Tel: 727-824-7709
                  Fax: (866) 906-5977
                  Email: pdecailly@dlg4me.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Keith Schwabinger, managing member.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb15-04895.pdf


DOMARK INTERNATIONAL: To Issue 1.5BB Shares Under 2015 Plan
-----------------------------------------------------------
Domark International, Inc. filed with the Securities and Exchange
Commission a Form S-8 registration statement to register
1,500,000,000 shares of its common stock to be issued under the
2015 Stock Compensation Plan.  A full-text copy of the prospectus
is available for free at http://is.gd/OzUdaS

                     About Domark International

Based in Lake Mary, Florida, DoMark International, Inc., was
incorporated under the laws of the State of Nevada on March 30,
2006.  The Company was formed to engage in the acquisition and
refinishing of aged furniture using exotic materials and then
reselling it through interior decorators, high-end consignment
shops and online sales.  The Company abandoned its original
business of exotic furniture sales in May of 2008 and pursued the
acquisition of entities to best bring value to the company and its
shareholders.

For the nine months ended Feb. 28, 2015, the Company reported a net
loss of $1.86 million on $0 of sales compared to a net loss of
$2.34 million on $0 of sales for the same period a year ago.

As of Feb. 28, 2015, the Company had $1.33 million in total assets,
$3.53 million in total liabilties and a $2.19 million total
stockholders' deficit.

The Company said it has inadequate working capital to maintain or
develop its operations, and is dependent upon funds from private
investors, promissory notes from lenders, and the support of
certain stockholders.  These factors raise substantial doubt about
the ability of the Company to continue as a going concern,
according to the Company's quarterly report for the period ended
Feb. 28, 2015.


DOTS LLC: Closing Stores, Takes Down Website
--------------------------------------------
Marcy Cruz, writing for Plus-model-mag.com, reports that Dots LLC
is officially closing its stores and has already taken down its
website.

Plus-model-mag.com recalls that Dots closed after filing for
bankruptcy last year, but a new owner purchased the company,
reopened some stores, and relaunched the website.  Sara Randazzo at
The Wall Street Journal identifies the new owner -- who bought the
company for less than $350,000 -- as the same person who owns
Simply Fashion.

According to Plus-model-mag.com, Dots stores have launched going
out of business sales.  WSJ relates that liquidators at Gordon
Brothers Group and Hilco Merchant Resources paid approximately $4.4
million for the rights to run the sales -- which could end on June
30 -- and that the money will go toward repaying Simply Fashion's
lenders and other creditors.  WSJ adds that many are expected to go
unpaid, with debts surpassing $25 million.

                          About DOTS LLC

Dots is a retailer of fashionable clothing, accessories, and
footwear for price-conscious women.  Dots provides missy and plus
size choices to fashion savvy 25 to 35 year old women at
approximately 400 retail stores throughout the Midwest, East, and
South United States.  Dots' workforce includes 3,500 individuals in
their stores, distribution center, and corporate headquarters.

Dots, LLC, and its affiliates sought bankruptcy protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-11016) on Jan. 20, 2014, to sell some or all of their assets.

Lowenstein Sandler LLP serves as counsel to the Debtors.
PricewaterhouseCoopers LLP is financial advisor and investment
banker.  Donlin, Recano & Company, Inc., is the claims and notice
agent.

As of the Petition Date, the Debtors have outstanding secured debt
owed to senior lender Salus Capital Partners, LLC, of which $14.5
million remains outstanding under a revolving facility and $16.1
million is owed under a term facility.  The Debtors also have not
less than $17 million outstanding under subordinated term loan
agreements with Irving Place Capital Partners III L.P. ("IPC") and
related entities.  Moreover, the Debtors have aggregate unsecured
debts of $47.0 million.  The Debtors disclosed $51,574,560 in
assets and $85,442,656 in liabilities as of the Chapter 11 filing.

Salus, the prepetition senior lender and the DIP lender, is
represented by Morgan, Lewis & Bockius, LLP.  The prepetition
subordinated lenders are represented by Okin Hollander & DeLuca,
LLP.

The Company has arranged to borrow $36 million to keep operating as
it reorganizes under court protection.

Otterbourg P.C. serves as counsel to the Official Committee of
Unsecured Creditors; and FTI Consulting, Inc., serves as its
financial advisor.


ECO BUILDING: Home Depot Cancels Supplier Buying Agreement
----------------------------------------------------------
Eco Building Products, Inc., disclosed in a document filed with the
Securities and Exchange Commission that it received a letter from
The Home Depot, Inc. that the Amendment #2 to The Home Depot
Supplier Buying Agreement, dated as of Feb. 10, 2014, was
terminated.  Home Depot will continue to sell through any Company
products remaining in their stores but as of May 11, 2015, any
pending purchase orders would be cancelled.

The Company believes that the termination of the Agreement is
amicable and in line with its current business strategy, which is
to focus on Coating Service Only opportunities affording higher
profit margins without the cash burden to perform lumber purchasing
and trading.  The Company hopes its protected lumber ends up in
Home Depot again in the future through one of the lumber traders or
producers whose lumber the Company performs CSO.

                       About Eco Building

Vista, Calif.-based Eco Building Products is a manufacturer of
proprietary wood products treated with an eco-friendly proprietary
chemistry that protects against mold, rot, decay, termites and
fire.

The Company reported a net income of $532,000 on $876,000 of total
revenue for the three months ended Sept. 30, 2014, compared with a
net loss of $1.87 million on $408,328 of total revenue for the same
period a year ago.

As of Sept. 30, 2014, the Company had $1.74 million in total
assets, $24.03 million in total liabilities and a $22.3 million
total stockholders' deficit.


ENERGIZER HOLDINGS: S&P Rates Proposed $600MM Sr. Notes 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '3' recovery rating to St. Louis, Mo.-based Energizer
Holdings Inc.'s proposed $600 million senior unsecured notes due
2025.  The recovery rating indicates our belief that lenders could
expect meaningful (50%-70%; upper half of the range) recovery in
the event of payment default or bankruptcy.  The ratings are
subject to change, and assume the transaction closes on the
substantially the same terms presented to S&P.

All of S&P's existing ratings on the company, including the 'BB'
corporate credit rating, remain unchanged.  The outlook is stable.
Pro forma for the proposed refinancing, total debt outstanding is
approximately $1 billion.

As part of the proposed spin-off, the company intends to use the
$600 million in senior unsecured notes along with the recently
announced $400 million in senior secured term loan B notes to fund
a $1 billion payment to the remaining company, Edgewell Personal
Care, at transaction close.

S&P believes the spin-off of the battery and portable lighting
segment will further concentrate Energizer's business model and
revenue stream.  The company has a premier brand name with
Energizer, and No. 1 or No. 2 market positions globally, but
participates in a highly competitive and mature industry that is in
a slow, secular decline.  Notwithstanding a secular category
decline and technology risks, as a significant participant in a
mature market, the company will likely maintain its solid market
share, actively engage in cost containment initiatives, and
generate good free cash flow.  These factors support S&P's "fair"
assessment of its business risk.

S&P also views financial risk as "significant," as it estimates
funds from operations (FFO)-to-debt in the mid-20% area.  S&P
believes the ratio of adjusted debt to EBITDA at the end of 2015
and 2016 will be in the mid-2x area with EBITDA interest coverage
in the mid-6x area.

RATINGS LIST

Energizer Holdings Inc.
Corporate credit rating                BB/Stable/--

Ratings Assigned
Energizer Holdings Inc.
Senior unsecured
  $600 mil. notes due 2025              BB
   Recovery rating                      3H



ENERGIZER SPINCO: Moody's Rates $600MM Sr. Unsecured Notes 'Ba3'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Energizer
Spinco, Inc.'s proposed $600 million senior unsecured notes.
Proceeds of the offering will be used to pay a distribution to
Energizer Holdings, Inc. as part of the company's spin-off into a
separate independent company. Moody's expects the spin-off to be
complete by July 1, 2015. All other ratings, including the
Company's Ba2 Corporate Family Rating, are unchanged. The outlook
is stable.

The following rating is assigned:

Energizer Spinco, Inc.

  -- $600 million senior unsecured notes due 2025 at Ba3 (LGD 5)

Energizer Spinco's Ba2 Corporate Family Rating reflects the
company's small scale relative to other diversified consumer
packaged goods companies, concentration in the declining battery
product category, and declining revenues and earnings. The rating
also reflects the company's good geographic diversity, leading
market position and strong cash flow. While Moody's expect pro
forma leverage (debt/EBITDA) to be relatively modest at 3.4X, the
scale and complexity of post-spin restructuring initiatives creates
considerable execution risk and may take longer and be more costly
than management anticipates. The battery category is facing a slow
secular decline as consumer products are evolving increasingly
toward rechargeable technologies, and is increasingly commoditized,
rendering the category highly promotional. As a result, Energizer
will be highly dependent upon cost cutting to offset the impact of
higher stand-alone costs going forward.

The stable outlook reflects Moody's expectation that the company
will demonstrate a stable operating profile with strong free cash
flow and good liquidity.

The rating could be downgraded if operating performance declines,
margins deteriorate meaningfully as a result of competitive
activity, or debt/EBITDA approaches 4x. A downgrade could also
occur if there is a deterioration in cash flow or liquidity.
Aggressive shareholder friendly actions could also contribute to a
downgrade.

Factors that could contribute to an upgrade include improved scale
and product diversity and restoration of organic revenue and
earnings growth on a sustained basis. The company would also need
to have debt to EBITDA leverage approaching 3x for an upgrade.

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

Energizer Spinco, Inc. manufactures and markets batteries and
lighting products around the world. The product portfolio includes
household batteries, specialty batteries and portable lighting
equipment. The company will be spun off from Energizer Holdings,
Inc. in mid 2015 as a stand-alone company. Pro forma revenues for
fiscal 2014 were around $1.8 billion.


ENERGY FUTURE: Objections Filed to Scheduling Motion
----------------------------------------------------
Alcoa Inc. objects to the motion of Energy Future Holdings Corp.
scheduling certain dates and deadlines and establishing certain
protocols in connection with the confirmation of the Debtors' plan
of reorganization and approval of the Debtors' related disclosure
statement.

Alcoa submits that the Court should not approve the Protocols in
their current form.  The Protocols contain many infirmities that
are either contrary to the Bankruptcy Rules and are unwarranted
here.  Specifically, the Protocols do not give Alcoa its
fundamental due process rights and ignore general issues of
fairness with respect to its significant relationship with certain
of the Debtors evidenced by the complex, interrelated agreements
between Alcoa and one or more of Debtors Luminant Generation, LLC,
Luminant Mining, LLC, and Sandow Power Company, LLC.

If the Debtors reject or terminate any of the Alcoa Luminant
Agreements, the feasibility of the Plan, at least with respect to
the Luminant Entities, will be called into question, as these Alcoa
Luminant Agreements (and the Rockdale Facility itself) are a major
component of their operations and are likely necessary for a
successful reorganization of the Luminant Entities.  If the Debtors
should attempt any last-minute modifications to the Alcoa Luminant
Agreements, or to cherry pick those Alcoa Luminant Agreements it
intends to assume or reject-Alcoa would likely litigate the matter.
Likewise, Alcoa continues to investigate the Alcoa Luminant
Agreements and reserves all of its rights with respect to asserting
default and breach claims under these agreements.  Any litigation
would be intensive and time consuming and should not be caught up
with confirmation objections between various Debtors and the
official and ad hoc committees in these cases, which objections to
confirmation have nothing to do with the relationship between Alcoa
and the Luminant Entities.

Alcoa seeks a modification to the Protocols requiring the Debtors
to disclose immediately their intentions with respect to the Alcoa
Luminant Agreements.  To the extent that the Debtors seek to modify
in any way or assign Alcoa Luminant Agreements, Alcoa requests that
this Court set a special hearing to determine whether any proposed
rejection, assumption, modification and/or assignment is permitted
under Bankruptcy Code Sections 363 and/or 365 and to resolve any
other disputes (such as potential cure claims) among the parties.

Alcoa is represented by:

         Landis Rath & Cobb LLP
         Adam G. Landis, Esq.
         Matthew B. McGuire, Esq.
         919 Market Street, Suite 1800
         Wilmington, DE 19899
         Tel: (302) 467-4400
         Fax: (302) 467-4450

               EFH Committee has Limited Objection

The official committee of unsecured creditors of of Energy Future
Holdings Corp., Energy Future Intermediate Holding Company, LLC;
EFIH Finance Inc.; and EECI, Inc., has filed a limited objection to
the scheduling order in connection with the confirmation filed by
Energy Future Holdings Corporation.

The Debtors' currently-proposed Plan accompanying Scheduling Order
should not be confused with progress in these bankruptcy cases.
The Plan is flawed in its fundamental premises, including that (i)
value must be moved from the E-Silo Debtors to the T-Silo Debtors
releases for officers, directors and equity sponsors, (ii) an
intercompany claims settlement can be used to launder that payment,
(iii) the T-Silo Debtors have net claims against the E-Silo
Debtors, rather than the opposite, and (iv) there is some insoluble
tax issue for the Debtors that requires EFH to pay for a tax-free
reorganization.  Each of these premises is wrong, and the resulting
Plan is misleading and harmful, even as a placeholder no creditor
supports.

The EFH Committee does not object to the establishment of a
schedule and discovery protocols in connection with the Plan (such
as it is) or to the dates set forth in the current version of the
Scheduling Order.  It is critical that discovery proceed
immediately so that the Plan can be corrected or set aside as
quickly as possible in favor of something viable.  The monthly
spend in these cases of professional fees, adequate assurance
payments and interest accrual is staggering.  Each additional month
the E-Silo Debtors remain in chapter 11 significantly harms the
E-Silo creditors, a fact well known to the T-Silo Debtors and their
creditors.

However, the EFH Committee objects to the entry of the Scheduling
Order unless the following five modifications are made, as set
forth in more detail below:

1. any settlement of intercompany claims must be binding on the
   applicable Debtors before the Court considers approving the
   Disclosure Statement;

2. the Debtors must formally submit a detailed and comprehensive
   list of intercompany claims subject to settlement;

3. discovery into existing valuation materials concerning the
   assets of the T-Silo Debtors must occur in connection with the
   approval of the Disclosure Statement, not later;

4. any broad Plan mediation must involve the EFH Committee as
   well as the TCEH Committee; and

5. the Scheduling Order must clarify that the EFH Committee and
   the TCEH Committee may pursue separate discovery.

The Committee is represented by:

         Montgomery McCracken Walker & Rhoads, LLP
         Natalie D. Ramsey, Esq.
         Davis Lee Wright, Esq.
         Mark A. Fink, Esq.
         1105 North Market Street, 15th Floor
         Wilmington, DE 19801
         Tel: (302) 504-7800
         Fax: (302) 504 -7820
         E-mail: nramsey@mmwr.com
                 dwright@mmwr.com
                 mfink@mmwr.com

             EFH Notes Indenture Trustee Objects

American Stock Transfer & Trust Company, LLC, as successor trustee
to The Bank of New York Mellon Trust Company, N.A., under the
Indentures, objects to the Scheduling Motion of Energy Future
Holdings Corp., et al..

At the outset of these cases the Debtors sought approval of a
Restructuring Support Agreement (RSA) to facilitate a comprehensive
restructuring.  Nothing in that comprehensive RSA provided that
TCEH would have any claims, let alone a nearly $1 billion claim,
against the E-Side estates.   Notwithstanding the RSA and the fact
that no representative of EFH Corp. ever stated a belief that the
T-Side holds any meritorious net intercompany claim against the
E-Side estates, on April 14, 2015, the Debtors and the directors at
EFH Corp. executed a 180-degree flip and filed a proposed plan and
disclosure statement premised on a potential settlement granting
TCEH a nearly $1 billion claim against the estate of EFH Corp.

Despite the apparent willingness of the purportedly disinterested
directors of EFH Corp. to support a transfer of over $1 billion in
value at the expense of EFH Corp. creditors, the statement filed by
the disinterested directors in support of the proposed settlement
is void of any indication that they believe the T-Side claims would
have merit in actual litigation.  This is consistent with the fact
that the directors of EFH Corp. also approved the RSA under which
TCEH was not receiving any claim against EFH Corp.  

If, contrary to all prior statements and filings by EFH Corp.'s
purportedly disinterested directors, such T-Side net claims against
EFH Corp. existed and EFH Corp. management, its lawyers, and its
directors believed that such claims were substantively meritorious,
then Delaware law, federal securities laws and most certainly the
Bankruptcy Code required that such belief be disclosed in the
Debtors’ securities filings, discovery, depositions, prior court
statements of counsel, prior testimony and most certainly the
Debtors’ Schedules and SOFAs.  Such disclosures would have been
material to bond holders at EFH Corp. but such disclosures were
never made.

The EFH Indenture Trustee does not believe that there is any
evidence that some fact revealed in connection with the
extraordinary Legacy Discovery process changed their view of the
merits of the alleged T-Side claims.  Rather, the EFH Indenture
Trustee believes that the Debtors' counsel, the directors and their
management are worn down by the T-Side creditors' scorched earth
litigation tactics and are prepared to give up over $1 billion in
value on claims that lack merit because they see no procedural
alternative to have those claims determined in an efficient manner.
One billion dollars in value is too much to give up solving a
procedural problem.  The EFH Indenture Trustee believes that this
procedural conclusion is wrong and flies in the face of the
substance and spirit of the Bankruptcy Code.  In these
circumstances, the protocol proposed by the Debtors is
fundamentally deficient because it fails to provide a prompt method
for the determination of the merits of any alleged intercompany
claims asserted by the T-Side Debtors.

The proposed billion dollar expedience value transfer to the
ever-litigious TSide creditors is unprecedented, has no basis in
law, and comes at the direct expense of EFH Corp. creditors.  The
Debtors' proposed plan settlement of the alleged intercompany
claims is all the more egregious since the Bankruptcy Code and the
Bankruptcy Rules expressly provide litigation procedures to
determine or estimate claims in an expedient manner.  In these
circumstances, where the Debtors and the EFH Corp. disinterested
directors have not asserted that any of the alleged intercompany
claims have merit, they should not be permitted to proceed with
litigation over an alleged plan to transfer more than $1 billion in
value to settle those claims.

Furthermore, and perhaps most extraordinarily, the alleged plan
over which structured litigation is about to be launched is not
even a plan since no party is bound by the potential settlements.
This Court should not establish procedures for litigation on a plan
which, on its face, is premised on a hypothetical potential
settlement and fails to provide any adequate means for its
implementation.

American Stock Transfer & Trust Company LLC is represented by:

         Cross & Simon, LLC
         Christopher P. Simon, Esq.
         1105 North Market Street, Suite 901
         Wilmington, Delaware 19801
         Tel: (302) 777-4200
         Fax: (302) 777-4224
         Email: csimon@crosslaw.com

As reported in the Troubled Company Reporter on Apr. 23, 2015,
Energy Future Holdings Corp., et al., are asking the U.S.
Bankruptcy Court for the District of Delaware to approve this
schedule in connection with the confirmation of their
reorganization plan and approval of the explanatory disclosure
statement:

   a. With respect to the Disclosure Statement, Monday, May 11,
2015, will be the date on which parties may begin serving written
discovery requests and all written discovery requests must be
served no later than Monday, May 18, 2015, at 4:00 p.m.
(prevailing
Eastern Time).

   b. Wednesday, June 17, 2015, at 4:00 p.m. (prevailing Eastern
Time) will be the deadline by which any party must file any
objections to the Disclosure Statement.

   c. Thursday, July 2, 2015, at 4:00 p.m. (prevailing Eastern
Time) shall be the deadline by which all discovery will be
complete.

   d. In connection with the Plan, Monday, May 18, 2015, at 4:00
p.m. (prevailing Eastern Time) will be the deadline by which
parties must serve written discovery requests.

   e. Friday, Oct. 9, 2015, will be the date on which all fact and
expert discovery will be complete.

   f. Wednesday, Oct. 21, 2015, at 4:00 p.m. (prevailing Eastern
Time) will be the deadline by which any party must file any
objections to the Plan.

   g. Wednesday, Nov. 18, 2015, will be the date of the start of
the hearing to approve the Plan.

                        About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion.  The Debtors have $42
billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.



FALLS ROAD FUNDING: Case Summary & 6 Top Unsecured Creditors
------------------------------------------------------------
Debtor: Falls Road Funding, LLC
        8133 Leesburg Pike, Suite 220
        Vienna, VA 22182

Case No.: 15-11627

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 11, 2015

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

Judge: Hon. Robert G. Mayer

Debtor's Counsel: Kevin M. O'Donnell, Esq.
                  HENRY & O'DONNELL, P.C.
                  300 N. Washington Street, Suite 204
                  Alexandria, VA 22314
                  Tel: (703) 548-2100
                  Fax: (703) 548-2105
                  Email: kmo@henrylaw.com

Total Assets: $2.9 million

Total Liabilities: $3.69 million

The petition was signed by Vincent J. Keegan, manager.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/vaeb15-11627.pdf


FEDERATION EMPLOYMENT: Hires Crowe Horwath as Financial Advisors
----------------------------------------------------------------
Federation Employment and Guidance, Services, Inc. dba FEGS seeks
authorization from the Hon. Robert E. Grossman of the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Crowe Horwath, LLP as accountants, nunc pro tunc to March 18, 2015
petition date and financial advisors to the Debtor beginning April
3, 2015.

As accountants, the Debtor requires Crowe Horwath to:

   (a) assist the Debtor's management in the identification and
       subsequent collection of its revenue;

   (b) assist the Debtor's management in the payment of its
       expenses;

   (c) assist the Debtor's management in the preparation of its
       current liquidity reviews, the preparation of schedules
       describing short term sources and uses of funds and the
       preparation of rolling cash forecasts;

   (d) assist the Debtor's management and its professionals in the

       preparation of the Debtor's monthly operating reports;

   (e) assist the Debtor's management in the preparation of
       required reports to the Debtor's lender (and other
       creditors and government agencies);

   (f) continue to provide forensics accounting services to the
       Debtor as requested by the Debtor's management and its
       attorneys;

   (g) assist the Debtor's management and its professionals in the

       creation and preparation of the Debtor's plan of
       liquidation, disclosure statement and other required
       disclosures;

   (h) assist the Debtor's management in the transfer of its
       programs to other entities including calculation and any
       related cured payments;

   (i) assist the Debtor's management in the transfer of records
       to successor organizations and creation of a program to
       catalog and preserve critical records;

   (j) assist the Debtor's management in the preparation and
       filing of tax and other information returns, as required;

   (k) assist the Debtor's management in the preservation of
       electronic information;

   (l) provide IT services as may be requested by the Debtor's
       management;

   (m) review claims filed and assist the Debtor's management in
       the preparation of objections thereto, where appropriate;

   (n) assist the Debtor's management in the preparation of
       payroll and employee tax returns;

   (o) assist the Debtor's management in responding to subpoenas
       and other requests for information;

   (p) attend meetings, conference calls with management, the
       Debtor's attorneys and other parties, as necessary; and

   (q) provide such other accounting and IT services as directed
       by the Debtor's Chief Executive Officer, Chief Financial
       Offer and its attorneys.

Crowe Horwath agreed, subject to the Court's approval, to increase
the scope of the services it was providing to the Debtor to include
the services that were previously being performed by JLC beginning
April 3, 2015.  Included in the primary services that Crowe Horwath
agreed to provide the Debtor that were previously being performed
by JLC were the following:

   (a) detailed 13-week cash flow statements taking into
       consideration fees for services and various contract
       program revenues and expenses;
  
   (b) assisting management in the development of a liquidity
       strategy involving loans and asset sale; and

   (c) assisting management in the ongoing process of reviewing,
       evaluating, and updating FEGS's restructuring/divestiture
       plans and transitioning of its programs to new sponsors.

Crowe Horwath will be paid at these hourly rates:

       Partners/Directors              $400-$600
       Managers/Senior Managers        $200-$425
       Associate Staff and             $145-$275
       Sr. Accountants/Consultants
       including Computer Consultants  
       Paraprofessionals               $80-$175

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

The aggregate fees invoiced by Crowe Horwath to the Debtor for its
services rendered and reimbursement of expenses through the
petition date is $534,456.  The aggregate fees paid by the Debtor
to Crowe Horwath prior to the petition date are $554,463, leaving a
balance of $20,007 to be used to pay any unbilled time charges for
services rendered by Crowe Horwath prior to the petition date adn
as a retainer for professional services rendered and charged and
disbursements incurred by Crowe Horwath on the Debtor's behalf
after the petition date (the "Retainer"). Based upon Crowe
Horwath's work in progress, Crowe Horwath estimates that its
pre-petition time charges for unbilled time is $9,314, leaving a
balance in the retainer of $10,962.

Bernard W. Costich, partner of Crowe Horwath, 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 Eastern District of New York will hold a hearing
on the application on May 19, 2015, at 10:00 a.m.  Objections were
due May 12, 2015.

Crowe Horwath can be reached at:

       Bernard W. Costich
       CROWE HORWATH, LLP
       488 Madison Avenue, Floor 3
       New York, NY 10022
       Tel: (212) 572-5593
       Fax: (212) 572-5572
       E-mail: bernie.costich@crowehorwath.com

                           About FEGS

Established in 1934 amidst the Great Depression, Federation
Employment & Guidance Service, Inc. ("FEGS") is a not-for-profit
provider of various health and social services to more than 120,000
individuals annually in the areas of behavioral health,
disabilities, housing, home care, employment/workforce, education,
youth and family services.  At its peak, FEGs' network of programs
operated over 350 locations throughout metropolitan New York and
Long Island and employed 2,217 highly skilled professionals.

FEGS sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case
No. 15-71074) in Central Islip, New York on March 18, 2015.

The Chapter 11 plan and disclosure statement are due by July 16,
2015.

The Debtor filed applications to hire Garfunkel, Wild, P.C., as
general bankruptcy counsel; Togut, Segal & Segal, LLP, as
co-counsel; JL Consulting LLC as Restructuring Advisor, as
restructuring advisor; and Rust Consulting/Omni Bankruptcy as
claims and noticing agent.


FOUNDATION HEALTHCARE: Posts $1.3 Million Net Loss in 1st Quarter
-----------------------------------------------------------------
Foundation HealthCare, Inc., reported a net loss attributable to
the Company common stock of $1.33 million on $29.54 million of
revenues for the three months ended March 31, 2015, compared to a
net loss attributable to the Company common stock of $1.89 million
on $21.53 million of revenues for the same period a year ago.

As of March 31, 2015, the Company had $58.36 million in total
assets, $67.38 million in total liabilities, $7.83 million in
preferred noncontrolling interest and a $16.85 million total
deficit.


"This was another great quarter for Foundation HealthCare and an
excellent way to begin 2015 as we recorded a 44% increase in
patient service revenue at our majority-owned hospitals in the
first quarter of 2015 compared to the first quarter of 2014,"
stated Stanton Nelson, CEO of Foundation HealthCare, Inc.  "The
heath care industry is in a state of evolution and we believe our
financial performance validates the Foundation growth strategy.  A
cornerstone of the Foundation strategy is exceptional quality of
care and we are not surprised that two of our hospitals were just
awarded five star quality ratings from the Medicare program.  This
is the highest recognition given by the Medicare program and only
251 hospitals out of over 3,500 received this rating."

"We expect these positive trends to continue throughout 2015. Our
continued growth and financial performance positions us well for
planned expansions in our existing markets and we are actively
pursuing opportunities in new geographic markets."

At March 31, 2015, cash and cash equivalents totaled $3.5 million,
compared to $2.9 million at Dec. 31, 2014.

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

                        http://is.gd/zdMJQS

                     About Foundation Healthcare

Oklahoma-based Foundation Healthcare is a healthcare services
company primarily focused on owning controlling interests in
surgical hospitals and the inclusion of ancillary service lines.
The Company currently owns controlling and noncontrolling
interests in surgical hospitals located in Texas.  The Company
also owns noncontrolling interests in ambulatory surgery centers
("ASCs") located in Texas, Oklahoma, Pennsylvania, New Jersey,
Maryland and Ohio.

Additionally, the Company provides sleep testing management
services to various rural hospitals in Iowa, Minnesota, Missouri,
Nebraska and South Dakota under management contracts with the
hospitals.  The Company provides management services to a majority
of its Affiliates under the terms of various management
agreements.  Prior to Dec. 2, 2013, the Company's name was
Graymark Healthcare, Inc.

Foundation Healthcare reported a net loss attributable to the
Company common stock of $2.09 million on $101.85 million of
revenues for the year ended Dec. 31, 2014, compared to a net loss
attributable to the Company common stock of $20.4 million on $87.2
million of revenues in 2013.

Hein & Associates LLP, in Denver, Colorado, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company had insufficient working capital as of Dec. 31, 2014 to
fund anticipated working capital needs over the next twelve months.


FREDERICK'S OF HOLLYWOOD: Asks Court to Set Claims Bar Date
-----------------------------------------------------------
Frederick's of Hollywood Inc. and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to set the date
that is no earlier than the first business day that is at 30 days
after the service date at 5:00 p.m. (Pacific Time) as the deadline
for all persons and entities holding a claim that arose prior to
the petition date.

The Debtors also ask the Court to set Oct. 16, 2015, at 5:00 p.m.
(Pacific Time) as the deadline for each governmental unit to file
proofs of claim.

All proofs of claim must be actually received on or before the bar
date associated with such claim by the Debtors' claims agent,
Kurtzman Carson Consultants LLC, no later than 5:00 p.m. (Pacific
Time), either by:

  i) mailing the original Proof of Claim by regular mail to:

     Frederick's Claims Processing Center
     c/o Kurtzman Carson Consultants LLC
     2335 Alaska Avenue
     El Segundo, CA 90245 or

ii) delivering such original Proof of Claim by overnight mail,
courier   
     service, hand delivery or in person to:

     Frederick's Claims Processing Center
     c/o Kurtzman Carson Consultants LLC
     2335 Alaska Avenue
     El Segundo, CA 90245

A hearing is set for May 18, 2015 at 1:00 p.m., to consider the
Debtors' request.  Objection to the Debtors' request was due on May
11, 2015.

                         About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/     

On April 19, 2015, Frederick's of Hollywood and five affiliates
each filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code.  The cases are pending approval to
be jointly administered under Case No. 15-10836 before the
Honorable Kevin Gross (Bankr. D. Del.).

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, notified the
U.S. Bankruptcy Court in Delaware that he has appointed seven
members to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Frederick's of Hollywood, Inc., and its debtor
affiliates.


FREESEAS INC: Effects Reverse Split of Common Stock
---------------------------------------------------
FreeSeas Inc.'s Amended and Restated Articles of Incorporation are
being amended to effect a reverse stock split of the Company's
issued and outstanding common stock at a ratio of one new share for
every 7.5 shares currently outstanding.

The Company anticipates that its common stock will begin trading on
a split-adjusted basis when the market opens on May 11, 2015.
FreeSeas' common stock will continue to trade under the symbol
"FREE."  The common shares will also trade under a new CUSIP number
Y26496409.

The reverse stock split will consolidate 7.5 shares of common stock
into one share of common stock at a par value of $.001 per share.
The reverse stock split will not affect any shareholder's ownership
percentage of FreeSeas' common shares, except to the limited extent
that the reverse stock split would result in any shareholder owning
a fractional share.  Fractional shares of common stock will be
rounded up to the nearest whole share.

After the reverse stock split takes effect, shareholders holding
physical share certificates will receive instructions from American
Stock Transfer and Trust Company LLC, the Company's exchange agent,
regarding the process for exchanging their shares.

                         About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

Freeseas reported a net loss of $12.7 million in 2014, a net loss
of $48.7 million in 2013 and a net loss of $30.9 million in 2012.

As of Dec. 31, 2014, the Company had $64.25 million in total
assets, $39.2 million in total liabilities and $25 million total
shareholders' equity.

RBSM 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 incurred recurring operating
losses and has a working capital deficiency.  In addition, the
Company has failed to meet scheduled payment obligations under its
loan facilities and has not complied with certain covenants
included in its loan agreements.  Furthermore, the vast majority of
the Company's assets are considered to be highly illiquid and if
the Company were forced to liquidate, the amount realized by the
Company could be substantially lower that the carrying value of
these assets.  Also, the Company has disclosed alternative methods
of testing the carrying value of its vessels for purposes of
testing for impairment during the year ended December 31, 2014.
These conditions among others raise substantial doubt about the
Company's ability to continue as a going concern.



FRESH PRODUCE: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Fresh Produce Holdings LLC filed with the U.S. Bankruptcy Court for
the District of Colorado its summary of schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                   
  B. Personal Property           $15,657,041
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $4,015,415       
                                 
  E. Creditors Holding
     Unsecured Priority
     Claims                                         $244,834
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $9,060,053
                                 -----------    ------------
        Total                    $15,657,041     $13,320,303

A full-text copy of the Debtor's schedules is available for free at
http://is.gd/munFcD

                     About Fresh Produce

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.

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.

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.

The case is assigned to Judge Sidney B. Brooks.

The Debtor's subsidiary 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).


GARLOCK SEALING: Oct. 6 Fixed as Bar Date for Asbestos Claims
-------------------------------------------------------------
Garlock Sealing Technologies LLC filed with the Bankruptcy Court a
notification of non-solicitation and non-voting status for their
Second Amended Plan of Reorganization dated Jan. 14, 2015.

The Debtors said that if any party disagrees that its claim must be
so classified, it may file a motion for temporary allowance of its
claim for voting purposes with the Bankruptcy Court.

As reported in the Troubled Company Reporter on April 20, 2015,
Bill Rochelle, bankruptcy columnist for Bloomberg News, reported
that although Garlock Sealing Technologies LLC and its non-bankrupt
parent EnPro Industries Inc. have an agreement with the official
representative for future asbestos claimants, the confirmation
hearing for approval of the Chapter 11 plan won't begin until June
20, 2016.  The delay largely results from opposition to the plan by
the official committee representing people who already manifest
symptoms of asbestos-caused diseases.

A bankruptcy judge approved disclosure materials on April 10
allowing creditors to vote.  The deadline for casting ballots is
Oct. 6.

In a settlement with the future claimants' representative, Garlock
agreed to a plan with $357.5 million for asbestos claimants,
including $250 million when the plan becomes effective and
$77.5 million more paid over seven years with a guarantee from
EnPro.

The committee for existing claimants said the plan "does not
provide enough money" and requires EnPro and Garlock to pay "much
less" than they "would realistically have to pay if they did not
receive special protections."

With the official committee in opposition, EnPro said earlier this
year that it would take as long as two years before the court
approves the plan.

The January decision on liability allowed Garlock to file a Chapter
11 plan paying creditors in full, including those with asbestos
claims.  Bankruptcy law entitles EnPro to retain ownership if
creditors are fully paid.

The Debtors disclosed that under the voting and bar date order, the
Court established Oct. 6, 2015 as the last date for all persons who
have a GST Asbestos Claim to file proofs of claim.  Any person
having such a claim must file an Asbestos Proof of Claim Form to
the balloting agent by first-class mail or courier, at this
address:

         Garlock Sealing Technologies LLC, et al.
         c/o Rust Consulting/Omni Bankruptcy
         Attn: Balloting Agent
         5955 DeSoto Avenue, Suite 100
         Woodland Hills, CA 91367

                     About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more
than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the United States Bankruptcy Court for the
Western District of North Carolina on Jan. 10, 2014, entered an
order estimating the liability for present and future mesothelioma
claims against Garlock Sealing at $125 million, consistent with
the positions GST put forth at trial.



GELTECH SOLUTIONS: Posts $1.68 Million Net Loss in Third Quarter
----------------------------------------------------------------
GelTech Solutions, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.68 million on $100,000 of sales for the three months ended
March 31, 2015, compared with a net loss of $1.62 million on
$122,000 of sales for the same period a year ago.

For the nine months ended March 31, 2015, the Company reported a
net loss of $3.81 million on $367,000 of sales compared to a net
loss of $5.59 million on $718,000 of sales for the same period
during the prior year.

As of March 31, 2015, the Company had $1.47 million in total
assets, $3.93 million in total liabilities, and a $2.46 million
total stockholders' deficit.

"As of March 31, 2015, the Company had an accumulated deficit and
stockholders' deficit of $38,951,837 and $2,461,030, respectively,
and incurred losses from operations of $3,368,269 for the nine
months ended March 31, 2015 and used cash in operations of
$2,887,041 during the nine months ended March 31, 2015.  In
addition, the Company has not yet generated revenue sufficient to
support ongoing operations.  These factors raise substantial doubt
regarding the Company's ability to continue as a going concern,"
the Company states in the report.

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

                        http://is.gd/cL0Ym6

                           About GelTech
        
Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006.  The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.

The Company reported a net loss of $950,000 on $111,000 of sales
for the three months ended Sept. 30, 2014, compared with a net
loss of $1.91 million on $530,800 of sales for the same period
last year.


GENERAL MOTORS: Death Toll Tied to Faulty Ignition Switch Hits 100
------------------------------------------------------------------
Mike Spector, writing for The Wall Street Journal, reported that
the death toll tied to a defective ignition switch used on older
General Motors Co. small cars reached 100, as outside lawyers
continue to sift through claims made to a victims-compensation
fund.

According to the report, the fund, run by outside lawyers Kenneth
Feinberg and Camille Biros, has deemed 100 death claims eligible,
up from 97 a week ago, according to figures released on May 11.  

As previously reported by The Troubled Company Reporter, the number
of eligible deaths linked to GM's faulty ignition switch rose to 84
on April 13.

                    About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,

traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation was dissolved.  On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.

                         *     *     *

The Troubled Company Reporter, on Aug. 29, 2014, reported that
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
General Motors Company (GM) and its General Motors Holdings LLC
(GM Holdings) subsidiary at 'BB+'.  In addition, Fitch has
affirmed GM Holdings' secured revolving credit facility rating at
'BBB-' and GM's senior unsecured notes rating at 'BB+'.  The
Rating Outlook for GM and GM Holdings is Positive.


GEORGETOWN MOBILE: Asks for Approval to Use Cash Collateral
-----------------------------------------------------------
Georgetown Mobile Estates, LLC, is asking the U.S. Bankruptcy Court
for the Eastern District of Kentucky to enter interim and final
orders to use cash collateral of U.S. Bank/Midland Laons Services.

Counsel to the Debtor, Matthew B. Bunch, Esq., at Bunch & Brock,
explains that the Debtor's use of cash collateral is essential to
continue the business operations during the Chapter 11 bankruptcy
case and to ensure a continued going concern value of its
operations to maximize the recovery to all creditors.  Without the
use of cash collateral as a means of working capital, the Debtor
cannot meet its ongoing obligations incurred in the ordinary course
of business.

The Debtor specifically wants to use cash collateral pledged to
U.S. Bank National Association, as Trustee, in Trust for the
Holders of COMM 2013-CCRE8 Mortgage Trust Commercial Mortgage
Pass-Through Certificates (a/k/a U.S. Bank National Association, as
Trustee for Deutsche Mortgage & Asset Receiving Corporation, COMM
2013-CCRE8 Mortgage Trust, Commercial Mortgage Pass-Through
Certificates) by and through Midland Loan Services, a Division of
PNC Bank, National Association, its Special Servicer.  Midland
holds a first a first and prior security interest in all assets of
the Debtor, including an assignment of leases and rents.

As adequate protection for Midland's lien upon the cash collateral,
the Debtor proposes to account for all cash used and the proposed
expenses being incurred, and to preserve the property of the
Debtor's estate.  According to Mr. Bunch, through the Debtor's
management of the property, occupancy can return to its historic
90%+ level.  The Debtor is in the process of implementing a
business plan designed to reduce costs, improve operations,
increase lot rental, and enhance the Debtor's long-term viability.
The Debtor believes that these changes along with its cost cutting
measures of retaining lower management costs, focused marketing
techniques, and a restructuring of debt obligation will enable the
Debtor to undergo a successful reorganization.

                  About Georgetown Mobile Estates

Georgetown Mobile Estates, LLC, is a Kentucky corporation with
headquarters in Georgetown, Scott County, Kentucky.  Originally
incorporated on Jan. 23, 2006, the Company operates a mobile home
park in three areas on the county line of Scott and Fayette,
Kentucky.  The park can take up to 504 customers and, historically,
had an occupancy rate of 92%.

Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May
11, 2015, to take back control of the mobile home park from a
receiver.  The bankruptcy case is assigned to Judge Tracey N.
Wise.

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

The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel,
Randy Reynolds of Magnum Capital Consultants, LLC, as financial
advisor; Bradford Burgess of The Thayer Group as financial advisor;
and Glen Dellavalle of Dellavalle Management Group as manager of
business operations.


GEORGETOWN MOBILE: Case Summary & 14 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Georgetown Mobile Estates, LLC
           dba Spindletop Mobile Home Park
           dba Ponderosa Mobile Home Park
           dba Spindletop Village Mobile Home Park
        PO Box 846
        Paris, KY 40362

Case No.: 15-50945

Type of Business: The Debtor operates a mobile home park
                  located on the Scott County-Fayette County
                  border in central Kentucky.

Chapter 11 Petition Date: May 11, 2015

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Judge: Hon. Tracey N. Wise

Debtor's Counsel: Matthew B Bunch, Esq.
                  BUNCH & BROCK
                  271 West Short Street, Suite 805
                  PO Box 2086
                  Lexington, KY 40588-2086
                  Tel: (859) 254-5522
                  Email: matt@bunchlaw.com

Debtor's          MAGNUM CAPITAL CONSULTANTS, LLC
Financial
Consultants:

Debtor's          THE THAYER GROUP
Financial
Consultants:

Debtor's          Glen Dellavalle
Manager           DELLAVALLE MANAGEMENT GROUP
of Business
Operations:

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Daniel E. Sexton, member manager.

List of Debtor's 14 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Gary House                          Money Loaned        $722,000
1983 State Road 14
Montour Falls, NY 14865

Mark Mauer                          Money loaned       $200,000

Eldon Asher                         Money Loaned       $160,000

Theresa Kerr                        Money Loaned       $150,000

Sarah and Mitch Taylor              Money Loaned       $140,000

Greg & Kristen Cooper               Money Loaned       $115,000

Gateway One Lending                 Deficiency from     $29,000
                                    repossession of
                                    vehicle

Dallas Chad Hodge                   Money Loaned        $18,750

Wade Pike                           Money Loaned        $15,000

Tommy Bradley                       Money Loaned        $15,000

Sterling Edwards                    Money Loaned        $15,000

Keith Slaughter                     Money Loaned        $11,000

Richard Murphy                      Attorney fees        $8,000

Richard M. Rawdon, Jr.              Attorney fees       Unknown


GEORGETOWN MOBILE: Files for Ch. 11 to Get Rid of Receiver
----------------------------------------------------------
Georgetown Mobile Estates, LLC, sought bankruptcy protection to
stop the receiver from auctioning off the company's mobile home
park in Scott/Fayette County, Kentucky.  The company has filed a
motion asking the bankruptcy court to compel the receiver to turn
over the property to its owner, Daniel E. Sexton.

According to Mr. Sexton, the occupancy rate at the 504-lot mobile
park has dropped to 72% from 92% while being managed by the
receiver, CFLane, LLC.  This reduction and net loss may cause the
servicer/lender to value of the parks significantly lower than $16
million.

Counsel to the Debtor, Matthew B. Bunch, Esq., at Bunch & Brock,
relates that the Debtor is in the process of implementing a
business plan designed to reduce costs, improve operations,
increase lot rental, and enhance the Debtor's long-term viability.
The Debtor believes that these changes along with its cost cutting
measures of retaining lower management costs, focused marketing
techniques, and a restructuring of debt obligation will enable the
Debtor to undergo a successful reorganization.

                       Road to Bankruptcy

The Sexton family business has operated the mobile home park in
Scott/Fayette County for 40+ years.  The business has been operated
successfully for three generations, and Daniel E. Sexton, the
present owner, is the grandson and heir to the family-owned
business.

Mr. Sexton said he did not directly manage the subject property on
a daily basis from 2006 until January 2014 when he discovered
massive improper transactions by his trusted friend, Jonathan
Williams of Nicholasville, KY.  Mr. Sexton had entrusted the
responsibility of overseeing the mobile home park operations,
managing the business, paying bills and collecting rents, which
duties included making the mortgage payments from the rents
collected, to Mr. Williams.

After 2006, Mr. Sexton, through a CPA friend, Jonathan Williams, of
Nicholasville, KY, helped him borrow against the property to pay
his mother's estate taxes and for a return of equity.  In 2011, he
borrowed $10 million from C3 Corp for a one year short term loan.
Mr. Williams was hired to operate the Debtor's business and paid
bills to creditors.  Inconsistent payments were made to C3 Corp,
and a default was declared. Mr. Sexton refinanced that loan with a
commercial mortgage backed security "CMBS Loan" on May 16, 2013 for
$10,750,000.  The FMV of the real estate was appraised at $16
million when Cantor Commercial Real Estate Lending approved the
loan.  The CMBS Loan was serviced by Midland Loan Services and was
a complicated transaction.  After closing, Mr. Williams continued
to operate the business and was supposed to pay creditors, but he
failed to pay any monthly payments to Midland of $87,218.  Upon
knowledge of the default, Mr. Sexton fired Mr. Williams on Jan. 20,
2014.

By the time Mr. Sexton had taken back full control of the Debtor
after firing Mr. Williams, the CMBS Loan had been shifted to
Special Servicing at Midland.  Midland initiated the foreclosure
proceeding in the U.S. District Court for the Eastern District of
Kentucky on April 28, 2014, and obtained a judgment and order of
sale on Feb. 18, 2015.  An auction was scheduled for May 11, 2015,
at noon, which precipitated the filing of the Chapter 11 petition.

During the pendency of the foreclosure action, the U.S. District
Court appointed a receiver, CFLane, LLC, from Atlanta, GA, to
operate the Debtor by order dated May 29, 2014.  The receiver
currently has three employees to manage the company.  Prior to the
receiver's appointment, 92% of the 504 available lots were rented.
After the receiver's appointment, its February 2015 report
indicated that 72% of the units are currently rented.

Lots rent from $315 to $365 depending on water/sewage hook-up
lines.  The average gross rental income is approximately $150,000
per month.  The monthly mortgage payment and overhead expenses,
including the $87,218 mortgage payment, were approximately
$100,000, thereby leaving funds available each month to formulate a
payback plan to the unsecured creditors, according to Mr. Sexton.

                       First Day Motions

The Debtor on the Petition Date filed applications to hire
attorneys and advisors, as well as motions to:

   -- pay insurance and severance obligations;
   -- pay prepetition wages and benefits;
   -- prohibit utilities from discontinuing service; and
   -- compel the receiver to turnover property.

A hearing on the first-day motions is scheduled for May 14, 2015.

A copy of the affidavit in support of the first day motions is
available for free at:

   http://bankrupt.com/misc/Georgetown_M_1st_Day_Affidavit.pdf

                  About Georgetown Mobile Estates

Georgetown Mobile Estates, LLC, is a Kentucky corporation with
headquarters in Georgetown, Scott County, Kentucky.  Originally
incorporated on Jan. 23, 2006, the Company operates a mobile home
park in three areas on the county line of Scott and Fayette,
Kentucky.  The park can take up to 504 customers and, historically,
had an occupancy rate of 92%.

Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May
11, 2015, to take back control of the mobile home park from a
receiver.  The bankruptcy case is assigned to Judge Tracey N.
Wise.

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

The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel,
Randy Reynolds of Magnum Capital Consultants, LLC, as financial
advisor; Bradford Burgess of The Thayer Group as financial advisor;
and Glen Dellavalle of Dellavalle Management Group as manager of
business operations.


GLOBALSTAR INC: Incurs $129.7 Million Net Loss in First Quarter
---------------------------------------------------------------
Globalstar, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $130
million on $21.02 million of total revenue for the three months
ended March 31, 2015, compared to a net loss of $251 million on
$20.5 million of total revenue for the same period a year ago.

As of March 31, 2015, the Company had $1.25 billion in total
assets, $1.29 billion in total liabilities, and a $39.6 million
total stockholders' deficit.

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

                        http://is.gd/XsIpZI

                       About Globalstar, Inc.

Globalstar is a leading provider of mobile satellite voice and
data services.  Globalstar offers these services to commercial and
recreational users in more than 120 countries around the world.
The company's products include mobile and fixed satellite
telephones, simplex and duplex satellite data modems and flexible
service packages.  Many land based and maritime industries benefit
from Globalstar with increased productivity from remote areas
beyond cellular and landline service.  Globalstar customer
segments include: oil and gas, government, mining, forestry,
commercial fishing, utilities, military, transportation, heavy
construction, emergency preparedness, and business continuity as
well as individual recreational users.  Globalstar data solutions
are ideal for various asset and personal tracking, data monitoring
and SCADA applications.

Globalstar reported a net loss of $463 million in 2014, a net loss
of $591 million in 2013 and a net loss of $112.19 million in 2012.



GLOBALSTAR INC: Posts $130 Million Net Loss in First Quarter
------------------------------------------------------------
Globalstar, Inc. reported a net loss of $130 million on $21.0
million of total revenue for the three months ended March 31, 2015,
compared with a net loss of $251 million on $20.5 million of total
revenue for the same period in 2014.

Jay Monroe, Chairman and CEO of Globalstar, commented, "The Company
continued its progress across our areas of focus in the first
quarter including our geographical expansion efforts, new product
development, ground system upgrades and our ongoing spectrum
proceeding before the FCC.  We continue to make disciplined
investment decisions as we build and grow the Company's operations
including our expanded sales and marketing efforts and we remain
focused on the continued growth of our subscriber base to drive
increased recurring revenue.  Consolidated Duplex and SPOT gross
additions increased 39% and 33% over the prior year period, which
represent positive leading indicators of our success in
non-traditional markets.  However, the strong US dollar provided
significant headwinds when our revenue growth abroad was translated
into US dollar denominated revenue.  While we have made incremental
improvements over the past year to our product suite, this year we
will see material enhancements in the functionality, size and
pricing of our leading SPOT and Simplex products and will introduce
new Duplex products based on our second-generation ground segment
in less than one year.  These efforts are all happening
concurrently with continued progress in the FCC process including
our successful demonstration of TLPS in March."

Mr. Monroe concluded, "2015 is an important year for Globalstar
with regard to both the satellite business and the conclusion of
our ongoing spectrum proceeding.  We can distill our operational
strategy to, simply put, new products with increased functionality
and the expansion of our operating footprint.  In order to achieve
these goals, we are completing the second-generation ground
upgrades, driving our product development effort both for our
current system capabilities and the capabilities of our next
generation ground systems, and significantly expanding our sales
and marketing resources.  We are making significant progress in the
spectrum proceeding and dispelling concerns of the opposition. We
look forward to the completion of this process in the near-term
after the technical review process is completed."

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

                        http://is.gd/c55eKK

                       About Globalstar, Inc.

Globalstar is a leading provider of mobile satellite voice and
data services.  Globalstar offers these services to commercial and
recreational users in more than 120 countries around the world.
The company's products include mobile and fixed satellite
telephones, simplex and duplex satellite data modems and flexible
service packages.  Many land based and maritime industries benefit
from Globalstar with increased productivity from remote areas
beyond cellular and landline service.  Globalstar customer
segments include: oil and gas, government, mining, forestry,
commercial fishing, utilities, military, transportation, heavy
construction, emergency preparedness, and business continuity as
well as individual recreational users.  Globalstar data solutions
are ideal for various asset and personal tracking, data monitoring
and SCADA applications.

Globalstar reported reported a net loss of $463 million on $90.06
million of total revenue for the year ended Dec. 31, 2014, compared
to a net loss of $591 million on $82.7 million of total revenue in
2013.


GLOBALSTAR INC: Registers $15.5 Million Worth of Common Stock
-------------------------------------------------------------
Globalstar, Inc. filed a Form S-3 registration statement with the
Securities and Exchange Commission relating to the sale of up to
$15,516,236 of shares of its voting common stock, which are held or
may be held by Hughes Network Systems, LLC.  The shares will be
issued to the selling stockholder in connection with the Company's
payment to Hughes, a subsidiary of EchoStar Corporation, pursuant
to an agreement dated May 1, 2008, as amended.

The Company will not receive any of the proceeds from the sale of
shares, if any, by the selling stockholder.  The agreement with
Hughes required the Company to register the shares for resale under
the Securities Act.  Hughes, as the selling stockholder, may choose
to retain or sell these shares, in whole or in part, and has
provided no indication of their desire to sell shares at this
time.

The Company's common stock is listed on the NYSE MKT under the
symbol "GSAT."  The last reported sale price of the Company's
common stock on the NYSE MKT on May 7, 2015, was $2.31 per share.

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

                       http://is.gd/0subna

                       About Globalstar, Inc.

Globalstar is a leading provider of mobile satellite voice and
data services.  Globalstar offers these services to commercial and
recreational users in more than 120 countries around the world.
The company's products include mobile and fixed satellite
telephones, simplex and duplex satellite data modems and flexible
service packages.  Many land based and maritime industries benefit
from Globalstar with increased productivity from remote areas
beyond cellular and landline service.  Globalstar customer
segments include: oil and gas, government, mining, forestry,
commercial fishing, utilities, military, transportation, heavy
construction, emergency preparedness, and business continuity as
well as individual recreational users.  Globalstar data solutions
are ideal for various asset and personal tracking, data monitoring
and SCADA applications.

Globalstar reported a net loss of $463 million in 2014, a net loss
of $591 million in 2013 and a net loss of $112.19 million in 2012.



HALCON RESOURCES: Stockholders Elect 3 Directors
------------------------------------------------
An annual meeting of stockholders of Halcon Resources Corporation
which was held on May 6, 2015, the stockholders:

   (i) elected Tucker S. Bridwell, Kevin E. Godwin and
       Mark A. Welsh IV to the Board of Directors, each to serve
       a one-year term;

  (ii) approved an amendment to A&R Certificate of Incorporation
       for Reverse Stock Split;

(iii) approved an amendment to the 2012 Plan to increase the
       number of shares of the Company's common stock authorized
       for issuance under the 2012 Plan by 40 million shares, to a
       total of 81.5 million shares;

  (iv) approved, in accordance with the listing standards of the
       New York Stock Exchange, the issuance of additional shares
       of the Company's common stock to HALRES LLC upon conversion
       of the Company's 8.0% senior convertible note and exercise
       of the 2012 warrants;

   (v) approved an amendment to the Certificate of Incorporation
       to amend Article Fifth to declassify the Company's board of
       directors and provide for the annual election of directors;


  (vi) ratified the appointment of Deloitte & Touche LLP, an
       independent registered public accounting firm, as the
       Company's independent registered public accountants for the
       fiscal year ending Dec. 31, 2015.

The Company's continuing directors after the meeting include James
W. Christmas, Thomas R. Fuller, David B. Miller, Daniel A. Rioux,
Michael A. Vlasic and Floyd C. Wilson.

                      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.

The TCR reported on May 6, 2015, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Houston-based
Halcon Resources Corp. to 'SD' from 'CCC+'.  "The downgrade follows
Halcon's announcement that it has concluded an agreement with
holders of portions of its senior unsecured notes to exchange the
notes for common stock," said Standard & Poor's credit analyst Ben
Tsocanos.


HARBOR FREIGHT: S&P Raises CCR to 'BB-' on Improved Business Risk
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Calabasas, Calif.-based tool and equipment retailer
Harbor Freight Tools U.S. Inc. to 'BB-' from 'B+'.  The outlook is
stable.

At the same time, S&P raised the issue-level rating on the
company's $1 billion term loan due July 2019 to 'BB' from 'B+'. The
recovery rating on the credit facility remains unchanged at '3',
indicating S&P's expectation that lenders could expect meaningful
(50%-70%) recovery of principal in the event of a payment default.
S&P's recovery expectations are in the lower half of the 50% to 70%
range.

"The upgrade reflects our favorable reassessment of Harbor
Freight's (HFT) business risk profile to "fair" from "weak" based
on the company's good competitive position illustrated by
relatively good operating performance, particularly over the past
two years and our expectations for this to continue in the near
term," said credit analyst Samantha Stone.  "The company has
accelerated its growth strategy - increasing the store base to over
550 stores from 445 stores in fiscal 2013.  Credit protection
measures have been fairly stable over the past year because of the
company's profit growth.  HFT holds a niche position within the
intensely competitive and highly fragmented tools and equipment
retail industry."

The stable rating outlook reflects S&P's expectation that the
company's financial policy will remain very aggressive and will
continue a cycle of debt issuance, dividend payouts, and subsequent
leverage reduction through growth and profitability.  S&P expects
the company to manage leverage below 4x in order to retain
sufficient prospects for access to capital markets to continue its
practice of periodic large dividend payouts.  S&P also expects
operating performance to remain solid, with consistent growth
fueled by new store development and relatively stable margins
resulting from vertical integration.

S&P could lower the rating if credit metrics deteriorate such that
leverage increases above 4x.  This could occur if operating
performance is weaker than S&P anticipated, potentially caused by
increase in competitive pressures following rapid expansion, poor
execution of the company's growth plans and/or larger than
anticipated debt-financed dividends.  Under this scenario, gross
margin would decline by roughly 100 basis points or more, while
revenue growth would be in the mid- to high-single-digits.  Based
on current EBITDA levels, the company would need to add about $130
million of additional debt to reach above 4.0x debt leverage.

Although unlikely, S&P could raise the rating on HFT if the
company's financial policies moderate such that debt repayment
would take a priority over dividends.  At that point, S&P would
consider the company's financial policy as "neutral".  Positive
rating consideration would also include meaningful growth in scale
and profitability in addition to consistency in operating
performance as the company continues to expand.



HDGM ADVISORY: Seeks Plan Solicitation Extension Thru Sept. 28
--------------------------------------------------------------
HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc., ask the Bankruptcy Court to extend the exclusive period by
which they can solicit acceptances for their First Amended Joint
Plan of Reorganization, as amended, from the current solicitation
deadline of May 16, 2015, to and including Sept. 28, 2015.  The
Debtors have requested two prior extensions of exclusivity.

                          Garrison Case

The Debtors believe that the requested extension is consistent with
sound case management, and will allow their management and other
parties-in-interest, namely the Examiner and other creditor
constituencies, adequate time to investigate claims against Mr.
Garrison and others and to obtain recoveries therefrom.  In
addition, the Debtors relay that their creditors have demanded
disclosures in the Debtors' Disclosure Statement that can only be
made upon completion of the Examiner's investigation and his
report.

More importantly, the Debtors, the Examiner and Harold D. Garrison,
as debtor-in-possession in his own Chapter 11 case, have commenced
and are continuing negotiations regarding a joint plan of
reorganization or a variant of the same.  In his Chapter 11 case,
Mr. Garrison just sought a 90-day extension of exclusivity for Plan
filing and solicitation from May 1, 2015 and June 30, 2015 through
July 30, 2015 and September 28, 2015, respectively.  The Debtors'
request an extension of exclusivity that will pair Mr. Garrison's
Chapter 11 case with these cases and place these cases on a similar
track with Mr. Garrison's Chapter 11 case in the hopes of
facilitating a joint plan or other variant thereof, a result likely
in the best interest of the Debtors' bankruptcy estates and often
encouraged by the Court in its direction to counsel in these cases
and Mr. Garrison's case.

                      Examiner Investigation

Mr. John Humphrey was appointed Examiner on Oct. 27, 2014.  The
Examiner "controls" several of the Claims by and against the
Debtors and successful resolution of these cases will require
coordination with the Examiner, at the least, and likely the
Examiner's involvement and consent in asset liquidation and
distribution.

On Nov. 10, 2014, Debtors filed their First Amended Joint Chapter
11 Plan of Reorganization and their Disclosure Statement.  In the
Amended Plan, the Debtors proposed that their estates be liquidated
by a Liquidating Trust that would liquidate assets and claims and
distribute recoveries in accord with the practices of the
Bankruptcy Code.  The Plan proposed a Trustee of the Liquidating
Trust be a mutual appointment of the Examiner and the Debtors.  The
Debtors had already asked the Examiner if he would be prepared to
fill that position.  The Amended Plan also envisioned providing the
Liquidating Trustee authority (in his discretion) to grant third
party releases to parties that the Examiner determined such
consideration appropriate for the settlement received by the
Liquidating Trust.  These releases would be granted pursuant to the
terms of the Amended Plan and would be approved generally as
required by the Bankruptcy Plan confirmation process subject to the
Examiner's determination that such settlement required the granting
of such release.  In essence, the creditor body pursuant to the
Amended Plan would vest the Examiner with the ability to grant a
release in the Examiner's discretion, as agent for the creditors,
so to speak.

Objections to the Disclosure Statement were filed by various
creditors raising generally confirmation issues, but including a
desire for more disclosure respecting the claims of the Debtors
against insiders, the exploration of which would be the purview of
the Examiner.  The Examiner has begun his examination on that front
-- most of which is taking place in Mr. Garrison's individual case
and progressing slowly.

Michael W. Hile, Esq., at Katz & Korin, PC, avers that cause exists
for an extension because the Examiner with expanded power to
"control" settlement of certain of the major claims by and/or
against the Debtors needs additional time to conclude his
examination.  The information gleaned by the Examiner and to be
shared by his report is demanded by Creditors to be disclosed in
the Debtors' Disclosure Statement.  This cannot be accomplished
until the examination is complete, Mr. Hile tells the Court.

                      About HDGM Advisory Services

HDGM Advisory Services, LLC ("MAS") and HDG Mansur Investments
Services, Inc. ("MISI") invest in and develop real estate around
the world.  They also provided management and investment services
to real estate funds that were set up as an investment vehicle for
religious Muslims.  MISI developed Finzels Reach, a real estate
development in Bristol England.  MAS and MISI are directly
or indirectly owned by Harold D. Garrison, who is also a debtor in
possession in a separate chapter 11 case.

MAS and MISI sought Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on
May 21, 2014.  On May 28, 2014, the Hon. James M. Carr directed
the joint administration the cases, under the lead case -- HDGM
Advisory, Case No. 14-04797.

MAS disclosed $20.3 million in assets and $7.99 million in
liabilities as of the Chapter 11 filing.  MISI disclosed $20.4
million in assets and $12.4 million in liabilities.  According to
a
court filing, the Debtors don't have any secured creditors.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-00461) on Jan. 24, 2014.



HEI INC: Files Unsecured Non-Priority Claims Supplemental Schedule
------------------------------------------------------------------
HEI Inc. filed with the U.S. Bankruptcy Court for the District of
Minnesota a supplemental schedule F - creditors holding unsecured
non-priority claims.  A full-text copy the supplemental schedule F
is available for free at http://is.gd/auABNC

                          About HEI Inc.

HEI, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Minn.
Case No. 15-40009) in Minneapolis, Minnesota, on Jan. 4, 2015.
The
case is assigned to Judge Kathleen H. Sanberg.

The deadline for governmental entities to file claims is July 6,
2015.

The Debtor has tapped James L. Baillie, Esq., James C. Brand,
Esq.,
and Sarah M Olson, Esq., at Fredrikson & Byron P.A., as counsel;
Alliance Management as business and financial consultant; and
Winthrop & Weinstine, P.A., as special counsel.

On Jan. 9, 2015, the Office of the United States Trustee appointed
an Official Committee of Unsecured Creditors comprised of: (a)
Teamvantage Molding LLC; (b) Watson-Marlow, Inc.; and (c) the
Vergent Products.  The United States Trustee has designated Cathy
Longtin of Teamvantage Molding LLC as acting chairperson, and the
Committee selected Ms. Longtin as permanent chairperson.


HIPCRICKET INC: Files Brief Supporting Confirmation of Ch. 11 Plan
------------------------------------------------------------------
Hipcricket, Inc., and ESW Capital, LLC, filed a brief asking the
U.S. Bankruptcy Court for the District of Delaware to confirm the
Amended Plan of Reorganization and overrule all remaining
objections to the Plan.

The Plan, which is co-sponsored by ESW, provides for (1) the
reorganization of the Debtor by retiring, cancelling, extinguishing
and/or discharging the Debtor's prepetition equity interest and
issuing new equity to the Plan Sponsor and to the DIP Lender, to
the extent that it exercises the Subscription Option, and (2) the
distribution of Cash and rights to certain litigation recoveries to
holders of Allowed Claims in accordance with the priority
established by the Bankruptcy Code.  A full-text copy of the
Amended Plan dated May 11, 2015, is available at
http://is.gd/AuXOLN

Catherine Nownes-Whitaker, an employee of Rust Consulting Omni
Bankruptcy, filed with the U.S. Bankruptcy Court for the District
of Delaware a declaration stating that 100% of the holders of
claims entitled to vote under Hipcricket, Inc.'s amended plan of
reorganization.  According to Ms. Nownes-Whitaker, 23 votes
accepted the Plan, while zero votes rejected the Plan.  A full-text
copy of Ms. Nownes-Whitaker's Declaration is available at
http://is.gd/SjvQ3s

Todd Wilson, interim chief executive officer of Hipcricket, Inc.,
in support of confirmation, stated that the Plan was proposed by
the Debtor in good faith and in the belief that the proposed
reorganization would maximize value for the estate by enabling (i)
the Debtor to reorganize and continue as a going concern and, (ii)
in respect to the Distribution Trust Assets, the liquidation of
said assets, via the Distribution Trust, in an efficient manner to
maximize Plan distributions to creditors on a fair and equitable
basis, in accordance with the priorities established by the
Bankruptcy Code.

The New York State Department of Taxation and Finance objects to
the Plan in connection with its proof of claim against the Debtor
which asserts assessments for prepetition sales taxes and
withholding taxes owing to the State of New York.

The Debtor also filed the following Plan supplements in support of
confirmation:

   * Form of Amended and Restated Bylaws
   * Form of Amended and Restated Certificate of Incorporation
   * Form of Stock Purchase Agreement
   * Distribution Trust Agreement
   * Section 1129(a)(5) Disclosures

Full-text copies of the Plan supplements are available at
http://bankrupt.com/misc/HIPCRICKETplansupp.pdf

                       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.


HOLOGIC INC: Moody's Raises CFR to 'Ba3', Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
the Probability of Default Rating of Hologic, Inc. to Ba3 and
Ba3-PD from B1 and B1-PD, respectively. Moody's also upgraded
Hologic's senior secured credit facilities to Ba1 from Ba2 and
unsecured notes to B1 from B2. Concurrently, Moody's affirmed the
SGL-1 Speculative Grade Liquidity rating (signifying very good
liquidity). The rating outlook is stable.

The upgrade of the ratings reflects Moody's increased confidence
that the company will be able to sustainably grow its EBITDA
following several consecutive quarters of improved revenue and
earnings performance. Hologic's EBITDA growth will be driven by
increased adoption of 3D imaging for breast mammography, increased
volume of molecular diagnostics tests being run on Hologic's
installed base of laboratory equipment, and international
expansion. The upgrade also reflects Moody's view that the company
remains committed to debt repayment and deleveraging.

Moody's took the following rating actions on Hologic, Inc.:

Ratings Upgraded:

  -- Corporate Family Rating to Ba3 from B1

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

  -- Senior secured revolving credit facility to Ba1 (LGD 2) from
     Ba2 (LGD 2)

  -- Senior secured Term Loans to Ba1 (LGD 2) from Ba2 (LGD 2)

  -- Senior unsecured notes to B1 (LGD 4) from B2 (LGD 4)

Ratings Affirmed:

  -- Speculative Grade Liquidity Rating at SGL-1

Outlook Actions:

  -- Outlook revised to stable from positive

The Ba3 rating incorporates Hologic's good scale, leading market
positions within its core franchises and good revenue diversity by
product and customer. The rating is also supported by the recurring
nature of more than half of the revenues which are generated from
service contracts and consumables. Further, the company generates
good free cash flow, has strong interest coverage and a publicly
stated commitment to deleverage.

The rating is constrained by Hologic's high, though improving,
financial leverage stemming from the 2012 debt-financed acquisition
of Gen-Probe. Moody's estimates adjusted debt to EBITDA was 4.2x
for the twelve months ended March 28. 2015. However, this does not
capture the premium over the principal or taxes associated with the
convertible notes that Moody's expects the company will repay in
FY17 and FY18. Including these obligations, leverage would
approximate 4.9x. The ratings also reflect volatility that can
occur in Hologic's financial performance because its businesses are
sensitive to general medical utilization trends and hospital
capital equipment spending trends. Further, activist investors
including Carl Icahn own more than 15% of Hologic's shares, and
Moody's believes event risk could rise if earnings growth does not
continue to improve and the stock price becomes pressured.

Hologic's SGL-1 Speculative Grade Liquidity Rating reflects very
good liquidity over the next 12-18 months supported by healthy cash
balances and Moody's expectation of annual free cash flow in the
$500 million range, which will be more than sufficient to satisfy
its modest debt maturities and other cash needs.

Moody's could upgrade the ratings if Hologic can generate sustained
organic revenue growth and continue to repay debt such that the
rating agency expects adjusted debt to EBITDA to be sustained below
3.5 times.

Moody's could downgrade the ratings if market uptake of Hologic's
newer products fails to offset declines in older products,
resulting in declines in revenue and earnings. Specifically,
ratings could be downgraded if Moody's expects adjusted debt to
EBITDA to be sustained above 4.5x times, or if liquidity
deteriorates meaningfully.

The principal methodology used in these ratings was Global Medical
Product and Device Industry published in October 2012. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Hologic, Inc. ("Hologic"; NASDAQ: HOLX) is a leading developer,
manufacturer and supplier of premium diagnostic products, medical
imaging systems and surgical products.  The Company's core business
units focus on diagnostics, breast health, GYN surgical, and
skeletal health. Hologic reported revenues of about $2.6 billion in
the twelve months ended March 28, 2015.


HRG GROUP: S&P Affirms 'B' CCR & Revises Outlook to Negative
------------------------------------------------------------
Standard & Poor's Rating Services affirmed all of its ratings on
New York–based HRG Group Inc., including its 'B' corporate credit
rating, and revised its outlook to negative from stable.

At the same time, S&P affirmed its 'B+' issue-level rating (one
notch above the corporate credit rating) on HRG's $864 million
senior secured notes due July 2019, which includes the tack-on
offering.  The recovery rating remains a '2', indicating 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.

S&P also affirmed its 'CCC+' issue-level rating (two notches below
the corporate credit rating) on HRG's $890 million senior unsecured
notes due January 2022, which includes the tack-on offering.  The
recovery rating remains a '6', indicating S&P's belief that lenders
could expect negligible (0%-10%) recovery in the event of payment
default or bankruptcy.

"The outlook revision reflects our belief that the company faces
headwinds as it increases its debt burden during a period of
transition," said Standard & Poor's credit analyst Rod Olivero.

The company recently announced they are exploring strategic
alternatives for Fidelity and Guaranty Life (FGL), as well as
experiencing investment write-offs in various minority investments,
and have lost dividend income from its majority-owned Compass
Energy.  Given these factors, the company's weak asset diversity,
limited financial flexibility, and short track record with its
stated investment strategy, Standard & Poor's expects coverage
metrics will remain weak and potentially volatile over the next two
years.

The company's investment portfolio includes Spectrum Brands Inc. (a
manufacturer of branded consumer staples), FGL (a life insurance
company), and Compass Production Partners GP LLC (an oil and gas
producer).  HRG also owns Salus Capital Partners, a provider of
secured asset-based loans (ABL).  Standard & Poor's believes it
will be difficult for HRG to quickly liquidate these assets if
necessary, and that having a sizable amount of assets in relatively
illiquid investments limits HRG's financial flexibility to pay its
obligations in the event of an unexpected decline in cash
sources--as S&P saw when the decline in oil prices in late 2014 and
early 2015 caused Compass to reduce dividend payments to HRG.

"We believe the potential sale of FGL could result in meaningful
proceeds to HRG, but we are not certain how the company would use
these proceeds--for example, for debt repayment, or for investment
in new or existing businesses," said Mr. Olivero.  "A sale of FGL
could also result in less diversity in what is already an
investment portfolio with limited dividend income sources, or could
precipitate HRG entering into new businesses, which is a risk
factor considering HRG's recent investment missteps."

The negative outlook reflects S&P's view that the company is in a
transition phase and that debt service coverage may remain weak.
However, it also reflects S&P's expectation for liquidity to remain
adequate over the next year, particularly given cash balances of
$250 million.  An improved total debt service coverage ratio is
possible, depending on the level of proceeds from a potential FGL
sale and how they are used, but S&P would lower its ratings if HRG
is unable to restore and sustain this ratio above 0.7x, and its
liquidity profile weakens to "less than adequate." The debt service
coverage ratio could also remain below 0.7x if dividends from the
three main portfolio investments do not improve, or the company is
not able to add high-dividend-paying investments.

S&P could revise the outlook to stable if HRG acquires companies
that pay consistent dividends of approximately $30 million per
year, which add to cash sources, reduce the volatility of the
company's cash flow, and strengthen asset diversity.  In this
scenario, HRG would need to maintain the total debt service
coverage ratio consistently above 0.7x.



HRK HOLDINGS: $406K Loan From Arsenal Has Final Approval
--------------------------------------------------------
U.S. Bankruptcy Judge K. Rodney May signed off an agreed final
order authorizing HRK Holdings, LLC, and HRK Industries, LLC, to:

   -- borrow on a secured basis from The Arsenal Group, LLP, up to
the maximum amount of $405,734, with interest accruing at the rate
of 12% per annum; and

   -- grant liens and superpriority administrative expense status.

The Debtors' obligation to repay the DIP Lender under the terms of
the DIP Loan will be secured by first liens on and security
interest in unencumbered property of the Debtors, other than
avoidance actions, and a lien on all property of the Debtors junior
only to the valid, prepetition and postpetition liens of Regions
Bank.

                        About HRK Holdings

HRK Holdings and HRK Industries LLC filed for Chapter 11
protection
(Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on June 27,
2012.  Judge K. Rodney May oversees the case.  Barbara A. Hart,
Esq., and Scott A. Stichter, Esq., at Stichter, Riedel, Blain &
Prosser, P.A., represents the Debtors.

HRK Holdings disclosed $33.4 million in assets and $26.09 million
in liabilities in its revised schedules.

According to the Debtors, the bankruptcy filing was necessitated
by
the immediate need to sell a portion of the remaining property to
create liquidity for (a) funding the urgent management of the
site-related environmental concerns; the benefit of creditors;
funding a litigation filed by the Debtors; and funding of expenses
related to additional sales of the remaining property.

HRK Holdings is selling real property assets to Allied Universal
Corp. and Mayo Fertilizer, Inc.  The Court allowed HRK and the
purchasers to enter into any modifications to the agreements
without need of further Court approval, provided that no
amendments
will occur without prior consent of Regions Bank.



INFINITY ENERGY: Completes $12 Million Private Placement
--------------------------------------------------------
Infinity Energy Resources, Inc. has completed the private placement
of a $12 million principal amount Senior Secured Convertible Note
and a Warrant to purchase 18,000,000 shares of the Company's common
stock with an institutional investor.

The Company also announced that it will host an investor conference
call at 11:15 a.m. Eastern Time on Friday, May 15, 2015, to provide
investors with further details regarding the financing and its
plans to proceed with exploratory activities.

At the closing on May 7, 2015, the investor acquired the Note by
paying $450,000 in cash and issuing a promissory note, secured by
cash, with a principal amount of $9,550,000.  Assuming all amounts
payable to the Company under the Investor Note are paid, the
private placement will result in gross proceeds of $10 million
before placement agent fees and other expenses associated with the
transaction, subject to the satisfaction of certain conditions. The
Company will use the initial proceeds from the closing to retire
certain outstanding obligations, including the 2015 area and
training fees relating to its oil and gas concessions offshore
Nicaragua, and to provide additional working capital.

The Company will receive the remaining cash proceeds upon each
voluntary or mandatory prepayment of the Investor Note.  The
investor may, at its option and at any time, voluntarily prepay the
Investor Note, in whole or in part.

The investor must prepay the Investor Note, in whole or in part,
upon the occurrence of one or more mandatory prepayment events.
These include (i) the investor's conversion of the Note into shares
of common stock upon which the investor will be required to prepay
the Investor Note, on a dollar-for-dollar basis, for each
subsequent conversion of the Note and (ii) the Company's delivering
a mandatory prepayment notice to the investor after it has received
governmental authorizations from the Nicaraguan authorities
necessary to commence drilling on at least five sites within the
Concessions, among other conditions.

The Note matures on the three-year anniversary of its issuance,
bears interest at 8% per annum, and is convertible at any time at
the option of the holder into shares of the Company's common stock
at $0.50 per share.  As a part of the private placement, the
Company issued a Warrant to the investor giving it the right to
purchase up to an aggregate of 18,000,000 shares of the Company's
common stock at an exercise price of $0.50 per share.  The Warrant
is exercisable commencing six months from the date of issuance for
a period of seven years from the date of issuance.

If the Company issues or sells shares of its common stock, rights
to purchase shares of its common stock, or securities convertible
into shares of its common stock for a price per share that is less
than the Conversion Price or Warrant exercise price then in effect,
the then current Conversion Price and Warrant exercise prices will
be decreased to equal such lower price.

The investor has no right to convert the Note or exercise the
Warrant to the extent that such conversion or exercise would result
in the investor being the beneficial owner of in excess of 9.99% of
the Company's common stock.

The Note ranks senior to the Company's existing and future
indebtedness and is secured by all of the assets of the Company,
excluding the Concessions.

"We are very excited to announce the completion of this private
placement," stated Stanton E. Ross, chief executive officer of
Infinity Energy Resources, Inc.  "We will immediately request
permission from the Nicaraguan government to move forward with the
identification of possible drill site locations, and a required
supplemental environmental study will begin this month.  Upon our
receipt of the government's authorization for us to drill five
wells, we believe we will have the financing to move forward with
initial exploratory drilling on our 1.4 million-acre oil and gas
Concessions in the Caribbean Sea offshore Nicaragua.  With the
closing of this private placement, we intend to finalize our
previously announced partnership with Granada Exploration LLC over
the next few weeks."

"While the prospective issuance of additional common stock upon
conversion of the Note and the exercise of the Warrant has the
potential to significantly increase the number of IFNY shares
outstanding, the financing will allow the Company to maintain
ownership of a much larger interest in the Concessions than
previously anticipated," concluded Ross.

WestPark Capital, Inc. served as placement agent in this
transaction.

Additional information is available for free at:

                        http://is.gd/uSHNVN

                           Conference Call

The Company will host a conference call at 11:15 a.m Eastern Time
on Friday, May 15, 2015, to provide investors with further details
regarding the financing and its plans to proceed with exploratory
activities.

To participate in the conference call, shareholders and interested
parties should dial 888-317-6003 (international/local participants
dial 412-317-6061) about 10 to 15 minutes prior to 11:15 a.m. EDT
on Friday, May 15, 2015.  Callers must be prepared to provide the
"Elite Entry Number 2825795" in order to access the Infinity Energy
Resources conference call.

A replay of the conference call will be available one hour after
completion of the call until July 15, 2015, at 5:00 pm Eastern Time
by dialing 877-344-7529 (international/local participants dial
412-317-0088) and entering the conference I.D. # 10065816. The call
will also be available on the Company's Website for 30 days
following the call at www.ifnyoil.com.

                      About Infinity Energy

Overland Park, Kansas-based Infinity Energy Resources and its
subsidiaries, are engaged in the acquisition and exploration of
oil and gas properties offshore Nicaragua in the Caribbean Sea.

In its report on the consolidated financial statements for the year
ended Dec. 31, 2014, RBSM, LLP, expressed substantial doubt about
the Company's ability to continue as a going concern, citing that
the Company has suffered recurring losses, has no on-going
operations, and has a significant working capital deficit.

The Company reported a net loss of $3.68 million for the year ended
Dec. 31, 2014, compared with a net loss of $2.43 million during the
prior year.

The Company's balance sheet at Dec. 31, 2014, showed $9.66 million
in total assets, $12.7 million in total liabilities, and a
stockholders' deficit of $3.06 million.


INTERNATIONAL BRIDGE: Proposes Stevens & Brand as Counsel
---------------------------------------------------------
International Bridge Corporation seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to employ the law firm
of Stevens & Brand, LLP, as counsel.  

The firm's Wesley F. Smith will provide the Debtor with legal
representation throughout the Chapter 11 proceeding.

The Debtor proposes that the firm be compensated on an hourly
basis.  The hourly rates for the staff to be performing services
are:

         Professional          Hourly Rate
         ------------          -----------
         Wesley F. Smith           $285
         Other partners            $285
         Associates                $185
         Law clerks                 $85

The Debtor has paid the firm a retainer of $3,672.

The Debtor believes that the firm does not represent any interests
adverse to the Debtor or the estate in the matters upon which it is
to be engaged.

                     About Int'l Bridge Corp.

International Bridge Corporation, a contractor for government
projects in the South Pacific and Guam, sought Chapter 11
protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on
May
7, 2015.  Robert Toelkes, the sole shareholder and manager, signed
the petition.  The case is assigned to Judge Robert D. Berger.  The
Debtor tapped Stevens & Brand, LLP, as counsel.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due by Sept. 4, 2015.


INTERNATIONAL BRIDGE: Taps Foulston Siefkin as Litigation Counsel
-----------------------------------------------------------------
International Bridge Corporation seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to employ Foulston
Siefkin, LLP, to act as a special litigation counsel.

Foulston Siefkin will act as special litigation counsel for the
Debtor with regard to all aspects of a claim asserted by the Debtor
against the U.S. Navy, and by TOA Corporation and other vendors
against the Debtor.  The firm's Wyatt A. Hoch will lead the
engagement.

The Debtor proposes that FS be compensated on an hourly basis for
services rendered at the rate of $325 per hour and be reimbursed
for expenses incurred.

To the best of the Debtor's knowledge, FS does not represent any
interests adverse to the Debtor or the estate in the matters upon
which it is to be engaged.

The firm can be reached at:

         Wyatt A. Hoch
         FOULSTON SIEFKIN, LLP
         1551 N. Waterfront Parkway, Suite 100
         Wichita, Kansas 67206-4466
         Tel: (316) 291-9769
         Fax: (866) 450-2989
         E-mail: Whoch@foulston.com

                     About Int'l Bridge Corp.

International Bridge Corporation, a contractor for government
projects in the South Pacific and Guam, sought Chapter 11
protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on
May
7, 2015.  Robert Toelkes, the sole shareholder and manager, signed
the petition.  The case is assigned to Judge Robert D. Berger.  The
Debtor tapped Stevens & Brand, LLP, as counsel.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due by Sept. 4, 2015.


INTERNATIONAL BRIDGE: Taps Robert G. Nath as Tax Counsel
--------------------------------------------------------
International Bridge Corporation seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to employ Robert G.
Nath, PLLC, to act as special tax counsel with regard to tax
matters during the pendency of the Chapter 11 case.

Nath will, among other things, provide the Debtor with legal advice
with respect to taxes owed to the Internal Revenue Service and
various other taxing authorities including, but not limited to,
handling appeals, litigation and other liquidation of claims.

Nath has represented the Debtor for several years with regard to
tax matters.

The Debtor proposes to compensate Nath on an hourly basis at the
rate of $500 per hour and reimburse Nath for expenses incurred.

To the best of the Debtor's knowledge, Nath does not represent any
interests adverse to the Debtor or the estate in the matters upon
which it is to be engaged.

The firm can be reached at:

         Robert G. Nath
         Robert G. Nath, PLLC
         1800 Old Meadow Road, Suite 117
         McLean, VA 22102
         Tel: (703) 356-5016
         Fax: (703) 356-5019
         E-mail: RobertNath@Rnathlaw.com

                     About Int'l Bridge Corp.

International Bridge Corporation, a contractor for government
projects in the South Pacific and Guam, sought Chapter 11
protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on
May
7, 2015.  Robert Toelkes, the sole shareholder and manager, signed
the petition.  The case is assigned to Judge Robert D. Berger.  The
Debtor tapped Stevens & Brand, LLP, as counsel.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due by Sept. 4, 2015.


KLX INC: Moody's Alters Outlook to Negative & Affirms Ba2 CFR
-------------------------------------------------------------
Moody's Investors Service changed the rating outlook for the debt
of KLX Inc. to negative from stable and affirmed the company's
existing ratings, including the Ba2 corporate family rating and Ba3
senior unsecured debt rating.

The negative outlook reflects Moody's expectation that the lower
oil price environment will lead to margin and earnings pressure
which will result in a weakening of KLX's credit profile for the
balance of this year and into 2016. In particular, KLX's ESG
segment (accounting for 26% of sales) focuses on upstream oil & gas
services such as fishing, equipment rental, and wireline services,
and is viewed as highly vulnerable to on-going pricing pressure
from E&P customers. Material anticipated cutbacks in capital
expenditures from US shale oil producers coupled with dramatic
reductions in rig count (already down 50% to about 900 since May
2014) will result in significant pricing and utilization pressure
which will compress margins and constrain cash flows over the
coming periods. Moody's expect pricing pressure to persist into at
least early 2016 before moderating.

Issuer: KLX Inc.

Outlook changed:

  -- Rating Outlook, to Negative from Stable

Ratings affirmed:

  -- Corporate Family Rating, Ba2

  -- Probability of Default Rating, Ba2-PD

  -- $500 million senior secured revolving credit facility due
     2019, affirmed Baa3, (LGD-1)

  -- $1,200 million senior unsecured notes due 2022, affirmed
     Ba3, (LGD-4)

  -- Speculative Grade Liquidity Rating, SGL-2

The Ba2 corporate family rating continues to reflect KLX's position
as a leading distributor of aerospace fasteners and consumables, a
relatively robust set of credit metrics, and a favorable set of
commercial aerospace fundamentals which should continue to underpin
earnings growth in the company's core (75% of sales) aerospace
solution business. Tempering considerations include KLX's
relatively small size (pro forma 2014 sales of $1.75 billion),
continued earnings headwinds in the cyclical oil & gas segment, and
our expectation of negative free cash flow over the next 12 to 15
months.

The SGL-2 speculative grade liquidity rating denotes a good
liquidity profile. Cash balances as of 03/31/15 are $415 million
and the company has no principal obligations due until 2019. Cash
flow generation is expected to remain muted for the next 12 to 18
months given the company's sizable exposure to oil & gas markets
and working capital investments in the aerospace segment. For
fiscal 2015 Moody's expect negative free cash flow with cash flow
from operations falling well short of anticipated capital
expenditures of about $100 million. Liquidity is also supported by
an undrawn $500 million revolving credit facility that expires in
November 2019. The facility contains 2 maintenance-based covenants
including a total leverage ratio of 4.5x (stepping down to 4.0x in
2016) and a minimum interest coverage ratio of 3.0x.

Upward rating momentum is unlikely at this time given the headwinds
that KLX's ESG segment is currently facing. Consideration for a
potential ratings upgrade would likely be warranted by leverage
sustained below 3.0x while strong credit metrics and a robust
liquidity profile are maintained. Sustained positive free cash flow
would also be a prerequisite to a prospective upgrade, with
free-cash-flow-to-debt expected to remain in the high single -
digit range.

Factors that could result in a ratings downgrade include
Debt-to-EBITDA sustained above 4.0x and free cash flow remaining
negative in 2016. Ratings could also be pressured if revenues and
earnings in the oil & gas segment deteriorate further. A weakening
liquidity profile, increased reliance on the revolving facility
and/or debt-funded acquisitions that meaningfully increase leverage
could also trigger negative rating actions.

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

KLX Inc. is a leading distributor of aerospace fasteners and other
consumables and a leading provider of logistic services to the
airline and aerospace industries. KLX is also a growing provider of
technical, logistical and support services to the oil & gas
industry offering a broad range of technical solutions including
wireline services, fishing services, pressure control equipment and
onshore completion services. Revenues for the fiscal year ended
December 31, 2014 were $1.7 billion.


LEVEL 3 FINANCING: Moody's Rates New $2BB Term Loan 'Ba2'
---------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Level 3
Financing, Inc.'s new $2 billion Senior Secured Tranche B 2022 Term
Loan. Financing is a wholly-owned subsidiary of Level 3
Communications, Inc. (Level 3). As part of the same rating action,
Moody's placed Level 3's ratings on review for upgrade. The review
excludes Level 3's speculative grade liquidity rating, which
remains SGL-2 (good).

The ratings review, which will be completed as quickly as possible
and, in any case, within 90 days, was prompted by the company's
recent first quarter disclosure and guidance revision for higher
2015 EBITDA and free cash flow, and will focus on the trajectory
and limits of ongoing margin expansion which, together with debt
reduction, is driving de-levering. In the interim, because the new
TLB is the same size as the facility it replaces, it is rated at
the same Ba2 level with the rating also being part of the review.

On Review for Upgrade:

Issuer: Level 3 Communications, Inc.

  -- Corporate Family Rating, Placed on Review for Upgrade,
     currently B2

  -- Probability of Default Rating, Placed on Review for Upgrade,
     currently B2-PD

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review
     for Upgrade, currently Caa1 (LGD6)

Issuer: Level 3 Financing, Inc.

  -- Senior Secured Bank Credit Facility, Placed on Review for
     Upgrade, currently Ba2 (LGD2)

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review
     for Upgrade, currently B3 (LGD5)

Assignments:

Issuer: Level 3 Financing, Inc.

  -- Senior Secured Bank Credit Facility, Assigned Ba2 (LGD2) and
     Placed on Review for Upgrade

Moody's continues to view Level 3's acquisition of the former tw
telecom inc. as credit-positive and, in light of Level 3's recent
first quarter disclosure and guidance revision for higher 2015
EBITDA and free cash flow, will review level 3's ratings for
upgrade. In particular, the review will focus on the underlying
operational drivers underpinning ongoing margin expansion so that
the trajectory of expected EBITDA expansion can be recalibrated.
Moody's will also evaluate capital spending, potential capital
structure revisions, liquidity and the potential of additional
acquisition activity. Moody's will withdrawal ratings on the
existing term B loans if they are retired as part of the proposed
refinancing.

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


LEVEL 3: Files Q1 Form 10-Q; Reports $122 Million Net Income
------------------------------------------------------------
Level 3 Communications, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $122 million on $2.05 billion of revenue for the three months
ended March 31, 2015, compared with net income of $112 million on
$1.6 billion of revenue for the same period a year ago.

As of March 31, 2015, the Company had $21.3 billion in total
assets, $14.58 billion in total liabilities and $6.71 billion in
total stockholders' equity.

The Company used cash of $254 million for capital expenditures and
received $490 million for financing activities in the three months
ended March 31, 2015.  This compares to $163 million of cash used
for capital expenditures and $3 million of cash flows used in
financing activities in the three months ended March 31, 2014.

The Company had $1,114 million of cash and cash equivalents on hand
at March 31, 2015.  The Company also had $26 million of current and
non-current restricted cash and securities used to collateralize
outstanding letters of credit and certain performance and operating
obligations of the Company at March 31, 2015.

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

                        http://is.gd/wpDDaa

                    About Level 3 Communications

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

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

                           *     *     *

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

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

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

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

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


LIME ENERGY: "Kuberski" Suit Settlement Hearing Set for July 7
--------------------------------------------------------------
Lime Energy Co., on April 1, 2015, entered into a stipulation and
agreement of settlement relating to the settlement of a derivative
suit entitled Kuberski and Lawton v. Lime Energy Co., Case No. 12 C
7993 (consolidated with Case No. 13 C1708), in the United States
District Court for the Northern District of Illinois.  On May 5,
2015, the United States District Court for the Northern District of
Illinois issued an order granting preliminary approval of the
proposed settlement by and among the Company, the plaintiffs and
all named individual defendants in the Derivative Suit.

A hearing to determine whether the court should issue an order of
final approval of the settlement has been scheduled for July 7,
2015, at 9:00 a.m. at the United States District Court for the
Northern District of Illinois, Eastern Division, Everett McKinley
Dirksen United States Courthouse, 219 South Dearborn Street,
Chicago, Illinois, 60604.  Pursuant to the court's order, any
objections to the settlement must be filed in writing with the
court by no later than June 23, 2015.  Additional information
concerning the terms of the proposed settlement, the July 7, 2015,
hearing and the requirements for objections can be found in the
Notice of Pendency and Settlement of Shareholder Derivative Action,
a copy of which is available at http://is.gd/mcTyKY

attached hereto as Exhibit 99.1. Also attached as Exhibit 99.2 is
the Stipulation. This Form 8-K and the attachments are available on
the investor relations website of the Company at
http://www.lime-energy.com/investors.

                         About Lime Energy

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com/-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.

Lime Energy reported a net loss available to common stockholders
of $18.5 million in 2013, a net loss of $31.8 million
in 2012 and a net loss of $18.9 million in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $31.1
million in total assets, $22.8 million in total liabilities and
$8.33 million in total stockholders' equity.


LPATH INC: Reports $2.8 Million Net Loss in First Quarter
---------------------------------------------------------
Lpath, Inc. filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $2.77
million on $784,000 of total revenues for the three months ended
March 31, 2015, compared to a net loss of $3.3 million on $1.71
million of total revenues for the same period in 2014.

As of March 31, 2015, the Company had $17.1 million in total
assets, $3.76 million in total liabilities and $13.3 million in
total stockholders' equity.

As of March 31, 2015, Lpath had cash and cash equivalents totaling
$12.7 million.

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

                        http://is.gd/5woyj7

                            About LPath

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

LPath reported a net loss of $16.6 million in 2014, a net loss of
$6.56 million in 2013 and a net loss of $2.75 million in 2012.


MAGNETATION LLC: Commences Solicitations for DIP Facility
---------------------------------------------------------
Magnetation LLC on May 12 announced the commencement of
solicitations to eligible holders of its 11.000% Senior Secured
Notes due 2018 to purchase by assignment certain loans and
commitments outstanding under its Debtor-in-Possession Credit
Agreement dated as of May 7, 2015, among Magnetation, the lenders
party thereto and Wilmington Trust, National Association as
administrative agent.

On May 5, 2015, Magnetation and its subsidiaries commenced
voluntary cases under Chapter 11 of the Bankruptcy Code in the
United States Bankruptcy Court for the District of Minnesota.

The DIP Credit Agreement provides for a senior secured
super-priority debtor-in-possession term loan facility in an
aggregate principal amount of up to $135,000,000 (plus capitalized
fees and interest) (the "DIP Loans"), consisting of approximately
$3.8 million of loans rolled up from existing term loans held by
the Lenders, approximately $63.7 million of new term loans made by
the Lenders and up to $67.5 million of loans rolled up from
eligible holders of Notes.

Eligible holders of Notes as of May 12, 2015 (the "DIP Solicitation
Record Date") (Rule 144A Notes: CUSIP 559417AA8 and ISIN
US559417AA83 and Regulation S Notes: CUSIP U5565PAA5 and ISIN
USU5565PAA58) will have the opportunity to purchase by assignment
and assume an aggregate principal amount of DIP Loans and
commitments equal to the aggregate principal amount of all DIP
Loans and commitments multiplied by a fraction (expressed as a
percentage) (i) the numerator of which is the aggregate outstanding
principal amount of Notes owned by, and subscribed under by, such
holder, and (ii) the denominator of which is the aggregate
outstanding principal amount of all Notes held by the Lenders plus
the aggregate outstanding principal amount of Notes owned by
eligible holders that participate the DIP Solicitation and
subscribed under, in each case, as of the DIP Solicitation Record
Date.

This press release does not constitute a solicitation of
participation in the DIP Loans.  The DIP Solicitation is being made
solely on the terms and subject to the conditions set forth in the
DIP Solicitation Notice (as defined below).  The DIP Solicitation
is scheduled to expire at 5:00 p.m., New York time, on May 27,
2015, unless extended by Magnetation (the "Expiration Date").  Any
eligible holder of Notes as of the DIP Solicitation Record Date
that wants to participate as a Lender in the DIP Loans must provide
a completed subscription form and an executed assignment agreement
to the information agent on or prior to the Expiration Date in
accordance with the instructions in the DIP Solicitation Notice.
Holders that by the DIP Solicitation Expiration Date do not return
the subscription form and executed assignment agreement to the
information agent will not be permitted to participate as a Lender
under the DIP Credit Agreement.

Subscription to the DIP Solicitation will be irrevocable and may
not be withdrawn.  In the event that the terms of the DIP
Solicitation are amended in a manner materially adverse to the
holders of Notes, withdrawal rights will be provided in accordance
with applicable law.

The complete terms and conditions of the DIP Solicitation are set
forth in the DIP Solicitation Notice dated May 12, 2015, (the "DIP
Solicitation Notice") that is being sent to registered holders of
the Notes.  Requests for DIP Solicitation documents may be directed
to Wilmington Trust, National Association, the information agent,
at the following address: 166 Mercer Street, Suite 2-R, New York,
NY 10012.  The information agent may be telephoned at (212)
941-4439 or emailed at jhclark@wilmingtontrust.com

This press release is neither an offer to purchase nor a
solicitation of an offer to sell the Notes or any other securities.
The DIP Solicitation is being made only by and pursuant to the
terms of the DIP Solicitation Notice.  Holders are urged to read
the DIP Solicitation Notice carefully before making any decision
with respect to the DIP Solicitation. Holders must make their own
decisions as to whether to participate in the DIP Solicitation.
None of Magnetation or any of its subsidiaries or the information
agent makes any recommendations as to whether holders should
participate in the DIP Solicitation, and no one has been authorized
to make such a recommendation.

Davis Polk & Wardwell LLP is serving as legal advisor and
Blackstone Advisory Partners LP is serving as financial advisor in
connection with the reorganization.  Additional information about
the reorganization can be found at http://www.donlinrecano.com/mag


                     About Magnetation LLC

Magnetation LLC -- http://www.magnetation.com-- is a joint venture
between Magnetation, Inc. (50.1% owner) and AK Iron Resources, LLC,
an affiliate of AK Steel Corporation (49.9% owner).  Magnetation
LLC recovers high-quality iron ore concentrate from previously
abandoned iron ore waste stockpiles and tailings basins.
Magnetation LLC owns iron ore concentrate plants located in
Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore
pellet plant in Reynolds, IN.  

Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth,
Minnesota, on May 5, 2015, after reaching a deal with secured
noteholders on a balance sheet restructuring.  The cases are
assigned to Chief Judge Gregory F Kishel.

The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra,
Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory
Partners LP as financial advisor; and Donlin, Recano & Company,
Inc., as the claims agent.  Donlin Recano maintains the case Web
site http://www.donlinrecano.com/mag

The Debtor's exclusive period for filing a plan and disclosure
statement ends Sept. 2, 2015.


MARK LEBENS: Court Tosses 2nd Bid for Registered Process Server
---------------------------------------------------------------
U.S. Bankruptcy Judge Robert Kwan denied a second request filed by
the Law Offices of Steven R. Fox on May 7, 2015, seeking
appointment of a Registered Process Server.

The Court denies the request without prejudice because: "(1) the
Request does not cite to the rules applicable to this court, i.e.,
Local Bankruptcy Rule 7064-1 (the citation in the Request to "Local
Rule 64-2" does not identify the applicable court and is not to a
rule of this court); (2) in seeking an order of the court, the
Request is a motion within the meaning of Rule 9013 of the Federal
Rules of Bankruptcy Procedure and Local Bankruptcy Rule 9013-1, the
latter of which requires that factual contentions involved in any
motion be presented, heard and determined upon declarations and
other evidence, and the factual contentions in the Request (i.e.,
the process servers are competent and not less than 18 years of
age, they are not and will not be parties to this action, they are
California process servers duly registered in all counties in
California, and granting this request will effect substantial
savings in time and travel fees) are not supported by a declaration
under penalty of perjury pursuant to 28 U.S.C. [Sec.] 1746(2) as
required by Local Bankruptcy Rule 9013-1(i); (3) aside from it
being problematic that the factual contentions of the Request are
only the unsworn representations of counsel and not meeting the
standard for a declaration under penalty of perjury pursuant to 28
U.S.C. [Sec.] 1746(2), there is no showing that counsel has the
requisite personal knowledge to make such representations under
Rule 602 of the Federal Rules of Evidence only permitting testimony
upon personal knowledge of the witness; and (4) the Request fails
to explain the role of the process servers in that it appears that
the relief sought is to allow them to serve writs of execution or
alias writs of execution as opposed to executing levies upon such
writs, which is a matter left unclear by the Request and which
should be clarified in order for the court to determine the proper
scope of any order issued pursuant to a future request."

"Since this is second time that the court is denying the request by
signing counsel and that the court had identified the problems with
the First Request at a prior hearing, which have not been cured,
the court strongly recommends that signing counsel seek guidance
and instruction from his supervising partner on how to draft and
file a proper request under the applicable rule, Local Bankruptcy
Rule 7064-1," the ruling continued.

A copy of the Court's May 8 decision is available at
http://is.gd/CRXF4Mfrom Leagle.com.

Lebens filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
11-19111) on March 3, 2011.


MCCLATCHY CO: Files Q1 Form 10-Q; Posts $11.3 Million Net Loss
--------------------------------------------------------------
The McClatchy Company filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $11.3 million on $257 million of net revenues for the three
months ended March 29, 2015, compared with a net loss of $15.8
million on $276 million of net revenues for the three months ended
March 30, 2014.

As of March 29, 2015, the Company had $2.35 billion in total
assets, $1.85 billion in total liabilities, and $496 million in
stockholders' equity.

The Company's cash and cash equivalents were $73.5 million as of
March 29, 2015, compared with $96.4 million of cash at March 30,
2014, and $221 million as of Dec. 28, 2014.  The decrease in cash
and cash equivalents in the three months ended March 29, 2015,
compared to Dec. 28, 2014, was primarily due to $179 million in
cash payments for income taxes during the three months ended March
29, 2015.

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

                       http://is.gd/ncJNL2

                    About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is a media company that provides
both print and digital news and advertising services.  Its
operations include 30 daily newspapers, community newspapers,
websites, mobile news and advertising, niche publications, direct
marketing and direct mail services.  Its owned newspapers include,
among others, the (Fort Worth) Star-Telegram, The Sacramento Bee,
The Kansas City Star, the Miami Herald, The Charlotte Observer, and
The (Raleigh) News & Observer.  The Company holds interest in
digital assets which include CareerBuilder, LLC, Classified
Ventures, LLC, HomeFinder, LLC, and Wanderful Media.

McClatchy Co reported net income of $374 million on $1.14 billion
of net revenues for the year ended Dec. 28, 2014, compared with net
income of $18.8 million on $1.21 billion of net revenues for the
year ended Dec. 29, 2013.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive.  The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.


MERRILL COMMUNICATIONS: Moody's Raises Corp. Family Rating to 'B2'
------------------------------------------------------------------
Moody's Investors Service upgraded Merrill Communications LLC
Corporate Family Rating to B2 from B3, in recognition of the
company's continuing trend of financial improvements that, along
with the application of proceeds from its recent divestiture of an
underperforming business unit towards debt repayment, has allowed
the company to achieve substantial deleveraging. At the same time,
Moody's has assigned a B2 rating to Merrill's proposed senior
secured first lien credit facilities, comprising a $50 million
revolver due 2020 and a $510 million term loan due 2022. The
ratings outlook is stable. Ratings on the company's existing credit
facilities will be withdrawn on close of the proposed transaction.

Upgrades:

  -- Corporate Family Rating, Upgraded to B2 from B3

Affirmations:

  -- Probability of Default Rating, Affirmed B3-PD

Assignments:

  -- Senior Secured Revolving Credit Facility due 2020, Assigned
     B2 (LGD3)

  -- Senior Secured 1st Lien Term Loan due 2022, Assigned B2
     (LGD3)

Outlook Actions:

  -- Outlook, Changed To Stable From Positive

Merrill's B2 CFR reflects recent steps that the company has taken
to de-lever its capital structure, coupled with a significant
reduction in debt that will result from the sale of substantially
all of its Legal Solutions business unit. Of Merrill's four main
business lines, Legal Solutions, which provides litigation support
and information management services to the legal sector,
represented almost 30% of Merrill's total revenue and generated
substantially lower margins than Merrill's core operating segments
that primarily serve the financial industry and corporate clients.
The portion of Legal Solutions being divested represents
approximately 21% of Merrill's total revenue. Moody's views this as
a positive event in Merrill's strategic development, considering
the rapidly changing demand characteristics and competitive
landscape in the financial services sector, as it not only enhances
the company's margin profile, but also allows Merrill to focus on
improving efficiency and growth in its core businesses.

Prior to the sale of Legal Solutions, Merrill had been
demonstrating a deleveraging trend since the company restructured
its debt in March 2013. Total Debt to EBITDA (including Moody's
standard adjustments) is estimated at approximately 5.2 times as of
FYE January 31, 2015, down from over 7 times at the time of the
restructuring, which owes to a record of improving operating
margins and revenue growth, as well as the application of free cash
flow generated to repay a modest amount of debt. With the sale
proceeds from Legal Solutions to further reduce debt, Moody's
estimates pro forma leverage at approximately 4.9 times, which maps
well to a B2 rating, despite the loss of earnings from the
divestiture. Moreover, as the new credit facilities will be used to
repay existing debt that includes approximately $230 million of 10%
PIK notes, Moody's expects that the company will be able to
maintain leverage at this level over the near term, although it is
likely that this will be achieved primarily through the maintenance
of strong operating margins in FY 2016 rather than debt repayment,
as was the case in recent years, as Merrill plans to step up
capital spending to support growth and streamline operations.
Merrill estimates that it will generate a modest amount of free
cash flow in FY 2016, although Moody's believes that free cash flow
could be slightly negative in this period. However, the company
will have adequate liquidity to cover its needs, bolstered by a $20
million increase in the size of the revolver that ensues from the
proposed transaction. Nonetheless, Moody's views the company's
investment program as an important initiative to improve efficiency
in an increasingly competitive environment, which will support
margins and growth over the long run.

Merrill's B2 CFR also considers a significant concentration of the
company's revenue base with financial services sector customers.
The company has a substantial amount of exposure to volatility in
capital markets activity, with over 50% of FY 2015 revenues
(excluding Legal Solutions) derived from the company's DataSite
(highly secure Virtual Data Room tool for online collaboration
among multiple parties) and Transaction and Compliance Solutions
(workflow management of security registration statements and other
offering materials) segments. The divestiture of Legal Solutions
will increase the company's exposure to the financial services
sector. Over the long run, a measured and well-managed program of
increasing revenue diversity will be an important factor towards
improving Merrill's risk profile.

The stable ratings outlook reflects Moody's expectations that the
company will experience slow revenue growth at steady operating
margins in FY 2016, allowing Merrill to maintain credit metrics
in-line with the B2 rating. Debt is not expected to decrease
materially over this period, as free cash flow will be constrained
by increased capital spending.

The ratings could be upgraded if Merrill continues to demonstrate
revenue growth at steady margins, while returning to positive free
cash flow generation that can be applied towards debt reduction.
The following credit metrics would support an upgrade: Debt to
EBITDA of less than 4.0 times, EBITA to interest in excess of 2.5
times, and Retained Cash Flow to Debt above 15%.

The ratings could be lowered if revenue or margins unexpectedly
weaken over the near term, reversing the current de-leveraging
trends and weakening liquidity due to negative free cash flow
generation. Debt to EBITDA of above 5.5 times or EBITA to Interest
approaching 1.5 times would warrant lower rating consideration.

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

Merrill Communications LLC provides on-demand information
management and collaboration services to clients to manage their
complex, confidential and regulated business information. Pro forma
for the divestiture of the Legal Solutions business, the company
generated approximately $691 million of revenue for the fiscal year
ended January 31, 2015.


MOBIVITY HOLDINGS: Posts $1.72 Million Net Loss in First Quarter
----------------------------------------------------------------
Mobivity Holdings Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.72 million on $940,000 of revenues for the three months ended
March 31, 2015, compared to a net loss of $1.76 million on $903,000
of revenues for the same period in 2014.

As of March 31, 2015, Mobivity had $8.61 million in total assets,
$1.67 million in total liabilities, and $6.93 million in total
stockholders' equity.

As of March 31, 2015, the Company had current assets of $4.41
million, including $3.94 million in cash, and current liabilities
of $1.68 million, resulting in working capital of $2.73 million.
Current liabilities as of March 31, 2015, included estimated
earn-outs in the amount of $840,000 and derivative liabilities in
the amount of $24,300, all of which are payable in shares of our
common stock.  Giving no effect to the estimated earn-out and
derivative liabilities, the Company had pro forma working capital
as of March 31, 2015, in the amount of $3.60 million.

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

                        http://is.gd/duaInn

                      About Mobivity Holdings

Mobivity Holdings Corp. was incorporated as Ares Ventures
Corporation in Nevada in 2008.  On Nov. 2, 2010, the Company
acquired CommerceTel, Inc., which was wholly-owned by CommerceTel
Canada Corporation, in a reverse merger.  Pursuant to the Merger,
all of the issued and outstanding shares of CommerceTel, Inc.,
common stock were converted, at an exchange ratio of 0.7268-for-1,
into an aggregate of 10,000,000 shares of the Company's common
stock, and CommerceTel, Inc., became a wholly owned subsidiary of
the Company.  In connection with the Merger, the Company changed
its corporate name to CommerceTel Corporation on Oct. 5, 2010.
In connection with the Company's acquisition of assets from
Mobivity, LLC, the Company changed its corporate name to Mobivity
Holdings Corp. and its operating company to Mobivity, Inc, on
Aug. 23, 2012.

Mobivity Holdings reported a net loss of $10.4 million in 2014, a
net loss of $16.8 million in 2013, a net loss of $7.33 million in
2012, and a net loss of $16.3 million in 2011.


MORGANS HOTEL: Incurs $16.7 Million Net Loss in First Quarter
-------------------------------------------------------------
Morgans Hotel Group Co. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $16.7 million on $53.3
million of total revenues for the three months ended March 31,
2015, compared with a net loss attributable to common stockholders
of $28.5 million on $55.5 million of total revenues for the same
period a year ago.

As of March 31, 2015, the Company had $532 million in total assets,
$779 million in total liabilities, and a $246 million total
deficit.

As of March 31, 2015, the Company had approximately $38.1 million
in cash and cash equivalents.

Jason T. Kalisman, interim chief executive officer, stated, "In the
first quarter, we made substantial progress on our long-term
strategic objectives by continuing to focus on managing our costs
and maximizing the productivity of our spaces.  We continue to
believe in the strength and value of our properties and in the
markets where we operate, and are taking meaningful steps to extend
and monetize our brands in top locations around the world. We
recently announced plans for two new hotels that expand our
geographic footprint in the Middle East - Delano Dubai and Mondrian
Dubai - in addition to Mondrian Doha, underscoring the popularity
of our core brands and the Morgans platform.  While overall
revenues declined in the first quarter due to currency pressure and
excess supply, particularly in New York and Miami, we were pleased
with bottom line results and the effectiveness of our cost
management programs."

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

                        http://is.gd/BPxfyN

                      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.


MORREALE HOTELS: UST Motion to Dismiss Appeal Denied
----------------------------------------------------
District Judge William J. Martinez denied United States Trustee's
motion seeking to dismiss an appeal for lack of jurisdiction.
The appellate case is MORREALE HOTELS, LLC, Appellant, v.
2011-SIP-CRE/CADC VENTURE, LLC, and UNITED STATES TRUSTEE,
Appellees, CIVIL ACTION NO. 14-CV-1537-WJM (D. Colo.).

Judge Martinez, in his April 13 Order Denying Trustee's Motion to
Dismiss, Striking Morreale's Opening Brief, and Setting New
Briefing Schedule, a copy of which is available at
http://is.gd/8rj1Fqfrom Leagle.com, stated that while the denial
of a Chapter 11 reorganization plan is generally not appealable,
the case at hand presents unique circumstances because Morreale
also appealed the Bankruptcy Court's Order lifting the automatic
stay, which is appealable. Judge Martinez further states that both
are inextricably bound, such that "even if this Court limited
Morreale to challenging the stay-lift order, Morreale would
necessarily be arguing the merits of its reorganization plan."

Numerous deficiencies were found after portions of Morreale's
opening appeal brief was reviewed by the Court. Ultimately, the
Court ruled to strike the brief and required Morreale to file a
conforming brief no later than May 4, 2015.

Morreale purchased two commercial properties in Denver through
loans currently held by 2011-SIP-CRE/CADC Venture, LLC ("CRE").
Morreale later filed for Chapter 11 bankruptcy protection and CRE
filed proofs of claim related to its loans.

The Bankruptcy Court lifted the automatic stay and refused to
confirm Morreale's reorganization plan.

Morreale Hotels, LLC, EIN: 20-4442439, In Re, represented by Leigh
Ann Flanagan, Kutner Brinen Garber, PC.

Morreale Hotels, LLC, Appellant, represented by Lee M. Kutner,
Kutner Brinen Garber, PC & Leigh Ann Flanagan, Kutner Brinen
Garber, PC.

2011-SIP-1 CRE/CADC Venture, LLC, Appellee, represented by Craig K.
Schuenemann -- craig.schuenemann@bryancave.com -- Bryan Cave LLP.

United States Trustee, Appellee, represented by Gregory Michael
Garvin, Office of the United States Trustee, Region 19 & Noah
Mariano Schottenstein, U.S. Department of Justice.

                   About Morreale Hotels, LLC

Morreale Hotels, LLC, based in Denver, Colorado, filed for Chapter
11 bankruptcy (Bankr. D. Colo. Case No. 12-35230) on December 14,
2012.  Judge A. Bruce Campbell presides over the Chapter 11 case.
Lee M. Kutner, Esq., at Kutner Miller Brinen, P.C., serves as the
Debtor's bankruptcy counsel.  The Debtor estimated assets and
liabilities of $1 million to $10 million.  

A list of the Company's 13 unsecured creditors filed together with
the petition is available for free at
http://bankrupt.com/misc/cob12-35230.pdf The petition was signed
by Jesse Morreale, manager.


MURRAY HOLDINGS: Seeks U.S. Recognition of Isle of Man Scheme
-------------------------------------------------------------
Murray Holdings Limited, formerly known as Isis Investments
Limited, sought Chapter 15 bankruptcy protection in the United
States to seek recognition of its liquidation proceedings in the
Isle of Man that began in 2010.

The Company is an investment entity with no operations or employees
of its own. It holds cash and equity assets.  The Company has
significant assets in the United States, in the form of shares of
Spirit Realty Capital, Inc., which shares trade on the New York
Stock Exchange under the symbol SRC.

Murray Holdings is estimated to have US$100 million to US$500
million in assets and debt.

This Chapter 15 Case is the final step in a multi-jurisdictional
restructuring process which resolves litigation and claims arising
out of a series of high value, substantial transactions entered
into by the Company during the period from late 2005 until late
2007.  The hallmark of both of the Isle of Man Scheme and a
separate, but materially identical, scheme of arrangement in
England and Wales pursuant to Part 26 of the English Companies Act
2006 is to compromise and resolve the bulk of the proceedings and
the litigation claims, while other proceedings and claims will be
left unresolved to continue in post-scheme litigation.

The Chapter 15 petition was filed in Manhattan on May 11, 2015
(Bankr. S.D.N.Y. Case No. 15-11231).  The document was signed by
Arnaldur Jon Gunnarsson and Arnar Scheving Thorsteinsson, in their
capacities as the nominated directors of Murray Holdings in
connection with the Company's Scheme of Arrangement pursuant to
section 152 of the Isle of Man Companies Act 1931 and the
proceeding before the High Court of Justice of the Isle of Man.

Danielle Eva Perlman, Esq., at Sidley Austin LLP, serves as counsel
in the U.S. case.

                     The Company's Liquidation

On March 8, 2010, Andrew Paul Shimmin was appointed as liquidator
provisional of the Company by the Isle of Man Court pursuant to an
application filed by Kaupthing hf., a company incorporated in
Iceland, and the ultimate parent of the Company.  On March 29,
2010, the Company was wound up by the Isle of Man Court and an
order was made appointing Shimmin as liquidator.

On or about Nov. 18, 2014, the Company commenced solicitation of
votes for or against sanctioning the Isle of Man Scheme.

On Dec. 22, 2014, the Isle of Man Court held a hearing in order to
consider sanctioning the Isle of Man Scheme.  On the same day, the
Isle of Man Court entered the Isle of Man Sanction Order.  The
"Effective Date" occurred on Dec. 23, 2014.

Arnaldur Jon Gunnarsson and Arnar Scheving Thorsteinsson were
appointed as Nominated Directors by written resolution of Kirna
ehf. dated March 19, 2015.  Also pursuant to the Kirna Resolution,
on March 19, 2015, the Company, which was formerly named Isis
Investments Limited (in liquidation), legally changed its name to
Murray Holdings Limited.  The appointment of the Nominated
Directors and the name change took effect at midnight on March 31,
2015 pursuant to an order made on March 26, 2015, by the Isle of
Man Court.

On May 11, 2015, the Nominated Directors, as Foreign
Representatives, commenced the Chapter 15 case in the U.S. to seek
recognition of the Isle of Man Scheme Proceeding as a foreign main
proceeding.

A copy of the Nominated Directors' verified petition for
recognition of the Isle of Man proceeding is available for free at
http://bankrupt.com/misc/Murray_H_Recog_Petition.pdf


NEPHROS INC: Amends License Agreement with Medica
-------------------------------------------------
Nephros, Inc., entered into a second amendment to the License and
Supply Agreement with Medica S.p.A. on May 4, 2015, according to a
document filed with the Securities and Exchange Commission.
Pursuant to the Second Amendment, the Company and Medica agreed
that the total minimum amount of purchases by the Company from
Medica for calendar year 2015 will be EUR1,000,000 (approximately
$1,130,000).  Additionally, the Company and Medica agreed that
Italy will continue to be excluded from the worldwide license, and
that, until Dec. 31, 2022, the Company will pay Medica a royalty of
3% of net sales, in addition to any other payments required, except
that if the Company sublicenses to a third party the right to
market and sell its HydraGuard products, the Company will pay
Medica a fee of EUR2.00 (approximately $2.25) per HydraGuard unit
in lieu of the 3% royalty.

On May 6, 2015, the Company entered into a Sublicense Agreement
with CamelBak Products, LLC.  Under this Sublicense Agreement, the
Company granted to CamelBak an exclusive, non-transferable,
worldwide (with the exception of Italy) sublicense and license, in
each case solely to market, sell, distribute, import and export the
Company's HydraGuard individual water treatment devices.  The
sublicensed intellectual property is licensed to the Company by
Medica pursuant to the License and Supply Agreement, as amended,
between the Company and Medica, which granted the Company an
exclusive license, with right of sublicense, to market, promote,
distribute, offer for sale and sell certain filtration products
based upon Medica's proprietary Medisulfone ultrafiltration
technology in combination with the Company's filtration products,
which includes the HydraGuard individual water treatment devices.

In exchange for the rights granted to CamelBak, CamelBak agreed to
pay the Company a percentage of the gross profit on any sales made
to a branch of the U.S. military, subject to certain exceptions,
and to pay the Company a fixed per-unit fee for any other sales
made.  CamelBak is also required to meet or exceed certain minimum
annual fees payable to the Company, and if such fees are not met or
exceeded, the Company may convert the exclusive sublicense to a
non-exclusive sublicense with respect to non-U.S. military sales.
Additionally, the Company has the right to terminate the sublicense
with respect to a specific geographic area if CamelBak enters into
an agreement or otherwise obtains or develops the rights to market
or sell a product that competes with the HydraGuard individual
water treatment devices in such geographic area.  If the Company
does not terminate the sublicense in such situation, and the sales
of the competing product in such geographic area exceed the sales
of the HydraGuard individual water treatment devices in the same
area during any full calendar year, the Company may convert the
exclusive sublicense to a non-exclusive sublicense solely with
respect to such geographic area.

The Sublicense Agreement will expire on Dec. 31, 2022, unless
earlier terminated in accordance with the terms of the Sublicense
Agreement.

                         Appoints Director

On May 7, 2015, the Company's Board of Directors appointed Malcom
Persen as a director of the Company.  Mr. Persen was also appointed
to serve as the Chair of the Audit Committee of the Board.  The
Company will provide Mr. Persen with the standard compensation and
indemnification approved for non-employee directors.

Mr. Persen is currently the president of Resolute Performance
Contracting, a solar construction firm that he founded in 2011.
Previously, from 2009 through 2011, he was the Executive Vice
President at Ironco Enterprises, a renewable energy contracting
organization.  From 2004 through 2008, Mr. Persen served as the
chief financial officer for Radyne Corporation, a NASDAQ-traded
manufacturer and distributor of satellite and telecommunications
equipment.  While at Radyne, he was part of the management team
that tripled revenues and sold the firm, resulting in a 100% return
for shareholders.  Earlier, Mr. Persen was employed as Group
Financial Officer for Avnet, Inc., a global distributor of
electronic components and computer systems.  Other experience
included assignments with consultancies Arthur D. Little and Mercer
Management Consulting.  In addition, Mr. Persen lectured in finance
at the University of Arizona from 2010 to 2013 and at Boston
College from 1988 to 1999.  Mr. Persen currently serves on the
Board of Valutek, a supplier of cleanroom supplies through direct
and distribution channels.  Mr. Persen holds a BA in Political
Economics from The Colorado College, and an MBA from The Amos Tuck
School of Business at Dartmouth College

                            About Nephros

River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.

Nephros reported a net loss of $7.37 million on $1.74 million of
total net revenues for the year ended Dec. 31, 2014, compared to
net income of $1.32 million on $1.74 million of total net revenues
for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $3.36 million in total assets,
$9.05 million in total liabilities and a $5.68 million
stockholders' deficit.

Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
negative cash flow from operations and recurring net losses since
inception.  These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.


NEW LOUISIANA: Claims Bar Date Slated for June 1
------------------------------------------------
The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana set June 1, 2015, as deadline for
creditors of New Louisiana Holdings LLC and its debtor-affiliates
to file proofs of claim against the Debtors.

All proofs of claim must be filed by mail to U.S. Bankruptcy Court,
214 Jefferson Street, Lafayette, Louisiana, 70501 or electronically
at http://www.ecf.lawb.uscourts.gov/

                   About New Louisiana Holdings

New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June
25, 2014.

Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood
Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood
Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501
Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case
No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No.
14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.

Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No.
14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No.
14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No.
14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.

Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101),
SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No.
14-51103) -- that operate skilled nursing facilities located in
Lakeland, Clewiston and St. Peterburg, Florida, sought protection
under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014.

The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays
of the United States Bankruptcy Court for the Western District of
Louisiana (Lafayette).

The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.  Jan M. Hayden and Baker
Donelson Bearman Caldwell & Berkowitz, P.C. serves as local
counsel.

The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three
creditors of New Louisiana Holdings, LLC, to serve on the official
committee of unsecured creditors.  Pepper Hamilton LLP and
McGlinchey Stafford PLLC serve as counsel to the Committee.


NFP CORP: Moody's Affirms B3 CFR & Alters Outlook to Negative
-------------------------------------------------------------
Moody's Investors Service affirmed the B3 corporate family rating
of NFP Corp. following the announcement that it will issue an
additional $250 million of senior unsecured notes. Net proceeds
from the offering will be used for general corporate purposes,
including to fund future acquisitions. The pending issuance changes
NFP's overall funding mix, resulting in a one-notch upgrade of
NFP's senior secured credit facilities to B1 from B2. The company's
Caa2 senior unsecured debt rating has been affirmed. The rating
agency has changed the rating outlook on NFP to negative from
stable, reflecting the increase in financial debt and leverage
following the proposed borrowing and an aggressive acquisition
strategy that leads to integration and contingent risks.

"The proposed borrowing increases NFP's financial debt and leverage
relative to our expectations," said Enrico Leo, Moody's lead
analyst for NFP. Moody's estimates that NFP's pro forma
debt-to-EBITDA ratio following the proposed debt issuance will
increase to between 7.5x to 8x, with (EBITDA - capex) interest
coverage of around 1.5x. The ratings incorporate our expectation
that NFP will reduce its leverage ratio below 7.5x within 12-18
months, through the recognition of acquired EBITDA.

Further, NFP focuses on acquisitions that strategically complement
its existing businesses either through additional scale and/or
expanding its geographic footprint. However, in today's competitive
market, acquisitions carry both execution and integration risk that
could present challenges such as producer turnover and/or a decline
in productivity among producers whose roles might change. Moody's
notes that NFP has a strategy in place to manage the transition
risk associated with adding producers and streamlining systems and
processes.

NFP's ratings reflect its expertise and favorable market position
in insurance brokerage, particularly providing employee benefit
plans to mid-sized businesses. NFP's business is well diversified
across products, clients and regions spanning the US and Canada.
These strengths are tempered by the company's aggressive financial
leverage and moderate interest coverage. The rating agency expects
that NFP will continue to pursue a combination of organic revenue
growth and acquisitions, the latter giving rise to integration and
contingent risks.

Pro-forma for the incremental borrowing in April 2015, NFP's
financing arrangement as of March 31, 2015, included a $135 million
senior secured revolving credit facility maturing in 2018 (rated
B1, unused), a $1.1 billion senior secured term loan maturing in
2020 (rated B1) and $550 million of senior unsecured notes due in
2021 (rated Caa2).

Factors that could lead to stable rating outlook include: (i)
debt-to-EBITDA ratio below 7.5x on a sustained basis, (ii) (EBITDA
- capex) coverage of interest consistently exceeding 1.5x, (iii)
free-cash-flow-to-debt ratio consistently exceeding 3%, and (iv)
successful integration of acquisitions.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio remaining above 7.5x on a sustained basis,
(ii) (EBITDA - capex) coverage of interest below 1.2x, or (iii)
free-cash-flow-to-debt ratio below 2%.

Moody's has affirmed the following ratings (with revised loss given
default (LGD) assessments) of NFP Corp.:

  -- Corporate family rating B3;

  -- Probability of default rating B3-PD;

  -- Senior unsecured notes, maturing in July 2021, rated Caa2
     (to LGD5, 83% from LGD5, 89%).

Moody's has assigned the following rating (with LGD assessment) to
NFP Corp.:

  -- New $250 million add-on to senior unsecured notes due July
     2021, at Caa2 (LGD5, 83%);

Moody's has upgraded the following ratings (with revised LGD
assessments) of NFP Corp.:

  -- Senior secured term loan maturing in July 2020 to B1 from B2
     (to LGD3, 31% from LGD3, 36%);

  -- Senior secured revolving credit facility maturing in July
     2018 to B1 from B2 (to LGD3, 31% from LGD3, 36%).

The principal methodology used in these ratings was Moody's Global
Rating Methodology for Insurance Brokers & Service Companies
published in February 2012. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Based in New York City, NFP is a leading insurance broker and
consultant that provides employee benefits, property & casualty,
retirement, and individual insurance and wealth management
solutions to middle market companies, high net worth individuals
and independent financial advisors. The company generated revenue
of $1.2 billion for the 12 months ended December 31, 2014.


NICHOLS CREEK: To Submit Amended Disclosure Statement
-----------------------------------------------------
The Bankruptcy Court, according to a memo dated April 30, 2015,
directed counsel for Nichols Creek Development, LLC, to advise the
Court when an amended disclosure statement explaining its Chapter
11 Plan is submitted so that a new hearing will be set.

Creditor Whitney Bank, formerly known as Hancock Bank, has objected
to adequacy of information in the Disclosure Statement dated Feb.
24, 2015, stating that:

   1. It describes a Plan that is patently unconfirmable;

   2. The Disclosure Statement fails to provide adequate
information regarding the funding of the Plan; and

   3. The Plan is not proposed in good faith and in violation of
the absolute priority rule.

Hancock Bank, as assignee of FDIC, as receiver for Peoples First
Community Bank, holds two secured claims against the Debtor.
Hancock's first claim against the Debtor in the amount of
$11,219,396 as of Jan. 12, 2015.  Hancock's second claim against
the Debtor in the amount of $4,244,458 as of Jan. 12, 2015.

                    The Disclosure Statement

According to the Disclosure Statement, the Debtor will pay Class 1
-- Secured Claim of Whitney Bank in full from the proceeds of the
sale of all of the assets of the Debtor within 30 days of the
closing or within 30 days from the date of the entry of an order
adjudicating any objections to its proof of claim becomes final and
non-appealable, whichever is later.

Claims of  Class 2 -- Secured Claim of Stokes Holding, LLLP; Class
3 -- Secured Claim of Hawkins Avenue Corporation; Class 4 --
Secured Claim of R2S, LLC; and Class 5 -- Secured Claims of JD
Mitchell Irr. Trust & F&M Rentals, LLC, will be paid from the
remaining proceeds of the sale after satisfaction of senior
claims up to their allowed claim amount within 30 days of the
closing or within 30 days from the date of the entry of an order
adjudicating any objections to its proof of claim becomes final and
non-appealable, whichever is later.

The Debtor believes there are no unsecured creditors and therefore
there is no disbursement required.

The payments to be made under the Plan will be funded through the
sale of all of the assets of the Debtor.  No distributions to
creditors of the estate will occur until claims with senior status
are adjudicated and allowed.

A copy of the Disclosure Statement is available for free at:

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

                      About Nichols Creek

Nichols Creek Development, LLC, sought Chapter 11 bankruptcy for
protection (Bankr. M.D. Fla. Case No. 14-04699) on Sept. 26, 2014,
in Jacksonville, Florida.  R.L. Mitchell signed the petition as
member manager.  

The Debtor owns 270+ acre parcel of river front real property
commonly known as 9595 New Berlin Road Court, Jacksonville,
Florida.  In its schedules, the Debtor said the property is valued
at $21.8 million and pledged as collateral to secured creditors
owed a total of $11.6 million.

The Debtor is under contract to sell the Property to a third party
for the gross sales price of $14.9 million.  The buyer has
deposited $75,000.00 in escrow and the sale is scheduled to close
March 23, 2015.

The Law Offices of Jason A. Burgess, LLC, serves as the Debtor's
counsel.



NORTHWEST BANCORPORATION: Ch. 11 Plan Hearing Set for May 21
------------------------------------------------------------
A hearing to consider the adequacy of the disclosure statement
explaining Northwest Bancorporation of Illinois, Inc.'s Chapter 11
plan of reorganization and the confirmation of the plan will be
held on May 21, 2015, at 11:00 a.m., prevailing Central Time.  The
deadline for filing objections to the Plan or Disclosure Statement
is May 13.

As previously reported by The Troubled Company Reporter, the
Debtor, the parent of First Bank and Trust Co. of Illinois, filed
for bankruptcy with a prepackaged plan that contemplates the
restructuring of more than $50 million in debt, and later a sale of
First Bank.

The Debtor said its prepackaged reorganization has the support of
both management and the Hershenhorn family, who owns more than 90%
of Northwest through fixed and floating rate trust preferred
securities ("TruPS"), which are hybrid securities that have
elements of both equity and debt.

The Debtor admitted that it has virtually no cash on hand with
which to pay claims of any priority, and standing alone the Debtor
could not fund a reorganization.  Thus, the funding provided by the
Electing TruPS Holders and management is critical to the Debtor's
ability to reorganize and preserve value for its creditors.

The Plan provides for a comprehensive restructuring of the Debtor's
pre-bankruptcy obligations and maximizes recoveries available to
all constituents.  The Plan contemplates that the Debtor, with the
support of a majority of its principal creditor constituency (e.g.,
the Electing TruPS Holders), will seek to confirm a chapter 11 plan
of reorganization contemplating a comprehensive balance-sheet
restructuring (the "Reorganization Transaction").

Further the Plan facilitates a ("Sale Transaction") with a
non-debtor entity that agrees to purchase all interests in the
Debtor outstanding on and after the effective Date of the Plan.

River Branch Capital LLC, the Debtor's investment banker and
financial advisor, has performed and continues to perform a
marketing process to obtain a buyer to purchase the Debtor or its
assets.  As a sale of the Debtor will result in an ownership change
in First Bank, the prospective buyer will also need to make a
capital contribution to the Debtor in an amount sufficient to
receive regulatory approval for First Bank's recapitalization and
ownership change.  Both the Debtor and River Branch are optimistic
that the Restructuring Transaction will right-size the Debtor's
balance sheet, resulting in a substantially more attractive
business to investors to close on the Sale Transaction and
recapitalize First Bank.

The projected recoveries under the Plan are:

                                        Percentage
   Class      Name of Class              Recovery
   -----      -------------              --------
    N/A     Administrative Claims         100%
    N/A     Priority Tax Claims           100%
     1      Other Priority Claims         100%
     2      Secured Claims                100%
     3      TruPS Claims                5.4% to 28.7%
     4      General Unsecured Claims      100%
     5      Sec. 510(b) Claims              0%
     6      Majority Interests              0%
     7      Minority Interests              0%

Holders of unimpaired claims are deemed to accept the Plan.  Only
the holders of TruPS Claims were entitled to vote on the Plan as
the holders of Sec. 510(b) Claims, Majority Interests and Minority
Interests are deemed to reject the Plan.

Under the Plan, each holder of Allowed TruPS Claims may elect to
(a) receive a pro rata share of Junior Amended TruPS, i.e. Trust
Junior Subordinated Debentures (if any), Reinstated as amended by
the Electing TruPS Amendments on and after the Effective Date, and
(b) fund in cash the share of a plan funding contribution in an
amount of $1 million, subject to adjustments.

Each Holder of an Allowed TruPS Claim that does not make the TruPS
Election will receive its Pro Rata share of $800,000; provided
that, if all Holders of TruPS Claims make the TruPS Election, there
will be no Non-Electing TruPS Distribution, and the principal face
amount of all Junior Amended TruPS will be $11,500,000 in the
aggregate.

The money necessary to fund the Plan is being provided solely by
(i) the Electing TruPS Holders, who, by making the TruPS Election,
will be agreeing to fund a maximum of $880,000 (including a
$180,000 to the Management Plan Support Parties) and (ii) the
Management Plan Support Parties, who are agreeing to fund $120,000,
plus take a $180,000 loan from the Electing TruPS Holders.

Moreover, under the Plan Support Agreement certain Holders of TruPS
Claims and the Management Plan Support Parties have already agreed
and committed to fund this $1 million aggregate Plan funding
amount, subject to the terms and conditions of the Plan and the
Plan Support Agreement.  Without the funding provided by these
parties, and in particular the $880,000 funded by the Electing
TruPS Holders, the Debtor would likely be forced into a "free fall"
bankruptcy with no plan, no stalking horse bidder for its primary
asset (First Bank), and no clear source of funding for even
administrative claims.

A copy of the Disclosure Statement is available for free at:

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

                  About Northwest Bancorporation

Northwest Bancorporation of Illinois, Inc., formerly known as
Hershenhorn Bancorporation, Inc., is a bank holding company that
owns 100 percent of the outstanding shares of First Bank and Trust
Company of Illinois, a single-branch bank in Palatine, Illinois.
Approximately 90 percent of Northwest Bancorporation's equity is
owned by Robert Hershenhorn and his family.

Northwest Bancorporation commenced a Chapter 11 bankruptcy case
(Bankr. N.D. Ill. Case No. 15-15245) in Chicago, Illinois, on April
29, 2015.  The case is assigned to Judge Carol A. Doyle.

The Debtor tapped Kirkland & Ellis LLP as counsel, and River Branch
Capital LLC as financial advisor.

The Debtor estimated assets of $10 million to $50 million and debt
of $50 million to $100 million.

The Debtor's owner can be reached at:

         Robert Hershenhorn
         808 East Deerpath
         Palatine, IL 60047
         Telephone: (847) 358-6262
         E-mail: rhershenhorn@aol.com


NYDJ APPAREL: S&P Lowers CCR to 'B-' on Weak Operating Performance
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Vernon, Calif.-based NYDJ Apparel LLC to 'B-' from 'B'.
The outlook is negative.

Concurrently, S&P lowered its issue-level ratings on the company's
$12.5 million revolver due 2019 and $150 million first-lien term
loan due 2020 to 'B-' from 'B+.'  S&P revised the recovery ratings
on these facilities to '3', which indicates its expectation for
meaningful (50% to 70%, at the low end of the range) recovery in
the event of a payment default, from '2'.

"The downgrade reflects NYDJ's weaker-than-expected operating
performance in 2014, which has resulted in a deterioration of
credit metrics and thin covenant cushion levels of less than 10%,
and our expectation the company will be unable to meaningfully
improve its operating performance and credit metrics over the next
two years," said Standard & Poor's credit analyst Ryan Ghose.
"Moreover, the company could breach covenants if it cannot reverse
current performance as it faces step-downs later this year."

The negative outlook reflects Standard & Poor's view that it could
the lower the ratings if NYDJ is unable to stabilize and modestly
improve its operating performance to remain in compliance with its
financial covenants and support its significant debt burden.  S&P
believes this could occur if the company needs to discount products
to clear inventory or if its customers reduce orders.



PARK MERIDIAN: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Park Meridian LLC filed with the U.S. Bankruptcy Court for the
Northern District of Georgia its statements of financial affairs,
and summary of schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,500,000     
  B. Personal Property            $1,057,826
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $10,549,229
  E. Creditors Holding
     Unsecured Priority
     Claims                                        
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                         $976,890
                                 -----------    ------------
        Total                    $13,557,826     $11,526,119

A full-text copy of the Debtor's schedules is available for free at
http://is.gd/EKbstf

                       About Park Meridian

Park Meridian owns a commercial building located at 3890 Johns
Creek Parkway, in Suwanee, Forsyth County, Georgia.
Northside-Rosser asserts a first priority lien on the property and
the rents therefrom to secure a claim in the disputed amount of
$10,549,229.  The Debtor says the property has a market value of
at
least $11,000,000.

Park Meridian sought Chapter 11 protection (Bankr. N.D. Ga. Case
No. 15-20447) in Gainesville, Georgia, on March 2, 2015, stating
that it was unable to pay its debts as they generally mature.  

The Debtor is represented by William A. Rountree, Esq., at Macey,
Wilensky & Hennings LLC, in Atlanta, Georgia.

The Atlanta-based debtor estimated $10 million to $50 million in
assets and debt.


PASSAIC HEALTHCARE: To Seek Nod of Plan Disclosures June 2
----------------------------------------------------------
Passaic Healthcare Services, LLC, and its affiliates on June 2,
2015, at 2:00 p.m. will seek approval from the U.S. Bankruptcy
Court for the District of New Jersey of the disclosure statement
explaining their Chapter 11 plan.  Objections to the adequacy of
the information in the disclosure statement are due 14 days prior
to the hearing.

The Plan is premised upon substantively consolidating each of the
Debtors.  The Plan provides that collected amounts will be
deposited into a pooled account for the benefit of Sequoia
Healthcare Services LLC, Essex Capital Corp. and holders of general
unsecured claims pursuant to a sharing agreement.

Under the Plan, holders of claims in classes 1 to 6 are impaired
and entitled to vote on the Plan.  Holders of equity interests
[Class 7] won't receive anything and are deemed to reject the
Plan.

Claims and interests are classified under the Plan as follows:

                                      Estimated      Estimated
  Class & Description               Allowed Claims    Recovery
  -------------------               --------------    --------
1 - Midcap Funding Secured Claims      $7,063,146         94%
2 - Sequoia Secured Claims            $11,880,690      Unknown
3 - McKesson Disputed Secured Claims   $8,762,078      Unknown
4 - Other Secured Claims                  TBD          Unknown
5 - Essex Capital Corp. Lessee            TBD          Unknown
6 - Unsecured Claims                  $13,000,000      Unknown
7 - Equity Interests                      N/A             0%

A copy of the Disclosure Statement is available for free at:

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

                    About Passaic Healthcare

Based in Plainview, New York, Passaic Healthcare Services, LLC,
doing business as Allcare Medical, is a full service durable
medical equipment company specializing in clinical respiratory,
wound care and support services.  Passaic, which employs 200
individuals, has seven locations in New Jersey, New York and
Pennsylvania.

Passaic began operations in December 2010 after it acquired
substantially all of the assets of C&C Homecare, Inc., and
Extended
Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363.
After acquiring 100% of the equity interests in Galloping Hill
Surgical, LLC, and Allcare Medical SNJ, LLC, Passaic began using
"Allcare Medical" as trade name for its entire business, and
discontinued marketing under the name C&C Homecare.

Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014.
The case is assigned to Judge Christine M. Gravelle.

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

The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas
Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono,
P.C., in West Orange, New Jersey, as counsel.

The Official Committee of Unsecured Creditors tapped Arent Fox LLP
as counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC,
as financial advisors.


PATRIOT COAL: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                       Case No.
      ------                                       --------
      Patriot Coal Corporation                     15-32450
         aka Patriot Coal Corporation Midwest
      63 Corporate Centre Drive
      Scott Depot, WV 25560

      Apogee Coal Company, LLC                     15-32455

      Appalachia Mine Services, LLC                15-32460

      Black Stallion Coal Company, LLC             15-32469

      Brody Mining, LLC                            15-32471

      Catenary Coal Company, LLC                   15-32474

      Central States Coal Reserves of KY, LLC      15-32476

      Colony Bay Coal Company                      15-32479

      Corydon Resources LLC                        15-32480

      Coyote Coal Company LLC                      15-32487

      Dodge Hill Mining Company, LLC               15-32482

      Eastern Associated Coal, LLC                 15-32484

      Eastern Royalty, LLC                         15-32489

      Emerald Processing, L.L.C.                   15-32448

      Gateway Eagle Coal Company, LLC              15-32493

      Grand Eagle Mining, LLC                      15-32497

      Heritage Coal Company LLC                    15-32499

      Highland Mining Company, LLC                 15-32452

      Hillside Mining Company                      15-32457

      Hobet Mining, LLC                            15-32461

      Jupiter Holdings LLC                         15-32464

      Kanawha Eagle Coal, LLC                      15-32449

      Kanawha River Ventures III, LLC              15-32468

      Little Creek LLC                             15-32470

      Midland Trail Energy LLC                     15-32473

      Midwest Coal Resources II, LLC               15-32475

      Mountain View Coal Company, LLC              15-32478

      Panther LLC                                  15-32481

      Patriot Coal Company, L.P.                   15-32483

      Patriot Coal Holdings I LLC, F.K.A.
      Trout Coal Holdings                          15-32485

      Patriot Coal Holdings II LLC, F.K.A.
      New Trout Coal Holdings                      15-32486

      Patriot Coal Sales LLC                       15-32490

      Patriot Coal Services LLC                    15-32492

      Patriot Leasing Company LLC                  15-32495

      Patriot Midwest Holdings, LLC                15-32498

      Patriot Reserve Holdings, LLC                15-32500

      Patriot Ventures LLC                         15-32451

      Pine Ridge Coal Company, LLC                 15-32453

      Remington LLC                                15-32454

      Rhino Eastern JV Holding Company LLC         15-32456

      Rivers Edge Mining, Inc  .                   15-32458

      Robin Land Company, LLC                      15-32459

      Speed Mining LLC                             15-32462

      Thunderhill Coal LLC                         15-32463

      Wildcat Energy LLC                           15-32465

      Wildcat, LLC                                 15-32466

      Will Scarlet Properties LLC                  15-32467

      WWMV JV Holding Company LLC                  15-32472

Type of Business: Producer and Marketer of Coal

Chapter 11 Petition Date: May 12, 2015

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

Judge: Hon. Keith L. Phillips

Debtors' General     Stephen E. Hessler, Esq.
Counsel:             Patrick Evans, Esq.
                     KIRKLAND & ELLIS LLP
                     601 Lexington Avenue
                     New York, NY 10022
                     Tel: 212.446.4800
                     Fax: 212.446.4900
                     Email: stephen.hessler@kirkland.com
                            patrick.evans@kirkland.com

                       - and -

                     James H. M. Sprayregen, P.C., Esq.
                     Ross M. Kwasteniet, Esq.
                     KIRKLAND & ELLIS LLP
                     300 North LaSalle
                     Chicago, IL 60654
                     Tel: 312.862.2000
                     Fax: 312.862.2200
                     Email: james.sprayregen@kirkland.com
                            ross.kwasteniet@kirkland.com

Debtors' Co-Counsel: Peter Barrett, Esq.
                     KUTAK ROCK L.L.P.
                     1111 East Main Street, Suite 800
                     Richmond, VA 23219-3500
                     Tel: 804-644-1700
                     Email: peter.barrett@kutakrock.com

                       - and -

                     Michael A. Condyles, Esq.
                     KUTAK ROCK LLP
                     1111 E. Main Street, Suite 800
                     Richmond, VA 23219-3500
                     Tel: (804) 644-1700
                     Email: Michael.Condyles@KutakRock.com

                       - and -

                     Jeremy S. Williams, Esq.
                     KUTAK ROCK LLP
                     1111 E. Main Street, Suite 800
                     Richmond, VA 23219-3500
                     Tel: (804) 644-1700
                     Email: jeremy.williams@kutakrock.com

Debtors'             CENTERVIEW PARTNERS LLC
Investment
Bankers:

Debtors'             ALVAREZ & MARSAL NORTH AMERICA, LLC
Restructuring
Advisors:

Debtors'             PRIME CLERK LLC
Claims and
Administrative
Agent:

Estimated Assets: More than $1 billion

Estimated Debts: More than $1 billion

The petition was signed by Joseph W. Bean, senior vice president -
law & administration, general counsel, and corporate secretary.

List of Debtor's 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Peabody Investments Corp              Trade Debt       $4,862,394
Attn: Alexander Schooch,
Exec VP and CLO
701 Market Street
St. Louis, MO 63101
Tel: 314-342-3400
Email: info@peabodyenergy.com

Joy Global Underground                Trade Debt       $4,556,186
Attn Sean Major-General Counsel
P.O. Box 504794
St. Louis, MO 63150-4794
Tel: 724-779-4500
Fax: 724-779-4509
Email: webresponse@joyglobal-com

UMWA Health & Retirement Funds        Trade Debt       $2,287,879
Attn: Legal Dept
160 Heartland Drive
Beckley, WV 25801
Tel: 202-521-2200
Fax: 304-256-2604
Email: health1@umwafunds.org

Mine Safety & Health ADM               Trade Debt      $1,477,970
Attn Kevin Stricklin-Administrator
P.O. Box 790390
St. Louis, MO 63179-0390
Tel: 202-693-9400
Fax: 202-693-9501
Email: Stricklin.Kevin@dol.gov

Cecil I Walker Machinery Co            Trade Debt      $1,379,924
Attn Monty Boyd
P.O. Box 905258
Charlotte, NC 28290-5258
Tel: 304-949-6400
Fax: 304-683-3113

Suncrest Resources                    Trade Debt       $1,229,306
Attn: Keith Horton
7 Sheridan Square Suite 400
Kingsport, TN 37660
Tel: 423-723-0230

Phillips Machine Service Inc.         Trade Debt       $1,209,965
Attn: Legal Dept
367 George St.
Beckley, WV 25801
Tel: 304-255-0537
Fax: 304-255-0565
Email: webinquiry@phillipsmachine.com

Rish Equipment Co                     Trade Debt       $1,016,034
Attn Legal Dept
P.O. Box 330
6384 Airport Rd.
Bluefield, WV 24701
Tel: 304-752-9313
Tel: 304-380-0282
Fax: 304-752-9318

Shonk Land Company LLC                Trade Debt         $965,672
Attn: Legal Dept
194 Summers St.
Charleston, WV 25301
Tel: 304-344-2455
Fax: 304-344-2467

Alley Trucking LLC                    Trade Debt         $943,715
Attn Legal Dept
123 Little Mudlick Branch
Belfry, KY 41514
Tel: 606-353-4422
Fax: 606-353-1270

SGS North America Inc.                Trade Debt         $902,871
Attn Legal Dept
PO Box 2502
Carol Streem, IL 60132
Tel: 270-827-1187
Fax: 270-826-0719

National Union Fire Insurance         Trade Debt         $897,383
175 Water Street
New York, NY 10038
Tel: 212-770-7000
Email: Stephen.Blankenship@AIG.com

Jennmar Corporation                   Trade Debt         $849,768
Attn Legal Dept
258 Kappa Drive
Pittsburgh, PA 15238
Tel: 412-963-9071
Fax: 412-963-9767
Email: lvalchar@jennmar.com

Jabo Supply Corp                      Trade Debt         $839,128
Attn Legal Dept
PO Box 238
Huntington, WV 25707-0238
Tel: 304-736-8333
Fax: 304-736-8551
Email: kroach@jabosupply.com

Powell Construction Co Inc.           Trade Debt         $809,875
Attn Legal Dept
3622 Bristol Highway
Johnson City, TN 37601
Tel: 423-282-0111

Enviromine Inc.                       Trade Debt         $787,988
Attn Legal Dept
PO Box 11716
Charleston, WV 25339
Tel: 304-552-3379
Fax: 888-248-5302
Email: office@enviromine.com

Strata Mine Services LLC              Trade Debt         $747,502
Attn: Legal Dept
67925 Bayberry Drive
St. Clairsville, OH 43950
Tel: 740-695-6880
Fax: 740-695-6883
Email: info@stratamineservices.com

United Central Industrial Supply       Trade Debt        $736,042
Attn Legal Dept
1241 Volunteer Parkway
Suite 1000
Bristol, TN 37620
Tel: 423-573-7300
Fax: 423-573-7297
Email: tsmith@unitedcentral.net

Rogers Petroleum Services Inc.         Trade Debt        $695,086
Attn Legal Dept
348 Tollage Creek
Pikeville, KY 41502
Tel: 606-432-1421
Fax: 606-432-3657
Email: henry@rogerspetroleum.com

GMS Mine Repair & Maintenance          Trade Debt        $675,764
Attn Legal Dept
32 Enterprise Drive
Mt-Lake Park, MD 21550
Tel: 301-334-8186
Fax: 301-334-8698
Email: gmspurchasing@gmsminerepair.com

Chisler Inc.                           Trade Debt        $669,802
Attn Legal Dept
153 BLUE GOOSE RD
Fairview, WV 26570
Tel: 304-798-3202
Fax: 304-798-3211
Email: chisinc@westco.net

Natural Resource Partners L.P.         Trade Debt        $660,794
Attn Legal Dept
601 Jefferson Street
Suite 3600
Houston, TX 77002
Tel: 713-751-7507
Email: info@nrplp.com

Raleigh Mine & Industrial              Trade Debt        $627,274
Attn Legal Dept
PO Box 72
Mount Hope, WV 25880
Tel: 304-877-5503
Fax: 304-877-5684

Kanawha River Terminals, LLC          Trade Debt         $603,814
Attn Butch Smith-CEO
100 Main and River St
Ceredo, WV 25507
Tel: 304-526-0759
Fax: 304-526-0703

D-A Lubricant Company                 Trade Debt         $559,850
Attn Legal Dept
801 Edwards Drive
Lebanon, IN 46052
Tel: 317-923-5321
Fax: 765-482-3065
Email: Mfarr@Dalube.com

Chisler Brothers Contracting LLC       Trade Debt        $540,057
Attn Legal Dept
4607 Mason Dixon Hwy
Prentress, WV 26544
Tel: 304-879-5511
Fax: 304-879-5012
Email: Chislerbros@Westco.net

Logan Corp                             Trade Debt        $536,877
Attn Legal Dept
20 McJunkin Road
Nitro, WV 25143
Tel: 304-759-4800
Fax: 304-759-4817
Email: Hadkins@Logancorp.com

King's Tire Service Inc.               Trade Debt        $491,018
Attn Sam King-Owner
6242 Airport Rd
Bluefield, WV 24701
Tel: 304-325-0575
Fax: 304-325-0572

LML Properties                         Trade Debt        $478,986
c/o BB&T Wealth Management
PO Box 1793
Charleston, WV 25326

The H A Robson Trust                   Trade Debt        $410,407
Thomas w Pettit, Edwin N Vinson &
Richard Bolen,
Trustees
PO Box 53
Huntington, WV 25703


PATRIOT COAL: Files for Chapter 11 Bankruptcy Again
---------------------------------------------------
Patriot Coal Corp. filed for Chapter 11 bankruptcy again and is in
"active negotiations" with an unnamed strategic buyer.

Patriot Coal said it is engaged in active negotiations for the sale
of substantially all of the Company's operating assets to a
strategic partner.  The Company is also engaged in ongoing
discussions with key stakeholders as it evaluates a range of
strategic alternatives to maximize the value of its assets.  

In conjunction with these activities, Patriot and its wholly-owned
subsidiaries on May 12 filed voluntary petitions for restructuring
under Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Eastern District of Virginia, in
Richmond, VA.  The Company intends to complete its review of
strategic alternatives and present a value-maximizing restructuring
plan to the Court as quickly as possible.

Patriot expects its customer shipments and mining operations to
continue in the ordinary course during the restructuring process.
The Company has received a commitment for $100 million in "debtor
in possession" ("DIP") financing led by a consortium of the
Company's secured debt holders to support its continued operations.
Upon approval by the Court, the DIP financing, combined with cash
generated from ongoing operations will provide sufficient liquidity
to support the business during the restructuring process.

Bob Bennett, President and Chief Executive Officer of Patriot,
said, "In light of the challenging market conditions, and after a
comprehensive review of our alternatives, the Board and management
team have determined that this process represents the best path
forward for Patriot and its stakeholders.  Patriot is dedicated to
operational and environmental excellence and, as always, we remain
committed to operating safely and serving our customers throughout
this restructuring process.  We greatly appreciate the continued
support of our customers and our suppliers and the ongoing hard
work of our employees."

Court filings and other information related to the restructuring
proceedings are available at a website administered by the
Company's claims agent, Prime Clerk, at
https://cases.primeclerk.com/patriotcoal

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
eastern United States, with active mining complexes in Northern and
Central Appalachia.  Patriot ships to domestic and international
electricity generators, industrial users and metallurgical coal
customers, and controls approximately 1.4 billion tons of proven
and probable coal reserves.

Patriot Coal and nearly 100 affiliates first filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-12900) in
Manhattan on July 9, 2012, listing $3.57 billion of assets and
$3.07 billion of debts.  The Debtors tapped Davis Polk & Wardwell
LLP as lead restructuring counsel, Bryan Cave LLP, as local
counsel, Blackstone Advisory Partners LP, as financial advisor, and
AP Services, LLC, to provide interim management services.  The
Official Committee of Unsecured Creditors retained Kramer Levin
Naftalis & Frankel LLP as its counsel, and Houlihan Lokey Capital,
Inc., as financial advisor and investment banker.

On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's
bankruptcy case to St. Louis.  The Bankruptcy Court confirmed
Patriot's reorganization plan on Dec. 17, 2013.  Patriot Coal
emerged from bankruptcy, turning over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.

Patriot Coal Corporation and its affiliates commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.



PINEY ROAD: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Piney Road Development, LLC
        8133 Leesburg Pike, Suite 220
        Vienna, VA 22182

Case No.: 15-11628

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 11, 2015

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

Judge: Hon. Brian F. Kenney

Debtor's Counsel: Kevin M. O'Donnell, Esq.
                  HENRY & O'DONNELL, P.C.
                  300 N. Washington Street, Suite 204
                  Alexandria, VA 22314
                  Tel: (703) 548-2100
                  Fax: (703) 548-2105
                  Email: kmo@henrylaw.com

Total Assets: $0

Total Liabilities: $1.2 million

The petition was signed by James F. Maclin, III, manager, Preferred
Dev. III, LLC.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/vaeb15-11628.pdf


PLEDGE 5: Owner Files for Chapter 11 to Dodge Liquidation
---------------------------------------------------------
Jeff Schweers, writing for Gainesville.com, reports that Pledge 5
Foundation Inc. president and owner Jason Bowman filed for Chapter
11 bankruptcy protection in the U.S. Bankruptcy Court Northern
District of Florida on May 8, 2015, saying that he wants to avoid
shutdown and having all his corporate assets sold off to pay off
his creditors, whom he owes at least $158,000.

"We did this after we received the very real, horrifying threats
that we were going to be liquidated . . . .  The goal is to get
everybody paid back," Gainesville.com quoted Mr. Bowman as saying.


Pledge 5 Foundation Inc. is host organization of the annual Gator
Stompin' pub crawl.


PPL ENERGY: Moody's Lowers CFR to 'Ba2', Outlook Stable
-------------------------------------------------------
Moody's Investors Service downgraded PPL Energy Supply, LLC's
("Supply") corporate family rating to Ba2 from Ba1 and probability
of default rating to Ba2-PD from Ba1-PD. The rating actions were
taken in anticipation that on June 1, 2015, Supply will be spun off
from PPL Corp (Baa2 senior unsecured, stable) and merged with
Riverstone Holdings LLC's merchant power operation, RJS Power
Holdings, LLC (RJS). Moody's also lowered Supply's speculative
grade liquidity (SGL) to SGL-2, from SGL-1 and revised its rating
outlook to stable from negative.

Concurrently, Moody's assigned a rating of Ba3 to approximately
$600 million of senior unsecured notes to be issued by Supply and a
rating of Baa2 to Supply's planned $1.85 billion senior secured
revolving credit facility.

The $1.25 billion of senior unsecured RJS notes that will be
assumed by Supply upon closing of the transaction were upgraded to
Supply's senior unsecured rating level of Ba3 from B1. The rating
outlook for RJS was revised to stable from positive.

Downgrades:

Issuer: Pennsylvania Economic Dev. Fin. Auth.(Supported by PPL
Energy Supply, LLC)

  -- Senior Unsecured Revenue Bonds, Downgraded to Ba3(LGD4) from
     Ba1(LGD4)

Issuer: PPL Energy Supply, LLC

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

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

  -- Corporate Family Rating, Downgraded to Ba2 from Ba1

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to
     Ba3(LGD4) from Ba1(LGD4)

Upgrades:

Issuer: RJS Power Holdings LLC

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3
     from B1

Assignments:

Issuer: PPL Energy Supply, LLC

  -- Senior Secured Bank Credit Facility, Assigned Baa2(LGD2)

  -- Senior Unsecured Regular Bond/Debenture, Assigned Ba3(LGD4)

Outlook Actions:

Issuer: PPL Energy Supply, LLC

  -- Outlook, Changed To Stable From Negative

Issuer: RJS Power Holdings LLC

  -- Outlook, Changed To Stable From Positive

Supply is a merchant power company with about 10 gigawatts (GW) of
generating capacity in Pennsylvania and Montana and an indirect
wholly-owned subsidiary of PPL Corporation, a major utility holding
company headquartered in Allentown, Pa.

On June 1, 2015, Supply will be spun off from PPL Corp and a newly
publicly-listed company named Talen Energy Corporation (Talen
Energy) will be created. Talen Energy Supply, a wholly-owned
subsidiary of Talen Energy, will indirectly own all of the
generation assets and will be the obligor on the senior notes and
the $1.85 billion revolving credit facility. The merger with RJS
will result in Supply owning an additional 5 GW of generating
capacity and expanding its footprint to Texas, Maryland, and other
states. Because PPL Energy Supply and Talen Energy Supply are the
same legal entity but with a name change at closing, Moody's refer
to this legal entity simply as Supply.

The downgrade of Supply's ratings reflects its increased credit
risk profile as an independent company. Even though combining its
operations with RJS will significantly increase its scale and
diversity, Moody's believe that Supply will likely become more
aggressive in its hedging strategy and financial policy as an
independent company. Supply's Ba2 rating reflects a combination of
factors that include the inherent volatility of the merchant power
market, currently in a cyclical downturn, an above average
portfolio quality and a moderate level of debt leverage relative to
its independent merchant energy peers.

Supply's rating considers currently poor merchant market conditions
with low commodity prices and oversupply. Moody's do not expect a
substantial market recovery over the next twelve to eighteen
months, though some markets in the Midwest appears to be
tightening. There are also signs that there could be further
downward pressure on power prices driven by continued fall in
natural gas prices all across the US.

On a relative basis, Supply will have an above average asset
portfolio. After accounting for FERC required divestments, Supply
will operate with a competitive size and scale (14 GW of generating
capacity) and a generation portfolio that has a good mix of fuel
type and merit order diversity. Although Supply's assets are
geographically concentrated in the PJM market (83% by generation
capacity), Moody's consider PJM to be among the most favorable
locations because it provides capacity payments to generators
scheduled three years ahead of the product delivery.

From a financial leverage perspective, Supply is considerably less
leveraged than its independent merchant power peers such as Calpine
Corp. (Calpine; B1 CFR positive) and NRG Energy (NRG; Ba3 CFR
stable). Supply's cash flow to debt metric is expected to be in the
mid-teens range, while both Calpine and NRG have had cash flow to
debt of less than 10% for the past three years. While both Calpine
and NRG have greater scale and geographic diversity, Supply's
superior cash flow to debt leverage is a key driver of its higher
rating.

Moody's expects Supply to maintain good liquidity. Based on our
projections, the demand on liquidity is moderate relative to its
available funding sources. The company should generate positive
free cash flow with debt refinancing requirements of $534 million
in 2015 and $354 million in 2016. Available liquidity amounts to $3
billion with all the cash and credit facilities combined. The most
important sources of liquidity will be an $800 million right-way
risk trading facility and a standard $1.85 billion secured bank
revolving credit facility. Moody's do not expect Supply to
experience significant cash draws on the $1.85 billion revolving
credit facility, , as this facility is expected to be used
primarily to cover collaterals as required for Supply's hedging
program and other short-term general corporate purposes. The
primary financial covenant in Supply's the revolving credit
facility is a senior secured net leverage ratio of 4.5x, which the
company will be comfortably in compliance with.

The stable outlook reflects Moody's view that the quality and
diversity of Supply's generation assets will provide enough cash
flow to support its debt level and maintain its current ratings.

Despite Moody's familiarity with Supply's management, which came
from PPL, as a newly independent company, it lacks a track record
regarding its financial policy and how it will react to shareholder
pressure to increase leverage. As a result, maintenance of a stable
outlook will depend on management's aggressiveness on financial
leverage in practice relative to our expectation.

What Could Change the Rating -- UP:

A substantial recovery of the merchant power market that result in
cash flow to debt rising to high teens range.

What Could Change the Rating -- DOWN:

A fall in cash flow to debt metrics to low teens, either due to
higher debt levels or worsening of market conditions.

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


PRISO ACQUISITION: S&P Retains 'B+' Rating on 1st Lien Term Loan
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' and 'CCC+'
issue-level ratings on PriSo Acquisition Corp.'s (PrimeSource
Building Products Inc.) first-lien term loan and senior unsecured
notes are unchanged as a result of changes in the proposed
financing structure.  S&P's '2' recovery rating on PrimeSource's
first-lien term loan and '6' recovery rating on its senior
unsecured notes also are unchanged.  S&P's '2' recovery rating
indicates Standard & Poor's expectation for significant recovery
(70% to 90%; lower half of the range) in the event of a payment
default.  Under S&P's analysis, the senior unsecured notes would
not receive a distribution.

PrimeSource Building Products has reconfigured its proposed
financing structure as it relates to Platinum Equity's acquisition
of PrimeSource.  The seven-year first-lien secured term loan will
now be upsized to $355 million from $325 million and the eight-year
senior unsecured notes will be reduced to $200 million from $230
million.

Ratings List

PriSo Acquisition Corp.
(PrimeSource Building Products Inc.)
  Corporate Credit Rating                        B/Stable/--

Rating Unchanged

PriSo Acquisition Corp.
(PrimeSource Building Products Inc.)
   $355 mil 7-year 1st-lien secured term loan*   B+
    Recovery Rating                              2L
   $200 mil 8-year sr unsecured notes§           CCC+
    Recovery Rating                              6

*Includes $30 million add-on.
Includes $30 million reduction.



PUTNAM ENERGY: Bridgeview Consents to Cash Use Until May 31
-----------------------------------------------------------
Putnam Energy, L.L.C., asks the Bankruptcy Court to enter a second
interim order authorizing use of cash collateral in which
Bridgeview Bank Group asserts an interest.

Bridgeview Bank Group has a judgment against the Debtor in the sum
of $1,763,622 as of April 16, 2014, which accrues interest at the
statutory rate of 9% per annum plus attorneys' fees and costs.
Bridgeview Bank Group asserts a security interest in all of the
property of Debtor's estate.

Bridgeview Bank has consented to the Debtor's interim use of cash
collateral to continue the operation of its business until May 31,
2015.

As adequate protection from any diminution in value of the lender's
collateral, the Debtor will grant the lender replacement liens, and
a superpriority claim.

A copy of the budget is available for free at:

    http://bankrupt.com/misc/PUTNAMENERGY_77_CC-P-2ndord.pdf

                        About Putnam Energy

Putnam Energy, L.L.C., a company with power plant and pipeline
assets, sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
15-08733) on March 11, 2015, in Chicago, Illinois, after it failed
to reach a forbearance agreement with its lender.

The Debtor disclosed $10,394,596 in assets and $2,283,218 in
liabilities as of the Chapter 11 filing.

The case is assigned to Judge Carol A. Doyle.  Terrence O'Malley,
manager and CEO, signed the petition.  The Debtor is represented
by Douglas S. Draper, Esq., at Heller, Draper, Patrick, Horn &
Dabney, LLC, in New Orleans, as counsel, and David E. Cohen as
local counsel.



QUALITY DISTRIBUTION: Files Form 10-Q; Posts $2.5M Q1 Net Income
----------------------------------------------------------------
Quality Distribution, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $2.52 million on $230 million of total operating revenues for
the three months ended March 31, 2015, compared to net income of
$3.07 million on $234 million of total operating revenues for the
same period in 2014.

As of March 31, 2015, the Company had $418 million in total assets,
$445 million in total liabilities and a $26.9 million total
shareholders' deficit.

"Our primary cash needs consist of debt service, working capital,
capital expenditures and share repurchases.  Our working capital
needs depend upon the timing of our collections from customers and
payments to others, as well as our capital and operating lease
payment obligations.  Our capital expenditures primarily relate to
acquiring trailers, and at times tractors, to growing and
maintaining the chemical and energy logistics fleet and acquiring
tractors, lifts and chassis to support our Intermodal business.  We
reduce our net capital expenditure requirements for our chemical
logistics and energy logistics businesses by utilizing independent
affiliates and independent owner-operators."

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

                        http://is.gd/O8alaT

                     About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30 percent of the common
stock of Quality Distribution, Inc.

                        Bankruptcy Warning

"We have substantial indebtedness and may not be able to make
required payments on our indebtedness.

We had consolidated indebtedness and capital lease obligations,
including current maturities of $351.3 million, as of December 31,
2014.  We must make regular payments under the ABL Facility,
including the Term Loan, thereunder, and our capital leases and
semi-annual interest payments under our 2018 Notes.

The ABL will mature at the earlier of November 2019 and the date
that is 91 days prior to the maturity of the Company's currently
outstanding 2018 Notes or any replacement notes if the outstanding
amount of such debt is above a certain threshold.  The Term Loan
matures on November 3, 2017 but we are subject to mandatory
prepayment of the principal amount of the Term Loan in equal
quarterly payments beginning as early as November 2015.  The
maturity date of the ABL Facility, including the Term Loan, may be
accelerated if we default on our obligations.  If the maturity of
the ABL Facility and/or such other debt is accelerated, we may not
have sufficient cash on hand to repay the ABL Facility and/or such
other debt or be able to refinance the ABL Facility and/or such
other debt on acceptable terms, or at all.  The failure to repay or
refinance the ABL Facility and/or such other debt at maturity would
have a material adverse effect on our business and financial
condition, would cause substantial liquidity problems and may
result in the bankruptcy of us and/or our subsidiaries.  Any actual
or potential bankruptcy or liquidity crisis may materially harm our
relationships with our customers, suppliers and independent
affiliates," the Company states in its 2014 annual report.

                           *     *     *

As reported in the TCR on June 28, 2013, Moody's Investors Service
upgraded Quality Distribution, LLC's Corporate Family Rating to
'B2' from 'B3' and Probability of Default Rating to 'B2-PD' from
'B3-PD'.

The upgrade of Quality's CFR to 'B2' was largely driven by the
expectation that credit metrics will improve over the next twelve
to eighteen months, through a combination of EBITDA growth and
debt paydowns, to levels consistent with the 'B2' rating level.
The company is in the process of integrating the bolt-on
acquisitions made in its Energy Logistics business sector since
2011.


QUALITY LEASE: To Seek Approval of Plan, Sale on May 15
-------------------------------------------------------
Quality Lease and Rental Holdings, LLC, at a hearing on May 15,
2015, at 11:30 a.m. will seek (i) confirmation of its Plan of
Liquidation, and (ii) approval of the sale of the membership
interests in Quality Lease Rental Service, LLC, and Quality Lease
Service, LLC, to the winning bidder.

The Debtors have determined that the most prudent course of action
to maximize distributions to creditors is to sell the QLS and QLRS
operating entities as ongoing concerns or substantially all of the
assets of these entities pursuant to an 11 U.S.C. Section 363 sale,
with the proceeds thereof to be utilized to fund the Plan. Main
Street Equity Interests, Inc. and MSCII Equity Interests, LLC (the
"Main Street Lenders") have consented to the sale and will be
entitled to credit bid.  The Main Street Lenders agreed to limit
its credit bid to amount not to exceed $11 million.  

Although the sale will not generate sufficient revenue to pay the
full amount owed to Main Street Lenders, they have consented to a
carve-out of up to $437,500 from the sale proceeds to pay creditors
under the Plan.  The Debtors say confirmation of the Plan will
enable the Debtors to provide a greater dividend for allowed
general unsecured claims than under a Chapter 7 proceeding.

The Debtors on May 7 conducted an auction of the new membership
equity interests in QLS and QLRS to be issued as of the effective
date of the Plan.  The Main Street Lenders were the successful
bidder with a credit bid of $6,250,000.  The backup successful
bidder was Stellar Oilfield Rentals, LLC, with a cash bid of
$6,000,000.

If the Plan is confirmed by the Court and consummated: (1) Allowed
Administrative Claims will be paid in Cash in full unless otherwise
agreed; (2) Allowed Priority Claims will be paid in full in Cash
unless otherwise agreed; (3) the Allowed Secured Claims of Taxing
Authority shall be paid in full; (4) the Allowed Secured Claim of
Main Street Lenders, will be paid either by credit bid or in Cash
from net sales proceeds and net litigation proceeds; (5) the
Holders of Allowed Other Secured Claims will be paid (i) according
to contractual terms, (ii) the value of their collateral in Cash or
(iii) the collateral will be abandoned in satisfaction of their
Claims; (6) Holders of Allowed General Unsecured Claims will be
paid a pro rata percentage of their Allowed Claims from the
Carve-Out; (7) Insiders shall receive no distribution on account of
their Allowed Class 5 Claims; and (8) Equity Interest Holders will
receive no distribution or any property under the Plan on account
of said Interests.

Judge David R. Jones entered an order approving the Disclosure
Statement on April 6, 2015.  The judge set a May 4 deadline for
ballots and written objections to the Plan.  The confirmation
hearing on the Plan was originally set for May 11 but was
rescheduled for May 15.

Objections to confirmation have been filed by various parties,
including (i) Victoria County, (ii) Michael Mobley, Greta Yvette
Mobley, and QLS HoldCo, (iii) Main Street Capital Corporation, as
agent for lenders Main Street Equity Interests, Inc. and MSCII
Equity Interests, LLC, and (iv) United States of America (Internal
Revenue Service).   The Main Street Lenders say in their limited
objection that the Plan is unclear as to what happens to assets
which are not sold in the auction.  The Lenders say that any assets
not sold at the auction should remain subject to their security
interest.  The Main Street Lenders also claim that pursuant to a
subordination agreement, they should be paid in full first before
distributions are made to the Mobley claimants.

A copy of the Court-approved Disclosure Statement is available for
free at:

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

              About Quality Lease and Rental Holdings

Quality Lease and Rental Holdings, LLC, doing business as Rocaceia
Energy Services, sought bankruptcy protection in Victoria, Texas
(Bankr. S.D. Tex. Case No. 14-60074) on Oct. 1, 2014.

Related entities Quality Lease Rental Service, LLC, Quality Lease
Service, LLC, and Rocaceia, LLC also sought bankruptcy protection
(Case Nos. 14-60075 to 14-60077).

The cases are assigned to Judge David R Jones.

The Debtors have tapped Walter J. Cicack, Esq., at Hawash Meade
Gaston Neese & Cicack LLP, in Houston, as counsel.

The U.S. Trustee for Region 7 was unable to solicit sufficient
interest to form a committee that will represent unsecured
creditors of the Debtors.


QUANTUM FUEL: Incurs $3.34 Million Net Loss in First Quarter
------------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc. filed with the
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $3.34 million on $9.19 million of
revenue for the three months ended March 31, 2015, compared to a
net loss of $3.20 million on $7.95 million of revenue for the same
period last year.

As of March 31, 2015, Quantum Fuel had $72.5 million in total
assets, $41.8 million in total liabilities and $30.8 million in
total stockholders' equity.

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

                        http://is.gd/UeAPLB

                         About Quantum Fuel

Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles.  Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.

Quantum Fuel reported a net loss of $14.9 million in 2014, a net
loss attributable to stockholders of $23.0 million in 2013, a net
loss attributable to stockholders of $30.9 million in 2012 and a
net loss attributable to common stockholders of $38.5 million in
2011.


REDONDO BROTHERS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Redondo Brothers, Inc.
           dba W's China Bistro
        1410 S. Pacific Coast Highway
        Redondo Beach, CA 90277

Case No.: 15-17527

Chapter 11 Petition Date: May 11, 2015

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Robert N. Kwan

Debtor's Counsel: Anthony Obehi Egbase, Esq.
                  LAW OFFICES OF ANTHONY O EGBASE & ASSOCIATES
                  350 S Figueroa St Ste 189
                  Los Angeles, CA 90071
                  Tel: 213-620-7070
                  Fax: 213-620-1200
                  Email: info@anthonyegbaselaw.com

Total Assets: $369,104

Total Liabilities: $1.02 million

The petition was signed by Roberto Chong, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb15-17527.pdf


REPLICEL LIFE: BDO Canada Expresses Going Concern Doubt
-------------------------------------------------------
RepliCel Life Sciences Inc. reported a total comprehensive loss of
C$5.2 million on C$nil of licensing fees in 2014, compared with
total comprehensive loss of C$28,600 on C$4.12 million of licensing
fees in the prior year.

BDO Canada LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has
incurred operating losses since inception.

The Company's balance sheet at Dec. 31, 2014, showed C$2.14 million
in total assets, C$335,000 in total liabilities, and total
stockholders' equity of C$1.81 million.

A copy of the Form 20-F filed with the U.S. Securities and Exchange
Commission is available at:

                       http://is.gd/uxiMLC
                          
Headquartered in Vancouver, RepliCel Life Sciences is in the
business of developing and patenting a new hair follicle cell
replication technology that has the potential to become the
world's first autologous cellular treatment for hair loss in men
and women.  The Company's common shares are listed for trading in
the United States on the OTC Bulletin Board, trading under the
symbol REPCF and on the Canadian National Stock Exchange ("CNSX"),
trading under the symbol RP.

The Company reported a net loss of $1.22 million on $nil of total
revenue for the three months ended Sept. 30, 2014, compared with
a net income of $2.61 million on $4.12 million of total revenue
for the same period in 2013.

The Company's balance sheet at Sept. 30, 2014, showed $3.4 million
in total assets, $348,000 in total liabilities, and stockholders'
equity of $3.05 million.


RESIDENTIAL CAPITAL: Court Denied Lahrman's Show Cause Bid
----------------------------------------------------------
Bankruptcy Judge Martin Glenn denied Timothy J. Lahrman's (I)
Motion for Relief from Judgment or Order; and (II) Motion for Leave
and Order to Show Cause Why Ally Financial, Inc.; GMAC Mortgage
LLC, Debtor; and Attorney(s) Joel Bornkamp Together with Reisenfeld
& Associates Should Not Be Held in Contempt.  The Court finds both
motions to be wholly without merit.

In denying Lahman's Motion for Relief, Judge Glenn states that
Lahrman has failed to establish that Ally Financial Inc. ("AFI")
took any action against him in the foreclosure action. Lahrman has
failed to establish any "fraud on the court" since he was not able
to establish that either AFI or GMAC Mortgage, LLC ("GMACM") have
engaged in any conduct which contradicts their positions at the
time the Court issued the Order and Opinion. This failure prevents
him from obtaining relief from the Court's prior rulings.

Judge Glenn further states that "Lahrman has failed to allege any
facts establishing that AFI or GMACM have violated any Court order.
Indeed, the Order enforces the Plan's third party release and
injunction provisions against Lahrman. If any party were to be
punishable by contempt for violating the Order, it would be
Lahrman, not AFI or GMACM."

A copy of Judge Glenn's April 10, 2015 Memorandum Opinion and Order
Denying Timothy J. Lahrman's (I) Motion for Relief from Judgment or
Order; and (II) Motion for Leave and Order to Show Cause is
available at http://is.gd/E1sqcffrom Leagle.com.

                    About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.7 billion in assets and $15.3 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the
public relations consultants to the Company in the Chapter 11
case.  Morrison Cohen LLP is advising ResCap's independent
directors. Kurtzman Carson Consultants LLP is the claims and
notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans
to Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter
11 Plan co-proposed by Residential Capital and the Official
Committee of Unsecured Creditors.


RESPONSE BIOMEDICAL: Posts C$1.1 Million Net Loss in Q1
-------------------------------------------------------
Response Biomedical Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
and comprehensive loss of C$1.1 million on C$3.54 million of total
revenue for the three months ended March 31, 2015, compared to a
net loss and comprehensive loss of C$1.52 million on C$2.55 million
of total revenue for the same period a year ago.

As of March 31, 2015, the Company had C$13.6 million in total
assets, C$15.48 million in total liabilities and a $1.88 million
total shareholders' deficit.

"We are pleased to report that our product revenue this quarter
increased 28% over the same quarter last year.  This increase was a
result of our focused effort on distribution channel management
initiated in late 2014 and our strategic decision to invest in
aggressive promotional reader placements to increase our customer
base and long-term test sales.  The reader placement initiative
temporarily reduced our gross margin which we expect to return to
higher levels in future quarters," said Response's Interim Chief
Executive Officer, Dr. Anthony (Tony) Holler.  "Through these
strategic sales initiatives and the ongoing Joinstar collaboration,
we are focused on accelerating our path forward and leveraging our
success in our key market, China.  Indeed in Q1, our total revenue,
including Joinstar collaboration activity, increased 38% over the
same quarter last year."

Cash and cash equivalents as of March 31, 2015, were $1.4 million
compared to $4 million as of March 31, 2014.

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

                       http://is.gd/PNyJRA

                    About Response Biomedical

Based in Vancouver, Canada, Response Biomedical Corporation
develops, manufactures and sells diagnostic tests for use with its
proprietary RAMP(R) System, a portable fluorescence immunoassay-
based diagnostic testing platform.  The RAMP(R) technology
utilizes a unique method to account for sources of error inherent
in conventional lateral flow immunoassay technologies, thereby
providing the ability to quickly and accurately detect and
quantify an analyte present in a liquid sample.  Consequently, an
end-user on-site or in a point-of-care setting can rapidly obtain
important diagnostic information.  Response Biomedical currently
has thirteen tests available for clinical and environmental
testing applications and the Company has plans to commercialize
additional tests.

Response Biomedical reported a net loss and comprehensive loss of
C$5.99 million in 2013, a net loss and comprehensive loss of C$5.28
million in 2012 and a net loss and comprehensive loss of C$5.37
million in 2011.

PricewaterhouseCoopers LLP, in Vancouver, British Columbia, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has incurred recurring losses from
operations and has an accumulated deficit at Dec. 31, 2013, which
raises substantial doubt about its ability to continue as a going
concern.



REVEL AC: Plan Goes to June 9 Confirmation Hearing
--------------------------------------------------
Judge Gloria M. Burns of the U.S. Bankruptcy Court for the District
of New Jersey on May 6, 2015, approved the disclosure statement
explaining Revel AC, Inc., et al.'s second amended joint Chapter 11
plan and scheduled the hearing to consider confirmation of the Plan
and any objections that may be interposed for June 9, 2015, at 1:30
p.m.

The date and time set as the deadline for voting on the Plan is
June 2, 2015, at 4:00 p.m.(Prevailing Eastern Time).  Objections,
if any, to the confirmation of the Plan must be filed with the
Court no later than June 2, 2015.

Revel AC, Inc., et al., amended its plan of reorganization and
accompanying disclosure statement to incorporate the terms of a
settlement and plan support agreement entered into with the
Official Committee of Unsecured Creditors, and Wells Fargo Bank,
N.A., as DIP Agent, and Wells Fargo Principal Lending, LLC, as a
Prepetition First Lien Lender and DIP Lender.

The Settlement Agreement, among other things, provides that Wells
Fargo agrees to give the general unsecured creditors $1.60 million
of its recovery from the proceeds of the sale of substantially all
of the Debtors' assets to Polo North Country Club, Inc., and to
advance $150,000 from its recovery to fund the Debtors'
reconciliation of claims and prosecution of claims or estates'
causes of actions.  

A full-text copy of the Plan dated April 20, 2014, is available at
http://bankrupt.com/misc/REVELplan0420.pdfand Disclosure Statement
is available at http://bankrupt.com/misc/REVELds0420.pdf

                           About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates
Revel, a Las Vegas-style, beachfront entertainment resort and
casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.

Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19, 2014,
to pursue a quick sale of the assets.

The Chapter 11 cases are assigned to Judge Gloria M. Burns.  The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.

Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253)
on March 25, 2013, with a prepackaged plan that reduced debt by
$1.25 billion.  Less than two months later on May 15, 2013, the
2013 Plan was confirmed and became effective on May 21, 2013.


ROCKWELL MEDICAL: Incurs $3.69 Million Net Loss in First Quarter
----------------------------------------------------------------
Rockwell Medical, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.69 million on $13.9 million of sales for the three months
ended March 31, 2015, compared to a net loss of $7.80 million on
$13.0 million of sales for the same period in 2014.

As of March 31, 2015, the Company had $97.16 million in total
assets, $10.3 million in total liabilities, all current, $19.0
million in deferred license revenue and $67.8 million in total
shareholders' equity.

"The first quarter was highlighted by obtaining FDA drug approval
to market Triferic, a major milestone for our Company," stated Mr.
Robert L. Chioini, chairman and chief executive officer of
Rockwell.  "Triferic is a true iron maintenance therapy and we
believe it will greatly benefit patients while becoming the new
standard of care for treating anemia in hemodialysis patients.  We
are working diligently toward a successful commercial launch for
Triferic, and we are pleased with the nephrology community's strong
interest and feedback on the drug.  Currently, both Triferic and
Calcitriol are on track for commercial launch."

Mr. Chioini further commented, "Our concentrate business continued
to perform well and was in line with expectations following the
Baxter distribution agreement.  We had $83.3 million in cash and
liquid investments and no long-term debt at the end of March 2015,
giving us a strong financial position as we prepare for commercial
drug launch and further Company growth."

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

                        http://is.gd/jBe20A

                           About Rockwell

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

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

Rockwell reported a net loss of $21.3 million in 2014, a net loss
of $48.8 million in 2013 and a net loss of $54.02 million in 2012.


ROSE ROCK: Moody's Assigns B1 Rating to $300MM Sr. Notes Offer
--------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Rose Rock
Midstream, L.P.'s proposed offering of $300 million senior notes.
Net proceeds from the new notes offering will be used to repay
approximately $261 million of borrowings outstanding under the
company's $585 million senior secured revolving credit facility due
2018 and for general corporate purposes. All existing ratings,
including the Ba3 Corporate Family Rating (CFR), are unchanged and
the outlook remains stable.

"Although, the new notes will modestly increase interest expense
and reduce cash flow generation for Rose Rock Midstream, the
repayment of outstanding borrowings under the revolving credit
facility improves the company's liquidity," said Arvinder Saluja,
Moody's Vice President.

Issuer: Rose Rock Midstream, L.P.

  -- $300 million Senior Notes: Assigned B1, LGD4

The new $300 million senior notes are unsecured and will have
identical terms and conditions as Rose Rock's existing senior
notes. The new senior notes as well as the existing notes are rated
B1 or one notch below the Ba3 CFR, reflecting their effective
subordination to the (unrated) senior secured $585 million
revolving credit facility due 2018.

Rose Rock's Ba3 CFR is reflective of its predominantly fee-based
services and fixed-margin transactions within strong growth areas
that mitigate commodity price volatility and provide for stable,
visible cash flow growth potential. The rating also incorporates
the strategic nature of its assets, its relationship with SemGroup
(B1 stable) and the credit strength of its top customers. The
rating is constrained by Rose Rock's modest size and scale, and the
risks inherent in the business model for growth-oriented MLPs.

The expected full availability under the revolving credit facility
better positions the company to fund growth capital plans,
including strategic acquisitions. Matching the midstream assets'
long term fee based contracts with the issuance of senior notes
with long term maturity is viewed constructively as well.

The stable outlook reflects the earnings potential of asset
expansions. The ratings could be upgraded if Rose Rock is able to
ramp up size and build additional scale without adversely affecting
its leverage. The ratings could be downgraded if Rose Rock's
financial leverage increases due to debt funded acquisitions or
elevated capital expenditures. More specifically, if debt to EBITDA
cannot be sustained under 5.0x a ratings downgrade could result. A
downgrade is also likely if the company produces any material
losses from its marketing business.

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

Rose Rock Midstream, L.P. is a master limited partnership formed by
SemGroup Corporation in 2011 to own, operate, develop, and acquire
a portfolio of midstream energy assets. Rose Rock is headquartered
in Tulsa, Oklahoma.


ROSE ROCK: S&P Assigns 'B' Rating on $300MM Sr. Unsecured Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
issue-level rating and '5' recovery rating to Rose Rock Midstream
L.P.'s and Rose Rock Finance Corp.'s $300 million senior unsecured
notes due 2023.  The '5' recovery rating on the proposed notes
indicates S&P's expectation of modest (10% to 30%; upper half of
the range) recovery if a payment default occurs.

The partnership intends to use net proceeds to repay borrowings
outstanding under its revolving credit facility and for general
partnership purposes.  As of March 31, 2015, the partnership had
about $661 million in debt.

Tulsa, Okla.-based Rose Rock Midstream is a midstream energy master
limited partnership specializing in gathering, transporting,
storing, and marketing crude oil.  S&P's corporate credit rating on
Rose Rock is 'B+', and the outlook is stable.

RATINGS LIST

Rose Rock Midstream L.P.
Corp credit rating                   B+/Stable/--

New Rating

Rose Rock Midstream L.P.
Rose Rock Finance Corp.
$300 mil sr unsecd notes due 2023    B
Recovery rating                      5H



ROSETTA RESOURCES: Moody's Reviews Ba3 Rating for Upgrade
---------------------------------------------------------
Moody's Investors Service placed the ratings of Rosetta Resources,
Inc. (Rosetta, Ba3) under review for upgrade following the
announcement of a definitive agreement to be acquired by Noble
Energy, Inc. (Noble, Baa2 stable) in an all-stock transaction
valued at $2.1 billion, plus the assumption of Rosetta's $1.8
billion of net debt. The review for upgrade is based on the
potential benefit of Rosetta's debt being supported by the stronger
credit profile and greater financial flexibility of Noble.

Under the definitive agreement announced on May 11, 2015, Rosetta
shareholders will receive 0.542 of a share of Noble common stock
for each share of Rosetta common stock held. Following the
transaction, the shareholders of Rosetta are expected to own 9.6%
of the outstanding shares of Noble.

Noble has not yet committed to guaranteeing the debt of Rosetta as
part of the acquisition, and may instead choose to either maintain
Rosetta as a separate entity or tender for the notes. The review
will focus on the pro forma capital structure of the combined
company, and whether the debt is guaranteed. It will also cover
what strategic direction Noble might take, the plans for Rosetta's
assets, and the manner in which it will operate them.

In case of a guarantee, Rosetta's unsecured notes could be
equalized with Noble's notes resulting in a multi-notch upgrade to
Baa2. Otherwise, the possible ratings uplift will depend on our
view of Noble's level of support for Rosetta, Rosetta's strategic
importance to Noble and the notes structural position in the
combined company's pro-forma capital structure. Without a
guarantee, Rosetta's rating will not be equalized with Noble's
rating.

The completion of the transaction is subject to the approval of
Rosetta's shareholders as well as certain regulatory approvals and
customary conditions. The review will conclude once the acquisition
closes, likely in the third quarter of 2015.

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

Rosetta Resources Inc. is an independent exploration and production
company headquartered in Houston, Texas.


SAN BERNARDINO, CA: Judge Rejects Bond Suit Over Pension Debt
-------------------------------------------------------------
Steven Church, writing for Bloomberg News, reported that pension
bondholders can't force the bankrupt California city of San
Bernardino to pay them as much as the state's powerful retirement
system, a judge ruled.

According to the report, U.S. Bankruptcy Judge Meredith Jury
acknowledged that her decision is likely to be seen as unfair to
the municipal-bond market and may even discourage investors from
buying pension-obligation bonds in the future.

"What I see as unfair and might seem unfair to the outside world
does not matter under law," Judge Jury said, the report related.
She said there was no legal way to force bondholder debt to be
repaid exactly as monthly pension dues owed to the California
Public Employees' Retirement System, the report added.

The San Bernardino lawsuit is Erste Europaische Pfandbrief und
Kommunalkreditbank AG v. City of San Bernardino 15-ap-01004.

                     About San Bernardino

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104
km) east of Los Angeles, estimated assets and debts of more than
$1
billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


SEA BREEZE: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------
Emon Reiser at South Florida Business Journal reports that Sea
Breeze Bar & Grill has filed for Chapter 11 bankruptcy protection.

According to Business Journal, creditors of the Company will meet
regarding the bankruptcy on June 4, 2015.

Court documents show that the Company owes about $200,800,
including a $7,000 claim from the IRS for 2015 wage taxes and a
$175,000 claim from the restaurant's president, Michele French, for
equipment, machinery, furniture and fixtures.

Business Journal quoted Pioneer Funding Group, LLC portfolio
manager Adam Stein-Sapir as saying, "It's not uncommon for a
business owner to advance money to the debtor if it's in a
cash-flow crunch.  Normally it's done as an equity investment or
it's an unsecured loan."

Sea Breeze Bar & Grill is sports bar and restaurant at 4995 S.W.
148th Avenue in Davie, Broward County, Florida.


SHIRLEY FOOSE MCCLURE: Litt's Bid for Stay Pending Appeal Denied
----------------------------------------------------------------
Bankruptcy Judge Geraldine Mund denied the Emergency Motion for
Stay Pending Appeal filed by Lawyer Barrett S. Litt in the Chapter
11 case of Shirley Foose McClure.

Judge Mund stated that while there was a remote possibility that
Litt would suffer irreparable injury, such possibility would be so
remote that it would practically be non-existent. The Court found
that Litt was adequately protected by the lien that he retains on
three rental properties in the high priced market of San Francisco.
Judge Mund further stated that "McClure will suffer potentially
devastating injuries if she cannot access the equity in some of her
properties. These properties were obtained for her by Litt as her
attorney so as to compensate McClure for the injuries caused her by
the City of Long Beach in or before 1992. McClure would suffer a
double injury by losing the fruits of that litigation."

A copy of Judge Mund's April 14, 2015 Memorandum Denying Barrett S.
Litt's Emergency Motion for Stay Pending Appeal of the Court's
April 2, 2015 Order on Motion to Use Proceeds is available at
http://is.gd/hdBBZ5from Leagle.com.

The case is, In re: Shirley Foose McClure, Chapter 11, Debtor, CASE
NO. 1:13-BK-10386-GM (Bankr. C.D. Cal.)


SOUNDVIEW ELITE: Dist. Court Won't Review Ruling on Case Trustee
----------------------------------------------------------------
The United States District Court for the Southern District of New
York denied the Motion filed by Alphonse Fletcher, Jr., asking the
Court to reconsider its Opinion and Order dated December 12, 2014.


The case before the District Court is ALPHONSE FLETCHER, JR.,
Appellant, v. CORINNE BALL, as Chapter 11 Trustee of SOUNDVIEW
ELITE LTD., Appellee, BANKRUPTCY NO. 13-13098(REG), NO. 14-CV-7666
(JPO)(S.D.N.Y.).

In the Dec. 12 Order, District Judge J. Paul Oetken affirmed the
decision of the Bankruptcy Court denying Gerti Muho's motion to
remove the Soundview Elite Chapter 11 trustee and dismiss the case.
Muho and Fletcher, both proceeding pro se, appeal that decision.
The District Court consolidated Muho's and Fletcher's appeals.  A
copy of that decision is available at http://is.gd/uLysr0

In his April 13 Opinion and Order, a copy of which is available at
http://is.gd/wWL4jwfrom Leagle.com, Judge Oetken held that
Fletcher had failed to establish any material point of law or fact
that the Court has overlooked or misapprehended in its Opinion and
which probably would have brought about a different result.

Fletcher's Motion for Rehearing was denied and the Clerk of Court
was directed to close the Motion.

Alphonse Fletcher, Jr., Appellant, Pro Se.

Corinne Ball, Appellee, represented by Veerle Roovers --
vroovers@jonesday.com -- Jones Day.

                       About Soundview Elite

Six mutual funds originally created by Citco Group of Cos.,
including Soundview Elite Ltd., filed petitions for Chapter 11
protection on Sept. 24, 2013, in Manhattan to avoid undergoing
bankruptcy liquidation in the Cayman Islands, where they are
incorporated.

The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098)
Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd.
(Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium
Designated (Case No. 13-13103); and Star Designated (Case No.
13-13104).  The petitions were signed by Floyd Saunders as
corporate secretary.  By order dated Oct. 16, 2013, the Court
directed that the Debtors' bankruptcy cases be procedurally
consolidated and jointly administered.

SoundView Elite Ltd. and two similarly named funds were the target
of a winding-up petitions in the Cayman Islands filed in August by
Citco, which had sold its interest in the funds' manager years
before.  An investor, who was removed from the funds' board in
June, filed a different winding-up petition in August, aimed at
three funds created later to hold illiquid assets.

The Debtor disclosed $20,703,641 in assets and $16,402,671 in
liabilities as of the Chapter 11 filing.  The funds said in a
court filing their total cash assets of about $20 million are held
in the U.S., where the funds are managed.  Court papers list the
funds' total assets as $52.8 million, against debt totaling
$28 million.

Judge Robert E. Gerber presides over the U.S. cases.

Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane
Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg &
Newman, PC, serve as the Debtors' counsel.  CohnReznick LLP serves
as financial advisor.

Peter Anderson and Matthew Wright, as Joint Official Liquidators
of the Debtors, are represented in the U.S. proceedings by John A.
Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold,
Esq., at Morrison & Foerster LLP.

The U.S. Trustee solicited for the formation of an official
committee of unsecured creditors, but to date one has not been
formed.

In April 2014, District Judge J. Paul Oetken affirmed the
Bankruptcy Court order appointing a Chapter 11 trustee for
SoundView Elite Ltd. and its affiliated debtors, and tossed pro se
appeals filed by Alphonse Fletcher, Jr. and George E. Ladner, the
sole directors of the mutual funds.


SPECTRUM ANALYTICAL: Evidentiary Hearing on Cash Use Starts May 18
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts will
convene a hearing on May 18, 20, 21, and 22, at 10:00 A.M., for
evidentiary hearing on Spectrum Analytical Inc. and Hanibal
Technology LLC's request to use cash collateral of Bank Rhode
Island and grant adequate protection to the bank.

As previously reported by The Troubled Company Reporter, on Jan.
15, 2014, the Debtors entered into a financing transaction
with the bank whereby the bank loaned the Debtors the total sum of
$8,400,000.  The debt to Bank Rhode Island is secured by, inter
alia, the Debtor's receivables and other cash collateral.  As of
the Petition Date, the total balance due to the bank is
$8,900,000.

In the interim, Mark Russo, the Rhode Island State Court receiver,
is granted leave to continue the operations of the companies in the
regular course of their businesses; and bank is granted a
postpetition lien in all of the Debtor's assets to the extent of
the validity, perfection, priority, enforceability and sufficiency
of the bank's prepetition security interests, but no greater than
any postpetition diminution of the bank's prepetition collateral.

At the evidentiary hearing, the Court will also consider whether
grounds exist for the appointment of a Chapter 11 trustee for
either or both of the Debtors.  The Receiver is ordered to provide
Dr. Tayeh and/or his attorneys and/or financial experts reasonable
access to the companies' books and records under secure
conditions.

                     About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data for
environmental interests.  Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology.  Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.

Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender.  Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.

Spectrum estimated $10 million to $50 million in assets and debt.
Hanibal estimated less than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.


SUN BANCORP: Files Form 10-Q; Posts $2.7 Million Net Income in Q1
-----------------------------------------------------------------
Sun Bancorp, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
attributable to common shareholders of $2.77 million on $17.7
million of total interest income for the three months ended March
31, 2015, compared with a net loss attributable to common
shareholders of $1.90 million on $24.6 million of total interest
income for the same period in 2014.

As of March 31, 2015, the Company had $2.43 billion in total
assets, $2.18 billion in total liabilities and $249 million in
total shareholders' equity.

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

                         http://is.gd/qmHMzj

                       About Sun Bancorp. Inc.

Sun Bancorp, Inc.is a $2.72 billion asset bank holding company
headquartered in Mount Laurel, New Jersey.  Its primary subsidiary
is Sun National Bank, a community bank serving customers throughout
New Jersey. Sun National Bank -- http://www.sunnationalbank.com/
-- is an Equal Housing Lender and its deposits are insured up to
the legal maximum by the Federal Deposit Insurance Corporation
(FDIC).

On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.

Sun Bancorp reported a net loss available to common shareholders of
$29.8 million in 2014, a net loss available to common shareholders
of $9.94 million in 2013, and a net loss available to common
shareholders of $50.49 million in 2012.



T F PUERTO RICO: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: T F Puerto Rico Corp.
           dba Tropical Fertilizer
        HC 01 BOX 5943
        Camuy, PR 00627

Case No.: 15-03544

Chapter 11 Petition Date: May 11, 2015

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

Debtor's Counsel: Homel Antonio Mercado Justiniano, Esq.
                  URB SULTANA
                  75 Calle Malaga
                  Mayaguez, PR 00680
                  Tel: (787) 831-2577
                  Fax: (787)805-7350
                  Email: hmjlaw2@gmail.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jose Gabriel Cordero Jimenez,
president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-03544.pdf


T-L BRYWOOD: Can Use RCG-KC Brywood Cash Collateral Until May 31
----------------------------------------------------------------
T-L Brywood LLC obtained bankruptcy court approval to use of cash
collateral which lender RCG-KC Brywood LLC, successor to the
private Bank and Trust Company, asserts an interest until May 31,
2015.  

As adequate protection from any diminution in value of the lender's
collateral, the Debtor will, among other things:

   1. maintain and pay premiums for insurance to cover all of its
assets from fire, theft and water damage; and

   2. reserve sufficient funds for the payment of current real
estate taxes relating to the property commonly known as Brywood
Centre.

A further telephonic hearing on the matter will be held at May 27,
at 1:15 p.m.

                        About T-L Brywood

T-L Brywood LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill.
Case No. 12-09582) on March 12, 2012.  The case was transferred to
the U.S. Bankruptcy Court for the Northern District of Indiana
(Case. 13-21804) on May 14, 2013.

T-L Brywood owns and operates a commercial shopping center known as
the "Brywood Centre" -- http://www.brywoodcentre.com/-- in Kansas  
City, Missouri.  The Property encompasses roughly 25.6 acres and
comprises 183,159 square feet of retail space that is occupied by12
operating tenants.  The occupancy rate for the Property is
approximately 80%.

The Debtor and lender The PrivateBank and Trust Company reached an
impasse over the terms and conditions of another extension of a
mortgage loan on the Property.  As a result, the Debtor filed the
Chapter 11 case to protect the Property from foreclosure while the
Debtor formulates an exit strategy from the reorganization case.
As of the Petition Date, no foreclosure relating to the Property
had been filed by the Lender.

Judge Donald R. Cassling oversees the case.  The Debtor is
represented by David K. Welch, Esq., Arthur G. Simon, Esq., and
Jeffrey C. Dan. Esq., at Crane, Heyman, Simon, Welch & Clar, in
Chicago.

The Debtor disclosed total assets of $16.7 million and total
liabilities of $14.0 million in its schedules.  The petition was
signed by Richard Dube, president of Tri-Land Properties, Inc.,
manager.

PrivateBank is represented by William J. Connelly, Esq., at Hinshaw
& Culbertson LLP.

On April 3, 2015, creditor RCG-KC Brywood, LLC, filed a Plan of
Reorganization.  A hearing on adequacy of information in the
Disclosure Statement is scheduled for May 21, 2015, at 11:00 a.m.

No committee of creditors was appointed by the U.S. Trustee.


TAMPA WAREHOUSE: Regions Demands Compliance with Confirmed Plan
---------------------------------------------------------------
Regions Bank, an Alabama state chartered bank, as successor in
interest to AmSouth Bank, with the support and joinder of LMIW II,
LLC, asks the U.S. Bankruptcy Court for the Western District of
North Carolina to compel debtor Tampa Warehouse, LLC, and its
principal Fred D. Godley to comply with the terms of the confirmed
plan.

The Bank and the Debtor and the Principal were parties to a secured
lending relationship relating to an obligation that was in the
amount of $18,129,179 as of Dec. 5, 2013.  The debt was secured by
a mortgage lien and security interest encumbering land and
improvements located at 6422 Harney Road, Tampa, Florida 33610.

On Aug. 29, 2014, the Debtor and the Bank jointly filed a Plan of
Reorganization for the Debtor.  The Court on Sept. 30, 2014,
entered an order confirming the Plan.

The Confirmed Plan and Confirmation Order provided for a series of
material benchmark dates by which the Debtor was to fulfill certain
conditions in order to maintain compliance with the Confirmed Plan.
The failure of the Debtor to remain in compliance with benchmark
performance requirements would entitle the Bank to record a deed to
the Collateral that was to be executed and held in escrow by the
Bank's counsel.  The Debtor failed to provide a binding contract
for sale of the Real Property by Dec. 15, 2014.  On Dec. 17, 2014,
the Bank confirmed the Debtor's default and reserved all rights
under the Confirmed Plan, including recordation of the Deed.

On Dec. 23, 2014, the Debtor filed a motion seeking to extend
certain deadlines under the Confirmed Plan.  The Bank filed its
objection to the same on Dec. 24, 2014.  By order dated Jan. 16,
2015, the Court denied the motion, and sustained the bank's
objection.

On Jan. 20, 2015 (the "Conveyance Date"), and after entry of the
Modification Denial Order, the Bank recorded the Deed in the Public
Records of Hillsborough County, Florida.  The Bank notes in these
regards that the Deed conveys all of the Collateral to LMIW II
("Grantee"), a special purpose entity owned and controlled by the
Bank.

Following the recording of the Deed, the Bank and the Debtor have
endeavored with their counsel to account for Rents --
Post-Conveyance Rents --  coming into possession of the Debtor
after confirmation of the Confirmed Plan but never being deposited
into the Debtor's debtor-in-possession account maintained at the
Bank.

The Bank reviewed five months of monthly operating reports for the
Debtor covering the period from Aug. 1 through Dec. 31, 2014, all
filed on Jan. 14, 2015; however, no report is filed for January
2015, and there has been no other satisfactory accounting by the
Debtor for the Post-Conveyance Rents.  The Bank has likewise
reviewed records for the DIP Account, and is unable to locate the
Post-Conveyance Rents within the accounts of the Bank.

In discussions regarding this matter, the Parties have endeavored
to verify that operational expenses of the Collateral following the
Conveyance Date are repaid from Post-Conveyance Rents so that the
Obligors will not be directly or indirectly exposed to liability
for debts associated with the Collateral for time periods after the
Conveyance Date.  However, it is believed at this time that the
Bank and its agents have taken all steps necessary to assure the
Debtor and its Principal that they will not be exposed to potential
liability for operational expenses going forward.

Some element of the confusion experienced by the Parties results
from the Debtor's not having filed its final monthly operating
report for the half month of January 2015.  Some element of
confusion may also stem from the fact that tenants made January
2015 payments directly to the Debtor, but the Deed was recorded in
the middle of that month with operational expenses outstanding and
logistical requirements including for example the need to switch
over utilities and maintenance accounts.  However, the
Post-Conveyance Rents are either (a) "cash collateral" of the Bank
under the Confirmed Plan and Confirmation Order, as well as the
Loan Documents, or (b) they are property of the Grantee, that is
the rightful owner of the Collateral pursuant to the Deed. Either
way, the Post-Conveyance Rents are not properly retained by the
Debtor or the Principal.

According to the Bank, based upon the retention of jurisdiction by
the Court over this Reorganization, no final decree having been
entered, and it being in the best interests of the Parties to
resolve this situation in the context of this Reorganization and
before the Court, it is appropriate for the Court to enter an order
that (a) provides comfort to the Debtor, the Principal, their
lawyers, and their agents that the Debtor and its Principal will
not be exposed to risk of liability going forward, and (b) provides
for the Post-Conveyance Rents to be received by either the Bank or
the Grantee, depending upon how the Court and the Parties construe
the Confirmed Plan.

Regions Bank is represented by:

         Jimmy R. Summerlin, Jr. Esq.
         YOUNG, MORPHIS, BACH & TAYLOR, L.L.P.
         P.O. Drawer 2428
         Hickory, NC 28603
         Telephone: 828/322-4663
         Telecopier: 828/322-2023

                      About Tampa Warehouse

Tampa Warehouse, LLC, filed a Chapter 11 petition (Bankr. W.D.N.C.
Case No. 13-32547) in Charlotte, North Carolina, on December 5,
2013.

The Debtor, a Single Asset Real Estate as defined in 11 U.S.C.
Sec. 101(51B), estimated at least $10 million in assets and
between $10 million and $50 million in liabilities.  The Debtor
said its principal asset is located at 6422 Harney Road, in Tampa,
Florida.

Fred D. Godley, as member and manager, signed the bankruptcy
petition.  Owners of the Debtor are:  Charlotte Housing for the
Elderly (145543%), Clinton Housing for the Elderly (6.951%), Fred
D. Godley (12.516%), Monroe Housing for the Elderly (12.516%) and
Rocky Mount Housing for the Elderly (12.403%).

Judge Laura T. Beyer oversees the case.  The Debtor is represented
by represented by Joshua B Farmer, Esq., at Tomblin, Farmer &
Morris, PLLC, in Rutherfordton, North Carolina.  Michael R. Nash,
CPA, PLLC, serves as accountants.

The Bankruptcy Administrator said in December that an official
committee under 11 U.S.C. Sec. 1102 has not been appointed in the
case.

Jimmy R. Summerlin, Jr., Esq., at Young, Morphis, Bach & Taylor,
LLP, represents lender Regions Bank.

In September 2014, Judge Laura T. Beyer approved the Joint Plan of
Reorganization co-proposed by debtor Tampa Warehouse, LLC and its
secured creditor Regions Bank.  Under the Plan, Regions' claim will
be allowed as filed, as a fully secured claim, in the amount of
$17,776,926 as of August 26, 2014.  General unsecured claims of
non-insider creditors are to be paid 100% of the allowed claim upon
confirmation.


TELEFLEX INC: Moody's Raises CFR to 'Ba2', Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
the Probability of Default Rating of Teleflex Incorporated to Ba2
and Ba2-PD from Ba3 and Ba3-PD, respectively. Moody's also upgraded
the convertible senior subordinated notes to B1 from B2.
Concurrently, Moody's affirmed its senior unsecured notes at Ba3,
senior subordinated notes at B1, and the SGL-2 Speculative Grade
Liquidity Rating. The rating outlook is stable.

The upgrade reflects Moody's view that Teleflex will be able to
sustain moderately high leverage as it engages in acquisition
activity that will help supplement positive organic sales growth
and margin expansion.

The instrument ratings are contingent upon the completed redemption
of its $250 million senior subordinated notes maturing in 2019,
which is expected to occur on June 1, 2015. At this time, Moody's
is affirming the B1 rating on the senior subordinated notes.
However, Moody's expects to withdraw the ratings upon completion of
redemption. Moody's understands that the company intends to fund
the redemption of the notes through borrowings under its $850
million revolving credit facility.

Moody's took the following rating actions on Teleflex
Incorporated:

Ratings upgraded:

  -- Corporate Family Rating to Ba2 from Ba3

  -- Probability of Default Rating to Ba2-PD from Ba3-PD

  -- $400 million convertible senior subordinated notes to B1
     (LGD5) from B2 (LGD6)

Ratings Affirmed:

  -- $250 million senior unsecured notes at Ba3 (LGD4)

  -- $250 million senior subordinated notes at B1 (LGD5)

  -- Speculative Grade Liquidity Rating at SGL-2

  -- The outlook is stable

Teleflex's Ba2 Corporate Family Rating reflects its moderately high
leverage, generally conservative posture toward shareholders and
prudent acquisition activity. The rating also reflects Teleflex's
presence in low-tech medical products with some product-line
concentration and its small size relative to competitors. Headwinds
from FX are offset by Teleflex's strategic acquisitions and
benefits from R&D investments, which are now contributing to
positive organic sales growth. The company will focus on acquiring
innovative, value-add products, which is more critical in light of
cost-conscious hospital customers. In addition, the shift from
distributor to direct sales outside the US will help improve
margins. Leverage will be sustained at moderately high levels as
the company engages in future acquisitions.

The stable outlook reflects Moody's belief that even as it pursues
moderate-sized acquisitions, the company will be able to sustain
leverage below 3.5 times through positive organic sales growth and
margin expansion.

Moody's does not expect Teleflex's rating to be upgraded in the
near term due to the company's relatively small size. However, over
time, Moody's could upgrade the ratings if Teleflex can sustain
positive organic sales growth and improves its product
diversification. Debt to EBITDA sustained below 3.0 times and
FCF/debt sustained around 15% could further support an upgrade.

Moody's could downgrade the ratings if Teleflex does not sustain
positive organic sales growth, is not able to deleverage following
moderate-sized acquisitions, or engages in large acquisitions.
Specifically, ratings could be downgraded if Moody's expects
debt/EBITDA to be sustained above 3.5 times or if FCF/debt is not
sustained at around 10%. If Moody's believes that liquidity is
insufficient to cover a potential put of the convertible notes, the
ratings could be downgraded.

Teleflex's SGL-2 Speculative Grade Liquidity Rating reflects good
liquidity over the next 12-18 months supported by healthy cash
balances and Moody's expectation of annual free cash flow in the
$160 million range, as well as adequate availability under the
company's $850 million revolving credit facility. This availability
is critical to cover any possible puts on its $400 million in
convertible notes that are in the money.

The principal methodology used in these ratings was Global Medical
Product and Device Industry published in October 2012. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Teleflex Incorporated, headquartered in Wayne, Pennsylvania, is a
global provider of medical products with a presence in the critical
care, surgical and cardiac areas.


TENET HEALTHCARE: Shareholders Elect 10 Directors to Board
----------------------------------------------------------
The 2015 annual meeting of shareholders of Tenet Healthcare
Corporation was held on May 7, 2015, at which the shareholders
elected Trevor Fetter, Brenda J. Gaines, Karen M. Garrison,
Edward A. Kangas, Robert Kerrey, Freda C. Lewis-Hall, Richard R.
Pettingill, Ronald A. Rittenmeyer, Tammy Romo and James A. Unruh
to the Board of Directors.

The shareholders also approved an advisory resolution on the
compensation paid to the company's named executive officers and
ratified the selection of Deloitte & Touche LLP as the company's
independent registered public accountants for the year ending
Dec. 31, 2015.

                            About Tenet

Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is a
national, diversified healthcare services company with 110,000
employees united around a common mission: to help people live
happier, healthier lives.  The company operates 80 hospitals, 214
outpatient centers, six health plans and Conifer Health Solutions,
a leading provider of healthcare business process services in the
areas of revenue cycle management, value based care and patient
communications.

Tenet Healthcare reported net income attributable to the Company's
shareholders of $12 million for the year ended Dec. 31, 2014,
compared to a net loss attributable to the Company's shareholders
of $134 million during the prior year.

As of March 31, 2015, the Company had $18.42 billion in total
assets, $17.2 billion in total liabilities, $208 million in
redeemable noncontrolling interests in equity of consolidated
subsidiaries and $972 million in total equity.

                         *    *    *

Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit
rating from Standard & Poor's Ratings Services and 'B1' Corporate
Family Rating from Moody's Investors Service.


THINKSTREAM INC: Involuntary Chapter 11 Case Summary
----------------------------------------------------
Alleged Debtor: Thinkstream Incorporated of Delaware
                6146 Crestmount Drive
                Baton Rouge, LA 70809

Case Number: 15-10553

Type of Business: Technology company

Involuntary Chapter 11 Petition Date: May 11, 2015

Court: United States Bankruptcy Court
       Middle District of Louisiana (Baton Rouge)

Judge: Hon. Douglas D. Dodd

Petitioners' Counsel: Brandon A. Brown, Esq.
                      620 Florida Street, Suite 1
                      P.O. Box 2348
                      Baton Rouge, LA 70821-2348
                      Tel: 225-231-9998
                      Fax: 225-709-9467
                      Email: bbrown@stewartrobbins.com

                        - and -

                      Ryan James Richmond, Esq.
                      620 Florida Street, Suite 100
                      Baton Rouge, LA 70801
                      Tel: 225-231-9998
                      Fax: 225-709-9467
                      Email: rrichmond@stewartrobbins.com

                         - and -                        

                 J. Eric Lockridge, Esq.
                      KEAN MILLER
                      P. O. Box 3513
                      Baton Rouge, LA 70821-3513
                      Tel: 225-387-0999
                      Fax: 225-388-9133
                      Email: eric.lockridge@keanmiller.com

   Petitioners                  Nature of Claim    Claim Amount
   -----------                  ---------------    ------------
TSB Ventures, LLC               Debentures and       $9,089,884
698 Stonehill Road              Promissory Notes
Folsom, LA 70437

Michael S. Chadwick             Promissory Notes       $120,009
2517 Westgate Street
Houston, TX 77019

Rainbow Investments Company     Promissory Notes        $42,979
P.O. Box 1050
Corpus Christi, TX 78403

Kevin C. King GST Trust         Promissory Notes        $42,979
147 Houston Ridge
Houston, TX 77024

Tom O'Leary                     Promissory Notes       $128,937
800 Bering Drive, Suite 100
Houston, TX 77057

John Zapalac                    Promissory Notes        $42,979
12807 Coralville Court
Houston, TX 77041

Grossman Family Limited         Promissory Notes       $120,009
Partnership
7311 Broadway Street
Galveston, TX 77554


TRACK GROUP: Reports $1.38 Million Net Income in Second Quarter
---------------------------------------------------------------
SecureAlert, Inc. or Track Group filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income attributable to common shareholders of $1.38 million on
$4.81 million of total revenues for the three months ended March
31, 2015, compared to a net loss attributable to common
shareholders of $1.29 million on $2.45 million of total revenues
for the same period in 2014.

For the six months ended March 31, 2015, the Company reported a net
loss attributable to common shareholders of $828,000 on $9.43
million of total revenues compared to a net loss attributable to
common shareholders of $2.57 million on $5.11 million of total
revenues for the same period a year ago.

As of March 31, 2015, SecureAlert had $58.3 million in total
assets, $38.9 million in total liabilities, and $19.3 million in
total equity.

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

                        http://is.gd/CizP78

                          About Track Group

Track Group (formerly SecureAlert) -- http://www.trackgrp.com/--
is a global provider of customizable tracking solutions that
leverage real-time tracking data, best-practice monitoring, and
analytics capabilities to create complete, end-to-end solutions.

SecureAlert incurred a net loss attributable to the Company's
common stockholders of $18.9 million for the year ended Sept. 30,
2013, following a net loss attributable to the Company's common
stockholders of $19.9 million for the fiscal year ended Sept. 30,
2012.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Sept. 30, 2013.  The independent
auditors noted that the Company has incurred losses, negative cash
flows from operating activities, notes payable in default and has
an accumulated deficit.  These conditions raise substantial doubt
about its ability to continue as a going concern.


TRANSDIGM GROUP: Fitch Affirms 'B' Issuer Default Rating
--------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating of TransDigm
Group, Inc. (NYSE:TDG) and its indirect subsidiary TransDigm Inc.
(TDI) at 'B'. Fitch has also affirmed the ratings for TDI's senior
secured credit facilities at 'BB/RR1' and upgraded the rating of
TDI's senior subordinated notes to 'B-/RR5' from 'CCC+/RR6'.
Approximately $8.2 billion of debt will covered by the ratings
after giving effect to recently announced transactions, including
the issuance of approximately $900 million of debt. The Rating
Outlook is revised to Stable from Negative.
The newly issued debt consists of a $450 million term loan under
TDI's senior secured credit facilities and $450 million of senior
subordinated notes maturing in 2025. Fitch expects the proceeds
will be used to repay currently outstanding amounts under the
revolving facility and to finance the recently announced $496
million acquisition of Pexco LLC. The remaining proceeds will be
used to replenish company cash balances which were depleted over
the past two quarters for two other acquisitions.

KEY RATING DRIVERS

The one-notch upgrade of TDI's senior subordinated notes is driven
by Fitch's expectations of better recovery prospects for this class
of securities in a theoretical financial distress scenario. The
recovery prospects of the senior subordinated notes are positively
affected by pro forma EBITDA projections following the recent
acquisition and Fitch's revised expectations of the company's
sustainable EBITDA under the distress scenario. Fitch estimates the
Recovery Rating for the senior subordinated notes is 'RR5'
(recovery in the range of 11%-30%), up from 'RR6' (recovery in the
range of 0%-10%).

The revision to Stable from Negative is driven by the stabilization
of the company's leverage metrics over the past several years.
While TDG's leverage is high for the 'B' rating category, Fitch
believes that leverage provides only a partial indication of TDG's
credit profile, which also benefits from its business model, high
EBITDA margins (44% in fiscal 2014), and strong free cash
generation before special dividends (21% of sales in fiscal 2014).
Prior to fiscal 2013, TDG's leverage ranged from 4.5x to 6x. The
company experienced significant increases in leverage in both
fiscal 2013 and fiscal 2014 when it utilized debt to fund special
dividends. Over the past seven quarters, the company's leverage has
remained in the range of 6x to 7.5x. Fitch estimates this could
rise to up to 7.6x immediately following the completion of the
announced debt actions, up from approximately 7.1x at Dec. 31,
2014. Fitch expects leverage will remain within the range of 6.5x
to 7.5x over the foreseeable future.

The ratings are supported by the company's strong free cash flow
(FCF; cash from operations less capital expenditures and
dividends), good liquidity, strong commercial aerospace markets,
stabilizing U.S. defense spending, and a favorable debt maturity
schedule. TDG has good diversification in its portfolio of products
that support a variety of commercial and military
platforms/programs, and it is a sole source provider for the
majority of its sales.

TDG generates significant cash flows due to its ability to demand a
premium for its products, partially driven by a large percentage of
sales from a relatively stable and highly profitable aftermarket
business; low research and development costs; and low capital
expenditures. Additionally, TDG's cash flows benefit from the lack
of material pension liabilities and no other post-employment
benefit (OPEB) obligations.

The payment of three debt-funded special dividends in fiscal 2013
and fiscal 2014 resulted in a diminished ability to de-lever
rapidly; however, the streak of recent acquisitions should allow
TDG to accelerate its revenue and EBITDA growth over the next
several years, improving its financial flexibility. Fitch believes
TDG has the capacity to make approximately $600 million of
acquisitions per annum beginning fiscal 2015 with internally
generated cash; however, a larger acquisition would likely require
debt financing.

TDG has adequate financial flexibility and good liquidity supported
by a $420 million revolving credit facility and a sizable cash
balance as the company typically holds above $500 million in cash.
The liquidity will improve slightly following a completion of the
proposed increase of the revolving credit facility to $500 million
from $420 million. The company does not have a significant maturity
until 2017 when $500 million of senior subordinated notes become
due. Fitch anticipates the company will refinance the notes and
estimates TDG's liquidity will fluctuate between $800 million to
$1.5 billion over the next several years.

The ratings and Stable Outlook are also supported by the favorable
end market trends. The Large Commercial Aircraft (LCA) market
continues to be in a strong upturn, which is driving higher orders
and deliveries of LCA worldwide. Both LCA manufacturers are
currently experiencing a record operating environment in terms of
orders, backlog and deliveries. The large order book, overbooked
delivery slots, and geographic diversity support the outlook for
continued modest growth.

Fitch expects TDG will have robust aftermarket sales supported by
high aircraft utilization and the continuing increase in worldwide
revenue passenger miles. Additionally, the fiscal 2015 U.S. defense
budget likely hit a trough (base budget and wartime spending), and
it should begin rising in fiscal 2016, even under the scenario in
which the Sequester is not overridden.

Fitch's concerns include the company's high leverage, its long-term
cash deployment strategy which focuses on acquisitions, and weak
collateral support for the secured bank facility in terms of asset
coverage. Additionally, Fitch notes that TDG is exposed to the
cyclicality of the aerospace industry, as it reported several
quarters of organic sales declines during fiscal 2009 and 2010
driven by lower demand for aftermarket parts and by production cuts
by commercial original equipment manufacturers (OEMs). The market
cyclicality is somewhat mitigated by growth from acquisitions, high
margins, and sales diversification.

KEY ASSUMPTIONS

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

   -- The company will not make additional acquisitions and the
      capital structure will remain unchanged for the remainder of

      fiscal 2015;

   -- After fiscal 2015 TDG will spend at least $500 million
      annually on acquisitions, which can be financed by
      internally generated cash;

   -- Revenues will grow by approximately 14% in fiscal 2016 and
      5% thereafter driven by anticipated growth of the aerospace
      and defense sector and acquisitions;

   -- Margins will rebound in fiscal 2016 and will be more in line

      with the company's historical levels;

   -- Leverage will remain in the range of 6.5x to 7.5x over the
      next several years;

   -- The company will issue additional debt over the next three
      years, offsetting expected growth in EBITDA;

   -- Excess cash will be paid to shareholders in the form of
      special dividends;

   -- Cash balances will be maintained in the range of $500
      million to $700 million.

RATING SENSITIVITIES

Fitch does not anticipate positive rating actions in the near term
given current credit metrics and the company's cash deployment
strategies. Positive rating actions could be considered if the
company modifies its cash deployment strategy and focuses on debt
reduction.

A negative rating action may be considered if there is significant
cash flow margin erosion without commensurate de-leveraging of the
company. Additionally, Fitch may consider a negative rating action
should TDG's leverage (debt to EBITDA) and FFO adjusted leverage
increase and remain between 8x to 8.25x and above 9.5x,
respectively, driven by the weakening of the global economy, a
downturn in the aerospace sector, or by issuance of additional debt
to fund special dividends or acquisitions.

Fitch takes the following rating actions:

TDG

   -- Long-term IDR affirmed at 'B'.

TDI

   -- IDR affirmed at 'B';
   -- Senior secured revolving credit facility affirmed at
      'BB/RR1';
   -- Senior secured term loans affirmed at 'BB/RR1';
   -- Senior subordinated notes upgraded to 'B-/RR5' from
      'CCC+/RR6'.

The Rating Outlook is revised to Stable from Negative.





TWCC HOLDING: S&P Retains B+ CCR on Plan to Extend Debt Maturities
------------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Atlanta-based media company TWCC Holding Corp. (TWCC) are
unaffected by the company's announcement that it plans to extend
the maturities of its revolving credit facility (to 2019 from 2016)
and first-lien term loan (to 2020 from 2017).  The issue-level
ratings on the company's revolving credit facility and first-lien
term loan remain 'B+' with a recovery rating of '2', indicating
S&P's expectation for substantial (70% to 90%; higher half of the
range) recovery in the event of a payment default.  The issue-level
rating on the company's second-lien term loan remains 'CCC+' with a
recovery rating of '6', indicating S&P's expectation for negligible
(0% to 10%) recovery in the event of a payment default.  The
corporate credit rating on TWCC remains 'B' with a stable outlook.


S&P's ratings on TWCC reflect the company's leading position in
providing national and local weather data and forecasts across a
wide breadth of distribution platforms (television, digital, and
mobile media); S&P's opinion that weather forecasting is a
commodity business; the vulnerability of The Weather Channel, its
flagship cable network, to the growing secular shifts in
television, specifically to the fragmentation of audiences who are
migrating away from traditional television to alternate forms and
content sources; and the decline of the traditional cable bundle in
favor of the small (skinny) cable bundles with fewer cable networks
or, longer term, other over the top (OTT) content options.  These
risks are somewhat tempered by its growing high-margin digital
business and small but growing high-margin business-to-business
(B2B) services, which have significant revenue growth potential,
and the company's leading EBITDA margins among cable network peers,
which are likely to improve because of faster growth in the
high-margin digital and B2B businesses, and an emphasis on cost
control at the cable network.

The ratings also reflect the company's aggressively high debt
leverage, at over 8x on an adjusted basis as of March 31, 2015,
with S&P's expectations that adjusted leverage will remain above 7x
for at least the next two years; its private equity ownership with
a history of leveraged dividend distributions; and its heathy free
cash flow of over $100 million per year.

RATINGS LIST

TWCC Holding Corp.
Corporate Credit Rating                B/Stable/--
  Senior Secured
  Revolving credit facility due 2019    B+
   Recovery Rating                      2H
  First-lien term loan due 2020         B+
   Recovery Rating                      2H
  Second-lien term loan due 2020        CCC+
   Recovery Rating                      6



ULTIMATE NUTRITION: Gets Court Nod on Fattibene as IP Counsel
-------------------------------------------------------------
Ultimate Nutrition, Inc., and Prostar, Inc., sought and obtained
approval from the U.S. Bankruptcy Court for the District of
Connecticut to employ Fattibene and Fattibene, LLC, as its special
intellectual property counsel, nunc pro tunc to Dec. 17, 2014.

It is anticipated that Fattibene will clear, enforce, and maintain
the Debtors' rights in and to its intellectual property.
Fattibene's services will include, but are not limited to,
conducting trademark clearance searches, filing trademark
applications, prosecuting trademark applications, filing trademark
maintenance documents such as renewals, drafting cease and desist
letter, drafting and reviewing contracts, and engaging in
litigation to enforce the Debtors' rights.  Fattibene also utilizes
a worldwide network of foreign associates who perform these same
services on the Debtors' behalf in foreign jurisdictions, given the
territorial nature of intellectual property.

Paul A. Fattibene, Esq., will charge the Debtors $300 per hour.
Other attorneys and paralegals may be used as necessary.

No sums will be paid to Fattibene until the Court has reviewed an
appropriate application for allowance of fees and reimbursement of
expenses pursuant to Sec. 330 and/or 331 of the Bankruptcy Code.

To the best of the Debtors' knowledge, Fattibene has no connection
with the Debtors, the creditors or any other party-in-interest in
the cases.

                      About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington, Connecticut,
one product distribution center in New Britain, Connecticut and a
research and development center in West Palm Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition estimated $10 million to $50 million in assets
and debt.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  The Committee has
selected Lowenstein Sandler, LLP, to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.



ULTIMATE NUTRITION: Has Until July 14 to File Chapter 11 Plan
-------------------------------------------------------------
Ultimate Nutrition, Inc., et al., obtained from the bankruptcy
court an extension of their exclusive periods to file a plan of
reorganization until July 14, 2015, and solicit acceptances for
that plan until Aug. 14, 2015.  The Debtors explained that they
needed more time to negotiate a plan and prepare adequate
information.  Since the Petition Date, the Debtors have been
distracted with other legal and operational issues in the case and
simply haven't had the necessary time to engage creditors in
substantive negotiations.

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington,
Connecticut, one product distribution center in New Britain,
Connecticut and a research and development center in West Palm
Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition disclosed $20,157,424 in assets and $19,885,142
in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors of to serve
on the official committee of unsecured creditors.  The Committee
has selected Lowenstein Sandler, LLP to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.
GlassRatner Advisory & Capital Group LLC, serves as its financial
advisor.


ULTIMATE NUTRITION: TD Bank Taps Capstone Advisory as Consultant
----------------------------------------------------------------
Secured creditor TD Bank, N.A., asks the bankruptcy judge presiding
over Ultimate Nutrition Inc.'s Chapter 11 case to appoint Peter
Chadwick and Haywood Miler of Capstone Advisory as financial
consultants at the bank's expense.

According to the bank, the request for appointment of consultant
was based on inconsistencies in reporting and the ongoing
deterioration of the collateral.

The consultant will inspect and review the Debtors' business
records relating to financial reporting pursuant to Section 1(G) of
the final order granting authorization to use cash collateral and
providing adequate protection.

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington,
Connecticut, one product distribution center in New Britain,
Connecticut and a research and development center in West Palm
Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition disclosed $20,157,424 in assets and $19,885,142
in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors of to serve
on the official committee of unsecured creditors.  The Committee
has selected Lowenstein Sandler, LLP to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.
GlassRatner Advisory & Capital Group LLC, serves as its financial
advisor.


ULTIMATE NUTRITION: Wants Access to Cash Collateral Until July
--------------------------------------------------------------
Ultimate Nutrition, Inc., and Prostar, Inc., submitted a brief
memorandum in support of their motion for final authorization to
use cash collateral representing that secured lender, TD Bank,
N.A.'s equity cushion, in and of itself, provides TD with adequate
protection.  The Debtors request for a final order authorizing the
use of cash collateral to continue their business operations until
July 31, 2015.  A copy of the proposed budget and motion is
available for free at:

   http://bankrupt.com/misc/ULTIMATENUTRITION_290_cashcoll.pdf

As adequate protection from any diminution in value of the lender's
collateral, the Debtor will grant the lender replacement liens to
personal property and assets of the Debtors, a superpriority
administrative expense claim status, subject to
carve-out.

TD extended prepetition financing to the Debtors and certain of
their affiliates pursuant to the following:

   (a) a revolving credit and term loan agreement entered into on
       Jan. 20, 2012, under which the amount of approximately
       $8,007,000 was due and owing as of the Petition Date;

   (b) a term loan evidenced by a term note dated Jan. 20, 2012,
       under which approximately $2,417,000 was due and owing as
       of the Petition Date;

   (c) an export revolving line of credit facility entered into on
       March 17, 2009, under which approximately $1,662,000 was
       due and owing as of the Petition Date;

   (d) an equipment line of credit entered into Nov. 8, 2011,
       under which approximately $1,084,000 was due and owing as
       of the Petition Date;

   (e) unlimited continuing guaranty agreements, each dated
       March 17, 2009, under which approximately $1,258,000 was
       due and owing as of the Petition Date.

TD Bank, in its objection, is asking the Court to limit the
duration of the cash collateral order to 30 days based on, among
other things:

   1. a documented decline in value in all three components of the
Bank's collateral from Dec. 17, 2014 to March 31, 2015, in the
amount of $1,502,603; and

   2. an unexplained loss in raw materials between Oct. 31, 2014,
and Dec. 17, 2014, in the amount of $3,841,558 which translates
into an approximate 40% reduction in aw material inventory; and

   3. the production of destruction memo dated Jan. 7, 2015, but
purportedly signed by Brian Rubino, president of the Debtors, on
March 24, 2015 representing the reported destruction of "25 of
various retained Ultimate Nutrition products. 3 pallets of raw
materials samples..." without notice to the Bank and without
referencing what those raw materials were or the value of the
same.

The Official Committee of Unsecured Creditors filed a limited
objection to the Debtors' motion, requesting that the Court
condition the Debtors' use of cash collateral upon the Debtors
providing certain information that the Committee has repeatedly
requested and agreeing to make reasonable concessions.

According to the Committee, the Debtors had failed to provide
certain information including financial statements for 2014 and
both annual and monthly projections through the end of 2015.  The
Committee has also requested long-term projections.  Without this
information, the Committee cannot evaluate the viability of the
Debtors' businesses or the Debtors' ability to confirm a feasible
plan and fund confirmation expenses.

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington,
Connecticut, one product distribution center in New Britain,
Connecticut and a research and development center in West Palm
Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition disclosed $20,157,424 in assets and $19,885,142
in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed three creditors of to serve
on the official committee of unsecured creditors.  The Committee
has selected Lowenstein Sandler, LLP to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.
GlassRatner Advisory & Capital Group LLC, serves as its financial
advisor.



VERMILLION INC: Amends 11.1 Million Shares Resale Prospectus
------------------------------------------------------------
Vermillion, Inc., filed a first amendment to its Form S-3
registration statement relating to the possible resale of up to
11,111,104 shares of its common stock, $0.001 par value per share,
which includes 4,166,659 shares of its common stock that may be
issued upon the exercise of warrants, by James T. LaFrance, The
Seamark Fund L.P., Oracle Institutional Partners, L.P., et al.

The shares and the warrants were issued to the selling stockholders
in connection with a previously disclosed Dec. 23, 2014, private
placement.

Up to 6,944,445 shares may be sold from time to time after the
effectiveness of the registration statement, of which this
prospectus forms a part, and up to 4,166,659 shares may be sold
from time to time after June 23, 2015, which is the date the
warrants pursuant to which such shares may be issued become
exercisable.

The Company will receive no proceeds from any sale by the selling
stockholders of the shares of its common stock covered by this
prospectus, but the Company has agreed to pay certain expenses
relating to the registration of those shares.

The Company's common stock is traded on The NASDAQ Capital Market
under the symbol "VRML."  On May 6, 2015, the last reported sale
price for the Company's common stock on The NASDAQ Capital Market
was $1.90 per share.

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

                        http://is.gd/RKQNE9

                          About Vermillion

Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-11091) on March 30, 2009.  Vermillion's legal
advisor in connection with its successful reorganization efforts
wass Paul, Hastings, Janofsky & Walker LLP.  Vermillion emerged
from bankruptcy in January 2010.  The Plan called for the Company
to pay all claims in full and equity holders to retain control of
the Company.

Vermillion reported a net loss of $19.2 million in 2014, a net loss
of $8.81 million in 2013 and a net loss of $7.14 million in 2012.
As of Dec. 31, 2014, the Company had $24.2 million in total assets,
$4.91 million in total liabilities and $19.3 million in total
stockholders' equity.


VERTELLUS SPECIALTIES: S&P Revises Outlook & Affirms 'B-' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Vertellus
Specialties Inc. to negative from stable.  At the same time, S&P is
affirming its ratings on Vertellus, including its
'B-' corporate credit rating.

"The outlook revision reflects our view of risks to the company's
credit quality arising from a weakening of liquidity and operating
performance," said Standard & Poor's credit analyst Sebastian
Pinto-Thomaz.  "The company's operating performance as of year-end
2014 and the first quarter of 2015 has been below our expectations,
but we anticipate an improvement for the remainder of the year," he
added.

If the company is unable to improve EBITDA, integrate Pentagon, or
improve liquidity, S&P believes credit quality will be hurt, and
S&P would consider a downgrade.  Operating performance has been
hampered by difficulties with the Pentagon Chemicals UK Ltd.
integration and increased volatility in the pyridine business.

S&P's assessment of Vertellus' business risk profile reflects
supply/demand imbalance in the pyridine industry offset by its
strong market position in most of its products, and good geographic
diversity.  Furthermore, the company has improved its operational
efficiency in legacy businesses.  The Pentagon acquisition
represents a continuation of Vertellus' strategy to diversify into
complementary, stable, and more value-added downstream businesses
with favorable growth prospects.

S&P bases its assessment of Vertellus' financial risk profile as
"highly leveraged," on the company's credit measures and its
majority ownership by financial sponsor Wind Point Partners.

S&P considers Vertellus' liquidity to be "less than adequate," and
expects cash sources to exceed cash uses by less than 1x in the
next 12 months.

Vertellus Specialties Inc. is still in the process of integrating
its recent acquisition of British-based, Pentagon Chemicals.  S&P
assumes that the company will maintain sufficient liquidity to meet
all its obligations, and fund most operating requirements; however,
S&P expects that free cash flow generation in 2015 will be modestly
negative on account of increased working capital requirements.

S&P could consider a stable outlook if performance improves in the
second half of the year, liquidity is steady, and covenants are in
compliance.  S&P do not do not envisage an upgrade until the funds
from operations to debt and debt to EBITDA ratios remain steadily
above 10% and below 6x, respectively.



VULCAN MATERIALS: Fitch Assigns 'BB+' Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has assigned initial ratings to Vulcan Materials
Company (NYSE: VMC):

  -- Issuer Default Rating at 'BB+';
  -- Senior unsecured notes at 'BB+/RR4'.

The Rating Outlook is Stable.

KEY RATING DRIVERS

The rating for Vulcan Materials Company (Vulcan) is based on the
company's leading market position in the aggregates industry,
geographically diverse quarry network, solid liquidity position and
improving credit metrics. The rating also takes into account the
relatively stable demand for construction materials prompted by
federal and state government funding of transportation projects,
high barriers to entry and the operating leverage of the company.
Fitch's concerns include the relative volatility of spending on
highway construction, the cyclical and seasonal nature of the
construction industry and the high level of fixed costs in the
company's cost structure.

The Stable Outlook reflects Fitch's expectation of continued
improvement in Vulcan's operating and credit metrics this year as
well as Fitch's stable macro view of the company's various
end-markets for 2015. Fitch forecasts total construction spending
as measured by the Census Bureau (Value of Construction Put in
Place) will increase approximately 7% in 2015.

LEADERSHIP POSITION

Vulcan is the largest producer of construction aggregates in the
U.S. with coast-to-coast operations. Vulcan operated 315 aggregates
facilities at fiscal year-end 2014 with 15.8 billion tons of
aggregates reserves that principally serve markets in 20 states,
Washington D.C. and the local markets surrounding its operations in
Mexico and the Bahamas. Management believes that it has the #1 or
#2 position in 85% of its markets.

Barriers to entry in the aggregates industry are high, as there are
increasingly more stringent zoning and environmental restrictions
that can limit new quarry development. Additionally, the aggregates
business is capital intensive and the high weight of aggregates
makes transportation expensive. Fitch believes that the high
barriers to entry can deter new entrants and somewhat limit
competition, thereby supporting the sustainability of Vulcan's
leading market position over the intermediate to long term.

The company's main focus is on its aggregates business. In 2014,
Vulcan completed the sale of its Florida cement and concrete assets
to Cementos Argos for gross cash proceeds of $720 million. The
company retained all of its aggregates operations in Florida. As
part of the transaction, Vulcan entered into a supply agreement to
provide aggregates to the divested concrete facility, at market
prices, for a period of 20 years.

Vulcan also has asphalt and ready-mixed concrete businesses in
certain markets where it has a large aggregates presence. The
company considers these downstream products an extension of its
aggregates business.

GROWTH STRATEGY

The company seeks to supplement organic growth with selective
bolt-on acquisitions. During 2014, Vulcan completed eight
transactions that expanded its aggregates business in Arizona,
California, New Mexico, Texas, Virginia and Washington D.C., its
asphalt business in Arizona and New Mexico, and its ready-mixed
concrete operations in New Mexico. The company spent $331.8 million
for acquisitions during 2014, including cash of $284.2 million,
$45.2 million of stock, and $2.4 million of asset swaps.

In January 2015, the company completed an asset swap with Cemex,
S.A.B. de C.V. under which Vulcan exchanged 12 ready-mixed concrete
operations in California (representing all of its California
concrete operations) for thirteen asphalt plants primarily in
Arizona. The addition of the asphalt plants expanded Vulcan's
service capabilities in Arizona. The company will continue to
supply aggregates to its former ready-mixed concrete plants in
California.

The company has in the past been a relatively active acquirer,
including between 1999 and 2001 when the company spent about $1.2
billion on acquisitions. In November 2007, the company acquired
100% of the outstanding stock of Florida Rock Industries in a cash
and stock deal valued at $4.7 billion ($3.3 billion of cash and
$1.4 billion of stock). At that time, Florida Rock was a leading
producer of construction aggregates, cement, concrete and concrete
products in the southeastern and mid-Atlantic states.

The Florida Rock acquisition also significantly increased Vulcan's
debt load just as the great recession and severe construction
downturn began. VMC's debt increased from $521.6 million at
year-end 2006 to $3.6 billion at the end of 2007. At the same time,
total industry aggregates shipped for consumption in the U.S. fell
6.9% in 2007 and dropped a further 12.4% in 2008 and 21.3% in 2009.
Vulcan's revenues fell 29.9% from $3.65 billion in 2008 to $2.56
billion in 2010. The company's EBITDA margins declined from a high
of 27.9% during 2007 to 14.2% in 2011. Vulcan's leverage increased
from 0.6x at year-end 2006 to 7.7x at the end of 2011. The company
cut its cash dividend declared per share from $1.96 during 2009 to
$0.04 during 2012 and 2013 to preserve liquidity.

Going forward, Fitch expects the company will be more focused on
bolt-on acquisitions to expand operations in its current markets.
There may also be opportunities to swap assets with other operators
where both parties can benefit from the transaction.

CREDIT METRICS

Vulcan's credit metrics have improved significantly from trough
levels reported during 2011. Leverage as measured by debt to EBITDA
improved from 7.7x at the end of 2011 to 6.0x at year-end 2012,
5.2x at the conclusion of 2013 and 3.4x at the end of 2014. Debt to
EBITDA for the latest 12 months (LTM) ended March 31, 2015 was
3.5x, which included the issuance of $400 million of senior
unsecured notes and the purchase of $127.3 million of senior notes
during the first quarter. The remainder of the new notes was used
in April 2015 to redeem $343.8 million of the company's senior
notes. On a pro forma basis, Fitch estimates debt to EBITDA was
roughly 3.1x for the LTM period ending March 31, 2015.

Fitch expects further improvement in leverage as the company
continues to increase EBITDA and maintains current debt levels.
Fitch projects leverage will be below 3x by the end of 2015.

EBITDA to interest also increased from 1.6x during 2011 to 1.9x
during 2012, 2.4x during 2013, 3.5x during 2014 and 3.9x for the
LTM period ending March 31, 2015. Fitch expects interest coverage
will settle above 4.5x during 2015.

Management is committed to pursuing and maintaining an investment
grade rating and intends to manage leverage (debt to EBITDA)
consistently between 2.0x and 2.5x compared with 3.1x on a pro
forma basis currently.

LIQUIDITY POSITION

Vulcan has a solid liquidity position with cash of $392.7 million
and $446.5 million of borrowing capacity under its $500 million
revolving credit facility as of March 31, 2015. (This liquidity was
prior to debt redemptions completed in April, 2015.)

The company recently completed a number of transactions that lower
Vulcan's interest expense and extend its debt maturities. In March
2015, Vulcan completed the issuance of $400 million of 4.5% senior
unsecured notes due 2025. The company used the proceeds from the
notes issuance, together with cash and borrowings under the
revolving credit facility, to fund the purchase (through tender
offers and redemption) of certain of its existing senior notes for
$530.9 million (including premiums above the principal amount and
transaction costs) during March and April 2015.

With the completion of these transactions, the company only has
$150 million of debt maturing in the next three years, including
$150 million of senior notes that mature in December 2015. Fitch
expects the company will use its revolving credit facility to fund
this maturity. The next debt maturity is in 2018, when $522.6
million of senior notes become due.

Vulcan expects to close on a new line of credit in May 2015 that
will, among other things, increase the commitment amount from $500
million to $750 million and extend the expiration date from March
2019 to May 2020. This transaction will further enhance Vulcan's
liquidity position.

FREE CASH FLOW GENERATION

The company generated free cash flow (FCF: Cash flow from
operations less capital expenditures and dividends) of $20.4
million (0.7% FCF margin) during the March 31, 2015 LTM period
compared with $6.6 million (0.2% FCF margin) during 2014, $75.8
million (2.7%) in 2013 and $139.9 million (5.4%) in 2012. The FCF
during 2013 and 2012 included $153 million and $73.6 million,
respectively, of proceeds from the sale of future aggregates
production under two volumetric production payment agreements.
Fitch projects Vulcan will generate FCF margins of about 2.5%-3.5%
during the next few years.

Vulcan increased its quarterly dividend twice during 2014, from
$.01 per share to $0.05 per share in February 2014 and $0.06 per
share in July 2014. In February 2015, the company further grew its
quarterly dividend to $0.10 per share. Fitch expects Vulcan will
continue to increase dividends in line with earnings growth.

Fitch projects Vulcan will generate sufficient cash flow to fund
capital expenditures and dividends, and excess cash flow will be
deployed for bolt-on acquisitions and share repurchases.

CONSTRUCTION SECTOR OUTLOOK

Fitch expects total industry construction spending will increase
7.1% during 2015 following a 5.5% growth in 2014. Private
residential construction spending is projected to advance 10.5%
while private non-residential construction is expected to grow 7%
this year. Public construction spending is projected to increase
3%, although Fitch expects highway spending will perhaps advance at
a faster pace.

Fitch expects industry aggregates shipments will grow
mid-single-digit percentage this year. Fitch also expects industry
aggregates pricing will grow in the low to mid-single-digit range,
perhaps modestly higher than the historical long-term industry
average annual price growth of 2%-3%.

KEY ASSUMPTIONS

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

   -- U.S. construction spending increases 7% during 2015;
   -- Vulcan's heritage aggregates shipments and pricing rise mid-
      single digits during 2015;
   -- EBITDA margins improve 200-300 bps during 2015;
   -- Debt/EBITDA at year end 2015 settles below 3.0x and interest

      coverage exceeds 4.5x;
   -- Vulcan generates FCF margin of 2.5% - 3.5% during the next
      few years.

RATING SENSITIVITIES

Future ratings and Outlooks will be influenced by broad
construction market trends and how the company manages its capital
structure through the cycle, including FCF trends and uses.

Positive rating actions may be considered if the company shows
sustained improvement in financial results and credit metrics,
including debt to EBITDA consistently below 3.0x, funds from
operations (FFO) adjusted leverage approaching 3.5x and interest
coverage is sustained above 6.0x.

On the other hand, a negative rating action may be considered if
the recovery in the U.S. construction market dissipates and there
is a sharp decline in aggregates shipments (perhaps in excess of
10%), leading to weaker than expected credit metrics, including
debt to EBITDA levels consistently above 4.0x, FFO adjusted
leverage is sustained above 4.5x and interest coverage falls below
3.0x.



WEST COAST GROWERS: Files Amended Schedules of Assets & Liabilities
-------------------------------------------------------------------
West Coast Growers, Inc., filed with the U.S. Bankruptcy Court for
the Eastern District of California, another amendment to its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $12,091,374
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $49,176,863
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $406,756
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $10,032,980
                                 -----------      -----------
        TOTAL                    $12,091,374      $59,616,599

In the Debtor's previous amended schedules, it disclosed
$12,091,374 in assets and $59,766,599 in debt..

A copy of the Amended Schedules is available for free at
http://is.gd/VbTHlV

                      About West Coast Growers

West Coast Growers, Inc., a Kerman, California-based processor and
distributor of California raisins, sought Chapter 11 bankruptcy
protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015,
in Fresno, California.  The case is assigned to Judge W. Richard
Lee.

Related entity Salwasser, Inc. (the 100% shareholder of WCG) also
sought bankruptcy protection on March 20, 2015 (Case No.
15-11080).  Charlotte Ellen Salwasser filed a Chapter 11 petition
(Case No. 15-10705) on Feb. 26, 2015.  Ms. Salwasser an husband
George Salwasser are the principals and 50% shareholders of
Salwasser, Inc.  Mr. Salwasser is the president of WCG, and Ms.
Salwasser is the vice president and secretary of WCG.

West Coast Growers disclosed total assets of $10.1 million and
total liabilities of $59.6 million.

Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder,
Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball,
LLP, serve as West Coast Growers' attorneys.  Peter L. Fear, Esq.,
at Fear Law Group, P.C., represents Salwasser as counsel.


WINLAND OCEAN: China Merchants Bank Seeks to Lift Stay
------------------------------------------------------
China Merchants Bank Co. Ltd., a secured lender, asks the U.S.
Bankruptcy Court to lift the automatic stay to allow it to exercise
its contractual and legal rights and remedies under security
documents and applicable law against 2 vessels owned by Winland
Ocean Shipping Corp., et al., and any other collateral.

CMB loaned the Debtors $25 million to purchase two ships -- the
M.V. Rui Lee and the M.V. Fon Tai.  CMB has a mortgage on the two
ships and a security interest in all of their earnings.  The
Debtors defaulted prepetition under the loan agreement by failing
to pay CMB.  

CMB moves to lift the stay because (i) the Debtors are not
adequately protecting and cannot adequately protect CMB's interest
in the CMB Vessels, and (ii) the Debtors have no equity in the CMB
Vessels and the CMB Vessels are not necessary to an effective
reorganization.

CMB submits that the Debtors are not adequately protecting and
cannot adequately protect CMB's interests in the CMB Vessels.  The
Debtors are not making periodic cash payments and have no means to
do so.  Just one of the Debtors' three ships is operating and,
according to the Debtors' own projections -- which are predicated
on a dramatic increase in day rates for dry bulk vessels and may
not include necessary costs to preserve and maintain the one
operating CMB Vessel -- the Debtors will be on the precipice of
administrative insolvency by May.  If rates do not recover, the
budget will be deeply underwater.  Moreover, the budget assumes no
adequate protection payments to CMB and no professionals' fees.
Additionally, it appears that there is little or no equity cushion
protecting CMB's interest in the CMB Vessels.  And, each day, as
the ships depreciate, CMB's claim continues to grow with interest,
fees and costs, including significant costs associated with the
arrest of the M.V. Rui Lee in Singapore.  The Debtors do not have
unencumbered assets on which to grant CMB replacement liens.

CMB avers that the Debtors here are essentially three single-asset
debtors (and its parent), and only one asset is generating any
revenue.  According to the bank, the Debtors' only reorganization
prospect is dependent upon unsubstantiated hope that the market for
chartering ships will significantly improve in a very short period
of time.  Hoping for a market rebound, however, is not a basis for
reorganization and has been consistently rejected by the Fifth
Circuit as a sufficient basis to resist a lift stay motion, CMB
tells the Court.

China Merchants Bank is represented by:

         Andrews Kurth LLP
         Timothy A. Davidson II, Esq.
         Joseph P. Rovira, Esq.
         600 Travis, Suite 4200
         Houston, Texas 77002
         Tel: (713) 220-4200
         Fax: (713) 220-4285

                    About Winland Ocean Shipping

Winland Ocean Shipping Corp. is mainly engaged in ocean
transportation of dry bulk cargoes worldwide through the ownership

and operation of dry bulk vessels and chartering brokerage
services. The company operates in the People's Republic of China,
Japan, Korea, the Russian Federation, and southern and eastern
Asia.  Winland Ocean Shipping is based in Sheung Wan, Hong Kong.

Winland Ocean Shipping Corporation and its five affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Feb. 12, 2015

(Bankr. S.D. Tex., Case No. 15-60007).  The case is assigned to
Judge David R Jones.

The Debtors are represented by Matthew Scott Okin, Esq., George Y.

Nino, Esq., and Ruth E. Piller, Esq., at Okin & Adams LLP, in
Houston, Texas.  The petition was signed by Robert E. Ogle, chief
restructuring officer.



WINLAND OCEAN: Won Lee Sues China Merchants to Recover Vessel
-------------------------------------------------------------
Debtor-affiliate Won Lee Shipping Co. Ltd. (HK) has filed a
complaint to compel turnover of property and for preliminary and
permanent injunctive relief.  Won Lee filed the action to recover
the vessel, the M.V. Rui Lee, which has been arrested by defendant
China Merchants Bank Co. Ltd. at a port in Singapore.

Won Lee owns the M.V. Rui Lee vessel and is an individual ship
owning company that is engaged in the business of international
ocean transportation of bulk cargo.  Defendant China Merchants Bank
Co. Ltd. loaned money to the Debtors which Won Lee used to purchase
the vessel.

Matthew S. Okin, Esq., relates that the Defendant did not seek
relief from the automatic stay, yet the Defendant continues to
exercise control over the Vessel in clear violation of Sec.
362(a)(3) of the Bankruptcy Code.  The Plaintiff has informed
Defendant of its pending bankruptcy case and has requested that
Defendant turn over the Vessel as property of the bankruptcy
estate.  Despite these attempts, Defendant has refused to turn over
the Vessel to the Plaintiff.  The Defendant is not only in
violation of the automatic stay but continues to knowingly and
willfully violate the automatic stay to the detriment of the
Plaintiff's bankruptcy estates and, ultimately, to the detriment of
the Plaintiff's creditors.

Mr. Okin states that the Plaintiff's business relies on the
operation of its Vessel.  The seizure of the Vessel prevents the
Plaintiff from operating in the ordinary course of business.  The
Plaintiff is unable to generate revenue because the Vessel is
prohibited from obtaining and fulfilling charter obligations.  The
Plaintiff's sole revenue generating asset is the Vessel; without
it, the Plaintiff's business will not be able to exist.
Furthermore, as the Vessel sits in port unable to work, it is
accruing additional liabilities, such as crew wages, crew
provisions, bunkers, and costs of in custodia legis, among others.
In addition, Defendant's dominion and control over the Vessel
injures Plaintiff's reputation and goodwill by calling into
question Plaintiff's ability to timely deliver cargo and fulfill
charter obligations.

                    About Winland Ocean Shipping

Winland Ocean Shipping Corp. is mainly engaged in ocean
transportation of dry bulk cargoes worldwide through the ownership
and operation of dry bulk vessels and chartering brokerage
services. The company operates in the People's Republic of China,
Japan, Korea, the Russian Federation, and southern and eastern
Asia.  Winland Ocean Shipping is based in Sheung Wan, Hong Kong.

Winland Ocean Shipping Corporation and its five affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Feb. 12, 2015
(Bankr. S.D. Tex., Case No. 15-60007).  The case is assigned to
Judge David R Jones.

The Debtors are represented by Matthew Scott Okin, Esq., George Y.
Nino, Esq., and Ruth E. Piller, Esq., at Okin & Adams LLP, in
Houston, Texas.  The petition was signed by Robert E. Ogle, chief
restructuring officer.



WISE REGIONAL: Fitch Affirms Revenue Bonds at 'BB+'
---------------------------------------------------
Fitch Ratings affirms the 'BB+' rating on approximately $94.2
million of series 2014 revenue bonds issued by Decatur Hospital
Authority (TX) on behalf of Wise Regional Health System (WRHS).

The Rating Outlook is Stable.

SECURITY:

Bond payments are secured by a pledge of gross revenues of the
authority's hospital facilities, a fully funded debt service
reserve fund, and a first lien on certain mortgaged property and
land on which hospital facilities are located.

KEY RATING DRIVERS

HIGH LEVERAGE AND MIXED LIQUIDITY: The major factor for the below
investment grade (BIG) rating is Wise's high debt load with maximum
annual debt service (MADS) of $9.1 million equal to 4.4% of
revenues. Cash and unrestricted investments of $50.2 million at
Dec. 31, 2014 translate to a weak 38% cash-to-debt ratio, lower
than Fitch's BIG median of 56%, but days cash on hand (DCOH) at
103.2 days is better than the median. EBITDA coverage of MADS was
adequate at 3.5x.

SOLID PROFITABILITY: While somewhat lower than in the prior year,
profitability was still solid in fiscal 2014 (year-end Dec. 31)
with operating margin of 6.4% and operating EBITDA margin of 14.6%.
Profitability was compressed due to the startup expenses and lease
payments of the new Parkway Surgical and Cardiovascular Hospital
(Parkway), which opened in May 2014, as well as depreciation
expense associated with the purchase of the WRHS Bridgeport
facility in 2013.

LEADING MARKET SHARE: WRHS's market share in its Primary Service
Area (PSA) increased to 57.1% from 56.5% in 2013. No other single
hospital has a market share greater than 10% in the PSA. Fitch
views the system's strong market presence, bolstered by the opening
of the 12-bed Parkway in 2014, as a credit positive.

EXTENSIVE CAPITAL PLANS: The system is constructing a $13 million
rehabilitation and sports medicine facility on the main Decatur
East campus, partially funded with $10 million of new money from
the series 2014 issuance. There may be additional expansion plans
in the near- to medium-term, the largest of which is the addition
of a new bed tower to the current East Campus, but the plans are
dependent on assessment of debt capacity.

RATING SENSITIVITIES

LITTLE CAPACITY FOR ADDITIONAL DEBT: Fitch believes WRHS does not
have capacity for additional debt at the current rating level. Any
additional debt would be expected to be complemented with a
commensurate increase in liquidity.

CREDIT PROFILE

WRHS is a healthcare system located in Decatur, TX and owned and
operated by the Decatur Hospital Authority. The authority is not a
taxing district and the system is not supported by tax collections.
WRHS operates a 134-bed general acute care hospital which is split
into two campuses, the West Campus and the East Campus, in Decatur,
TX. In addition, WRHS operates a campus in Bridgeport, TX, as an
outpatient facility and in May 2014 opened its new 12-bed Parkway
Surgical and Cardiovascular Hospital in Fort Worth, TX. WRHS
reported $202.3 million in total revenues in fiscal 2014.

SOLID PROFITABILITY

WRHS reported operating income of $13.9 million in fiscal 2014,
equal to an operating margin of 6.4% and operating EBITDA margin of
14.6%, significantly above the BIG category medians. WRHS benefits
from the contributions from the Texas Medicaid 1115 Waiver program,
which is set to expire in 2016, with no certainty of whether or in
what form it may be extended beyond that time. In fiscal 2014 WRHS
received $20.3 million from the supplemental payments under the
program. The 2014 results were lower than the $21.8 million
operating income in the prior year due for several reasons,
including the start-up expenses of Parkway and Parkway's somewhat
lower than budgeted profitability, as well as the opening of two
imaging centers and the higher capital costs associated with
Parkway and the Bridgeport facilities. Management has budgeted
operating income of $13.6 million, consistent with the most recent
fiscal year.

WRHS is participating in A Texas Nursing Facility Upper Payment
Limit Supplemental Program (NFUPL) program, which allows nursing
homes to receive additional Medicaid funds. WRHS leases 13 nursing
homes under the program which are being managed by existing
operators through management agreements. By virtue of the lease
agreements, each long-term care facility qualifies as a
'non-state-government operated nursing facility' and is then
eligible to receive higher reimbursement payments which are then
shared with WRHS. WRHS received $1.1 million under the program in
2014 and expects to receive approximately $6 million-$7 million
before the program sunsets in 2016.

The Parkway facility opened in mid-2014 with 12 inpatient beds and
four operating rooms, and operates what is essentially a
specialized surgical facility focusing on orthopedics, neurology
and spine surgery. While it is located closer to the Dallas-Fort
Worth Metroplex than the WRHS main Decatur campuses and within
close proximity to two full service hospitals, the 'surgical niche'
nature of this facility and the convenient practice setting it
offers to surgeons insulates it somewhat from this much more
competitive marketplace. Parkway lost $2.4 million in 2014 due to
the startup expenses and higher cost of certain surgical implants,
but management reports that it was profitable in each of the last
six months and has a favorable payor mix, with significant
percentage of revenues from commercial payors.

Management has decided to relinquish the inpatient license for
Bridgeport, located only 12 miles from the main WRHS campus, and to
consolidate surgical services at the Decatur East campus, which
should significantly reduce expenses as this location is now being
more appropriately operated solely as an outpatient facility and
urgent care clinic. Space may also be used for certain back office
functions, thereby freeing up much needed capacity at the main
Decatur campus.

LOW, BUT IMPROVING LIQUIDITY

WRHS's cash position has materially improved over the last few
years, with unrestricted cash and investments more than doubling to
$50.2 million at Dec. 31, 2014 from $22.4 million in fiscal 2011.
At 2014 year-end the system's reported cash and unrestricted
investments equated to 103.1 DCOH, above the BIG median of 74.8
days, and cushion ratio of 5.5x, consistent with the median.
Fitch's calculation of DCOH eliminates the expenses of the nursing
homes in the NFUPL program, as WRHS is not liable for expenses
beyond the management fees, which are paid from the nursing home
revenues. Management has budgeted an increase in DCOH to 125 days
by end of fiscal 2015.

DEBT PROFILE

The 2014 issuance increased leverage, resulting in a stressed 37.9%
cash-to-debt, below the 55.7% category median, and 5.5x cushion
ratio. The system has a conservative debt structure with all
fixed-rate debt and coverage of MADS was an adequate 3.5x in fiscal
2014. MADS as a percent of revenues has moderated slightly but at
4.4% is still unfavorable compared to the BIG median of 4%.

EXTENSIVE CAPITAL PLANS

A current project is to construct a 69,000 square foot
rehabilitation and sports medicine facility adjacent to the main
Decatur East Campus. The $13 million cost will be partially funded
from $10 million available in escrow from the series 2014 issuance,
with the rest to be generated from operating cash-flow.
Construction will commence this month and completion is projected
for June 2016. WRHS has exhibited a fairly aggressive growth
strategy in recent years, and has substantial capital plans in the
medium term to accommodate the steady population growth. Management
had discussed plans for a possible second tower to be built on
their East Campus in as soon as three years. The approximate cost
of the project could be as high as $62 million, $22 million of
which is expected to be generated from cash flow, which would be
further dilutive to the system's leverage metrics. Fitch
acknowledges the necessity of such expansion projects, but notes
that WRHS's current financial profile does not have capacity for
additional debt at the current rating level.



Z TRIM HOLDINGS: Seasoned Food Industry Executive Joins as CFO
--------------------------------------------------------------
Z Trim Holdings, Inc., announced the addition of Anthony Saguto to
the Z Trim management team as chief financial officer to replace
John Elo effective May 18, 2015.  The Company also announced the
retirement of longtime board member Brian Israel who served for 8
years.

Mr. Saguto has spent over 25 years in corporate finance management
at prominent food manufacturing firms such as Kronos Foods, Foulds,
Rymer Foods and Beatrice.  From 1994 to 2011, he was controller and
chief financial officer of Stampede Meat, a beef, pork and poultry
producer where he was a member of the founding management team.
Stampede was sold in 2007 to Fairmont Capital for $127 million.  He
received his undergraduate degree in accounting at the University
of Illinois at Chicago and passed the CPA exam. Mr. Saguto will
take over from retiring CFO John Elo.

"I'm looking forward to working with the Z Trim team," Saguto said.
"I believe that this company is on the verge of a breakout with
both its multifunctional Z Trim and its prebiotic soluble fiber BFG
poised to make foods we all eat every day healthier while providing
significant cost savings for its customers.  I am confident my
colleagues across the food industry will be very interested in
learning more about these innovative products."

"We appreciate John Elo's service to the company and wish him well
in retirement," said Ed Smith, Z Trim's CEO.  "We are fortunate to
have found Tony Saguto, who will provide substantial depth to our
management team.  In addition to his track record of success at
Stampede, we expect that his food industry experience and contacts
will help us tremendously as we increase our penetration of the
meat industry."

Board Chairman Mo Garfinkle commented on retired External Director
Brian Israel, saying, "Brian is a strong and dedicated leader.  Z
Trim benefited from Brian's advice and counsel and the many hours
he dedicated to making Z Trim a better company since 2007.  We
thank him for his many years of service and wish him and his family
the best going forward."

In connection with his appointment, Mr. Saguto  will receive an
annual base salary of $150,000.

                            About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

Z Trim Holdings reported a net loss of $5.57 million in 2014,
following a net loss of $13.4 million in 2013.  As of Dec. 31,
2014, the Company had $3.06 million in total assets, $3.37 million
in total liabilities and a $307,000 total stockholders' deficit.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2014, citing that the Company does not have
enough cash on hand to meet its current liabilities and has had
reoccurring losses as of Dec. 31, 2014.  These conditions raise
substantial doubt about its ability to continue as a going
concern.


[*] Two Attorneys Join Honigman Miller's Detroit Office
-------------------------------------------------------
Two attorneys have joined Honigman Miller Schwartz and Cohn LLP in
its Detroit office.  Robert Kiburz is a partner in the firm's
Corporate Department and Lyndsey K. Kitson is an associate in the
firm's Labor and Employment Department.

Kiburz focuses his practice on private equity matters and counsels
investors and their portfolio companies on complex business
transactions, including mergers, acquisitions, recapitalizations,
dispositions, joint ventures, restructurings, and debt and equity
financings.  He was recognized as a "Rising Star" by Illinois Super
Lawyers from 2012 to 2014.  Kiburz is admitted to practice in
Illinois and his admission to the State Bar of Michigan is
pending.

He earned a J.D., magna cum laude, from the University of Michigan
Law School, where he was a member of the University of Michigan Law
Review.  He is a member of the Order of the Coif.  Kiburz received
a B.A., magna cum laude, in economics from DePauw University.

He joins Honigman from Kirkland & Ellis LLP in Chicago, Illinois.

Mr. Kiburz may be reached at:

         Robert A. Kiburz, Esq.
         HONIGMAN MILLER SCHWARTZ AND COHN LLP
         2290 First National Building
         660 Woodward Avenue
         Detroit, MI 48226
         Tel: (313) 465-7444
         Fax: (313) 465-7445
         Email: rkiburz@honigman.com

Kitson concentrates her practice on labor and employment matters.
She counsels clients on compliance under employment protection
statutes, including the Taft-Hartley Act. Kitson is admitted to
practice in Michigan.

She earned a J.D., cum laude, from Thomas M. Cooley Law School,
where she was a senior associate editor of the Thomas M. Cooley Law
Review.  Kitson received a B.S., magna cum laude, in
pre-law/political science with a minor in philosophy from Grand
Valley State University.

She joins Honigman from Sullivan, Ward, Asher & Patton P.C. in
Southfield, Michigan.

Ms. Kitson may be reached at:

         Lyndsey K. Kitson, Esq.
         HONIGMAN MILLER SCHWARTZ AND COHN LLP
         2290 First National Building
         660 Woodward Avenue
         Detroit, MI 48226
         Tel: (313) 465-7276
         Fax: (313) 465-7277
         Email: lkitson@honigman.com


[] Richard Levin Joins Jenner & Block's New York Office as Partner
------------------------------------------------------------------
Jenner & Block LLP on May 11 disclosed that internationally
renowned restructuring and bankruptcy lawyer Richard Levin -- an
author of the 1978 US Bankruptcy Code and recipient of the 2015
Distinguished Service Award from the American College of Bankruptcy
-- is joining the firm as a partner in its New York office and
becoming a member of its nationally recognized Bankruptcy, Workout
and Corporate Reorganization Practice, effective May 18, 2015.

Mr. Levin is a distinguished leader in the bankruptcy profession,
having forged a preeminent reputation as a restructuring,
bankruptcy and creditor-debtor rights lawyer in his nearly 40 years
in practice -- by leading or playing a major role in numerous
precedent-setting domestic and cross-border insolvency
proceedings.

"Rich is simply one of the foremost bankruptcy professionals," said
Terrence J. Truax, managing partner of Jenner & Block.  "His
reputation for handling all facets of bankruptcy law -- including
commercial and municipal bankruptcies, restructurings and workouts
-- is unsurpassed.  We are excited that Rich is joining the firm
and is a significant additional presence in New York to our
Bankruptcy, Workout and Corporate Reorganization Practice.  We are
a firm of ever-expanding global reach, and Rich's presence further
strengthens our capabilities."

Mr. Levin joins the firm after serving as a partner at Cravath,
Swaine & Moore LLP (2007-2015), where he chaired its Restructuring
Practice.  Among his numerous accomplishments there, he advised on
the Detroit Institute of Arts (DIA) on the City of Detroit's
bankruptcy case, coordinating a broad effort that protected the
DIA's priceless collection from the city's creditors, and
negotiated the first and most favorable settlement of clawback
claims in the Bernard L. Madoff Investment Securities SIPA
proceeding.

"Jenner & Block has a history of involvement in some of the most
high-profile and complex corporate reorganizations, manifested most
recently by the service of our Chairman, Anton Valukas, as Examiner
in the Lehman Brothers case," said Daniel R. Murray, chair of the
firm's Bankruptcy, Workout and Corporate Reorganization Practice.
"Rich's entire career similarly has been marked by the highest
quality of service to his clients and a deep dedication to the
development of restructuring law.  By joining Jenner & Block, Rich,
with the knowledge, experience and leadership skills he brings,
will enable our firm to further its commitment to our clients and
remain on the cutting edge of the development of the law in this
area."

Before Cravath, Mr. Levin was a partner at Skadden, Arps, Slate,
Meagher & Flom LLP & Affiliates (1997-2007); chief financial
officer and general counsel at Whittaker Corporation (1994-1997);
shareholder at bankruptcy boutique firm Stutman, Treister & Glatt
Prof. Corp. (1978-1994); and assistant counsel to the US House of
Representatives Committee on the Judiciary (1975-1978).  He serves
as chair of the National Bankruptcy Conference and is a Fellow and
former regent, board member and vice president of the American
College of Bankruptcy.

Mr. Levin provides additional pedigree to a New York office that
has undergone substantial litigation and corporate growth over the
past several years.  "We are delighted that Rich -- unquestionably
a superstar in his field -- has decided to join Jenner & Block,"
said Richard F. Ziegler, managing partner of the firm's New York
office.  "The firm is committed to growing our decade-old New York
office, which has quickly become a top choice for superb lawyers of
all levels of seniority who value the law as a profession and find
great satisfaction in practicing in an intensely collegial
setting."

Mr. Levin was a member of the American Bankruptcy Institute's
Commission to Study Reform of Chapter 11, which recently issued its
final report and recommendations, and served as a consultant to the
World Bank and the Central Bank of Brazil regarding Brazil's 2005
bankruptcy legislation.  Since 2002, he has served as a faculty
member at the Federal Judicial Center's Bankruptcy Judge Workshops.
He is also a lecturer in law at Harvard Law School and a
sought-after speaker and author on a range of bankruptcy issues.
Mr. Levin has repeatedly been recognized as one of the foremost
practitioners of bankruptcy and creditor-debtor rights law by,
among others, Chambers USA and Chambers Global, Best Lawyers in
America and Benchmark Litigation.  He earned his JD from Yale Law
School and his SB from the Massachusetts Institute of Technology.

"With its strong reputation for handling litigation, corporate and
bankruptcy matters, Jenner & Block is an ideal platform where my
practice can flourish," Mr. Levin said.  "I have known personally
and admired many of the firm's talented partners and have great
respect for several of the bankruptcy lawyers with whom I have
worked (or been opposite from) on numerous matters.  The work they
have done in the private equity bankruptcy area is a perfect fit
with my practice.  I am excited to join a firm so steadfastly
committed to excellence and to public service.  I am eager to play
a role in helping the firm grow its transactional practice and
presence in New York."

Jenner & Block's commitment to public service and pro bono matches
Rich's similar career-long commitment, exemplified by the numerous
public service accolades he has received, including the 2013
Distinguished Service Award for Lifetime Achievement from the Emory
Bankruptcy Developments Journal and the 2012 National Conference of
Bankruptcy Judges Endowment for Education Excellence in Education
Award.

     About Jenner & Block's Bankruptcy, Workout and Corporate
                   Reorganization Practice

Jenner & Block's bankruptcy and restructuring lawyers handle a wide
range of matters in high-profile and complex corporate
reorganizations and related litigation across the United States.
Our experience covers a broad array of industries, including
financial, food, manufacturing, government contracting,
hospitality, real estate, public utility, telecommunications,
gaming, entertainment, insurance, retail, airline and
transportation.  The firm has represented hundreds of clients in
bankruptcy adversary proceedings, contested matters, plan disputes
and insolvency-related litigation.  Its lawyers have both defended
against and prosecuted major fraudulent transfer, preference and
successor liability actions, and within the past five years have
tried dozens of such cases to conclusion.  Practice group members
also regularly provide strategic advice to corporate clients
concerning bankruptcy and insolvency matters; represent them in
connection with out-of-court restructurings and distressed purchase
and sales; and serve as committee counsel.  The practice was
honored in early 2015 as a Law360 Practice Group of the Year.
Recent results included protecting benefits for nearly 50,000
American Airlines Corp. retirees; winning $272 million in damages
for Emerald Casino's estate; and presenting oral arguments before
the U.S. Supreme Court in Wellness International Network et al. v.
Sharif dispute that could define the scope of bankruptcy courts'
jurisdiction.

                        About Jenner & Block

Jenner & Block -- http://www.jenner.com-- is a law firm with a
global reach, with approximately 450 lawyers and offices in
Chicago, London, Los Angeles, New York and Washington, DC.   Now
entering its second century of service, the firm is known for its
prominent and successful litigation practice and experience
handling sophisticated and high-profile corporate transactions.
Firm clients include Fortune 100 companies, large privately held
corporations, financial services institutions, emerging companies
and venture capital and private equity investors.  In 2014,
TheAmerican Lawyer magazine named Jenner & Block as the number one
Pro Bono Law Firm for the fifth time in seven years.


                            *********

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 ***