TCR_Public/150618.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, June 18, 2015, Vol. 19, No. 169

                            Headlines

800 BUILDING: Gets Approval to Sell Property for $20.7-Mil.
ALCO CORP: Aug. 19 Hearing on Request for Issuance of Final Decree
ALLY FINANCIAL: Director Mathew Pendo Resigns
AMERILIFE GROUP: S&P Assigns 'B' LT Corp. Credit Rating
AMG CAPITAL: Fitch Ups Trust Preferred Securities Rating to 'BB+'

ARCHDIOCESE OF ST. PAUL: Seeks Permission to Hire Criminal Defense
ASHLAND INC: S&P Assigns 'BB' Rating on $1.1BB Sr. Unsecured Debt
ASLAM LLC: Voluntary Chapter 11 Case Summary
ASTRO AB BORROWER: SP Assigns Final 'B+' ICR, Outlook Stable
AUTO GOBBLER: Case Summary & 3 Largest Unsecured Creditors

BINDER & BINDER: Waters Place Wants Stay Lifted to Repossess Land
BLACKSANDS PETROLEUM: Incurs $552,000 Net Loss in Second Quarter
BLUESTEM BRANDS: Moody's Affirms 'B2' CFR Over Orchard Brands Deal
BLUESTEM BRANDS: S&P Raises CCR to 'B+', Outlook Stable
BRAND ENERGY: Bank Debt Trades at 3% Off

CAESARS ENTERTAINMENT: 2017 Bank Debt Trades at 11% Off
CAESARS ENTERTAINMENT: 2020 Bank Debt Trades at 5% Off
CAESARS ENTERTAINMENT: CEOC Responds to UMB Bank Lawsuit
CAL DIVE: Asks Judge to Extend Deadline to Remove Suits
CARECENTRIX INC: Moody's Assigns 'B2' Corporate Family Rating

CENTRAL OKLAHOMA: Creditor Wants Stay Lifted to Recover Cash Bond
CHN CONSTRUCTION: SunTrust's Bid for Derivative Standing Denied
COLT DEFENSE: Moody's Cuts Rating to D-PD After Bankruptcy Filing
COLT DEFENSE: Taps KCC as Claims and Noticing Agent
COLT DEFENSE: Wants Colt Holding as Foreign Representative

COOPER TIRE: S&P Revises Outlook to Positive & Affirms 'BB-' CCR
DASEKE INC: Moody's Assigns 'B1' Corporate Family Rating
ELBIT IMAGING: Court Dismisses Appeal on Plan of Arrangement Order
ELITE PHARMACEUTICALS: Reports $28.9M Net Income in Fiscal 2015
FINANCIAL HOLDINGS: Case Summary & 2 Largest Unsecured Creditors

G & A FINE FOODS: Case Summary & 20 Largest Unsecured Creditors
GENERAL CONCRETE: Case Summary & 20 Largest Unsecured Creditors
GENESIS HEALTHCARE: 24 SNF Acquisition No Impact on Moody's B3 CFR
GETTY IMAGES: Bank Debt Trades at 18% Off
GOINS WASTE OIL: Voluntary Chapter 11 Case Summary

HILLMAN GROUP: S&P Affirms 'B' Corporate Credit Rating
INNER HARBOR: Bid for Summary Judgment Granted
INNOVASYSTEMS INC: Bid to Amend Claim Estimate Order Denied
J. CREW: Debt Trades at 12% Off
JELD-WEN INC: Moody's Affirms 'B1' CFR, Outlook Stable

JTS LLC: Johnson's Tire Service in Alaska Seeks Chapter 11
KENDALLWOOD HOSPICE: Case Summary & 20 Top Unsecured Creditors
LERIN HILLS: Proposes Dykema as Bankruptcy Counsel
LERIN HILLS: Proposes Golden Steves as Real Estate Counsel
LIBERTY TIRE: Moody's Assigns 'Caa2' CFR, Outlook Stable

LIBERTY TIRE: S&P Assigns 'B-' CCR, Outlook Stable
MAGNUM HUNTER: Moody's Lowers Corporate Family Rating to 'Caa2'
MILLENNIUM HEALTH: Moody's Lowers Corporate Family Rating to 'B2'
MONTREAL MAINE: Ch. 11 Trustee Seeks to Disband Victims' Committee
MRI INTERNATIONAL: Court Appoints Receiver for Assets

NAKED BRAND: Posts $1.8 Million Net Loss in First Quarter
NESCO LLC: S&P Lowers Corp. Credit Rating to 'B-'
NISKA GAS: Moody's Retains 'Caa1' Rating on Brookfield Deal
PACIFIC DRILLING: Bank Debt Trades at 15% Off
PARKVIEW ADVENTIST: Case Summary & 20 Largest Unsecured Creditors

PEROXYCHEM LLC: Moody's Hikes CFR to 'B2', Outlook Stable
PLANDAI BIOTECHNOLOGY: Transfers Principal Offices to Arizona
POLYCONCEPT FINANCE: Moody's Alters Outlook to Stable & Affirms CFR
PROPULSION ACQUISITION: Moody's Assigns 'B2' CFR, Outlook Stable
PROPULSION ACQUISITION: S&P Assigns 'B' CCR, Outlook Stable

QUANTUM FOODS: Gets Court Approval to Settle Antler Claims
QUEST SOLUTION: Enters LOI to Merge with ViascanQData
RADIAN GROUP: Moody's Affirms 'Ba1' IFS Rating, Outlook Positive
RADIOSHACK CORP: June 25 Hearing on Salus' Conversion Bid
RAYMOND & ASSOCIATES: Voluntary Chapter 11 Case Summary

REGAL ENTERTAINMENT: Fitch Affirms 'B+' Issuer Default Ratings
RESIDENTIAL CAPITAL: Trust Fails to Nix Breach of Contract Claims
REXFORD PROPERTIES: Case Summary & 20 Top Unsecured Creditors
SABINE OIL: Decides Not to Pay $21 Million Notes Interest
SABRA HEALTH: Fitch Affirms 'BB+' Issuer Default Ratings

SCHUPBACH INVESTMENTS: 10th Cir. Keeps Nondischargeability Order
SKYSTAR BIO-PHARMA: Plans to Regain NASDAQ Listing Compliance
SOURCE HOME: Asks Court to Close Ch. 11 Cases of 7 Debtors
SOURCE HOME: Judge Extends Deadline to Remove Suits to Sept. 16
ST. JOSEPH'S HOSPITAL: S&P Revises Outlook on 'BB' Rating to Dev.

STANDARD PACIFIC: Ryland Merger No Impact on Moody's Debt Secs.
STATER BROS: S&P Affirms 'B+' CCR Then Withdraws Rating
STELLAR BIOTECHNOLOGIES: Grants Options to Non-Employee Directors
STRATECO RESOURCES: Names E&Y as Monitor for CCAA Proceeding
STRICK CHEX: Case Summary & 20 Largest Unsecured Creditors

SYNERGISTIKS INC: Case Summary & 20 Largest Unsecured Creditors
TARGET CANADA: Claims Bar Date Set for August 31
THERAPEUTICSMD INC: Stockholders Elect 10 Directors
TN-K ENERGY: Incurs $674,000 Net Loss in 2014
TRANSUNION: S&P Assigns 'B+' Corp. Credit Rating, Outlook Stable

UNI-PIXEL INC: Special Stockholders Meeting Adjourned to July 13
UNITED CONTINENTAL: Moody's Raises CFR to 'Ba3', Outlook Positive
UNIVERSITY DIRECTORIES: Bid for Withdrawal of Reference Granted
VANTAGE DRILLING: Bank Debt Trades at 30% Off
VICTORY HEALTHCARE: Proposes Epiq as Claims and Noticing Agent

VICTORY HEALTHCARE: Taps Baker Donelson as Special Counsel
VIRTUAL PIGGY: Appoints Two Board Members
WALTER ENERGY: Debt Trades at 49% Off
XZERES CORP: Completes $6 Million Financing
XZERES CORP: Paul DeBruce Reports 26.5% Stake

YOU ON DEMAND: Incurs $2.92-Mil. Net Loss in Q1 Ending Mar. 31
ZYNEX INC: Provides Updated Guidance for the Second Quarter 2015
[*] Bankruptcy Examiners Rarely Appointed, Study Finds
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

800 BUILDING: Gets Approval to Sell Property for $20.7-Mil.
-----------------------------------------------------------
The 800 Building LLC, owner of a 246-unit high-rise apartment
building in downtown Louisville, Kentucky, received court approval
to sell the property for $20.65 million.

The order, issued by the U.S. Bankruptcy Court for the Northern
District of Illinois, allowed the company to sell the property to
800 City Apartments LLC.

The property was supposed to be sold at an auction on June 8, with
800 City's $20.65 million offer serving as the stalking horse bid.


The apartment owner canceled the auction after it didn't receive
competing bids, according to court filings.

A large chunk of the sale proceeds will be used to pay off the loan
extended by Republic Bank of Chicago, which is owed more than
$15.46 million.  Meanwhile, International Bank of Chicago will
receive payment in full of its $472,380 loan.

                     About The 800 Building

The 800 Building, LLC, owns and operates two adjacent but related
rental properties in downtown Louisville, Kentucky: (a) a 246-unit
residential apartment building known as The 800 Building, with a
street address of 800 South 4th Street; and (b) a 48-slot parking
garage, with a street address of 820 South 4th Street.  The company
is owned by Leon and Helen Petcov and is managed by Leon Petcov.

The 800 Building, LLC sought Chapter 11 protection (Bankr. N.D.
Ill. Case No. 15-17314) on May 15, 2015.  

The case is assigned to Judge Pamela S. Hollis.  The Debtor tapped
Phillip W. Nelson, Esq., at Locke Lord LLP, in Chicago, as counsel.


ALCO CORP: Aug. 19 Hearing on Request for Issuance of Final Decree
------------------------------------------------------------------
Alco Corporation asks the U.S. Bankruptcy Court for the District of
Puerto Rico to issue a final decree following the completion of its
reorganization.

Luisa S. Valle Castro, Esq., at C. Conde & Assoc., in Old San Juan,
Puerto Rico, tells the Court that the Debtor has made all of the
payments under the post confirmation modification of the Plan of
Reorganization and under the Settlement and Release Agreements
filed with the Bonding Companies, the Betteroads Group and PR Asset
Portfolio 2013-1 International LLC.  Ms. Castro notes that holders
of Class 2 (PRAPI) claims, in the amount of $350,000; Class 6
(CRIM), in the amount of $560, and Class 7 (Betteroads Group), in
the amount of $2,980,336, were paid.

Ms. Castro further tells the court that the post confirmation
modification of the Plan provided that the Debtor is not going to
make any additional payments under the Plan to all other classes.
She says that according to the settlement with the Bonding
Companies, the payment of the administrative expense owed to
counsel for the Debtor was made by the Bonding Companies.  She adds
that all approved and agreed upon attorney's fees as of
confirmation date were paid by the Bonding Companies, and that any
court costs of fees to the U.S. Trustee, not paid to date, if any,
will be paid as soon as the amount owed is notified.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, objected to the
Debtor's request for Final Decree, saying the Debtor has not fully
complied with Rule 3022-1(c)(2) of the Local Rules of Bankruptcy
Procedure as the quarterly fees owed to the U.S. Trustee for the
Fourth Quarter can only be estimated because the Debtor has not
filed the report for the period October-December 2014.  Mr. Gebhart
also says that the exact amount of fees for the period
January-March 2015 could not also be determined because the Debtor
has also failed to file the report for the said period.  The U.S.
Trustee, however, withdrew its objection as the Debtor had already
paid the statutory quarterly fees owed the U.S. Trustee through the
First Quarter of 2015 and has complied with LBR 3022-1.

The hearing on the Debtor's application for Final Decree is
scheduled for August 19, 2015 at 9:00 a.m.

The Debtor is represented by:

          Luisa S. Valle Castro, Esq.
          C. CONDE & ASSOC.
          254 San José Street, 5th Floor
          Old San Juan, PR 00901
          Telephone: (787)729-2900
          Facsimile: (787)729-2203
          Email: ls.valle@condelaw.com

The U.S. Trustee is represented by:

          Guy G. Gebhart, Esq.
          Monsita Lecaroz Arribas, Esq.
          OFFICE OF THE UNITED STATES TRUSTEE
          Edificio Ochoa
          500 Tanca Street, Suite 301
          San Juan, PR 00901-1922
          Telephone: (787)729-7444
          Facsimile: (787)729-7449
        
                    About Alco Corporation

Alco Corporation in Dorado, Puerto Rico, filed for Chapter 11

bankruptcy (Bankr. D.P.R. Case No. 12-00139) on Jan. 12, 2012.

Carmen D. Conde Torres, Esq., and C. Conde & Associates
represent 
the Debtor in its restructuring effort. Alco tapped
Jimenez
 Vasquez & Associates, PSC, as accountants. The Debtor
scheduled 
$11.2 million in assets and $7.76 million in debts.
The petition 
was signed by Alfonso Rodriguez, president.

Bankruptcy Judge Mildred Caban Flores in Puerto Rico issued an
opinion and order on March 11, 2013, confirming the Amended
Chapter 11 Plan of Reorganization filed by Alco Corporation.  The
Plan considers the full payment of all administrative, secured
creditors and priority claims and a 50% dividend to the general
unsecured creditors on monthly installments within 5 years from
the effective date.


ALLY FINANCIAL: Director Mathew Pendo Resigns
---------------------------------------------
Mathew Pendo, a director of Ally Financial Inc. informed the Board
of Directors of the Company of his decision to resign effective
June 12, 2015.  

Mr. Pendo has served as a director of the Company since April 2013
and the decision to resign was due to a change in his employment
status, and did not involve any disagreement with the Company's
operations, policies or practices, according to a document filed
with the Securities and Exchange Commission.

                       About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable.  Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.


AMERILIFE GROUP: S&P Assigns 'B' LT Corp. Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned AmeriLife
Group LLC its 'B' long-term corporate credit rating.  The outlook
is stable.

S&P also assigned the company's planned five-year $25 million
revolver and seven-year $177.5 million first-lien term loan S&P's
'B+' debt ratings with '2' recovery ratings in the higher range.
The '2' recovery ratings indicate that lenders could expect
substantial recovery at the high end of 70%-90% in the event of a
payment default.  In addition, S&P assigned the planned
seven-and-a-half year $72.5 million second-lien term loan our
'CCC+' debt rating with a '6' recovery rating.  The '6' recovery
rating indicates that lenders could expect negligible recovery of
0%-10% in the event of a payment default.

"The 'B' rating on AmeriLife is based on the company's weak
business risk profile (BRP) and highly leveraged financial risk
profile (FRP)," said Standard & Poor's credit analyst James Sung.

Clearwater, Fl.-based AmeriLife is an independent national
distributor of senior-focused health/life insurance products
including Medicare Supplement, Medicare Advantage, life insurance,
and fixed annuities/single-premium life.  In addition, the company
provides product development and third-party administrative (TPA)
services for insurance carriers.

The BRP assessment is based on the company's small size/scale,
competitive and disintermediation risks given its role as an
independent distributor, and some carrier concentrations.
Conversely, the company is a leading player in a highly fragmented
space and it generates healthy EBITDA margins (slightly more than
30%).  The FRP assessment is based on the company's financial
sponsor ownership and very aggressive financial policies. Following
J.C. Flowers' acquisition of AmeriLife, the company's key credit
metrics will be very weak, with pro-forma leverage of 6.5x (on the
basis of our adjustments) and EBITDA interest coverage of 2.5x for
the 12 months ended March 31, 2015.

Following the transaction, the company will have a substantial debt
load.  Pro-forma adjusted debt/EBITDA will be 6.5x (on S&P's basis)
compared to 6.0x (on the company's basis).  This will be at the
high end of rated insurance services companies but consistent with
some property/casualty brokers with similar EBITDA margins. EBITDA
interest coverage will be weak at 2.5x.  S&P's calculated
debt/EBITDA ratio is higher than reported by the company because of
its adjustments for operating leases and one-time items (for which
S&P do not provide full credit).  Following transaction close, S&P
expects the company to use free cash flows for debt repayment and
acquisitions.  M&A is a key part of the company's growth strategy.
However, S&P expects future acquisitions to be relatively small and
deleveraging in nature.

The stable outlook reflects S&P's view that AmeriLife's growth
strategy will benefit from favorable industry trends, primarily the
retirement of the Baby Boomers.  This will support continued
sales/earnings growth in 2015-2016.  Organic growth will be driven
by new sales and renewals (which represent approximately 40% of all
commissions).  M&A growth will be focused on the acquisition of
other distributors and new service capabilities.

S&P expects the company to delever gradually based on debt
repayment and EBITDA growth.  S&P forecasts debt/EBITDA to improve
to 6.0x-6.5x by year-end 2015 and to be less than 6.0x by year-end
2016.  In addition, EBITDA interest coverage will remain in the
2.5x-3.0x range in 2015-2016.  The free operating cash flow-to-debt
ratio will remain approximately 8%-11% in 2015-2016.

S&P would consider a downgrade if the company raises debt or its
business deteriorates such that leverage is significantly higher
than its base-case expectations.  In addition, a downgrade could be
triggered if EBITDA interest coverage falls to less than 2x on a
sustained basis, or if the company's liquidity becomes constrained
such that liquidity sources fail to cover at least 1.2x of required
liquidity uses.

An upgrade is unlikely in 2015-2016 based on the company's very
aggressive financial policies.  However, S&P would consider an
upgrade over the long term if the company were to substantially
grow and diversify its business on a profitable basis while
lowering leverage to less than 5x on a sustained basis.



AMG CAPITAL: Fitch Ups Trust Preferred Securities Rating to 'BB+'
-----------------------------------------------------------------
Fitch Ratings has upgraded Affiliated Managers Group, Inc.'s (AMG)
long-term Issuer Default Rating (IDR), senior unsecured debt and
senior bank credit facility to 'BBB+' from 'BBB' and revised the
Rating Outlook to Stable from Positive.

These actions have been taken by Fitch in conjunction with a
broader traditional investment manager industry review, which
includes seven publicly-rated traditional investment managers.

KEY RATING DRIVERS

IDR AND SENIOR DEBT

The upgrades of the IDR, senior unsecured debt and senior bank
credit facility to 'BBB+' from 'BBB' reflect AMG's continued strong
financial performance, cash flow generation, AUM inflows and
execution, driven by a consistent operating strategy and affiliate
and AUM diversity. AMG maintains a favorable competitive position
in the affiliated manager space, with revenue sharing agreements
which reduce downside risk to the company. These attributes have
led to improved interest coverage (adjusted EBITDA/interest
expense) and a demonstrated ability to manage leverage (adjusted
debt to adjusted EBITDA) below 2.0x, consistent with the lowered
targets articulated by AMG in 2013 and 2014.

Primary ratings constraints include AMG's acquisitive business
model, which results in periodic increases in leverage, AUM
concentration in equities, which is a relatively more volatile
asset class and can lead to variability in management fee streams,
and leverage and interest coverage that although improved, remain
weaker relative to more highly rated peers. A component of AMG's
EBITDA stems from performance fee contributions from affiliates,
which tend to be a more volatile source of earnings. These
constraints are incorporated into Fitch's Stable Outlook for AMG.

AMG's AUM growth remains strong, with aggregate affiliate AUM
increasing 13.5% to $624 billion at 1Q15 from $541 billion at 1Q14,
driven by new investments ($37.1 billion), organic flows ($19.7
billion) and market appreciation ($15.3 billion). The most notable
recent investment was AMG's December 2014 follow-on investment in
AQR Capital Management, LCC, a quantitative-based investment
manager with $131.6 billion of AUM at March 31, 2015.

Although the recent strong performance in global equity markets has
helped AMG's equity-oriented affiliates, Fitch also notes that the
consistently strong investment performance of AMG's affiliates has
led to 20 consecutive quarters of aggregate positive organic flows
totalling $129.5 billion. Fitch believes AMG is well positioned for
a broad rotation or allocation to risk assets such as domestic
equities.

AMG's primary strategy is to reinvest excess cash flows into
accretive investments in affiliates, although in 1Q15, AMG
increased its share repurchase activity in response to reduced
acquisition opportunities in the quarter. Given AMG's strong cash
flow generation capabilities, Fitch views selective share
repurchase activity during periods of reduced investment activity
as manageable. Adjusted EBITDA for trailing 12 months (TTM) ended
1Q15 grew 9.1% to $962 million, from $882 million for TTM1Q14.

Fitch calculates that AMG's leverage, as measured by
debt-to-adjusted EBITDA was 1.91x at TTM 1Q15, up from 1.43x at
YE14, primarily reflecting increased debt associated with the AQR
acquisition. Interest coverage improved to 11.9x for TTM 1Q15, from
9.9x at year-end 2014, reflecting increased EBITDA generation.

Leverage remains below the company's stated target of 2.0x, which
is viewed positively both in terms of the absolute level of
leverage relative to the ratings, as well as in terms of
management's ability to manage levels within its stated target
range. Fitch expects AMG to manage leverage taking into account
potential new acquisitions and declines in market valuations.

Fitch has articulated quantitative leverage benchmarks for the 'A'
category of 1.5x or less for traditional investment managers and
2.5x or less for alternative investment managers. Given AMG's
unique business model, affiliate diversity, increased exposure to
alternative investment AUM and EBITDA durability, Fitch believes
there is the potential to evaluate AMG's leverage under a
combination of both benchmarks over a longer-term horizon, although
this would be conditioned upon the growth of committed
capital-based management fees emanating from alternative investment
AUM, continued net inflows across the platform as a whole and
continued adherence to AMG's stated leverage target.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

The $430.8 million of junior trust preferred securities issued by
AMG have been upgraded to 'BB+' from 'BB', maintaining the three
notch differential from AMG's IDR. The three-notch differential
reflects Fitch's view of the subordinated nature and interest
deferral feature of this hybrid security in accordance with Fitch's
criteria 'Treatment and Notching of Hybrids in Nonfinancial
Corporates and REIT Credit Analysis'.

RATING SENSITIVITIES

IDR AND SENIOR DEBT

Ratings could potentially be upgraded if AMG is able to maintain
leverage below its long-term articulated long-term leverage target
of 2.0x, on a sustained basis, while increasing the contribution of
alternative investment base management fees and maintaining solid
investment performance and positive inflows at the affiliate level.
Continued increases in scale, diversity, EBITDA margins and
interest coverage, while remaining disciplined with respect to
pricing and funding of future acquisitions could also contribute to
positive rating momentum. Given AMG's higher leverage levels and
lower interest coverage levels relative to 'A' category peers, if
AMG were to be upgraded, it would likely be towards the lower end
of the 'A' category.

Aggressive debt-funded acquisitions, deterioration in leverage or
interest coverage ratios beyond management's articulated target
range, prolonged investment underperformance at major affiliates,
significant liquidity strains caused by affiliate equity puts,
and/or unexpected operational losses or significant net outflows
could lead to negative rating action.

SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

The rating assigned to the junior trust preferred securities is
linked to AMG's IDR and therefore, is sensitive to any changes in
AMG's IDR.

Fitch has taken the following rating actions:

Affiliated Managers Group, Inc.

   -- Long-term IDR upgraded to 'BBB+' from 'BBB';
   -- Senior unsecured notes upgraded to 'BBB+' from 'BBB';
   -- Senior bank credit facility upgraded to 'BBB+' from 'BBB'.

AMG Capital Trust II

   -- Trust preferred securities upgraded to 'BB+' from 'BB'.

The Rating Outlook is Stable.



ARCHDIOCESE OF ST. PAUL: Seeks Permission to Hire Criminal Defense
------------------------------------------------------------------
Tom Corrigan, writing for The Wall Street Journal, reported that
the Roman Catholic Archdiocese of St. Paul and Minneapolis has
asked a bankruptcy judge for permission to hire a criminal defense
team, after prosecutors in Minnesota filed charges against the
archdiocese for allegedly failing to protect children from abusive
priests.

According to the report, in court papers filed on June 16 with the
U.S. Bankruptcy Court in St. Paul., Minn., the archdiocese asked
Judge Robert Kressel to approve its application to employ two
attorneys from Fredrikson & Byron P.A., a Minneapolis-based law
firm.  The two attorneys are Joseph T. Dixon, and Chelsea Brennan
DesAutels, who will charge $400 per hour and $320 per hour
respectively, the Journal said.

The firm may be reached at:

         Joseph T. Dixon, Esq.
         Chelsea Brennan DesAutels, Esq.
         FREDRIKSON & BYRON, P.A.
         200 South Sixth Street, Suite 4000
         Minneapolis, MN 55402-1425
         Tel: (612) 492-7000
         Email: jdixon@fredlaw.com
                cbrennandesautels@fredlaw.com

                    About Archdiocese of St. Paul

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

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

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

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

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

U.S. Trustee for Region 12 appointed five creditors to serve on the
official committee of unsecured creditors.

The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors.  Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.

                           *    *    *

The Debtor's exclusive period for filing a Chapter 11 plan and
disclosure statement ends on Nov. 30, 2015.


ASHLAND INC: S&P Assigns 'BB' Rating on $1.1BB Sr. Unsecured Debt
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
and '4' recovery ratings on Covington, Ky.-based chemicals company
Ashland Inc.'s $1.1 billion senior unsecured debt issuance.  The
'4' recovery rating reflects S&P's expectation of average (in the
upper half of the 30% to 50% range) recovery if a default occurs.

The 'BB' corporate credit and issue-level ratings on Ashland Inc.
remain unchanged and the outlook remains at stable.

The ratings on Ashland reflect S&P's view that the company has a
"satisfactory" business profile and an "aggressive" financial risk
profile, as defined in S&P's criteria.

RATINGS LIST

Ashland Inc.
Corporate credit rating                          BB/Stable/--

New Rating
Ashland Inc.
$1.1 billion sr unsecd debt                     BB
  Recovery rating                                4H



ASLAM LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Aslam, LLC
        379 Walmart Drive
        Camden, DE 19934

Case No.: 15-11308

Chapter 11 Petition Date: June 17, 2015

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

Judge: Hon. Christopher S. Sontchi

Debtor's Counsel: Mark M. Billion, Esq.
                  BILLION LAW
                  922 New Road, 2nd Floor
                  Wilmington, DE 19805
                  Tel: 302.428.9400
                  Fax: 302.450.4040
                  Email: markbillion@billionlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Mohammed Zubair, managing member.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


ASTRO AB BORROWER: SP Assigns Final 'B+' ICR, Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its final 'B+'
issuer credit rating on Astro AB Borrower Inc.  The outlook is
stable.

"At the same time, we assigned our final 'B+' issue-level credit
rating on the company's $270 million first-lien senior secured
credit facility (comprising a $230 million seven-year, first-lien
senior secured term loan and a $40 million five-year revolving
credit facility) and a 'B-' issue-level rating on the company's $80
million, eight-year second-lien senior secured term loan.  We also
assigned a final recovery rating of '3' to the first-lien credit
facility, indicating our expectation for meaningful (50%-70%, upper
half of the range) recovery in a payment default scenario and a
final recovery rating of '6' to the second-lien senior secured term
loan, indicating our expectation for negligible (0%-10%) recovery,"
S&P said.

Also, S&P has affirmed and then withdrawn its 'BB-' issuer credit
rating and issue-level ratings on American Beacon.

"Our ratings on Astro are based on its high debt leverage, its
sponsor ownership, and its limited market position," said Standard
& Poor's credit analyst Trevor Martin.

Several factors, however, offset the company's weaknesses.
Partially as a result of a low fee structure, the company maintains
extremely good investment performance.  Moreover, the company
maintains stronger EBITDA margins than most asset managers because
of its low operating expenses.

The outlook on Astro is stable.  It takes into account S&P's view
that the company will operate with a heavy debt burden in the near
future.  S&P also believes the company will maintain a limited
market position, though investment performance and margins will
remain strong.

S&P could lower the rating if the business profile begins to
deteriorate.  Specifically, if some of the strengths that lead to
the favorable adjustment were to deteriorate, including investment
performance, EBITDA margins, and strong cash flow, S&P would most
likely lower the rating.

S&P could raise the rating if the company lowers leverage to less
than 5x, and S&P believes it will stay at that level on a sustained
basis.  The company would most likely achieve this through the
required free cash flow sweep.



AUTO GOBBLER: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Auto Gobbler Parts Inc.
        5601 Preston Court
        Brooklyn, NY 11234

Case No.: 15-42814

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Hon. Elizabeth S. Stong

Debtor's Counsel: Narissa A Joseph, Esq.
                  LAW OFFICE OF NARISSA JOSEPH
                  277 Broadway, Suite 501
                  New York, NY 10007
                  Tel: (212) 233-3060
                  Fax: (212) 608-0304
                  Email: njosephlaw@aol.com

Total Assets: $0

Total Liabilities: $2 million

The petition was signed by Joseph Serpico, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb15-42814.pdf


BINDER & BINDER: Waters Place Wants Stay Lifted to Repossess Land
-----------------------------------------------------------------
Waters Place Associates, LP, asks the U.S. Bankruptcy Court for the
Southern District of New York to terminate the automatic stay to
that it may commence a summary proceeding in the commercial
division of the landlord-tenant Court in Bronx, New York, for
Binder & Binder - The National Social Security Disability Advocates
(NY), LLC, et al.'s unauthorized possession of a certain portion of
Waters Place's property.

According to Waters Place's counsel, Julie Cvek Curley, Esq., at
Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, in White
Plains, New York, Waters Place acquired title to the property
located at 1742 Eastchester Road, in Bronx, New York, by virtue of
a deed dated November 25, 2003, from Cavalry Hospital, Inc.  Ms.
Curley tells the Court that the Property is abutted to the east by
Debtor's building and that an investigation conducted several
months ago revealed that the Debtors had erected at least two chain
link fences laterally across the Property, which not only totally
interferes with Waters Place's use of its real property, but also
completely obstructs the right of way reserved in the deed in favor
of Cavalry.

Ms. Curley asserts that the Debtors have unlawfully usurped Waters
Place's property rights by using Waters Place's real property for
its sole benefit, to wit; to park motor vehicles on the Property
between the chain link fences that have been laterally erected
across the Property parallel to the end sides of the building
occupied by the Debtors.  Ms. Curley adds that the investigation
also revealed the erection of a separate entryway into 34
Industrial Street, the premises occupied by the Debtors, which
entryway is also located on the Property.

Ms. Curley asserts that Waters Place is entitled for relief from
the automatic stay since the Debtors' unauthorized use, occupancy
and encroachment onto the Property is not necessary for the
Debtors' effective reorganization, and the Debtors, having an
unlawful and unauthorized possessory interest in the Property, has
no equity in the Property.

Waters Place's motion is scheduled for hearing on June 26, 2015 at
10:00 a.m.

Waters Place is represented by:

          Jonathan S. Pasternak, Esq.
          Julie Cvek Curley, Esq.
          DELBELLO DONNELLAN WEINGARTEN
          WISE & WIEDERKEHR, LLP
          One North Lexington Avenue
          White Plains, NY 10601
          Telephone: (914)681-0200
          Email: jpasternak@ddw-law.com
                 jcurley@ddw-law.com
        
                   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
notic e
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.


BLACKSANDS PETROLEUM: Incurs $552,000 Net Loss in Second Quarter
----------------------------------------------------------------
Blacksands Petroleum, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $552,091 on $140,918 of oil
and gas revenue for the three months ended April 30, 2015, compared
to net income attributable to common shareholders of $788,289 on
$268,403 of oil and gas revenue for the same period in 2014.

For the six months ended April 30, 2015, the Company reported a net
loss attributable to common shareholders of $1.4 million on
$274,473 of oil and gas revenue compared to a net loss attributable
to common shareholders of $1.7 million on $596,700 of oil and gas
revenue for the same period last year.

As of April 30, 2015, the Company had $1 million in total assets,
$8.6 million in total liabilities and a $7.6 million total
stockholders' deficiency.

"We may incur substantial costs in pursuing future capital
financing, including investment banking fees, legal fees,
accounting fees, securities law compliance fees, and other costs.
We may also be required to recognize non-cash expenses in
connection with certain securities we may issue, such as
convertible notes and warrants, which may adversely impact our
financial condition.  However, there is no assurance that we will
be able to obtain sufficient funds on terms acceptable to us or at
all.  If adequate additional funding is not available, we may be
forced to limit our activities.

If we are not able to obtain sufficient capital either from the
sale of assets or external sources of capital to fund our immediate
operating requirements, we may determine that it is in the
Company's best interests to seek relief through a pre-packaged,
pre-negotiated or other type of filing under Chapter 11 of the U.S.
Bankruptcy Code," the Company said in the report.

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

                       http://is.gd/onV5Xw

                     About Blacksands Petroleum

Blacksands Petroleum, Inc., is engaged in the exploration,
development, exploitation and production of oil and natural gas.
The Company focuses on the acquisition and development of
conventional and unconventional oil and gas fields in North
America.

The Company reported a net loss attributable to common shareholders
of $7.06 million on $1.22 million of oil and gas revenue for the
year ended Oct. 31, 2014, compared to a net loss attributable to
common shareholders of $8.59 million on $1.69 million of oil and
gas revenue during the prior year.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Oct. 31, 2014.  The independent auditors noted that the
Company has incurred cumulative losses since inception and has
negative working capital, which raises substantial doubt about its
ability to continue as a going concern.


BLUESTEM BRANDS: Moody's Affirms 'B2' CFR Over Orchard Brands Deal
------------------------------------------------------------------
Moody's Investors Service affirmed Bluestem Brands, Inc.'s B2
Corporate Family Rating and B2-PD Probability of Default Rating
following the company's proposed acquisition of Orchard Brands
Corporation.  Moody's also affirmed the B2 rating on the existing
secured term loan issued by Bluestem.  The rating outlook remains
stable.

Bluestem plans to use proceeds from a proposed $280 million add-on
secured term loan along with $30 million of borrowings under
Bluestem's proposed $200 million ABL credit facility, $20 million
of balance sheet cash and approximately $100 million of cash equity
from Bluestem's indirect parent company, Capmark Financial Group
Inc., to fund the acquisition of Orchard Brands.  The transaction
is valued at $410 million, or approximately 5.8x Orchard's 2014
adjusted EBITDA.

The affirmation of Bluestem's B2 CFR reflects the strategic
benefits of the transaction, which combines two $1 billion dollar
direct-to-consumer retailers, bringing increased scale advantages
such as improved efficiencies, meaningful cost savings, customer
and product diversification, and potential revenue synergies.  The
transaction will have little impact on Bluestem's lease-adjusted
debt/EBITDAR, which stood at around 5.1x for the fiscal year ended
Jan. 30, 2015.  The affirmation also reflects, however, the
meaningful integration risk stemming from such a large,
transformative transaction, as well as the inherent volatility of
revenue and earnings due to the discretionary nature of the
combined company's products and high credit risk of Bluestem's
subprime target demographic.

These ratings are affirmed:

   -- Corporate Family Rating at B2;
   -- Probability-of-Default Rating at B2-PD;
   -- $279 million (proposed $559 million including add-on)
      secured term loan due 2020 at B2 (LGD4)

The ratings outlook remains stable

The assigned ratings are subject to the completion of the
transaction and Moody's review of final documentation.

RATINGS RATIONALE

Bluestem's B2 Corporate Family Rating reflects the inherent
volatility of revenue and earnings due to the discretionary nature
of its products and high credit risk of its subprime target
demographic.  The company offers financing to low to middle income
consumers who are more sensitive to economic downturns and more
prone to credit delinquency or default.  The rating also considers
Bluestem's high proforma lease-adjusted leverage and meaningful
integration risk associated with the proposed acquisition of
Orchard Brands.  Balance sheet debt and leverage will be moderate,
with proforma debt/EBITDA (including rent capitalized at 5 times)
of around 4 times for the year ended Jan. 30, 2015.  However,
Moody's believes that the company's overall risk profile is
significantly increased by Bluestem's reliance on customer
financing for over 95% of sales, subprime nature of its customers
that can increase volatility of the shared earnings within the
credit portfolio, and the limited number and relatively short
relationship with the receivables sales program's counterparties.
Moody's accounts for this risk by capitalizing the sold receivables
balance using the value of equity at a 5:1 debt/equity ratio, which
would effectively increase pro forma leverage to around 5.1 times.

Balancing these risks are the company's credible position in its
niche category, differentiated business model due to integration of
proprietary credit offerings with a broad general merchandise
offering that provides a significant barrier to entry, and
favorable demographics due to the large and underserved target
customer demographic.  The company has a sizeable customer database
with significant number of customers making repeat purchases using
Bluestem's proprietary revolving credit lines.  The rating is also
supported by the expectation for continued solid growth trends in
online retail spending.  Bluestem's liquidity profile is good,
supported by the expectation that balance sheet cash, positive cash
flow and excess revolver availability will comfortably support
seasonal working capital needs, modest capital spending and
significant debt amortization requirements over the next twelve
months.

The B2 rating assigned to the senior secured term loan reflect
first lien on substantially all of the company's tangible and
intangible assets except for inventory, receivables and cash (the
ABL collateral), on which the term loans have a second priority
interest behind the proposed $200 million asset-based revolver
(unrated).  The term loans also benefit from guarantees by
Bluestem's direct parent company, Northstar Holdings Inc., and each
of its wholly owned domestic restricted subsidiaries. The term
loans are not guaranteed by Capmark.  Further, Northstar Holdings
Inc., Bluestem and any restricted subsidiaries are prohibited from
providing guarantees on any indebtedness under the Note Purchase
Agreement between Capmark and private investment firm Centerbridge
Partners, L.P.

The stable rating outlook reflects the expectation for continued
growth in revenue and earnings, with excess free cash flow used to
steadily de-lever, and that the company will maintain good
liquidity.

Ratings could be upgraded if the company maintains consistent
profitable growth, demonstrates the willingness and ability to
sustainably reduce debt and leverage, while significantly
diversifying its sources of customer financing.  Specific metrics
include Moody's debt/EBITDA (including the off-balance sheet
receivables financing adjustment) sustained near 4.5 times and
EBITA/interest expense above 2.5 times.

Ratings could be downgraded if revenue or earnings were to
deteriorate due to economic or competitive pressures or difficulty
integrating Orchard Brands.  A more aggressive financial policy or
a material deterioration in liquidity could also lead to a
downgrade.  Specific metrics include Moody's debt/EBITDA (including
the off-balance sheet receivables financing adjustment) exceeding
6.0 times or EBITA/interest falling below 1.75 times.

Headquartered in Eden Prairie, MN, Bluestem Brands, Inc. is an
online retailer of general merchandise to low to middle income
consumers, with three core brands, Fingerhut, Gettington.com and
PayCheck Direct.  Revenue exceeded $1 billion for the year ended
Jan. 30, 2015.  Headquartered in Beverly, MA, Orchard Brands
Corporation is a national retailer specializing in apparel and home
products for men and women over the age of 50, with 15 brands
selling through direct-to-consumer catalogs, e-commerce websites
and retail stores.  Revenue exceeded $1.0 billion in the year ended
Dec. 27, 2014.

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



BLUESTEM BRANDS: S&P Raises CCR to 'B+', Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Bluestem Brands Inc. to 'B+' from 'B'.  The outlook is
stable.  At the same time, S&P revised its recovery rating on the
company's upsized first-lien term loan to '3' from '4' and raised
the issue-level rating on the facility to 'B+' from 'B'.  The '3'
recovery rating reflects S&P's expectation for meaningful recovery
in the event of default, toward the higher end of the 50% to 70%
range.

Bluestem plans to finance the acquisition of Orchard Brands with an
incremental $280 million add-on to its term loan, $100 million
equity contribution from Capmark Financial Group Inc. (CFGI; the
parent and holding entity of Bluestem), about $30 million
borrowings under its $200 million asset-based lending (ABL) credit
facility, and some existing cash.  S&P is not rating the company's
ABL revolver.

"Our rating action reflects our belief that acquiring Orchard
Brands will allow Bluestem to diversify its customer base and
product portfolio, provide for modest scale and cost synergies, and
strengthen its cash flow generation," said credit analyst Mariola
Borysiak.  

The outlook is stable and reflects S&P's expectation that the
company will continue to grow its merchandise sales at a healthy
pace as it diversifies its consumer base and product assortment.
S&P anticipates Bluestem will continue managing its credit
portfolio prudently while Orchard Brands sustains its recently
stabilized performance.

A negative rating action could result if debt leverage increases
more than 4x from unsuccessful marketing efforts to acquire new
customers and/or higher-than-expected charge offs at Bluestem
Brands, which would reduce profit sharing in the credit portfolio.
A significant economic decline and a reduction in discretionary
income for subprime and elderly customers could also hurt the
company's profit generation.  S&P calculates that about a 12% drop
in EBITDA from S&P's projected 2015 level would likely cause debt
leverage to increase above this threshold.

S&P will not likely consider a higher rating in the upcoming year
given its view of the inherent volatility of profits in the
company's business model.  However, if S&P believes the company can
demonstrate sustained growth and stable profitability from managing
its credit exposure, it could revise its comparable ratings
analysis to neutral from negative and this could lead to an
upgrade.



BRAND ENERGY: Bank Debt Trades at 3% Off
----------------------------------------
Participations in a syndicated loan under which Brand Energy &
Infrastructure Services is a borrower traded in the secondary
market at 97.83 cents-on-the-dollar during the week ended Friday,
June 12, 2015, according to data compiled by LSTA/Thomson Reuters
MTM Pricing and reported in the June 17, 2015, edition of The Wall
Street Journal.  This represents a decrease of 1.00 percentage
points from the previous week, The Journal relates.  Brand Energy
pays 375 basis points above LIBOR to borrow under the facility.
The bank loan matures on Nov. 12, 2020, and carries Moody's B1
rating and Standard & Poor's B rating.  The loan is one of the
biggest gainers and losers among 263 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday.



CAESARS ENTERTAINMENT: 2017 Bank Debt Trades at 11% Off
-------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
89.50 cents-on-the- dollar during the week ended Friday, June 12,
2015, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in the June 17, 2015, edition of The Wall
Street Journal.  This represents a decrease of 0.58 percentage
points from the previous week, The Journal relates. Caesars
Entertainment Inc. pays 875 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 1, 2017, and
carries Moody's withdraws its rating and Standard & Poor's D
rating.  The loan is one of the biggest gainers and losers among
263 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


CAESARS ENTERTAINMENT: 2020 Bank Debt Trades at 5% Off
------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
94.85 cents-on-the- dollar during the week ended Friday, June 12,
2015, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in the June 17, 2015, edition of The Wall
Street Journal.  This represents a decrease of 0.80 percentage
points from the previous week, The Journal relates. Caesars
Entertainment Inc. pays 600 basis points above LIBOR to borrow
under the facility.  The bank loan matures on September 24, 2020,
and carries Moody's B2 rating and Standard & Poor's CCC+ rating.
The loan is one of the biggest gainers and losers among 263 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended Friday.



CAESARS ENTERTAINMENT: CEOC Responds to UMB Bank Lawsuit
--------------------------------------------------------
Caesars Entertainment Operating Company, Inc. ("CEOC"), a
subsidiary of Caesars Entertainment Corporation ("CEC") (Nasdaq:
CZR), on June 16 responded to a lawsuit filed in New York by UMB
Bank, the indenture trustee for holders of its first lien notes,
seeking a determination that CEC is obligated to guarantee the
first lien notes.  CEOC has acknowledged to the holders of first
lien notes who are party to its Restructuring Support Agreement
(RSA) that UMB Bank is not a party to the RSA and, therefore, the
filing of the lawsuit by UMB Bank does not terminate the RSA, which
remains in effect.  CEOC has been advised by the RSA parties that
UMB Bank is acting independently as a fiduciary and not at the
direction of the noteholders that are party to the RSA.

CEOC is currently seeking an injunction in the Chicago Bankruptcy
Court to stay litigation commenced by other CEOC creditors who
contend that CEC is obligated to guarantee CEOC's debt.  UMB Bank
has agreed that it will be bound by the bankruptcy court's decision
to the same extent as if CEOC had requested injunctive relief with
respect to the UMB lawsuit.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating
Company (CEOC).  These actions follow CEOC's Chapter 11 filing on
Jan. 15, 2015.  Accordingly, Fitch will no longer provide ratings
or analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of Chester
Downs and Marina LLC (Chester Downs) and the ratings have been
simultaneously withdrawn for business reasons.


CAL DIVE: Asks Judge to Extend Deadline to Remove Suits
-------------------------------------------------------
Cal Dive International Inc. has filed a motion seeking additional
time to remove lawsuits involving the company and its affiliates.

In its motion, the company asked the U.S. Bankruptcy Court in
Delaware to move the deadline for filing notices of removal of the
lawsuits to Sept. 29, 2015.

The extension, if granted, would give the company enough time to
determine whether to remove any pending lawsuit and will assure
that it does not forfeit "valuable rights" under U.S. bankruptcy
law, according to its lawyer, Amanda Steele, Esq., at Richards,
Layton & Finger P.A., in Wilmington, Delaware.

The motion is on Judge Christopher Sontchi's calendar for June 22.

                   About Cal Dive International

Houston, Texas-based marine contractor Cal Dive International,
Inc., 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.

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; Jones Walker Jones Walker LLP
as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent.  The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the case.  The Committee retained Akin Gump
Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel; and
Guggenheim Securities, LLC as exclusive investment banker.

Cal Dive Offshore Contractors, Inc. disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.


CARECENTRIX INC: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
B3-PD Probability of Default rating to CareCentrix, Inc. Moody's
also assigned Ba3 (LGD 2) ratings to the company's proposed $175
million first lien senior secured term loan and $30 million first
lien senior secured revolving credit facility. Proceeds from the
credit facilities will refinance CareCentrix's existing term loan
and subordinated debt, add $25 million of unrestricted cash, as
well as pay transactions fees and expenses. The rating outlook is
stable.   This is the first time Moody's has assigned ratings to
CareCentrix.

Moody's assigned these ratings:

Corporate Family Rating at B2
Probability of Default Rating at B3-PD
$30 million senior secured first lien revolving credit facility at
Ba3 (LGD 2)
$175 million senior secured first lien term loan at Ba3 (LGD 2)

All ratings are subject to review of final documentation.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects CareCentrix's modest size
based on revenues and high customer concentration risk through its
contract with CIGNA, and moderate financial leverage.  With
revenues of nearly $900 million, CareCentrix is small when compared
to many other corporate issuers.  The rating is supported by the
company's leading market position, high customer retention, and
modest regulatory or reimbursement risk.  Moody's anticipates that
the company's solid free cash flow will allow CareCentrix to reduce
leverage over time through a combination of organic EBITDA growth
and debt repayment.

The stable rating outlook reflects Moody's expectation that
CareCentrix will remain a relatively small issuer, with very high
customer concentration and moderate leverage.

The ratings could be downgraded if operating performance
deteriorates, or if free cash flow turns negative.  Further, debt
funded dividends that increase leverage could result in a
downgrade.  Specifically, debt to EBITDA is sustained above 5.5
times could result in a downgrade.

An upgrade is unlikely in the near-term.  However, if the company
gains scale, improves customer diversity with materially less
reliance on its top two customers, Moody's could upgrade the
rating.  This would also require CareCentrix to maintain strong
cash flow and improve credit metrics.  Specifically, ratings could
be upgraded if adjusted debt to EBITDA approaches 4.0 times.

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.

Headquartered in Hartford, CT, CareCentrix is the nation's leading
provider of home health benefits management services to the managed
care industry.  The company's manages service offerings in home
health, home infusion, durable medical equipment, sleep management
and care transitions.  The company is majority owned by Summit
Partners.



CENTRAL OKLAHOMA: Creditor Wants Stay Lifted to Recover Cash Bond
-----------------------------------------------------------------
Grooms Irrigation Company asks the U.S. Bankruptcy Court for the
Western District of Oklahoma to lift the automatic stay imposed in
the Chapter 11 case of Central Oklahoma United Methodist Retirement
Facility, Inc., d//b/a Epworth Villa, to recover cash bond posted
to secure payment of amounts due to Grooms.

According to Grooms' counsel, Lyle R. Nelson, Esq., in Oklahoma
City, Oklahoma, the Debtor owes Grooms $69,967 under the Debtor's
contract with Grooms for the latter to provide irrigation and
landscaping work on the Debtor's construction and expansion project
located at 14901 NW Pennsylvania, in Oklahoma City.  Mr. Nelson
notes that Grooms filed a Mechanic's or Materialman's Lien
Statement asserting a lien against real property owned by the
Debtor.  He further tells the Court that the Debtor filed a cash
bond in the amount of $87,459 to secure the discharge of the lien
against the Debtor's real property.

Grooms seeks modification of the automatic stay to permit it to
proceed with litigation in the District Court of Oklahoma County to
establish the Debtor's liability on the M&M claim and to thereafter
liquidate the liability against the bond posted to secure the
release of the M&M lien claim.

The Debtor objected to the motion, arguing that Grooms was overpaid
for whatever work it performed and any claim Grooms may have is
subject to defenses or counterclaims for offset, recoupment and the
like.

The Debtor's counsel, G. Blaine Schwabe, III, Esq., at Gable &
Gotwals, P.C., in Oklahoma City, Oklahoma, tells the Court that
Grooms' work was not acceptable to the Debtor and that Grooms'
contract was terminated.  He asserts that with the deposit of
$87,459, which is 125% of the claimed amount, to secure the
discharge of the lien, Grooms' lien has been released of record and
the latter can only proceed against the Cash Deposit.  Mr. Schwabe
further tells the Court that the Cash Deposit is the Debtor's
property.  Unless modified, the automatic stay precludes Grooms
from commencing an action to recover its alleged claim against the
Debtor, Mr. Schwabe asserts.

Grooms is represented by:

          Lyle R. Nelson, Esq.
          Nicholas A. Johnson, Esq.
          Two Leadership Square, Ste. 1300
          211 N. Robinson Ave.
          Oklahoma City, OK 73102
          Telephone: (405)232-3722
          Facsimile: (405)232-3746
          Email: lnelson@eliasbooks.com
                 njohnson@cohenmilstein.com

The Debtor is represented by:

          G. Blaine Schwabe, III, Esq.
          Elizabeth F. Cooper, Esq.
          GABLE & GOTWALS, P.C.  
          One Leadership Square
          15th Floor 211 North Robinson
          Oklahoma City, OK 73102-7101
          Telephone: 405.235.5500
          Facsimile: 405.235.2875
          Email: gschwabe@gablelaw.com
                 ecooper@gablelaw.com

            -- and --

          Sidney K. Swinson, Esq.
          Mark D.G. Sanders, Esq.
          Brandon C. Bickle, Esq.
          GABLE & GOTWALS, P.C.
          1100 ONEOK Plaza
          100 West Fifth Street
          Tulsa, Oklahoma 74103
          Telephone: 918.595.4800
          Facsimile: 918.595.4990
          Email: sswinson@gablelaw.com
                 msanders@gablelaw.com
                 bbickle@gablelaw.com

              About Central Oklahoma United Methodist

Central Oklahoma United Methodist Retirement Facility, Inc., dba

Epworth Villa, sought protection under Chapter 11 of the

Bankruptcy Code (Bankr. W.D. Okla. Case No. 14-12995) on July
18,
2014.

The Troubled Company Reporter, on April 29, 2015, reported that the
Chapter 11 case of Central Oklahoma United Methodist Retirement
Facility, Inc., has been reassigned to Judge Tom R. Cornish.  The
involvement of Judge Niles L. Jackson has been terminated.  The
case was originally assigned to Judge Sarah A. Hall, who reassigned
the case to Judge Jackson.

The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K.

Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals,

P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at

Gable & Gotwals, P.C., in Oklahoma City, Oklahoma.



The Debtor reported $118 million in total assets, and $108 million

in total liabilities.


Deborah Burian was appointed as patient care ombudsman ("PCO") of
Central Oklahoma United Methodist Retirement Facility, Inc.  The
PCO employs Andrews Davis, P.C., as counsel.


CHN CONSTRUCTION: SunTrust's Bid for Derivative Standing Denied
---------------------------------------------------------------
Bankruptcy Judge Kevin R. Huennekens denied the motion of SunTrust
Bank for derivative standing in the Chapter 7 bankruptcy case of
CHN Construction LLC.

The case before the Court is, SUNTRUST BANK, Movant, v. BRUCE H.
MATSON, TRUSTEE, Respondent, CASE NO. 11-37995-KRH (Bankr. E.D.
Va., Richmond Div.).

SunTrust filed a motion requesting the court for authority to
commence certain avoidance actions on behalf of the bankruptcy
estate against ten entities that engaged in business with the
Debtor while it operated as debtor in possession prior to
conversion of the case from Chapter 11 to Chapter 7.

The Chapter 7 Trustee, Bruce H. Matson, acting in his fiduciary
capacity as the representative of the bankruptcy estate, chose not
to bring the litigation against the said entities.  SunTrust sought
to establish derivative standing so that it may bring the causes of
action on the Trustee's behalf.

After a hearing conducted on April 8, 2015, Judge Huennekens denied
SunTrust's motion. He found that the Trustee's refusal to bring
suit was not unreasonable, and SunTrust was unable to establish a
right to assert derivative standing to pursue the avoidance actions
over the objection lodged by the Trustee.

A copy of the May 18, 2015 memorandum opinion is available at
http://is.gd/RsjtJXfrom Leagle.com.

                        About CHN Construction, LLC

CHN Construction, LLC filed a voluntary petition under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 11-37995) on
December 21, 2011, listing under $1 million in both assets and
liabilities.  A copy of the petition is available at
http://bankrupt.com/misc/vaeb11-37995.pdf Douglas Scott, Esq., at
Douglas A. Scott, PLC, served as the Chapter 11 counsel.  On May
28, 20014, the case was converted from chapter 11 to chapter 7 on
the motion of the Office of the U.S. Trustee.  The Trustee was
subsequently appointed to serve as the chapter 7 trustee.


COLT DEFENSE: Moody's Cuts Rating to D-PD After Bankruptcy Filing
-----------------------------------------------------------------
Moody's Investors Service downgraded Colt Defense LLC's Probability
of Default Rating to D-PD from Caa3-PD following the company's
announcement that it has filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code on June
14, 2015.

Subsequent to the actions, Moody's will withdraw the ratings
because Colt Defense has entered bankruptcy.

RATINGS RATIONALE

These rating actions were taken:

Ratings downgraded:

Corporate Family Rating, downgraded to Ca from Caa3
Probability of Default Rating, downgraded to D-PD from Caa3-PD
$250 million senior unsecured notes due 2017, to C (LGD-5) from Ca
(LGD-4)

Ratings affirmed:

Speculative-Grade Liquidity Rating, at SGL-4

Outlook, negative

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.

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.  The
company anticipated approximately $190 million revenues for the
fiscal year ended 2014.



COLT DEFENSE: Taps KCC as Claims and Noticing Agent
---------------------------------------------------
Colt Holding Company LLC and its affiliated debtors are asking the
U.S. Bankruptcy Court for the District of Delaware to authorize the
employment of Kurtzman Carson Consultants LLC as the official
claims and noticing agent in the Chapter 11 cases, effective nunc
pro tunc to the Petition Date.

Retaining KCC as claims and noticing agent will expedite the
distribution of notices and the processing of claims, facilitate
other administrative aspects of the Chapter 11 cases, and relieve
the Office of the Clerk of the Bankruptcy Court of these
administrative burdens.

In accordance with the Claims Agent Protocol, prior to the
selection of KCC, the Debtors reviewed and compared engagement
proposals from three court-approved claims and noticing agents,
including KCC, to ensure a competitive process.

Prior to the Petition Date, the Debtors provided KCC with a
retainer in the amount of $25,000.

According to the services agreement, KCC will charge at these rates
for these consulting services:

                                         Discounted
   Position                             Hourly Rate
   --------                             -----------
Executive Vice President                  Waived
Director/Senior Managing Consultant        $175
Consultant/Senior Consultant            $70 to $160
Technology/Programming Consultant       $50 to $95
Project Specialist                      $45 to $85
Clerical                                $25 to $45
Weekend, holidays and overtime            Waived

The firm will charge at these rates for its public securities and
solicitation services:

                                         Discounted
   Position                             Hourly Rate
   --------                             -----------
Solicitation Lead/Securities Director      $215
Senior Securities Consultant               $200

With respect to the public securities and solicitation services,
the firm will charge project fee of $15,000.

For its noticing services, KCC will waive fees for electronic
noticing, and $0.08 per page for facsimile noticing.  For claims
administration and management, KCC will charge $0.10 per creditor
per month for license fee and data storage.  For online claims
filing (ePOC) services, the firm will waive the fees.

Under the terms of the Engagement Agreement, the Debtors have
agreed to indemnify and hold harmless KCC, its affiliates, members,
directors, officers, and employees under certain circumstances.

James Le, the COO at KCC, attests that KCC is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

         KURTZMAN CARSON CONSULTANTS LLC
         2335 Alaska Ave.
         El Segundo, CA 90245
         Attn: Drake D. Foster
         Tel: (310) 823-9000
         Fax: (310) 823-9133
         E-mail: dfoster@kccllc.com

                            About Colt

Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847.  Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.

In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court
for the District of Connecticut.  An investment by Zilkha & Co.
allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy
in 1994.

Sometime after 1994, majority ownership of the Company transitioned
from Zilkha & Co. to Sciens Capital Management.

On June 14, 2015, Colt Holding Company LLC and 9 affiliates,
including Colt Defense LLC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code to pursue a
sale of the assets as a going concern.  The cases are pending joint
administration under Case No. 15-11296 (Bankr. D. Del.).

Colt Defense estimated $100 million to $500 million in assets and
debt.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent.


COLT DEFENSE: Wants Colt Holding as Foreign Representative
----------------------------------------------------------
Colt Holding Company LLC and its affiliated debtors are asking the
U.S. Bankruptcy Court for the District of Delaware to enter an
order authorizing Colt Holding to act as foreign representative on
behalf of the Debtors' estates in any judicial or other proceeding
in any foreign country, including Canada.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., explains
that as part of their ongoing business operations, the Debtors have
material assets in Canada that are critical to the successful
restructuring of the Debtors, including the Debtors' facility in
Kitchener, Ontario, which is utilized for manufacturing,
engineering and research and development.  One of the Debtors, Colt
Canada Corporation, is incorporated under the laws of Nova Scotia
as an unlimited liability company.  Therefore, it is necessary to
ensure that the Chapter 11 cases and certain of the orders of the
Delaware Bankruptcy Court are recognized and respected in Canada.
Shortly following the Petition Date, the Debtors intend to seek
recognition of their Chapter 11 cases in Canada.

Pursuant to Part IV of Canada's Companies' Creditors Arrangement
Act, a foreign representative may apply to the Canadian courts for
recognition of a foreign proceeding.  A "foreign representative" is
defined in the CCAA to mean "a person or body...who is authorized,
in a foreign proceeding with respect of a debtor company, to (a)
monitor the debtor company's business and financial affairs for the
purpose of reorganization; or (b) act as a representative in
respect of the foreign proceeding."

                            About Colt

Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847.  Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.

In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court
for the District of Connecticut.  An investment by Zilkha & Co.
allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy
in 1994.

Sometime after 1994, majority ownership of the Company transitioned
from Zilkha & Co. to Sciens Capital Management.

On June 14, 2015, Colt Holding Company LLC and 9 affiliates,
including Colt Defense LLC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code to pursue a
sale of the assets as a going concern.  The cases are pending joint
administration under Case No. 15-11296 (Bankr. D. Del.).

Colt Defense estimated $100 million to $500 million in assets and
debt.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent.


COOPER TIRE: S&P Revises Outlook to Positive & Affirms 'BB-' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has revised its
outlook on Findlay, Ohio-based tire maker Cooper Tire & Rubber Co.
to positive from stable and affirmed its 'BB-' corporate credit
rating on the company.

At the same time, S&P affirmed its 'BB-' issue-level rating on the
company's senior unsecured debt.  The '4' recovery rating remains
unchanged, indicating S&P's expectation for average recovery
(30%-50%; lower half of the range) for debtholders in the event of
a payment default.

"The outlook revision reflects our expectation that the ongoing
enhancement of Cooper's North American product mix, its operating
efficiency initiatives, and the continued growth of the company's
OE channel in China could offset the likely negative effects of raw
material price volatility and any conversion costs, supporting
strengthening credit measures over the next year," said Standard &
Poor's credit analyst Naomi Dsouza.  The company's credit measures
as of year-end 2014 and in first-quarter 2015 are strong for the
current rating, with a free operating cash flow (FOCF)-to-total
debt ratio of around 30%.  S&P believes that the company's improved
credit measures and our view of its operating performance could
provide it with some cushion to invest in growth and shareholder
rewards and to manage potential raw material price volatility.  S&P
also assumes that the company's current liquidity profile should
provide it with some degree of flexibility to pursue investments in
China as it seeks to expand its presence and reestablish and
replace its sourcing and production there. However, S&P will
continue to evaluate the company's growth initiatives and its
ability to execute this shift in its business strategy with a view
to assessing management's commitment to maintaining a FOCF-to-debt
ratio of at least 15% and an adjusted debt-to-EBITDA metric of less
than 3x, which are levels that are appropriate for a higher
rating.

The positive outlook on Cooper Tire & Rubber Co. reflects its sound
credit measures and S&P's expectation that the company could
continue to maintain a FOCF-to-debt ratio of at least 15% and an
adjusted debt-to-EBITDA metric below 3x over the next 12 months.
S&P expects that there might be some pressure on the company's
credit metrics in the near-to-mid-term as management executes its
previously announced strategy, namely expanding its presence in the
China OE channel and increasing the higher-value proportion of its
product mix.  Furthermore, while raw material prices (natural
rubber and synthetic rubber) have been subdued in recent periods,
management expects prices to increase in the second half of 2015 as
rubber producers adjust to reduced demand, which could negatively
impact the company's margins.

S&P could upgrade the company if it believes that it can maintain a
FOCF-to-debt ratio of at least 15% and its leverage remains below
3x on a normalized basis.  This could be a result of the company's
shift to higher-value-added products, its ability to win and
sustain new OE business in China, or its efforts to improve its
operational efficiency through ongoing cost savings initiatives.

S&P could revise our outlook on Cooper to stable if its
FOCF-to-debt ratio falls below 15% with no clear prospect of
recovery. This could happen if the company's annual revenues
declined by the high-single-digits, percentagewise, combined with a
more than a 400 basis point decline in its gross margins.  S&P
could also consider revising its outlook on the company if it
returns significant amount of capital to its shareholders or
engages in large debt-financed acquisitions such that its adjusted
debt-to-EBITDA metric remains above 3x on a sustained basis.



DASEKE INC: Moody's Assigns 'B1' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned a B1 Corporate Family Rating and
a B1-PD probability of default rating to Daseke, Inc. Concurrently,
Moody's assigned a B2 rating to the company's new $250 million term
loan that it plans to arrange. The rating outlook is stable.

The B1 CFR of Daseke considers the company's position as a leading
provider of specialized, open-deck transportation and logistics
services, the well-established operational track record of Daseke's
group companies and Moody's expectation of margin expansion and
positive free cash flow, from somewhat thin operating margins and
negative free cash flow in recent years. At the same time, the B1
CFR takes into account Daseke's exposure to cyclical end-markets
that are correlated with industrial production and construction
activities in North America.

Through its group of individually branded and managed operating
companies, Daseke provides specialized transportation services for
heavy haul, over-dimensional and high value freight that is
transported on flatbed and other specialized open-deck trailers.
Each of Daseke's group companies has a well-established operational
track record that spans decades, evidenced by long-standing
relationships with large industrial customers. Since its inception
in 2008, Daseke has grown substantially through acquisitions, a
strategy that management will continue to pursue given the
fragmented specialized, open-deck transportation sector.

Operating margins were somewhat thin in recent years, resulting in
negative free cash flow as capital expenditures are elevated.
Moody's expects operating margins to expand to around 6.5%,
calculated on a Moody's adjusted basis. Consequently, free cash
flow is expected to turn positive in 2015, with further improvement
in 2016 as fleet investments moderate. Further, Moody's anticipates
debt-to-EBITDA to be less than 3.5 times and EBIT-to-interest to be
at least 2 times, levels that are very supportive of the B1 CFR.
Notwithstanding current financial performance and credit metrics,
Daseke is exposed to cyclical end-markets that will weaken
concurrently with any downturn in industrial production and
construction spending in North America.

Moody's considers Daseke's liquidity profile to be adequate.
Although cash balances are typically minimal, cash flow from
operations is expected to be sufficient to fund currently elevated
levels of capital expenditures. A new $100 million asset-based
revolving credit facility that Daseke intends to arrange provides
additional liquidity, but the company's borrowing base will limit
the amount available in the near term.

The new $250 million senior secured term loan that Daseke plans to
arrange is rated B2, one notch lower than the B1 CFR. This reflects
the sizeable amount of the senior secured revolving credit
facility, which ranks more senior in Moody's Loss-Given-Default
analysis, in view of the first lien claim of this facility on trade
receivables and inventory.

The stable rating outlook is predicated on Moody's expectation of
moderate organic revenue growth supported by steadily improving
industrial production and construction spending in the U.S.
economy, as well as Moody's expectation of improving operating
margins and cash flow.

The ratings could be upgraded if Daseke substantially strengthens
its market position, enhances its operating margins to at least
7.5% and demonstrates consistently positive free cash flow while
maintaining adequate investments in its fleet, such that retained
cash flow-minus-capex-to-debt would be at least 5% for some time.
Debt-to-EBITDA would have to be 2.5 times or less while
EBIT-to-interest would have to be at least 3.0 times to support a
ratings upgrade.

The ratings could be downgraded if Moody's expects operating
margins to decrease to less than 5.5%, affecting Daseke's ability
to generate consistently positive free cash flow. Ratings could
also be pressured if debt-to-EBITDA increases to 4 times or if
EBIT-to-interest decreases to less than 2 times.

Assignments:

Issuer: Daseke, Inc.

  -- Corporate Family Rating, Assigned B1

  -- Probability of Default Rating, Assigned B1-PD

  -- Senior Secured Bank Credit Facility, Assigned B2 (LGD4)

Outlook Actions:

Issuer: Daseke, Inc.

  -- Outlook, Assigned Stable

The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in April 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.

Daseke, Inc., headquartered in Addison, TX, is one of the leading
providers of specialized, open-deck transportation and logistics
services. Revenues in 2014 were $533 million. Daseke, Inc. is a
privately held company with the majority of the company's common
stock held by Daseke's management.


ELBIT IMAGING: Court Dismisses Appeal on Plan of Arrangement Order
------------------------------------------------------------------
Elbit Imaging Ltd. announced that in the hearing held at the Israel
Supreme Court and following the recommendation of the Court, the
Plaintiff withdraw the Appeal filed by a holder of Series B Notes
following the approval of the adjusted plan of arrangement by the
Court.

On Jan. 26, 2014, a holder of the Company's Series B notes filed an
appeal to the Supreme Court, against the ruling of the Tel-Aviv
District Court, dated Jan. 1, 2014, approving the amended plan of
arrangement.

In the Appeal the Plaintiff sought, inter alia, to cancel the
section on the said court ruling which grants release from
potential liability and claims to the Company's officers and
directors, and also the section which determines the class action
that was filed by the Plaintiff shall be strike.  Alternatively,
the Plaintiff had requested to cancel the section on the said court
ruling which determines the class action shall be strike against
Mr. Mordechay Zisser, who is not included in the release from
potential liability and claims provided to the Company's other
officers, or that the whole Arrangement will be canceled.  

                        About Elbit Imaging

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
holds investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.

As of March 31, 2015, Elbit Imaging had NIS 3.33 billion in total
assets, NIS 2.87 billion in total liabilities and NIS 459 million
in shareholders' equity.


ELITE PHARMACEUTICALS: Reports $28.9M Net Income in Fiscal 2015
---------------------------------------------------------------
Elite Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income
attributable to common shareholders of $28.9 million on $5 million
of total revenues for the year ended March 31, 2015, compared to a
net loss attributable to common shareholders of $96.5 million on
$4.6 million of total revenues for the year ended March 31, 2014.

As of March 31, 2015, the Company had $25.9 million in total
assets, $60.6 million in total liabilities and a $34.7 million
total stockholders' deficit.

                     Cash and Working Capital

As of March 31, 2015, the Company had cash on hand of $7.5 million
and a working capital surplus of $7.3 million.  The Company
believes that those resources, combined with the Company's access
to the remaining balance of the equity line with Lincoln Park
Capital, and approximately $400,000 available under the Hakim
Credit Line are sufficient to fund operations through the current
operating cycle.  For the fiscal year ended March 31, 2015, it had
losses from operations totaling $16.5 million, net other income
totaling $45.4 million and a net income of $28.9 million.

"The Company does not anticipate being profitable for the fiscal
year ending March 31, 2016, due in large part to its plans to
conduct clinical development and commercialization activities on a
range of abuse deterrent opioid products, on an accelerated and
simultaneous basis.  Such activities require the investment of
significant amounts in clinical trials, safety and efficacy
studies, bioequivalence studies, product manufacturing, regulatory
expertise and filings, as well as investments in manufacturing and
lab equipment and software.  In order to finance these significant
expenditures, the Company entered into two purchase agreements with
Lincoln Park Capital Fund, LLC, with such agreements providing the
company with equity lines totaling $50 million.  We believe this
amount of financing, if received, is sufficient to fund the
commercialization of the abuse deterrent opioid products
identified," the Company said in the report.


"In addition, the Company had previously received Notices of
Default from the Trustee of the NJEDA Bonds as a result of the
utilization of the debt service reserve being used to pay interest
payments as well as the company's failure to make scheduled
principal payments.  All monetary defaults have been cured during
Fiscal 2015 and the Company is current on all NJEDA Bond interest
and principal payments."

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

                        http://is.gd/ZTaSUf

                   About Elite Pharmaceuticals

Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a
specialty pharmaceutical company principally engaged in the
development and manufacture of oral, controlled-release products,
using proprietary technology and the development and manufacture
of generic pharmaceuticals.  The Company has one product,
Phentermine 37.5mg tablets, currently being sold commercially.


FINANCIAL HOLDINGS: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Financial Holdings, Inc.
        318 E. Main Street
        Lexington, KY 40507

Case No.: 15-51187

Type of Business: Bank Holding Company

Chapter 11 Petition Date: June 16, 2015

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

Judge: Hon. Gregory R. Schaaf

Debtor's Counsel: Adam Mastin Back, Esq.
                  STOLL KEENON OGDEN, PLLC  
                  300 W. Vine Street, Suite 2100
                  Lexington, KY 40507
                  Tel: 859 231-3000
                  Email: adam.back@skofirm.com

                    - and -

                 Jessica L. Haurylko, Esq.
                 100 West Vine Street, Suite 2100
                 Lexington, KY 40507
                 Tel: (859) 231-3000
                 Email: jessica.haurylko@skofirm.com

                    - and -

                 Joseph M Scott, Jr., Esq.
                 300 W Vine St #2100
                 Lexington, KY 40507-1801
                 Tel: (859) 231-3947
                 Email: joseph.scott@skofirm.com

Total Assets: $11.9 million

Total Liabilities: $40.6 million

The petition was signed by Barry Brauch, chief executive officer.

List of Debtor's two Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Wilmington Trust Company,          Debentures and     $26,278,844
Trustee f/b/o                         Guarantee
American Founders
Statutory Trust I
Attn: Corporate Trust
Administration
Rodney Square N, 1100 N
Market St
Wilmington, DE 19890-1600

WPB-AFB, LLC                        Note and Loan     $14,352,488
100 E. Rivercenter Drive            documents assigned
Suite 1100                          to creditor from
Covington, KY 41011                 U.S. National Bank
                                    Association on
                                    Oct. 12, 2012


G & A FINE FOODS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: G & A Fine Foods, Inc.
        18351 N.W. 27th Avenue
        Opa Locka, FL 33056

Case No.: 15-20917

Chapter 11 Petition Date: June 16, 2015

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

Judge: Hon. Laurel M Isicoff

Debtor's Counsel: Paul L. Orshan, Esq.
                  ORSHAN, P.A.
                  One Southeast Third Avenue, Suite 1445
                  Miami, FL 33131
                  Tel: 305-529-9380
                  Fax: 305-402-0777
                  Email: paul@orshanpa.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Domingo Then, Jr.,
vice-president/general manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb15-20917.pdf


GENERAL CONCRETE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: General Concrete Company, Inc.
        11550 East Maple Ave.
        Beltsville, MD 20705

Case No.: 15-18589

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Hon. Thomas J. Catliota

Debtor's Counsel: Craig Palik, Esq.
                  MCNAMEE HOSEA PA
                  6411 Ivy Lane, Suite 200
                  Greenbelt, MD 20770
                  Tel: 301-441-2420
                  Fax: 301-982-9450
                  Email: cpalik@mhlawyers.com

Total Assets: $1.6 million

Total Liabilities: $2.6 million

The petition was signed by Marleny E. Urrutia, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mdb15-18589.pdf


GENESIS HEALTHCARE: 24 SNF Acquisition No Impact on Moody's B3 CFR
------------------------------------------------------------------
Moody's Investors Services said FC-GEN Operations Investment, LLC's
announcement that it has signed an asset purchase agreement with
Revera Inc. to acquire 24 skilled nursing facilities for $240
million is credit negative. However, there are no changes to
Genesis' ratings, including the B3 Corporate Family Rating and
B3-PD Probability of Default Rating. The stable rating outlook is
also unchanged.

FC-GEN Operations Investment, LLC, through its subsidiary Genesis
HealthCare LLC (collectively Genesis) is a provider of post-acute
care services, including skilled nursing and contract
rehabilitation. Genesis operates 507 skilled nursing and assisted
living facilities across 34 states.



GETTY IMAGES: Bank Debt Trades at 18% Off
-----------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 81.60 cents-on-the-
dollar during the week ended Friday, June 12, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
the June 17, 2015, edition of The Wall Street Journal.  This
represents an decrease of 0.46 percentage points from the previous
week, The Journal relates. Getty Images Inc. pays 350 basis points
above LIBOR to borrow under the facility.  The bank loan matures on
October 14, 2019, and carries Moody's B2 rating and Standard &
Poor's B- rating.  The loan is one of the biggest gainers and
losers among 263 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


GOINS WASTE OIL: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Goins Waste Oil Company, Inc.
        4201 Calhoun Ave
        Chattanooga, TN 37407

Case No.: 15-12543

Chapter 11 Petition Date: June 16, 2015

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

Judge: Hon. Nicholas W. Whittenburg

Debtor's Counsel: David J. Fulton, Esq.
                  SCARBOROUGH & FULTON
                  701 Market Street, Suite 1000
                  Chattanooga, TN 37402
                  Tel: 423- 648-1880
                  Fax: (423) 648-1881
                  Email: djf@sfglegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by Gordon Goins, Jr., president.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


HILLMAN GROUP: S&P Affirms 'B' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Cincinnati, Ohio-based The Hillman Group Inc.  At
the same time, S&P affirmed the 'B' ratings on The Hillman Group's
$550 million senior secured term loan, due June 2021, and the $70
million revolving facility due June 2019.  The recovery ratings
remain '3', indicating S&P's belief that lenders could expect
meaningful (50% to 70%, upper half of the range) recovery in the
event of payment default or bankruptcy.  The issue-level rating on
the $330 million senior unsecured notes due July 2022 remains
'CCC+', and the recovery rating remains '6', indicating S&P's
belief that lenders could expect negligible (0% to 10%) recovery in
the event of payment default or bankruptcy.

As of March 31, 2015, S&P estimates the company had adjusted debt
of roughly $1.08 billion.

"The rating affirmations reflect our belief that The Hillman Group
will generate positive discretionary cash flows based on modest
top-line growth, operating margins recovering to historical levels
of about 18%, and improved working capital levels," said Standard &
Poor's credit analyst Beverly Correa.  "As a result, we forecast
the company's financial leverage will gradually improve in 2016, as
willfunds from operations (FFO) to debt , as per our estimates
based on the last 12-month period ending March 31, 2015," added Ms.
Correa.

"We believe that The Hillman Group's operating performance will
improve in the second half of fiscal 2015 despite foreign currency
headwinds.  We also anticipate that the improving retail
environment and positive same-store sales growth among its larger
customers will buoy demand for its products."

In addition, Hillman's new product launches and favorable housing
trends will help lift revenues into the mid-single digits.  S&P
forecasts that Hillman's 2015 discretionary cash flow generation
will be constrained by higher working capital needs and
higher-than-expected spending related to product launch problems in
the first quarter of 2015.  S&P does, however, anticipate that The
Hillman Group will improve working capital in the second half of
2015 and onward as it begins to rationalize inventory.



INNER HARBOR: Bid for Summary Judgment Granted
----------------------------------------------
District Judge J. Frederick Motz granted the plaintiff's motion for
summary judgment in the case captioned WESTPORT PROPERTY
INVESTMENTS v. PATRICK TURNER, ET AL., CIVIL NO., JFM-14-557 (D.
Md.).

Judge Motz found that Inner Harbor West LLC, through the activities
of Kenneth Frank, cooperated in the filing of bankruptcy charges
against it.  Frank represented not only Thomas Fore but also
Patrick Turner and Inner Harbor West LLC.  He solicited the names
of creditors to bring an involuntary petition against Inner Harbor
West LLC to stop the anticipated foreclosure of the property in
which it held an interest.  He also communicated with Jeffery
Sirody, who eventually became the bankruptcy counsel for Inner
Harbor West LLC, regarding the filing of the bankruptcy case.

A copy of the May 15, 2015 memorandum is available at
http://is.gd/BQMccafrom Leagle.com.

Westport Property Investment LLC, Plaintiff, represented by Matthew
W Oakey -- moakey@gejlaw.com , Gallagher Evelius and Jones LLP,
Thomas Christopher Dame -- tdame@gejlaw.com -- Gallagher Evelius
and Jones LLP, Matthew G Summers -- summersm@ballardspahr.com --
Ballard Spahr LLP, Michelle McGeogh
-- mcgeogh@ballardspahr.com -- Ballard Spahr LLP & Timothy Francis
McCormack -- mccormack@ballardspahr.com -- Ballard Spahr LLP.

Patrick W. Turner, Defendant, Pro Se.

Neil J. Ruther, Defendant, represented by Neil J Ruther, Law Office
of Neil J Ruther.

Inner Harbor West LLC, Movant, represented by Neil J Ruther, Law
Office of Neil J Ruther.

C. Frye & Associates, LLC, Respondent, Movant, represented by Marc
A Ominsky, The SOS Law Group.

Marc A Ominsky, Movant, Pro Se.

Marc A Ominsky, Movant, represented by Marc A Ominsky, The SOS Law
Group.

                      About Inner Harbor

Inner Harbor West LLC became the subject of a Chapter 7
involuntary bankruptcy petition filed by two creditors: C. Frye
Associates, LLC, and Dixie Construction.  The involuntary Chapter
7 bankruptcy case, filed on Feb. 8, 2013, is assigned Bankr. D.
Md. Case No. 13-12198.

As reported by the Troubled Company Reporter on March 7, 2013,
Natalie Rodriguez of BankruptcyLaw360 reported that Judge Robert
A. Gordon granted Inner Harbor West LLC's request to convert an
involuntary Chapter 7 case launched by Dixie Construction Co. and
land-use law firm C. Frye Associates LLC to Chapter 11.

Jeffrey M. Sirody, Esq., represents Inner Harbor West in the
bankruptcy case.

The petitioning creditors are represented by Marc A. Ominsky,
Esq., at The SOS Law Group, in Columbia, Maryland.


INNOVASYSTEMS INC: Bid to Amend Claim Estimate Order Denied
-----------------------------------------------------------
Bankruptcy Judge Andrew B. Altenburg, Jr. denied the Motion to
Reconsider and Amend Claim Estimate Order filed in the case
captioned In re InnovaSystems, Inc., BANKR. CASE NO. 11-36228-ABA
(Bankr. D.N.J.).

The Motion was filed by Proveris Scientific Corporation
("Proveris") in relation to the court's December 18, 2014 opinion
which estimated Proveris' claim at $0 for plan voting purposes.
Proveris argued that the court made two errors: (1) that the court
erroneously determined that no claim or, at this time, even a basis
for a claim exists and that the court compounded the error by
incorrectly concluding that Proveris' claim must be estimated at
$0; and (2) that the court erred in utilizing an all or nothing
approach to claims estimation.

Judge Altenburg held that Proveris' Motion does not demonstrate the
existence of any clear error of law or fact such that its Motion
should be granted.  

As for Proveris' first argument, he explained that the court did
not make any determination as to whether a patent claim exists.
Its opinion was limited to the determination of whether a claim
exists within the bankruptcy case for the purpose of plan voting.
Proveris misinterpreted the court's words to mean that it was
disallowing its claim in its entirety.

As for Proveris' second argument, Judge Altenburg held that
employing the all or nothing approach is a valid approach to claims
estimation and the court had relied on controlling Third Circuit
precedent in estimating Proveris' claim.

A copy of the court's findings of facts and conclusions of law
dated May 18, 2015 is available at http://is.gd/ipMCmtfrom
Leagle.com.

Mr. Alan J. Brody, Esq. -- brodya@gtlaw.com -- Mr. Aris J. Karalis,
Esq. -- akaralis@cmklaw.com -- Greenberg Traurig, LLP Maschmeyer
Karalis P.C. 200 Park Avenue 1415 Route 70 East Florham Park, NJ
07932 Suite 306 Cherry Hill, NJ 08034


J. CREW: Debt Trades at 12% Off
-------------------------------
Participations in a syndicated loan under which J. Crew is a
borrower traded in the secondary market at 87.73 cents-on-the-
dollar during the week ended Friday, June 12, ,2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
the June 17, 2015 edition of The Wall Street Journal.  This
represents a decrease of 2.77 percentage points from the previous
week, The Journal relates. J. Crew pays 300 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
February 27, 2021, and carries Moody's B2 rating and Standard &
Poor's B- rating.  The loan is one of the biggest gainers and
losers among 263 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.


JELD-WEN INC: Moody's Affirms 'B1' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service affirmed JELD-WEN, inc.'s Corporate
Family Rating at B1, Probability of Default Rating at B1-PD, and
the rating on the company's $1,253 million term loan that includes
a proposed $480 million add-on at B1. The outlook is stable.

Most of the proceeds from the $480 million add-on term loan -- $419
million -- will fund a distribution to the company's shareholders
including its majority owner Onex Corporation. JELD-WEN plans to
utilize the remaining proceeds to fund planned near-term bolt-on
acquisitions and pay expenses associated with this transaction. If
the company fails to consummate the acquisitions then the proceeds
will be available to fund an additional distribution to
shareholders.

Moody's took the following rating actions on JELD-WEN, inc.:

  -- Corporate Family Rating, affirmed at B1;

  -- Probability of Default Rating, affirmed at B1-PD;

  -- $1,253 million term loan (includes proposed $480 million
     add-on), affirmed at B1 (LGD-4);

  -- Outlook remains Stable.

Moody's affirmed the B1 Corporate Family Rating based on an
expectation that JELD-WEN's credit metrics will remain in line with
levels consistent with the B1 rating category over the next 12-18
months given the company's operating profile, despite the
significant increase in debt leverage. Volume and price
improvements, along with higher productivity, are anticipated to
strengthen the company's credit metrics better within the B1 rating
category. The pro forma adjusted debt to EBITDA is expected to be
4.6x versus a level below 4x previously expected for June 27, 2015
absent the transaction, and Moody's projects adjusted
debt-to-EBITDA will decline below 4.5x by the end of 2015. Further,
the B1 Corporate Family Rating reflects JELD-WEN's strong worldwide
market position in doors and windows and favorable end market
conditions in residential construction and remodeling. The ratings
are also supported by the company's size with $3.5 billion of
revenues (LTM 3/28/15). The company continues to be a leading
vertically integrated door producer and Moody's anticipates the
company to expand its market share via acquisitions, especially in
Europe and Australia. The rating also considers the company's new
management team and short-term strategy that includes pricing
leadership, cost reductions and productivity initiatives to
increase the EBITDA margin to 10% from approximately 8.7%
currently.

At the same time, the B1 Corporate Family Rating is constrained by
an aggressive financial policy and event risks associated with
private equity majority ownership, as evidenced by the higher debt
leverage and weaker interest coverage resulting from the proposed
debt-funded shareholder distribution. Exposure to cyclical end
markets, volatile raw material costs, potential operational
inefficiencies resulting from high demand for the company's
products, and expenses associated with the new cost savings
initiatives also create credit risk. Furthermore, the company's
acquisition based growth strategy that is largely being financed
through debt poses a concern to the extent the expected synergies
don't materialize.

The stable rating outlook is based on Moody's expectations for an
increase in demand in the company's global repair and remodeling
and new home construction end markets. This should help the company
to pass through price increases and, along with operational
efficiency initiatives grow earnings and reduce leverage over the
next 12-18 months.

The ratings could be upgraded if the company adopts more
conservative financial policies and improves credit metrics such
that adjusted debt leverage is sustained below 3.0x and EBITA
interest coverage is sustained above 5.0x.

The ratings may be downgraded if the company's liquidity weakens,
adjusted EBITA-to-interest expense falls below 2x or adjusted debt
to EBITDA is sustained above 5x.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 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.

JELD-WEN, inc., with corporate offices in Charlotte, North
Carolina, is a vertically integrated manufacturer of doors and
windows that are marketed primarily under the JELD-WEN brand names
in the U.S. and Canada and under a variety of names in Europe,
Australia, and Asia. Revenue for the 12 months ended March 28, 2015
totaled approximately $3.5 billion.


JTS LLC: Johnson's Tire Service in Alaska Seeks Chapter 11
----------------------------------------------------------
JTS, LLC, doing business as Johnson's Tire Service, sought Chapter
11 protection (Bankr. D. Alaska Case No. 15-00167) in Anchorage,
Alaska, on June 15, 2015, without stating a reason.  JTS, in the
business of retail tire sales and automobile maintenance and
repair, estimated $10 million to $50 million in assets and debt.
The formal schedules of assets and liabilities and the statement of
financial affairs are due June 29, 2015.  The Debtor tapped David
H. Bundy, Esq., at David H. Bundy, PC, in Anchorage, as counsel.


KENDALLWOOD HOSPICE: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Kendallwood Hospice Company
        10015 N. Ambassador Drive, Suite 202
        Kansas City, MO 64153

Case No.: 15-50241

Chapter 11 Petition Date: June 16, 2015

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

Judge: Hon. Cynthia A. Norton

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

Total Assets: $3.1 million

Total Liabilities: $2.9 million

The petition was signed by Carla Barksdale, general counsel.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mowb15-50241.pdf


LERIN HILLS: Proposes Dykema as Bankruptcy Counsel
--------------------------------------------------
MA Lerin Hills Holder, LP, and its affiliated debtors are asking
the U.S. Bankruptcy Court for the Western District of Texas for
approval to employ Dykema Cox Smith as their counsel, as of the
Petition Date, in connection with various matters, including the
commencement and prosecution of their Chapter 11 cases.

Deborah D. Williamson will act as lead Dykema counsel for the
Debtors in the Chapter 11 cases.  Ms. Williamson can be contacted
at:

        Deborah D. Williamson, Esq.
        DYKEMA COX SMITH
        112 E. Pecan, Suite 1800
        San Antonio, TX 78205
        Fax: (210) 226-8395
        E-mail: dwilliamson@dykema.com

The hourly rates of the primary attorneys and paralegals within
Dykema who will represent the Debtors are:

         Name                      Category       Hourly Rate
         ----                      --------       -----------
         Deborah D. Williamson     Shareholder       $610
         David Kinder              Shareholder       $465
         Patrick L. Huffstickler   Shareholder       $450
         Mark Barrea               Shareholder       $380
         Jesse Moore               Senior Attorney   $335
         Allison C. Seifert        Paralegal         $180

The Debtors are unaware of any circumstances where Dykema was
adverse to any of the Debtors.  The Debtors ahve been informed that
Dykema's conflicts database management systems holds no information
that would suggest that Dykema is now or has ever been adverse to
any of the Debtors.

                         About Lerin Hills

MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility
Inc., own 867 acres of real property known as the Lerin Hills
residential real estate development located in Boerne, Texas.  The
Lerin Hills project currently produces no cash flow, has run out of
cash and remains materially unfinished.  

In December 2014, the companies defaulted on debt to Putnam Funding
III, LLC, which claims to be owed not less than $41.3 million as of
the Petition Date.  On April 7, 2015, at the behest of Putnam, the
216th Judicial District Court in Kendall County, Texas, appointed
Andrew S. Cohen as receiver for the assets.

On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions
for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case
Nos. 15-51424 to 15-51426) in San Antonio, Texas.  The Receiver
immediately filed a Joint Chapter 11 Plan of Liquidating Plan for
the Debtors.  The Plan is being sponsored by Putnam.

The Debtors tapped Cox Smith Matthews Incorporated as attorneys.
Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel.


LERIN HILLS: Proposes Golden Steves as Real Estate Counsel
----------------------------------------------------------
MA Lerin Hills Holder, LP, and its affiliated debtors are asking
the U.S. Bankruptcy Court for the Western District of Texas for
approval to employ Golden Steves Cohen & Gordon LLP as special
counsel to advise regarding real estate issues.

The primary attorneys within Golden Steves who will represent the
Debtors and their hourly rates are:

         Name                 Category            Hourly Rate
         ----                 --------            -----------
         Andrew S. Cohen      Shareholder            $500
         Marthy Hardy         Senior Counsel         $295
         Trey Jacobsen        Attorney               $250
         Victoria Gonzalez    Project Coordinator    $100

The Debtors are unaware of any circumstances where Golden Steves
was adverse to any of the Debtors.  The Debtors disclosed to the
Court, in connection with the representation of all the Debtors by
Golden Steves, that there are certain interrelationships between
and among the Debtors.  The Debtors and Golden Steves do not
believe, however, that the Debtors' relationships to one another
pose any conflict of interest in the Chapter 11 cases because of
the Debtors' general unity of interest at all levels.

To the best of the Debtors' knowledge, the partners, counsel and
associates of Golden Steves do not have any other connection with
or any interest adverse to the Debtors, their creditors, or any
other party in interest, or their respective attorneys and
accountants or the United States Trustee or any person employed in
the office of the U.S. Trustee.

                         About Lerin Hills

MA Lerin Hills Holder, LP, LH Devco, Inc., and Lerin Hills Utility
Inc., own 867 acres of real property known as the Lerin Hills
residential real estate development located in Boerne, Texas.  The
Lerin Hills project currently produces no cash flow, has run out of
cash and remains materially unfinished.

In December 2014, the companies defaulted on debt to Putnam Funding
III, LLC, which claims to be owed not less than $41.3 million as of
the Petition Date.  On April 7, 2015, at the behest of Putnam, the
216th Judicial District Court in Kendall County, Texas, appointed
Andrew S. Cohen as receiver for the assets.

On June 8, 2015, the Receiver filed Chapter 11 bankruptcy petitions
for MA Lerin Hills and its two affiliates (Bankr. W.D. Tex. Case
Nos. 15-51424 to 15-51426) in San Antonio, Texas.  The Receiver
immediately filed a Joint Chapter 11 Plan of Liquidating Plan for
the Debtors.  The Plan is being sponsored by Putnam.

The Debtors tapped Cox Smith Matthews Incorporated as attorneys.
Putnam tapped Akin Gump Strauss Hauer & Feld LLP as counsel.



LIBERTY TIRE: Moody's Assigns 'Caa2' CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a Caa2 Corporate Family Rating
to Liberty Tire Recycling Holdco, LLC and a Probability of Default
Rating of Caa2-PD.  Moody's also assigned a Caa1 to the company's
new senior secured Term Loan B, the proceeds of which will be used
to repay existing credit facility borrowings, outstanding municipal
bonds and a portion of the company's unrated senior secured second
lien paid-in-kind (PIK) notes.  These are initial ratings for
Liberty Tire's revised capital structure following its out-of-court
debt restructuring that took place in early March 2015.  Moody's
deemed the restructuring of the unsecured notes into the PIK notes
and equity a distressed exchange and withdrew the company's ratings
on March 31, 2015 because only a de-minimis amount of the unsecured
notes remained.  The rating outlook is stable.

Moody's assigned these ratings to Liberty Tire Recycling Holdco,
LLC:

Corporate Family Rating of Caa2
Probability of Default Rating of Caa2-PD
Senior Secured First-Lien Term Loan of Caa1 (LGD3)
Rating outlook is Stable

RATINGS RATIONALE

The Caa2 CFR reflects Moody's concern that despite several
significant operational changes made recently, the company's
current operating model cannot sustain the proposed capital
structure over the intermediate-to-long term.  More specifically,
Liberty Tire's very high leverage even after the March 2015
out-of-court debt restructuring (adjusted debt-to-EBITDA including
Moody's standard adjustments over 8.5x), weak EBIT-to-interest
coverage and the difficulty in matching used tire collections with
profitable and sustainable recycled tire applications raises the
likelihood that more meaningful adjustments to the operating model
and/or the capital structure will need to be made in the next 12 --
18 months.  Moody's notes that the benefits from supply agreements
with several competitors will take time to realize, making
material, near-term improvement in credit metrics unlikely.

The rating recognizes Liberty Tire as a market leader in tire
collection and rubber recycling, essentially a niche sub-sector of
the waste management industry, and the favorable dynamics driving
scrap tire collection.  Liberty Tire estimates that it has over 30%
market share in the US and over 50% in Canada for used tire
collection and recycling, with customers ranging from large,
national chain accounts to small, single tire shops.  End market
uses for recycled tires include reselling tires with remaining
tread life, mixing crumb rubber in asphalt and athletic fields,
using rubber mulch for playgrounds and flowerbeds and burning tires
as fuel for cement, paper and other energy-intense processes.  The
company's ability to recoup costs by separating steel wire from
tires and reselling the steel as scrap metal will remain pressured
by commodity price weakness.

Scrap tire collection benefits from several favorable trends
including state regulations governing rubber tire disposal,
population and therefore vehicle growth that translates into more
miles driven, and the general public's increasing focus on
recycling.  The company's tire collections, known as inbound
operations, is a relatively steady business that provides good
revenue visibility at modest margins.  In contrast, recycled tires,
or outbound products, rely on numerous end-market applications that
are not only more volatile but generate substantially lower
margins.  In addition, if the company is unable to match tire
collections with the primary recycled applications of crumb and
mulch, it will look to lower value alternatives such as
tire-derived fuel or even hold product as inventory depending on
demand visibility.  If these options are exhausted, regulations
require that those volumes be shredded and disposed of in landfills
at the expense of the company. Historically, these landfill volumes
have accounted for 20% - 25% of Liberty Tire's total tire
collection volumes.

Due to a very challenging 2014 in which the company experienced
aggressive pricing behavior from a key competitor, severe
overcapacity in one of its major markets and a sharp decline in
demand for rubber mulch, Liberty Tire encountered financial
covenant compliance and liquidity issues.  Consequently, the
company agreed to an out-of-court restructuring that Moody's deemed
a distressed exchange.  However, the restructuring resulted in less
than a 10% reduction in total debt, which in Moody's opinion does
little to alleviate the immense pressure on operating performance
that existed prior to the restructuring.  The decline in cash
interest costs resulting from the issuance of the PIK notes
provided some relief.  However, Moody's believes the risk of an
additional debt restructuring is elevated since leverage remains
very high and debt will likely increase over the next two years in
part because of the high interest rate on the PIK notes.

Negligible cash on the balance sheet and limited-to-negative
projected free cash flow result in a weak liquidity profile.  The
proposed refinancing includes an unrated $35 million asset-based
line of credit (ABL) - undrawn at transaction close -- that will
strengthen the company's near-term liquidity position and provide
some operating flexibility.  Cash interest costs will also increase
as a result of the proposed transaction.

Moody's overrode the B3 Loss Given Default (LGD) model outcome to
rate the term loan at Caa1.  The override reflects Moody's view of
potential creditor losses in the event of a default.  The Caa1
rating is one notch above the CFR to reflect the effective priority
relative to the senior secured second lien PIK notes.

The stable rating outlook anticipates that the recent operational
adjustments will improve outbound earnings and that landfill
volumes will remain at or below the historical rate of total
collection volumes.

Higher ratings are unlikely to develop over the next 12 -- 18
months as the PIK notes will push total debt and leverage higher
unless Liberty Tire experiences a sharp improvement in earnings
that translates into free cash flow for accelerated debt reduction.
Prolonged negative free cash flow that would require the company
to rely on its ABL for normal operating outlays would create
downward rating pressure.  In addition, a lack of EBITDA growth
stemming from weak performing outbound operations such as an
increase in landfill volumes or further erosion in pricing power
would also adversely affect the ratings.

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

Headquartered in Pittsburgh, Pennsylvania, Liberty Tire Recycling
Holdco, LLC is a scrap tire collector and recycler in the United
States and Canada.  Annual revenues total approximately $320
million.



LIBERTY TIRE: S&P Assigns 'B-' CCR, Outlook Stable
--------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
corporate credit rating to Pittsburgh-based tire recycler and
producer of tire-derived products Liberty Tire Recycling Holdco
LLC.  The outlook is stable.

At the same time, S&P assigned its 'B-' issue-level rating and '3'
recovery rating to the company's proposed $170 million senior
secured term loan.  The '3' recovery rating indicates S&P's
expectation for meaningful (50% to 70%; upper half of the range)
recovery in the event of a payment default.

"Our ratings on Liberty Tire Recycling Holdco LLC reflect our
assessment of the company's business risk profile as 'vulnerable'
and its financial risk profile as 'highly leveraged', said Standard
& Poor's credit analyst James Siahaan.

The company completed an out-of-court financial restructuring in
March 2015 in which the holders of the $225 million 11% senior
unsecured notes due 2016 exchanged their investment into $175
million in 11% second-lien payment-in-kind (PIK) notes due 2021 and
80% of the equity in newly formed parent company LTR Holdings.

The stable outlook is based on S&P's view that the challenging,
competitive conditions that Liberty faced last year have been
somewhat alleviated, and that more stable volumes and operational
improvements will help Liberty maintain "adequate" liquidity, which
S&P views as key to the ratings.  While S&P expects the company to
remain highly leveraged, it believes it will be able to reduce its
debt leverage during our outlook horizon, such that its adjusted
debt to EBITDA declines to 7.5x by the end of the second quarter of
2016.

S&P could lower the rating if an unexpected deterioration in
profitability results in the company's liquidity becoming strained,
or if its adjusted debt to EBITDA continually exceeds 8.5x with no
prospects for improvement.

Although unlikely in the next 12 months, S&P may consider a modest
upgrade if Liberty improves its business risk profile by realizing
its cost improvement initiatives, raising and maintaining profit
margins, and generating more consistent levels of cash flow.  In
conjunction with any improvement to the business risk profile, S&P
would also look for Liberty to lower its adjusted debt to EBITDA to
roughly 6.0x.  This would require revenue to grow by roughly 3% and
EBITDA margins to improve by about 400 basis points during the next
year, which may be difficult to achieve within the outlook's
timeframe.



MAGNUM HUNTER: Moody's Lowers Corporate Family Rating to 'Caa2'
---------------------------------------------------------------
Moody's Investors Service downgraded Magnum Hunter Resources
Corporation's (MHR) Corporate Family Rating to Caa2, Probability of
Default Rating to Caa2-PD, senior secured term loan rating to B2
and senior unsecured notes rating to Caa3.  Moody's also lowered
the Speculative Grade Liquidity Rating to SGL-4 to underscore weak
liquidity.  The rating outlook has been changed to negative from
stable.

"The downgrade reflects Moody's view that MHR has an unsustainable
capital structure, and without a permanent reduction in debt level,
the company will not be able to overcome its chronic liquidity
challenges and will face elevated default risk in a low commodity
price environment," said Sajjad Alam, Moody's AVP-Analyst.
"Despite a substantial increase in production in first quarter
2015, the company will not generate sufficient cash flow to cover
its interest expenses or capex in 2015.  Absent significant cash
infusion through asset sales or capital market transactions, the
company will be hard pressed to make the next coupon payment on its
9.75% $600 million senior notes on November 15, 2015."

Issuer: Magnum Hunter Resources Corporation

Downgraded:

Corporate Family Rating, Downgraded to Caa2 from B3

   -- Probability of Default Rating, Downgraded to Caa2-PD from
      B3-PD

   -- US$600M 9.75% Senior Unsecured Regular Bond/Debenture,
      Downgraded to B2 (LGD2) from B1

   -- US$600M 9.75% Senior Unsecured Regular Bond/Debenture,
      Downgraded to Caa3 (LGD5) from Caa1

   -- US$340M Senior Secured 2nd Lien Term Loan, Downgraded to
      B2(LGD2) from B1

Ratings Changed:

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

Outlook Actions:

Change to Negative from Stable

RATINGS RATIONALE

Moody's expects MHR to have weak liquidity through mid-2016.  The
company had only $14 million of cash at March 31, 2015 and did not
have access to its $50 million borrowing base revolving credit
facility after breaching financial covenants.  MHR subsequently
obtained a waiver conditioned on the company raising at least $65
million of cash before June 19, 2015.  The company is trying to
raise the necessary cash through equity issuance and asset sales.
The company is also working with a gas marketing firm to eliminate
the $39.3 million of LCs posted against firm transportation
contracts.  While the company has been able to stave off technical
default through serial assets sales since 2013, Moody's believes
asset dispositions will become increasingly difficult in today's
depressed oil and natural gas price environment.

The revolver covenants were amended and now comprise a maximum
total secured net debt to EBITDAX test of 2.5x (stepping down to 2x
on March 31, 2016) and a minimum current ratio test of 1x.  The
company will most likely breach one or both covenants at the end of
second quarter 2015.  The second lien term loan requires a total
proved reserve coverage ratio of 1.5x and a total proved developed
producing reserve coverage ratio of 1x.  While the company complied
with the term loan covenants at the end of first quarter,
prospective compliance remains highly uncertain.

MHR is looking to divest additional assets, including a portion of
its midstream interest, and enter into liquidity enhancing joint
venture type arrangements.  Moody's notes that MHR's midstream
assets (Eureka Hunter) are not pledged to MHR's bank lenders and
could provide alternate liquidity.

MHR's Caa2 CFR reflects its concentrated and small scale E&P
operations; high leverage relative to current production, reserves
and cash flow levels, weak capital productivity and cash margins
and natural gas weighted asset base.  The Caa2 CFR is supported by
MHR's significant undeveloped acreage position in the Marcellus and
Utica Shale plays and the potential value in the company's
midstream (Eureka Hunter) assets.

The $340 million second lien term loan facility is rated B2, three
notches above the CFR given the significant loss absorption cushion
afforded by the company's $600 million senior unsecured notes.  The
notes are rated at Caa3 because of their subordinated claim to
MHR's assets behind the second lien term loan and first-lien
revolving credit facility.

The negative outlook reflects the high degree of uncertainty around
MHR's ability to shore up liquidity.  The CFR will be downgraded if
it appears that MHR may not be able raise enough cash through asset
sales or capital market transactions prior to its next coupon
payment.  A reduction in debt level and sufficient liquidity to
fund the next 12 months' cash requirements will be pre-requisites
for an upgrade.  An upgrade would also be contingent on maintaining
a EBITDAX to interest coverage ratio above 1x.

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

Magnum Hunter Resources Corporation (MHR) is a Houston, Texas based
publicly traded oil and gas exploration and production (E&P)
company with principal assets in the states of West Virginia, Ohio,
North Dakota, and Kentucky.



MILLENNIUM HEALTH: Moody's Lowers Corporate Family Rating to 'B2'
-----------------------------------------------------------------
Moody's Investors Service downgraded Millennium Health, LLC's
Corporate Family Rating to B2 from B1 and Probability of Default
Rating to B2-PD from B1-PD.  Additionally, Moody's downgraded the
ratings on the company's senior secured credit facilities to B2
(LGD 4) from B1 (LGD 4).  Moody's also changed the rating outlook
to negative from stable.

The downgrade reflects Moody's expectations that Millennium could
be negatively affected by a reduction in Medicare billing rates for
diagnostic testing, reducing the company's financial flexibility.
The anticipated reimbursement reduction relates to expected changes
in diagnostic testing reimbursement where The Centers for Medicare
and Medicaid (CMS) will make one payment for a collection of drug
tests instead of paying for each drug test separately.  These
changes could affect Millennium's billings as early as 2016,
potentially constraining Millennium's liquidity position and
deleveraging abilities.

This is a summary of Moody's rating actions.

Ratings downgraded:

Millennium Health, LLC

Corporate Family Rating to B2 from B1

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

$50 million senior secured revolving credit
facility expiring in 2019 to B2 (LGD 4) from
B1 (LGD 4)

$1,765 million senior secured term loan due
in 2021 to B2 (LGD 4) from B1 (LGD 4)

RATINGS RATIONALE

Millennium's B2 Corporate Family Rating reflects its high financial
leverage, its relatively small scale, and its revenue concentration
in core toxicology testing services.  New service lines will
provide some diversity over time, but this revenue concentration
will remain modest for several years.  Moody's anticipates that the
company will continue to operate with considerable financial
leverage, with debt/EBITDA likely sustained above 6.0x.
Millennium's EBITDA will contract as the company absorbs reductions
in reimbursement from Medicare that will begin in early 2016,
causing debt/EBITDA of 5.2 times (12 months ended March 31, 2015)
to increase.  The company's liquidity is good, reflecting
unrestricted cash of $67 million at March 31, 2015, anticipated
positive free cash flow, and a revolving credit facility that is
expected to remain undrawn.

The negative outlook reflects Moody's expectations for declining
profitability due to the reimbursement change, as well as
uncertainty regarding the final outcome of Millennium's agreement
with the Department of Justice.  This matter relates in part to
allegations that the company billed Medicare for unnecessary
testing.

Given the pressures facing the company in the next year, Moody's
does not foresee an upgrade in the near term.  However, Moody's
could upgrade the rating if Millennium is able to successfully
resolve its outstanding DOJ related investigations, maintain solid
EBITDA margins, liquidity and financial flexibility, and deleverage
such that debt/EBITDA approaches 4.5x.

Moody's could downgrade the rating if the company experiences very
significant deterioration in EBITDA or liquidity from the
reimbursement change or other unforeseen operating issues, if the
company undertakes a significant debt financed acquisition or
shareholder initiatives, or if debt to EBITDA is sustained above
6.5 times.

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.

Millennium, headquartered in San Diego, CA, provides health care
professionals with medication monitoring and drug detection
services, pharmacogenic testing, and clinical tools, scientific
data and education used to personalize treatment plans to improve
clinical outcomes and patent safety.



MONTREAL MAINE: Ch. 11 Trustee Seeks to Disband Victims' Committee
------------------------------------------------------------------
Robert J. Keach, the Chapter 11 Trustee for Montreal Maine &
Atlantic Railway, Ltd., asks the U.S. Bankruptcy Court for the
District of Maine to disband the Official Committee of Victims.

According to the Chapter 11 Trustee, the Victims' Committee should
be disbanded for the following reasons:

   (1) because each of the constituents represented by the
Committee is adequately represented by a separate constituency in
this case, thus the Committee no longer serves any legitimate
purpose;

   (2) the Committee's actions as of late have served only to
prolong and, indeed, to jeopardize the significant settlement
negotiations that are paving the way for a distribution to the
victims of the 2013 train derailment; and

   (3) because the Committee no longer serves any legitimate
purpose and is actually counterproductive to confirmation of a
plan, allowing it to continue to exist and accrue expenses and
professional fees serves only to waste estate assets with no
possible benefit.

The Chapter 11 Trustee asserts that in the event the Court
determines not to disband the Committee, the Court should rescind
the order authorizing the Victims' Committee to retain Paul
Hastings LLP as counsel.

The Chapter 11 Trustee is represented by:

          D. Sam Anderson, Esq.
          Lindsay K. Zahradka, Esq.
          BERNSTEIN, SHUR, SAWYER & NELSON, P.A.
          100 Middle Street
          P.O. Box 9729
          Portland, ME 04104-5029
          Telephone: (207)774-1200
          Facsimile: (207)774-1127
          Email: sanderson@bernsteinshur.com
                 lzahradka@bernsteinshur.com

                   About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., the railway company
that
operated the train that derailed and exploded in July
2013,
killing 47 people and destroying part of Lac-Megantic,
Quebec, sought bankruptcy protection in U.S. Bankruptcy Court in
Bangor, Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of
selling its business. Its Canadian counterpart, Montreal, Maine &
Atlantic 
Canada Co., meanwhile, filed for protection from
creditors in
 Superior Court of Quebec in Montreal.



Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and
Nelson,
P.A., has been named as chapter 11 trustee. His firm
serves as
 his Chapter 11 bankruptcy counsel, led by Michael A.
Fagone, Esq., and D. Sam Anderson, Esq. Development Specialists,
Inc., serves as
 the Chapter 11 trustee's financial advisor.
Gordian Group, LLC, 
serves as the Chapter 11 Trustee's
investment banker.



U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the

U.S. Case. The Maine law firm of Verrill Dana served as counsel

to MM&A. It now serves as counsel to the Chapter 11
Trustee.



Justice Martin Castonguay oversees the case in Canada.



The Canadian Transportation Agency suspended the carrier's

operating certificate after the accident, due to insufficient

liability coverage.



The town of Lac-Megantic, Quebec, has sought financial aid to

restore the gutted community and a civil complaint alleges a

failure to take steps to prevent a derailment.



In the Canadian case, Andrew Adessky at Richter Consulting
has
been appointed CCAA monitor. The CCAA Monitor is represented
by
Sylvain Vauclair at Woods LLP. MM&A Canada is represented by
Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP.



The U.S. Trustee appointed a four-member official committee
of
derailment victims. The Official Committee is represented by

Richard P. Olson, Esq., at Perkins Olson; and Luc A.
Despins,
Esq., at Paul Hastings LLP.



There's also an unofficial committee of wrongful death
claimants
consisting of representatives of the estates of the 46
victims.
This group is represented by George W. Kurr, Jr., Esq.,
at Gross,
Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha
Cullina LLP;
Peter J. Flowers, Esq., at Meyers & Flowers, LLC;
Jason C.
Webster, Esq., at The Webster Law Firm; and Mitchell A.
Toups, Esq., at Weller, Green Toups & Terrell LLP.



After the U.S. Trustee formed the Official Committee, the ad
hoc
committee filed papers asking the U.S. Court to have the
official
committee disbanded. The ad hoc group said it represents
46 
victims of the disaster.



On Jan. 23, 2014, the Debtors won authorization to sell

substantially all of their assets to Railroad Acquisition
Holdings 
LLC, an affiliate of New York-based Fortress Investment
Group, for
$15.7 million. The Bankruptcy Courts in the U.S. and
Canada 
approved the sale. The Fortress unit is represented by
Terence M.
Hynes, Esq., and Jeffrey C. Steen, Esq., at Sidley
Austin LLP.



On Jan. 29, 2014, an ad hoc group of wrongful-death
claimants
submitted a plan, which would give 75% of the $25
million in
available insurance to the families of those who died
after an
unattended train derailed in Lac-Megantic, Quebec, in
July. The
other 25% would be earmarked for claimants seeking
compensation
for property that was damaged when much of the town
burned. Former
U.S. Senator George Mitchell, a Democrat who
represented Maine in
the U.S. Senate from 1980 to 1995 and who is
now chairman emeritus
of law firm DLA Piper LLP, would administer
the plan and lead the
effort to wrap up MM&A's Chapter 11
bankruptcy.



As reported by the Troubled Company Reporter on April 3, 2014,

Judge Kornreich ruled that the unofficial committee of
wrongful
death claimants and its counsel have failed to comply
with Rule 
2019 of the Federal Rules of Bankruptcy Procedure, and
as a result 
of that failure, the Unofficial Committee and its
counsel will not
be heard on any pending matter in the
case.



As reported by the TCR on April 11, 2014, Judge Kornreich
rejected
the disclosure statement for the Plan filed by the ad
hoc group of 
wrongful-death claimants, holding that the Plan is
flawed and
 unconfirmable.



As reported by the TCR in January 2015, the Debtor and other

defendants have agreed to pay $200 million to compensate
victims,
including 48 people who died. The settlement was
announced on
Jan. 9, 2015. Amanda Bronstad, writing for The
National Law Journal, reported that the settlement amount could
grow to as much as $500
 million if additional defendants come on
board.



MRI INTERNATIONAL: Court Appoints Receiver for Assets
-----------------------------------------------------
District Judge James C. Mahan granted the motion of plaintiff
Securities and Exchange Commission ("SEC") for an order appointing
an equitable receiver to assume control over the defendants' assets
and enforce the final judgment in the case captioned SECURITIES AND
EXCHANGE COMMISSION, Plaintiff, v. EDWIN YOSHIHIRO FUJINAGA and MRI
INTERNATIONAL, INC., Defendants, and CSA SERVICE CENTER, LLC, THE
FACTORING COMPANY, JUNE FUJINAGA, and THE YUNJU TRUST, Relief
Defendants, CASE NO. 2:13-CV-1658-JCM-CWH (D. Nev.).

The SEC filed a motion for an order appointing an equitable
receiver for all assets owned or controlled, directly or
indirectly, by judgment debtors Edwin Fujinaga and MRI
International, Inc., including, but not limited to, Relief
Defendants CSA Service Center, LLC, and The Factoring Company, and
all of their assets.

After a hearing conducted as required by Local Rule 66-2, Judge
Mahan issued and order granting the SEC's motion and appointing
Robb Evans & Associates LLC to be the Receiver with all powers
conferred by the provisions of 28 U.S.C. Section 754 and duties and
responsibilities as stated in the order.

A copy of the May 15, 2015 order is available at
http://is.gd/IOsF2ufrom Leagle.com.

Securities and Exchange Commission, Plaintiff, represented by
Danette Rae Edwards, U.S. Securities & Exchange Commission, David S
Johnson, Securities and Exchange Commission, Richard E. Simpson,
U.S. Securities & Exchange Commission, Thomas Swiers & Troy K.
Flake, United States Attorney.

CSA Service Center, LLC, and The Factoring Co., Defendants,
represented by Larson A Welsh, Law Office of Hayes & Welsh, Matthew
B. Jorden, Jorden and White, LLP & William T. Jorden, Jorden and
White, LLP.

The Yunju Trust, and June Fujinaga, Defendants, represented by
Johnny Lewis Griffin, III -- jgriffin@johnnygriffinlaw.com -- Law
Office Of Johnny L. Griffin III.

June Fujinaga, Interested Party, represented by Johnny Lewis
Griffin, III, Law Office Of Johnny L. Griffin III & Jonathan
Powell.

Rob Evans & Associates LLC, Receiver, represented by Gary Owen
Caris -- gcaris@mckennalong.com -- McKenna Long & Aldridge LLP.


NAKED BRAND: Posts $1.8 Million Net Loss in First Quarter
---------------------------------------------------------
Naked Brand Group Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.80 million on $259,000 of net sales for the three months
ended April 30, 2015, compared to a net loss of $1.20 million on
$120,000 of net sales for the same period in 2014.

As of April 30, 2015, the Company had $1.70 million in total
assets, $1.30 million in total liabilities and $436,000 in total
stockholders' equity.

As of April 30, 2015, the Company had not yet achieved profitable
operations and expects to incur significant further losses in the
development of its business, which casts substantial doubt about
the Company's ability to continue as a going concern.  To remain a
going concern, the Company will be required to obtain the necessary
financing to pursue its plan of operation.  Management plans to
obtain the necessary financing through the issuance of equity
and/or debt.  Should the Company not be able to obtain this
financing, the Company said it may need to substantially scale back
operations or cease business.  .

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

                       http://is.gd/lH3D40

                        About Naked Brand

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

Naked Brand reported a net loss of $21.07 million for the year
ended Jan. 31, 2015, compared to a net loss of $4.23 million on for
the year ended Jan. 31, 2014.

BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2015, citing that the Company incurred a net loss of
$21,078,265 for the year ended Jan. 31, 2015, had a capital deficit
of $2,224,180 at Jan. 31, 2015, and the Company expects to incur
further losses in the development of its business.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


NESCO LLC: S&P Lowers Corp. Credit Rating to 'B-'
-------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Bluffton, Ind.-based NESCO LLC to 'B-' from 'B'.  The
rating outlook is stable.

At the same time, S&P lowered the issue-level ratings on the
company's $525 million senior secured second-lien notes due 2021.
S&P's recovery rating on the notes is '5', indicating its
expectation for modest (10%-30%; upper half of the range) recovery
in the event of payment default.

"The downgrade reflects weaker-than-expected operating performance
in recent quarters, elevated debt-funded capital spending and our
expectation that weak credit measures will persist in the next 12
to 24 months," said Standard & Poor's ratings analyst Terence Lin.


S&P now projects debt to EBITDA to be about 7x in 2015 and decline
modestly in 2016.  S&P expects project activity in the electric
power transmission and distribution (T&D) industry to remain slow,
but that the company will generate positive free cash flow and
improve its credit measures over the next year by curtailing
capital spending.

The stable outlook reflects Standard & Poor's Rating Service's
expectation that NESCO will continue to maintain "adequate"
liquidity and leverage above 6.5x.

S&P could lower the rating if it expects the company to have
greater than $10 million of negative free operating cash flow in
2015 and 2016, which could result in the company drawing on its ABL
to an extent that triggers financial covenants.  S&P could also
lower the rating if operating performance continues to be weak or
if capital expenditures are higher than expected, resulting in
leverage deteriorating further with no near-term expectation of
improvement.

S&P could upgrade the rating if stronger-than-expected growth in
the company's end-markets, successful execution of margin
improvement initiatives and debt reduction result in adjusted total
debt to EBITDA trending towards 6x on a sustained basis.

NESCO provides specialty rental equipment to transmission and
distribution contractors and utilities.



NISKA GAS: Moody's Retains 'Caa1' Rating on Brookfield Deal
-----------------------------------------------------------
Moody's Investors Service says there is no impact on Niska Gas
Storage Partners LLC's (Niska, Caa1 negative) ratings as a result
of the proposed acquisition by Brookfield Infrastructure Partners
L.P. (Brookfield, unrated).  This is because Brookfield has not
indicated it will guarantee the debt of Niska and it has not
disclosed what further support it might give to Niska to alleviate
its weak leverage and liquidity profile, and that the long closing
period of almost a year provides uncertainty as to whether the
transaction will ultimately close.

The principal methodology used in this rating/analysis was Global
Midstream Energy published in Dec. 2010.



PACIFIC DRILLING: Bank Debt Trades at 15% Off
---------------------------------------------
Participations in a syndicated loan under which Pacific Drilling
Ltd. is a borrower traded in the secondary market at 85.10
cents-on-the- dollar during the week ended Friday, June 12, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in the June 17, 2015 edition of The Wall Street Journal.
This represents a decrease of 0.82 percentage points from the
previous week, The Journal relates. Pacific Drilling Ltd. pays 350
basis points above LIBOR to borrow under the facility.  The bank
loan matures on May 15, 2018, and carries Moody's B1 rating and
Standard & Poor's B+ rating.  The loan is one of the biggest
gainers and losers among 263 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.



PARKVIEW ADVENTIST: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Parkview Adventist Medical Center
           aka Parkview
           aka Parkview Hospital
           aka Parkview Memorial Hospital
        329 Maine Street
        Brunswick, ME 04011

Case No.: 15-20442

Type of Business: Health Care

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       Maine (Portland)

Judge: Hon. Peter G Cary

Debtor's Counsel: George J. Marcus, Esq.
                  MARCUS, CLEGG & MISTRETTA, PA
                  One Canal Plaza, Suite 600
                  Portland, ME 04101-4102
                  Tel: (207) 828-8000
                  Email: bankruptcy@mcm-law.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Randee R. Reynolds, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Depuy Synthes Sales, Inc.             Trade Debt        $149,718

Verrill Dana LLP                      Trade Debt        $136,087

CPS, Inc.                             Trade Debt        $122,602

Parkview Professional Building        Trade Debt         $63,822

Medical Mutual Insurance Co. Of Maine Trade Debt         $58,687

Comphealth                            Trade Debt         $44,781

Cardinal Health                       Trade Debt         $42,251

Synernet                              Trade Debt         $40,261

BKD CPA's And Advisors                Trade Debt         $40,250

Medical Information Technology Inc.   Trade Debt         $40,011

Carefusion Solutions, LLC             Trade Debt         $39,176

Stryker Orthopaedics                  Trade Debt         $38,331

FFF Enterprises, Inc.                 Trade Debt         $36,701

Beckman Coulter, Inc.                 Trade Debt         $34,286

Bridgton Hospital                     Trade Debt         $28,884

Zimmer                                Trade Debt         $28,823

Owens & Minor                         Trade Debt         $28,122

Royal Flooring Co.                    Trade Debt         $26,575

CDW Government, Inc.                  Trade Debt         $23,852

Toshiba America Medical Systems, Inc. Trade Debt         $21,699


PEROXYCHEM LLC: Moody's Hikes CFR to 'B2', Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded PeroxyChem LLC's Corporate
Family Rating to B2 from B3 and affirmed the B2 ratings on the
company's senior secured credit facilities. The rating outlook is
stable.

"PeroxyChem has made significant progress toward operating as an
independent company. Ongoing capital investments should drive
further improvement in earnings and cash flow over the next two
years," said Ben Nelson, Moody's Assistant Vice President and lead
analyst for PeroxyChem LLC.

Issuer: PeroxyChem LLC

  -- Corporate Family Rating, Upgraded to B2 from B3;

  -- Probability of Default Rating, Upgraded to B3-PD from
     Caa1-PD;

  -- Senior Secured Credit Facilities, Affirmed B2 (LGD3 31%)

  -- Outlook, Stable

The B2 CFR is constrained primarily by concentration on a few key
product categories, concentration of profitability in a small
number of applications and facilities, an expectation that capital
investment in the electronics business will constrain free cash
flow at least through the end of 2015, and ongoing event risk
associated with private equity ownership. Moderate financial
leverage for the rating category, solid expected discretionary cash
flow generation, potential for more significant free cash flow
generation with the moderation of capital investment and start-up
of a new electronics facility, and adequate liquidity support the
rating.

Moody's believes that the company's credit profile has strengthened
meaningfully since the assignment of initial ratings in January
2014. PeroxyChem started out with more significant near-term
challenges than many other rated leveraged buyouts in the chemical
industry due to the carve-out nature of the transaction, adverse
operating trends leading up to the separation from FMC Corporation,
and meaningful uncertainties related to patent and trade protection
on key products. The business had lost about one-third of its
EBITDA in the three years leading up to the transaction in early
2014. However, the company has made meaningful progress including
four full quarters of improved operating results, filing audited
financial statements, implementing its own information technology
systems and setting up its own back office services, and the
renewal of trade protection on persulfates in Europe and the United
States. While the full impact of a patent expiration in peracetic
acid remains to be seen, the business has held up well in the past
few quarters.

Moody's expects PeroxyChem's credit measures will continue to
strengthen and free cash generation will turn positive in 2016.
Moody's estimates adjusted interest coverage in the high 4 times
(EBITDA/Interest) and adjusted financial leverage in the low 3
times (Debt/EBITDA) for the twelve months ended March 31, 2015.
Moody's expects the company will generate strong retained cash flow
in excess of 15% (RCF/Debt), but capital spending associated with a
new electronics facility likely will result in cash consumption in
2015. Free cash flow should improve to the 5-8% range (FCF/Debt)
with a moderation in capital spending in 2016. Bringing up the new
facility to full commercial quantities should drive further
improvement in EBITDA and free cash flow generation in 2017.

Liquidity is adequate to support operations in the near-term. The
company reported about $10 million of balance sheet cash and full
access to its revolving credit facility at March 31, 2015. Free
cash flow generation should be modestly negative in 2015 and start
to turn positive from that point forward. Moody's also expects the
company to maintain compliance with the covenants in its credit
agreement.

The stable outlook reflects expectations for improved credit
metrics over the next 18-24 months and at least adequate liquidity
to support operations. Moody's could upgrade the rating with
successful start-up of the new electronics plant, adjusted EBITDA
margins sustained above 15%, financial leverage sustained below 3.5
times, and retained cash flow sustained above 15% (RCF/Debt). An
upgrade would also require a commitment to conservative financial
policies by the private equity sponsor. Moody's could downgrade the
rating with expectations for adjusted financial leverage above 5
times, retained cash flow well below

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 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.

PeroxyChem LLC produces hydrogen peroxide, persulfates, peracetic
acid, and silicates. These oxidation chemicals are sold into end
markets such as pulp & paper, chemical processing, food safety,
environmental, energy, and electronics. The company is owned by One
Equity Partners. Headquarted in Philadelphia, Pa., PeroxyChem
generated about $350 million in revenues for the twelve months
ended March 31, 2015.


PLANDAI BIOTECHNOLOGY: Transfers Principal Offices to Arizona
-------------------------------------------------------------
Plandai Biotechnology, Inc., relocated its principal business
offices to 2990 Litchfield Road, Suite 5, Goodyear, Arizona 85395.
The Company entered into a written lease for the office space with
a one-year term.  The Company also changed its telephone number to
(602) 561-7549.

                   EVP and Secretary Appointment

Jessica Snyder-Gutierrez was appointed Plandai Biotechnology,
Inc.'s executive vice president and secretary for a term of three
years.

Ms. Snyder-Gutierrez's duties include, but are not limited to
providing such services and fiduciary duties as are necessary
and desirable to protect and advance the best interests of the
Company.

The Company agreed to pay Ms. Snyder-Gutierrez with a monthly base
salary of $6,000 in year one, and $7,500 in years two and three
conditioned upon the Company reaching profitability, and paid in
accordance with the regular payroll practices of the Company for
executives.  In addition to Ms. Snyder-Gutierrez's salary, the
Company agreed to issue Ms. Snyder-Gutierrez for her first year of
employment 240,000 shares of the Company's restricted common stock.
The Company also agreed to issue Ms. Snyder-Gutierrez for each of
years two and three of this Agreement 360,000 shares of the
Company's restricted common stock.  All common stock issued to Ms.
Snyder-Gutierrez will be restricted pursuant to Rule 144 with a
gating provision limiting Ms. Snyder-Gutierrez's sale thereof to no
more than 5,000 shares per day for every 250,000 shares of daily
trading volume.

Beginning in May 2010 Ms. Snyder-Snyder-Gutierrez served as
president and chief executive officer of Hall of Fame Beverage,
Inc.  She resigned her post in October 2011 over material
disagreements with this entity's board of directors and her
resignation was effective January 2012.  Hall of Fame Beverage,
Inc. is not now and has never been a parent, subsidiary or
affiliate of the Company.  Further, neither Hall of Fame Beverage,
Inc. nor any of its affiliates, promoters or related persons have
ever had any relationship with the Company.  The Company, through
its outside SEC compliance counsel, reviewed Ms.
Snyder-Snyder-Gutierrez's service for Hall of Fame Beverages, Inc.,
including the circumstances regarding her resignation, and
determined that her previous duties and performance were compliant
with both her fiduciary duties and existing law.

From 2011 to 2015, Ms. Snyder-Gutierrez served as a Quality Analyst
and Compliance Officer for J.P. Morgan Chase.  In this capacity Ms.
Snyder-Gutierrez monitored operations performance by conducting
quality reviews through compliance and audits, including reviews on
operational procedures and customer service reviews; identifying
strengths and deficiencies, ensuring accuracy of regulatory
compliance, loan documentation, and accurate data input;
facilitated employee review sessions and coordinated and
participated in process improvement projects, either directly or in
support to department managers; was responsible for knowing and
following state and government regulations and guidelines; worked
with underwriting teams and the U.S. Department of Justice team to
insure files meet all criteria for accuracy and integrity through
compliance reviews to determine fate of files; and, maintained
current knowledge of Anti Money Laundering, state banking
guidelines and Dodd-Frank rules and regulations.

                           About Plandai

Based in Goodyear, Arizona, Plandai Biotechnology, Inc., through
its recent acquisition of Global Energy Solutions, Ltd., and its
subsidiaries, focuses on the farming of whole fruits, vegetables
and live plant material and the production of proprietary
functional foods and botanical extracts for the health and
wellness industry.  Its principle holdings consist of land, farms
and infrastructure in South Africa.

Plandai Biotechnology reported a net loss of $15.5 million on
$266,000 of revenues for the year ended June 30, 2014, compared to
a net loss of $2.96 million on $359,000 of revenues for the year
ended June 30, 2013.

As of March 31, 2015, the Company had $9.86 million in total
assets, $15.7 million in total liabilities, $4.28 million
stockholders' deficit and $1.52 million in non-controlling
interest.

Terry L. Johnson, CPA, in Casselberry, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2014.

"The Company has incurred a deficit of approximately $26 million
and has used approximately $44 million of cash due to its
operating activities in the two years ended June 30, 2014.  The
Company may not have adequate readily available resources to fund
operations through June 30, 2015.  This raises substantial doubt
about the Company's ability to continue as a going concern," the
auditors noted.


POLYCONCEPT FINANCE: Moody's Alters Outlook to Stable & Affirms CFR
-------------------------------------------------------------------
Moody's Investors Service revised Polyconcept Finance B.V.'s rating
outlook to stable from negative and affirmed the company's B2
Corporate Family Rating and B2-PD Probability of Default Rating.
The outlook change reflects the company's strengthened liquidity
profile following the 2014 amendment to its financial covenants and
Moody's expectation that the company's operating performance in
2015 will improve following the divestiture of the ADM business.

According to Moody's Analyst Brian Silver, "Reported top-line
results will decline, but we expect Polyconcept's margins and cash
flow generation to improve in FY15 following the December 2014
divestiture of its profitability challenged and somewhat
unpredictable ADM business."

Moody's affirmed the following ratings at Polyconcept Finance
B.V.:

  -- Corporate Family Rating at B2;

  -- Probability of Default Rating at B2-PD;

  -- $80 million principal senior secured first lien revolving
     credit facility at Ba3 (LGD 3);

  -- $315 million principal senior secured first lien term loan
     at Ba3 (LGD 3).

  -- Rating outlook has been changed to stable from negative

Polyconcept's B2 Corporate Family Rating (CFR) reflects the
company's modest scale and expectations for earnings volatility
associated with foreign exchange exposure and the cyclical and
discretionary nature of the highly fragmented promotional products
industry. The rating is also constrained by the company's elevated
leverage as measured by Moody's adjusted debt-to-EBITDA of roughly
4.9 times. Positive rating consideration is given to the company's
solid industry positioning, broad product portfolio, its
competitive advantage in low-cost sourcing as a result of high
volume purchases from Asia, quick order turnaround time, and its
diverse geographic presence and customer base. In addition, we view
the company's divestiture of the profitability challenged ADM
business favorably and anticipate margin, cash flow and leverage
improvement as a result.

The stable outlook reflects Moody's expectation that Polyconcept
will achieve moderate top-line growth from continuing operations
(ex-FX) and experience margin and cash flow generation improvement
following the divestiture of the low margin ADM business.

A rating upgrade is unlikely in the near term given the company's
moderate size and the cyclical nature of the industry in which the
company operates. The ratings could be upgraded if the company can
achieve sustained revenue growth, stronger margins following the
sale of ADM, and an improved liquidity profile. In addition,
leverage as measured by Moody's adjusted debt-to-EBITDA would have
to improve and be sustained for several quarters below 4.0 times
with EBIT-to-interest above 2.5 times. Alternatively, the ratings
could be downgraded if debt-to-EBITDA approaches 6.0 times or if
EBIT-to-interest falls below 1.5 times. A weakened liquidity
profile highlighted by increased reliance on its revolver could
also lead to a downgrade.

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

Polyconcept Finance, B.V., (Polyconcept) headquartered in the
Netherlands, designs, sources, distributes and decorates
promotional products through its main offices in the US, Europe,
Hong Kong, Canada and China. The company supplies a wide range of
promotional, lifestyle and gift products to thousands of companies
ranging from small enterprises to global corporations in over 100
countries with a primary focus on North America and Europe.
Following the December 2014 divestiture of its ADM division, the
company is now organized into two divisions: the Supplier Group
that sells promotional products to a network of distributors
(approximately 90% of FY14 revenues), and the Private Label/Other
division which is the central hub for dealing with all of
Polyconcept's non-promotional product business (approximately 10%
of FY14 revenues). The company has a long-established sourcing
organization in Asia where most of its products are manufactured.
Polyconcept is majority owned by an investor group controlled by PE
firm Investcorp. The company generated revenues from continuing
operations during the twelve months ended March 31, 2015 of nearly
$700 million (excluding foreign exchange).


PROPULSION ACQUISITION: Moody's Assigns 'B2' CFR, Outlook Stable
----------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
B2-PD Probability of Default Rating to Propulsion Acquisition, LLC
("Belcan").  Concurrently, Moody's assigned a B3 rating to the
company's proposed $190 million senior secured term loan due 2022.
Proceeds from the offering, along with a $135 million sponsor
equity contribution, will be used to fund the acquisition of Belcan
for approximately $340 million.  The rating outlook is stable.

Assignments:

Issuer: Propulsion Acquisition, LLC

Corporate Family Rating, assigned B2
Probability of Default Rating, assigned B2-PD
$190 million senior secured term loan due 2022,
assigned B3 (LGD4)

Rating outlook: stable

RATINGS RATIONALE

The B2 corporate family rating (CFR) reflects the company's small
scale, the cyclical nature of many of its customer's end-markets,
and a high degree of customer concentration.  The rating also
recognizes the highly competitive nature of the outsourced
engineering and staffing industry in which Belcan and its peers
compete to serve large OEM customers.  Moody's believes this
creates substantial pricing pressure which constrains profitability
and margin growth.  The ratings are supported by a favorable
outlook for Belcan's aerospace end-markets (accounting for about
50% of sales) as well as expectations that outsourcing trends more
broadly should support moderate revenue and cash flow growth over
the intermediate term.  The company's long-standing customer
relationships also lend support to the rating, although the pending
expiration of several key customer contracts that we expect will be
susceptible to heightened pricing pressure during renewal
negotiations represents a tempering consideration.  The B3 rating
on the company's term loan reflects its effective subordination to
the priority claim ascribed to the (unrated) asset-based loan with
respect to the current assets secured thereby, which Moody's deems
to be the most desirable assets.

The stable outlook reflects Moody's expectation that favorable
aerospace and outsourcing trends will support modest revenue and
earnings growth over the next 12 to 18 months.

Consideration for a ratings upgrade could be warranted if leverage
is sustained below 4.0x and EBITDA margins consistently exceed 8%.
Any prospective ratings upgrade would also require a demonstrated
ability to generate consistently strong cash flows and maintain a
strong liquidity profile.

The ratings could be downgraded if leverage remains above 5.0 on a
sustained basis and/or EBITDA margins decline below 6.5%.  The loss
of key customer contracts, implementation of debt-financed
dividends or acquisitions, a weakening of operation cash flows
and/or a deteriorating liquidity profile would also pressure
ratings.

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.

Propulsion Acquisition, LLC ("Belcan") provides engineering
services and technical staffing solutions to customers in a wide
variety of end-markets including propulsion, avionics, chemical,
heavy equipment and energy.  Belcan is headquartered in Cincinnati,
Ohio and is owned by AE Industrial Partners.  The company generated
approximately $584 million of stand-alone revenue in the twelve
months ended December 2014.



PROPULSION ACQUISITION: S&P Assigns 'B' CCR, Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B' corporate credit rating to Propulsion Acquisition LLC (Belcan
Corp.).  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '4'
recovery rating to the company's proposed first-lien term loan. The
'4' recovery rating indicates S&P's expectation for average
recovery (30%-50%; upper half of the range) in a payment default
scenario.

"Our rating on Belcan reflects the company's increased debt
leverage following its acquisition by private-equity sponsor AE
Industrial Partners with only modest improvement in credit metrics
likely over the next 12 months because of limited free cash flow,"
said Standard & Poor's credit analyst Chris Mooney.  "Additionally,
our rating also takes into account the company's participation in a
competitive and fragmented marketplace as well as its relatively
small scale and narrow scope of operations compared with other
aerospace and defense companies that we rate," said Mr. Mooney.
These factors are partly offset by Belcan's solid technological
capabilities and good customer relationships with top aircraft
engine makers, which have allowed the company to secure leading,
often dominant, niche market positions.

The stable outlook reflects S&P's belief that Belcan's pro forma
credit metrics will improve modestly over the next year because of
somewhat higher earnings from its improved operating efficiency and
new awards that are offset be fewer new-engine opportunities.
However, the company's free cash flow will be limited by a
significant amount of deferred tax payments.

S&P is unlikely to raise its rating on the company over the next
year due to its ownership by a private equity firm; however, S&P
could raise the rating if the company commits to maintaining a
debt-to-EBITDA metric below 5x regardless of any acquisitions or
dividends.  S&P would also need to see the company's free cash flow
meaningfully improve.

Although unlikely, S&P could lower the rating if Belcan's
debt-to-EBITDA metric rises above 7x, which would most likely occur
if the company took on increased debt to fund an acquisition or
dividend, or if the company's liquidity profile deteriorates
because of weaker-than-expected demand.



QUANTUM FOODS: Gets Court Approval to Settle Antler Claims
----------------------------------------------------------
Quantum Foods LLC's official committee of unsecured creditors
received court approval to settle the company's so-called avoidance
claims against Antler Trucking Co.

The agreement requires Antler Trucking to pay back the money and
assets it received from Quantum Foods within 90 days prior to its
bankruptcy filing.

Quantum Foods will receive $6,000 from Antler Trucking as
settlement of its claim, down from the $11,764 claim it originally
wanted, according to court filings.

                        About Quantum Foods

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

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

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

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

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

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


QUEST SOLUTION: Enters LOI to Merge with ViascanQData
-----------------------------------------------------
Quest Solution, Inc., has entered into a Letter of Intent to merge
with ViascanQData, a leading provider of Data Collection and
label-ribbon converter services and technology.

ViascanQData currently serves in excess of 4,000 enterprise
customers, mainly in Canada.  Unaudited financials indicate annual
revenues of about CDN$28 million (approximately $24 million USD),
and ViascanQData is currently on track to deliver unaudited double
digit EBITDA for 2015.  The Company estimates the proforma revenue
for the combined entities for 2014 would have been approximately
US$83 - 85 million.

The combination is expected to provide a significant discount
across Quest's robust label business through the addition of
ViaScanQData's purchasing volume.  While Quest's previous
combination with BCS Solutions was 30% labels and 70% hardware,
ViascanQData is approximately 55% labels and 45% hardware.
ViascanQData leases a 44,000 square foot facility in Ontario and a
21,000 square foot facility in Montreal and is one of the largest
suppliers of labels and ribbons along with being one of the main
suppliers of data collection products and services in all of
Canada.

Once the transaction is completed, Quest Solution will have a sales
force in excess of 45 experienced professionals servicing three
countries and strengthened operations management team.  All Quest
employees will look to provide the Company's growing suite of
services to all customers of Quest, BCS and ViascanQData.

"ViacanQData is an ideal and complementary addition to Quest
Solution," said Tom Miller, chief executive officer of Quest
Solution, Inc.  "ViascanQData is a proven leader throughout Canada
and will blend synergistically into our model.  We expect to enjoy
immediate buying power benefits (from their label expertise) and on
critical supplies, an influx of managerial and sales talent, and
perhaps most importantly, access to customers to whom we expect to
offer additional services and solutions."

"The fit with Quest is something we are extremely excited about,"
said Gilles Gaudreault, CEO of ViascanQData.

"ViascanQdata, especially with its new manufacturing facility in
Ajax, Ontario was ready to aggressively enter the American market
which was part of the strategic growth plan from management.
Merging with Quest is a giant leap in that direction.  Quest market
coverage, synergies, sales force and management philosophy was at
the heart of our decision.  We know that together our growth path
is just at its beginning."

Denis Kurdi, founder of ViascanQData added, "I am delighted by the
synergies created by this transaction.  We now have the ability to
offer, to our mutual customers, a more complete products offering
from a single source.  The 'no borders' approach will be a unique
differentiator to grow the company."

Viascan shareholders will receive approximately 5.2 mm restricted
shares of Quest Solution's common stock as consideration for the
transaction.

The Company valuation was determined based on a CDN$13,000,000
valuation at the USD$2 price used in the combination with the
company's acquisition of BCS Solutions in November 2014.

The Company expects to close this transaction within the next 60
days.

                       About Quest Solution

Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.

Quest Solution reported net income of $302,000 on $37.3 million of
total revenues for the year ended Dec. 31, 2014, compared with a
net loss of $1.12 million on $4,070 of total revenues for the year
ended Dec. 31, 2013.

As of March 31, 2015, the Company had $33.4 million in total
assets, $32.6 million in total liabilities and $791,000 in total
stockholders' equity.


RADIAN GROUP: Moody's Affirms 'Ba1' IFS Rating, Outlook Positive
----------------------------------------------------------------
Moody's Investors Service placed the B2 senior unsecured debt
rating of Radian Group Inc. on review for upgrade, and affirmed the
Ba1 Insurance Financial Strength ratings of Radian Guaranty Inc.
(Radian Guaranty) and Radian Mortgage Assurance Inc. (RMA), with
positive outlook.

Today's rating action was prompted by the announcement by Radian
Group (NYSE: RDN), that it plans to issue $300 million in senior
unsecured debt, maturing in 2020, the proceeds of which to be used
primarily for the repurchase of some of its outstanding 2017
Convertible Notes. Moody's stated that the debt issuance is credit
positive for Radian Group because it meaningfully improves the
holding company's debt maturity profile and better aligns it with
the expected timing of dividend capacity from its subsidiaries.
Moody's added, that while the planned debt issuance is also
positive for Radian Guaranty, the company has not yet finalized or
implemented its plans to attain compliance with the private
mortgage insurer eligibility requirements (PMIERS).

Radian stated that the offering is subject to market conditions,
and there can be no assurance as to whether the offering will be
completed, or as to the actual size of the offering.

The review for upgrade reflects Moody's view that the contemplated
debt issuance would meaningfully improve the holding company's debt
maturity profile and relieve near-term liquidity pressure on the
group as it balances holding company debt maturities with the
capital needs of Radian Guaranty. In addition, Moody's also noted
that the less onerous final PMIERs reduced the amount of additional
capital required at Radian Guaranty, further relieving the demand
on holding company liquidity resources.

As of April 1, 2015, Radian Group reported approximately $707
million in available cash and liquid investments, with
approximately $646 million and $700 million in senior unsecured,
and convertible debt due in 2017 and 2019, respectively. Due to the
statutory requirement to build up its contingency reserve, Radian
Guaranty is not expected to have any dividend capacity within that
timeframe. The proceeds from this debt issuance are expected to
increase holding company liquid resources to a little under $1
billion, and provide the group with additional flexibility in
balancing debt maturities and capital contributions to Radian
Guaranty.

The IFS ratings of Radian Guaranty Inc. (Radian Guaranty, Ba1,
positive) and its wholly owned subsidiary, Radian Mortgage
Assurance Inc. (RMA, Ba1, positive) reflect: stronger capital
adequacy profiles following the sale of Radian Asset Assurance Inc.
(Radian Asset); improving profitability due to high levels of
profitable new insurance written (NIW) and lower incurred losses on
the insured portfolio; stabilization of, and increased visibility
into losses on, the legacy mortgage insurance portfolio; and
continued improvement in US housing fundamentals, including
unemployment and house prices. However, the below investment grade
rating reflects the insurers' still large legacy exposures, and
Radian Guaranty's shortfall to the PMIERs.

In April, 2015, Fannie Mae and Freddie Mac (the
government-sponsored enterprises, or GSEs), finalized the updated
capital requirements for mortgage insurers, included within the
PMIERs. While Radian expects to be fully compliant with the PMIERs
by the end of a transition period, the company estimates that it
would have had a shortfall in PMIER Available Assets of
approximately $330 million at March 31, 2015, which was
significantly less than the estimated shortfall under the draft
PMIERS of approximately $1.02 billion, as of December 31, 2014.

Moody's added that the planned $300 million senior debt issuance
would substantially improve the group's financial flexibility but
would not, in itself, be sufficient to cover the 2019 debt
maturities, or a potential adverse IRS ruling in addition to
scheduled debt maturities. While holding company cash and liquid
investments are significantly in excess of the shortfall in PMIER
required assets, in the absence of further extension of its debt
maturity profile, the group still has limited ability to make a
meaningful capital contribution to Radian Guaranty and repay the
debt maturing in 2019. In addition, the group has an outstanding
dispute with the IRS, which, if not settled in Radian's favor,
could result in a meaningful outflow of funds from the holding
company.

Moody's notes that the positive outlook on Radian Guaranty's and
RMA's ratings reflects our view that the credit profile of the
mortgage insurance operations continues to improve, and that Radian
Guaranty is well positioned to attain compliance with the PMIER
requirements over the next 6 to 12 months.

RMA and Radian Guaranty, although separate legal entities, are
evaluated jointly. RMA and Radian Guaranty entered into a cross
guaranty agreement in 1999 that remains in place. Under the
agreement, if RMA fails to make payment to policyholders, Radian
Guaranty will make the payment, and vice versa. The obligations of
both parties are unconditional and irrevocable, though any payments
are subject to regulatory approval.

Moody's stated that an upgrade of Radian Group's B2 (review for
upgrade) senior debt rating is likely on closing of the $300
million senior debt issuance, and allocation of the proceeds
primarily for pre-funding or repurchasing debt due in 2017.

Moody's noted that the following additional factors could lead to
an upgrade: 1) Improved capital adequacy, either through an
appropriate form of risk-transfer or contribution of additional
capital, sufficient to ensure comfortable compliance with the PMIER
requirements; 2) Increased certainty about the range of potential
outcomes in the group's tax dispute with the IRS.

The following factors could lead to a downgrade: 1) significant,
adverse development in Radian's insured mortgage portfolio; 2)
Radian's inability to meet PMIER requirements within the allowed
transition period or; 3) a deterioration in Radian Group's ability
to meet its debt service requirements over the next few years.

The following ratings have been affirmed, with positive outlook:

Issuer: Radian Guaranty Inc.

  -- Insurance financial strength rating at Ba1;

Issuer: Radian Mortgage Assurance Inc.

  -- Insurance financial strength rating at Ba1;

The following ratings have been placed on review for upgrade:

Issuer: Radian Group Inc.

  -- Senior unsecured debt at B2,

  -- Senior unsecured shelf at (P)B2,

  -- Senior subordinate shelf at (P)B3;

  -- Subordinate shelf at (P)B3,

  -- Preferred shelf at (P)Caa1,

  -- Preferred non-cumulative shelf at (P)Caa1

The principal methodology used in these ratings was Mortgage
Insurers published in April 2015.



RADIOSHACK CORP: June 25 Hearing on Salus' Conversion Bid
---------------------------------------------------------
Salus Capital Partners, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware to covert the Chapter 11 cases of Radioshack
Corp., et al., to cases under Chapter 7 of the Bankruptcy Code.

Salus Capital's counsel, Anthony W. Clark, Esq., at Skadden, Arps,
Slate, Meagher & Flom LLP, in Wilmington, Delaware, tells the Court
that since commencing the Chapter 11 cases, the Debtors have sold,
or are in the process of selling, substantially all of their
assets.  Mr. Clark notes that once that sale process is completed,
the Debtors have nothing further to achieve in Chapter 11.  He
further tells the Court that there is no longer a viable business
to reorganize, nor an advantage to liquidating the Debtors'
remaining assets, which primarily consist of potential litigation
claims, under Chapter 11.

Mr. Clark adds that the Debtors' estates are likely
administratively insolvent, and every day the Debtors remain in
Chapter 11, mounting administrative expenses continue to accrue at
staggering and unsustainable levels.  He asserts that in order to
conserve what little value may remain for the benefit of the
Debtors' creditors, the Chapter 11 cases should be converted to
cases under Chapter 7 of the Bankruptcy Code.

Salus' motion is scheduled for hearing on June 25, 2015, at 9:30
a.m.  The deadline for the submission of objections is June 18.

Salus is represented by:

          Anthony W. Clark, Esq.
          Jason M. Liberi, Esq.
          SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
          One Rodney Square P.O. Box 636
          Wilmington, DE 19899-0636
          Telephone: (302) 651-3000
          Email: anthony.clark@skadden.com
                 jason.liberi@skadden.com

             -- and --

          Jay M. Goffman, Esq.
          Mark A. McDermott,Esq.
          Christine A. Okike, Esq.
          SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
          Four Times Square
          New York, NY 10036-6522
          Telephone: (212) 735-3000
          email: jay.goffman@skadden.com
                 mark.mcdermott@skadden.com
                 christine.okike@skadden.com

              About RadioShack Corporation

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



RadioShack Corporation and affiliates sought Chapter 11
protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5,
2015. Judge
Kevin J. Carey presides over the case.



David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M.
Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq.,
and Paul 
M. Green, Esq., at Jones Day serve as the Debtors'
bankruptcy
 counsel.



David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John
H.
Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.
Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors'
restructuring advisor. Maeva Group, LLC, is the
Debtors'
Turnaround advisor. Lazard Freres & Co. LLC is the
Debtors'
investment banker. A&G Realty Partners is the Debtors'
real estate
advisor. Prime Clerk is the Debtors' claims and
noticing agent.



In their Petitions, the Debtors disclosed total assets of
$1.2
billion, versus total debts of $1.3 billion.



Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent

the Official Committee of Unsecured Creditors as co-counsel.

Houlihan Lokey Capital, Inc., serves as financial advisor and

investment banker.


RAYMOND & ASSOCIATES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Raymond & Associates, LLC
        P O Box 707
        Irvington, AL 36544

Case No.: 15-01883

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Judge: Hon. William S. Shulman

Debtor's Counsel: Marion E. Wynne, Jr., Esq.
                  WILKINS, BANKESTER, BILES & WYNNE, PA
                  P. O. BOX 1367
                  Fairhope, AL 36532-1367
                  Tel: (251) 928-1915
                  Fax: (251) 928-1967
                  Email: twynne@wbbwlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Raymond H. LaForce, manager/member.

The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.


REGAL ENTERTAINMENT: Fitch Affirms 'B+' Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
Regal Entertainment Group (Regal) and Regal Cinemas Corporation
(Regal Cinemas) at 'B+'. All other issue ratings have been
affirmed. The Rating Outlook remains Stable.

KEY RATING DRIVERS

Regal's ratings reflect Fitch's belief that movie exhibition will
continue to be a key promotion window for the movie studios'
biggest/most profitable releases.

After two years of negative gross box office growth (down 0.8% and
5.2% in 2013 and 2014, respectively), 2015 is off to a good start
with relatively flat growth of 0.6% in the first quarter, according
to Box Office Mojo. In 2014, Industry-wide attendance declines of
5.6% were offset minimally by a 0.5% increase in average ticket
price, and year-over-year comparisons will prove easy in 2015.
Further, there are many high-profile sequels that have a strong
likelihood of box office success through the remainder of 2015.
Following the successes of 'Avengers: Age of Ultron' and 'Furious
7', the 2015 slate is headlined by 'Jurassic World', 'The Fantastic
Four', 'The Hunger Games - Mockingjay - Part 2', 'Terminator:
Genesis' and 'Star Wars: Episode VII'. Fitch believes the film
slate will support industry-wide box office revenue levels with
low- to mid-single digit increase in attendance and a slightly
increased average ticket price.

Fitch believes the investments made by Regal and its peers to
improve the patron's experience are prudent. While high margin
concessions may be pressured, Fitch expects that in the long term,
the exhibitors will continue to benefit from delivering an improved
value proposition to its patrons, and that premium food
services/offerings will grow absolute levels of revenue and EBITDA.


Regal's solid liquidity position is supported by interest coverage
that generally remains at or above 3.0x, annual predividend FCF
between $150 million and $300 million, and a favorable near-term
maturity schedule. Fitch's base case projects the company to
roughly generate around $200 million in pre-dividend FCF in 2015
and 2016. Fitch expects cash deployment to be used towards
investments into premium seating and concessions, acquisitions and
shareholder friendly actions.

The ratings factor the intermediate-/long-term risks associated
with increased competition from at-home entertainment media,
limited control over revenue trends, collapsing film distribution
windows and increasing indirect competition from other distribution
channels (such as DVD, VOD, and OTT). For the long term, Fitch
continues to expect that the movie exhibitor industry will be
challenged in growing attendance, and any potential attendance
declines will offset some of the growth in average ticket prices
and growth in concessions.

In addition, Regal and its peers rely on the quality, quantity, and
timing of movie product, all factors out of management's control.

RATING SENSITIVITIES

Positive Trigger: Fitch heavily weighs the prospective challenges
facing Regal and its industry peers in arriving at the long-term
credit ratings. Significant improvements in the operating
environment (sustainable increases in attendance from continued
success of operating initiatives) driving FCF/adjusted debt above
2% and adjusted leverage below 4.5x on a sustainable basis could
have a positive effect on the rating. In strong box office years,
metrics may be stronger in order to provide a cushion for weaker
box office years.

Negative Trigger: A debt-financed material acquisition or return of
capital to shareholders that would raise the adjusted gross
leverage beyond 5.5x could have a negative effect on the rating. In
addition, meaningful, sustained declines in attendance and/or
per-guest concession spending that drove leverage beyond 5.5x would
pressure the rating as well.

LIQUIDITY AND DEBT STRUCTURE

Regal's solid liquidity position is supported by $172 million of
cash on hand as of March 31, 2015 and $82.3 million availability
under its $85 million revolver due 2020. FCF before dividend, as of
March 31, 2015, latest 12 month (LTM) was $166 million. Fitch
expects pre-dividend FCF around $200 million annually over the next
two years. Fitch estimates approximately $140 million in annual
dividends.

Pro forma the refinancing, Regal has a manageable maturity profile
with Regal Cinemas' term loans due in 2022 as its next material
maturity:

   -- Regal Cinemas' $978 million secured term loans (due 2022;
      amortizes approximately $10 million per annum);
   -- Regal's $775 million unsecured notes (due 2022);
   -- Regal's $250 million unsecured notes (due 2023);
   -- Regal's $250 million unsecured notes (due 2025).

Fitch believes that Regal will have sufficient liquidity, including
access to credit markets, to address its maturities.

Fitch calculates unadjusted gross leverage of 4.3x (including NCM
dividend), and interest coverage at 4.5x as of March 31, 2015.

RECOVERY

Regal's Recovery Ratings reflect Fitch's expectation that the
enterprise value of the company and, thus, recovery rates for its
creditors, will be maximized in a restructuring scenario (as a
going concern) rather than a liquidation. Fitch estimates a
distressed enterprise valuation of $1.9 billion, using a 5x
multiple and including an estimate for Regal's 20.2% stake in
National CineMedia, LLC of approximately $135 million.

The 'RR1' Recovery Rating for the company's credit facilities
reflects Fitch's belief that 91% -100% expected recovery is
reasonable. While Fitch does not assign Recovery Ratings for the
company's operating lease obligations, it is assumed the company
rejects only 30% of its remaining $3.0 billion in operating lease
commitments due to their significance to the operations in a
going-concern scenario and is liable for 15% of those rejected
values (at a net present value).

The structurally subordinated senior unsecured notes at Regal are
expected to have average recovery (31% - 50%), reflecting an 'RR4'.
Any future issuance of debt by Regal Cinemas would pressure the
'B+/RR4' Regal issue ratings.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the ratings for Regal and Regal Cinemas as
follows:

Regal

   -- IDR at 'B+';
   -- Senior unsecured notes at 'B+/RR4'.

Regal Cinemas

   -- IDR at 'B+';
   -- Senior secured credit facility at 'BB+/RR1'.

The Rating Outlook is Stable.



RESIDENTIAL CAPITAL: Trust Fails to Nix Breach of Contract Claims
-----------------------------------------------------------------
District Judge Susan Richard Nelson denied the defendants'
Collective Motion to Dismiss Plaintiff's Breach of Contract Claims
in the case captioned In Re: RFC and ResCap Liquidating Trust
Litigation. This document relates to: ResCap Liquidating Trust v.
CMG Mortgage, Inc., Case No. 14-cv-3522 (ADM) ResCap Liquidating
Trust v. Synovus Mortgage Corp., Case No. 14-cv-3525 (DWF/BRT)
ResCap Liquidating Trust v. Honor Bank f/k/a The Honor State Bank,
Case No. 14-cv-3942 (DWF/JJK) ResCap Liquidating Trust v. Primary
Capital Advisors, LLC, Case No. 14-cv-3950 (DWF/FLN) ResCap
Liquidating Trust v. PHH Mortgage Corp., Case No. 14-cv-4701 (JRT)
ResCap Liquidating Trust v. First Mariner Bank, Case No. 15-cv-0092
(SRN/JJK), CASE NO. 13-CV-3451(SRN/JJK/HB) (D. Minn.).

Lawsuits were filed as adversary proceedings against the defendants
for the sale of allegedly defective mortgage loans to Residential
Funding Corporation ("RFC").  Plaintiff ResCap Liquidating Trust
("ResCap") is the successor to all of RFC's rights and interests
under certain agreements between RFC and the defendants.

The defendants moved to dismiss as untimely ResCap's breach of
contract claims.  They asserted that the claims are time-barred
under Minnesota's six-year statute of limitations.

In denying the defendants' motion, Judge Nelson applied Section
108(a)(2).  She held that with respect to loans sold to RFC by the
defendants on or after May 14, 2006, the six-year period had not
expired when RFC filed the Chapter 11 petition on May 14, 2012
because the filing of the bankruptcy petition operated as an "order
for relief" and thus extended the time for ResCap to "commence"
suit on the breach of contract claims to May 14, 2014.  Judge
Nelson further held that under Federal Rule 3, the actions were
commenced on the date the complaints were filed.  Accordingly, the
breach of contract claims were timely.

A copy of the May 18, 2015 memorandum opinion and order is
available at http://is.gd/MxI8v8from Leagle.com.

Residential Funding Company, LLC, Plaintiff, represented by Anthony
Alden -- anthonyalden@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, David Elsberg -- davidelsberg@quinnemanuel.com -- Quinn
Emanuel Urquhart & Sullivan LLP, David L Hashmall, Felhaber
Larson,Donald G Heeman, Felhaber Larson, Edward P Sheu --
esheu@bestlaw.com -- Best & Flanagan LLP, Gabriel F Soledad --
gabrielsoledad@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, Isaac Nesser -- isaacnesser@quinnemanuel.com -- Quinn
Emanuel Urquhart & Sullivan, Jeffrey A Lipps --
lipps@carpenterlipps.com -- Carpenter Lipps & Leland LLP, Jennifer
A L Battle -- battle@carpenterlipps.com , Carpenter Lipps & Leland
LLP, Johanna Ong -- johannaong@quinnemanuel.com -- Quinn Emanuel
Urquhart & Sullivan, LLP, Marnie E Fearon, Felhaber Larson, Matthew
R Scheck -- matthewscheck@quinnemanuel.com -- Quinn Emanuel
Urquhart & Sullivan, Peter E. Calamari --
petercalamari@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan
LLP, Richard R Voelbel, Felhaber Larson, Ryan A Olson, Felhaber
Larson, Thomas G Garry -- tgarry@bestlaw.com -- Best & Flanagan
LLP, Bradley T Smith, Felhaber Larson, Jessica J Nelson, Felhaber
Larson & Daniel R Kelly, Felhaber Larson.

ResCap Liquidating Trust, Plaintiff, represented by Anthony Alden,
Quinn Emanuel Urquhart & Sullivan,Bradley T Smith, Felhaber Larson,
David Elsberg, Quinn Emanuel Urquhart & Sullivan LLP, David L
Hashmall, Felhaber Larson, Donald G Heeman, Felhaber Larson,
Gabriel F Soledad, Quinn Emanuel Urquhart & Sullivan, Isaac Nesser,
Quinn Emanuel Urquhart & Sullivan, Jeffrey A Lipps, Carpenter Lipps
& Leland LLP, Jennifer A L Battle, Carpenter Lipps & Leland LLP,
Johanna Ong, Quinn Emanuel Urquhart & Sullivan, LLP, Marnie E
Fearon, Felhaber Larson, Matthew R Scheck, Quinn Emanuel Urquhart &
Sullivan,Peter E. Calamari, Quinn Emanuel Urquhart & Sullivan LLP,
Richard R Voelbel, Felhaber Larson, Ryan A Olson, Felhaber Larson,
Jessica J Nelson, Felhaber Larson & Daniel R Kelly, Felhaber
Larson.

Academy Mortgage Corporation, Defendant, represented by David M
Souders -- souders@thewbkfirm.com -- Weiner Brodsky Kider PC,Tessa
K Somers -- somers@thewbkfirm.com -- Weiner Brodsky Kider PC &
James L Forman -- jforman@obermanthompson.com -- Oberman Thompson,
LLC.

Mortgage Outlet, Inc., Defendant, represented by Eldon J Spencer,
Jr -- espencer@losgs.com -- Leonard, O'Brien, Spencer, Gale &
Sayre, Ltd & Stacey L Drentlaw -- sdrentlaw@losgs.com , Leonard,
O'Brien, Spencer, Gale & Sayre, Ltd.

Ark-La-Tex Financial Services, LLC, Defendant, represented by Mark
J Carpenter -- mark@carpenter-law-firm.com -- Carpenter Law Firm
PLLC.

Cherry Creek Mortgage Co., Inc., Defendant, represented by Eldon J
Spencer, Jr, Leonard, O'Brien, Spencer, Gale & Sayre, Ltd, James M
Jorissen -- jjorissen@losgs.com -- Leonard, O'Brien, Spencer, Gale
& Sayre, Ltd & Stacey L Drentlaw, Leonard, O'Brien, Spencer, Gale &
Sayre, Ltd.

Guaranty Bank, Defendant, represented by Gregory A Bromen -
gbromen@nilanjohnson.com -- Nilan Johnson Lewis PA, Matthew S.
Vignali -- mvignali@bcblaw.net -- Beck Chaet Bamberger & Polksy SC
& Steven W Jelenchick -- sjelenchick@bcblaw.net -- Beck Chaet
Bamberger & Polsky SC.

First California Mortgage Company, Defendant, represented by Andrew
Steinfeld -- asteinfeld@americanmlg.com -- American Morgage Law
Group, P.C., Carol R M Moss -- cmoss@hjlawfirm.com -- Hellmuth &
Johnson PLLC, Edward Page Allinson -- eallinson@americanmlg.com --
American Mortgage Law Group, P.C., Evans D Prieston --
eprieston@americanmlg.com -- American Mortgage Law Group, P.C., J
Robert Keena -- jkeena@hjlawfirm.com -- Hellmuth & Johnson PLLC,
Jack V Valinoti -- jvalinoti@americanmlg.com -- American Mortgage
Law Group, P.C. & James W. Brody -- jbrody@americanmlg.com --
American Mortgage Law Group.

Americash, Defendant, represented by Andrew Steinfeld, American
Morgage Law Group, P.C., Carol R M Moss, Hellmuth & Johnson PLLC,
Edward Page Allinson, American Mortgage Law Group, P.C., Evans D
Prieston, American Mortgage Law Group, P.C., J Robert Keena,
Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law
Group, P.C. & James W. Brody, American Mortgage Law Group.

Broadview Mortgage Corp., Defendant, represented by Andrew
Steinfeld, American Morgage Law Group, P.C., Carol R M Moss,
Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage
Law Group, P.C., Evans D Prieston, American Mortgage Law Group,
P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti,
American Mortgage Law Group, P.C. & James W. Brody, American
Mortgage Law Group.

Golden Empire Mortgage, Inc., Defendant, represented by Erin
Sindberg Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene
Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP, Philip R.
Stein, Bilzin Sumberg Baena Price & Axelrod LLP & Shalia M Sakona,
Bilzin Sumberg Baena Price & Axelrod LLP.

Community West Bank, N.A., Defendant, represented by Christina
Rieck Loukas, Winthrop & Weinstine, PA, Christopher A Camardello,
Winthrop & Weinstine, PA, Jeffrey R Ansel, Winthrop & Weinstine, PA
&Michael A Rosow, Winthrop & Weinstine, PA.

Fremont Bank, Defendant, represented by Eldon J Spencer, Jr,
Leonard, O'Brien, Spencer, Gale & Sayre, Ltd, James M Jorissen,
Leonard, O'Brien, Spencer, Gale & Sayre, Ltd & Stacey L Drentlaw,
Leonard, O'Brien, Spencer, Gale & Sayre, Ltd.

First Equity Mortgage Bankers, Inc., Defendant, represented by
Amelia R Selvig, Anthony Ostlund Baer & Louwagie PA, Brooke D
Anthony, Anthony Ostlund Baer & Louwagie PA, Joseph W Anthony,
Anthony Ostlund Baer & Louwagie PA, Philip R. Stein, Bilzin Sumberg
Baena Price & Axelrod LLP & Shalia M Sakona, Bilzin Sumberg Baena
Price & Axelrod LLP.

Colonial Savings, F.A., Defendant, represented by Daniel N Moak,
Briggs & Morgan, PA, Daniel J Supalla, Briggs & Morgan, PA & Mark G
Schroeder, Briggs & Morgan, PA.

First Guaranty Mortgage Corporation, Defendant, represented by
Kevin J Dunlevy, Beisel & Dunlevy, PA &Michael E Kreun, Beisel &
Dunlevy, PA.

Central Pacific Homeloans, Inc., Defendant, represented by Andrew
Steinfeld, American Morgage Law Group, P.C., Carol R M Moss,
Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage
Law Group, P.C., Evans D Prieston, American Mortgage Law Group,
P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti,
American Mortgage Law Group, P.C. & James W. Brody, American
Mortgage Law Group.

Central Pacific Bank, Defendant, represented by Andrew Steinfeld,
American Morgage Law Group, P.C., Carol R M Moss, Hellmuth &
Johnson PLLC, Edward Page Allinson, American Mortgage Law Group,
P.C.,Evans D Prieston, American Mortgage Law Group, P.C., J Robert
Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage
Law Group, P.C. & James W. Brody, American Mortgage Law Group.

Central Pacific Financial Corp., Defendant, represented by Andrew
Steinfeld, American Morgage Law Group, P.C., Carol R M Moss,
Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage
Law Group, P.C., Evans D Prieston, American Mortgage Law Group,
P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti,
American Mortgage Law Group, P.C. & James W. Brody, American
Mortgage Law Group.

Provident Funding Associates, L.P., Defendant, represented by
Daniel N Moak, Briggs & Morgan, PA, Daniel J Supalla, Briggs &
Morgan, PA, Mark G Schroeder, Briggs & Morgan, PA & Neil R
O'Hanlon, Hogan Lovells US LLP.

First Mortgage Corporation, Defendant, represented by Gene A Hoff,
Minenko & Hoff & Michael J Minenko, Minenko & Hoff, P.A..

Mortgage Network, Inc., doing business as MNET Mortgage
Corporation, Defendant, represented by Andrew Steinfeld, American
Morgage Law Group, P.C., Carol R M Moss, Hellmuth & Johnson
PLLC,Edward Page Allinson, American Mortgage Law Group, P.C.,
Evans D Prieston, American Mortgage Law Group, P.C., J Robert
Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage
Law Group, P.C. & James W. Brody, American Mortgage Law Group.

Mortgage Capital Associates, Inc., Defendant, represented by Amelia
R Selvig, Anthony Ostlund Baer & Louwagie PA, Brooke D Anthony,
Anthony Ostlund Baer & Louwagie PA, Joseph W Anthony, Anthony
Ostlund Baer & Louwagie PA, Philip R. Stein, Bilzin Sumberg Baena
Price & Axelrod LLP & Shalia M Sakona, Bilzin Sumberg Baena Price &
Axelrod LLP.

Lenox Financial Mortgage Corp., Defendant, represented by Gina L
Albertson, Albertson Law & Michael D O'Neill, Martin & Squires,
P.A..

E Trade Bank, as successor to United Medical Bank, FSB, Defendant,
represented by Amelia R Selvig, Anthony Ostlund Baer & Louwagie PA,
Brooke D Anthony, Anthony Ostlund Baer & Louwagie PA, Joseph W
Anthony, Anthony Ostlund Baer & Louwagie PA, Philip R. Stein,
Bilzin Sumberg Baena Price & Axelrod LLP & Shalia M Sakona, Bilzin
Sumberg Baena Price & Axelrod LLP.

Lake Forest Bank & Trust Company, Defendant, represented by Amelia
R Selvig, Anthony Ostlund Baer & Louwagie PA, Amy Y Cho, Shook,
Hardy & Bacon LLP, Brooke D Anthony, Anthony Ostlund Baer &
Louwagie PA & Michael P Conway, Shook, Hardy & Bacon LLP.

PNC Bank, N.A., as successor in interest to National City Mortgage
Co., NCMC Newco, Inc. and North Central Financial Corporation,
Defendant, represented by Adam M Gogolak, Wachtell, Lipton, Rosen &
Katz, Amanda Raines Lawrence, BuckleySandler LLP, Brett J
Natarelli, BuckleySandler LLP, Daniel J Supalla, Briggs & Morgan,
PA, David A Schooler, Briggs & Morgan, PA, Elaine P Golin,
Wachtell, Lipton, Rosen & Katz, Fredrick S Levin, BuckleySandler
LLP, Jonathan M Moses, Wachtell, Lipton, Rosen & Katz, Justin V
Rodriguez, Wachtell, Lipton, Rosen & Katz, Mark G Schroeder, Briggs
& Morgan, PA, Michael A. Rome, BuckleySandler LLP & Richard E
Gottlieb, BuckleySandler LLP.

Mortgage Access Corp., doing business as Weichert Financial
Services, Defendant, represented byAndrew Steinfeld, American
Morgage Law Group, P.C., Carol R M Moss, Hellmuth & Johnson
PLLC,Edward Page Allinson, American Mortgage Law Group, P.C., Evans
D Prieston, American Mortgage Law Group, P.C., J Robert Keena,
Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law
Group, P.C. & James W. Brody, American Mortgage Law Group.

Cornerstone Home Lending, Inc., formerly known as Cornerstone
Mortgage Company, Defendant, represented by Alan H Maclin, Briggs &
Morgan, PA, Daniel J Supalla, Briggs & Morgan, PA & Mark G
Schroeder, Briggs & Morgan, PA.

Impac Funding Corporation, Defendant, represented by Erin Sindberg
Porter, Greene Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP,
Katherine M. Swenson, Greene Espel PLLP & Janine Wetzel Kimble,
Greene Espel PLLP.

Plaza Home Mortgage, Inc., Defendant, represented by Amelia R
Selvig, Anthony Ostlund Baer & Louwagie PA, Brooke D Anthony,
Anthony Ostlund Baer & Louwagie PA & Joseph W Anthony, Anthony
Ostlund Baer & Louwagie PA.

Hometown Mortgage Services, Inc., Defendant, represented by Andrew
Steinfeld, American Morgage Law Group, P.C., Carol R M Moss,
Hellmuth & Johnson PLLC, Edward Page Allinson, American Mortgage
Law Group, P.C., Evans D Prieston, American Mortgage Law Group,
P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti,
American Mortgage Law Group, P.C., James W. Brody, American
Mortgage Law Group & Brooke D Anthony, Anthony Ostlund Baer &
Louwagie PA.

Sierra Pacific Mortgage Company, Inc., Defendant, represented by
Amy L Schwartz, Lapp Libra Thomson Stoebner & Pusch, Chartered,
Jonathan M Jenkins, JENKINS KAYAYAN LLP, Lara Kayayan, Jenkins LLP,
Navdeep Singh, Jenkins Kayayan LLP & Richard T Thomson, Lapp Libra
Thomson Stoebner & Pusch, Chartered.

Wallick & Volk, Inc., Defendant, represented by Andrew Steinfeld,
American Morgage Law Group, P.C.,Carol R M Moss, Hellmuth & Johnson
PLLC, Edward Page Allinson, American Mortgage Law Group, P.C.,Evans
D Prieston, American Mortgage Law Group, P.C., J Robert Keena,
Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law
Group, P.C. & James W. Brody, American Mortgage Law Group.

Branch Banking & Trust Co., Defendant, represented by Jason D
Evans, McGuire Woods LLP, Kelly G Laudon, Lindquist & Vennum PLLP,
Mark A Jacobson, Lindquist & Vennum PLLP, T Richmond McPherson,
III, McGuire Woods LLP & William C Mayberry, Mcguire Woods LLP.

T.J. Financial, Inc., Defendant, represented by Erin Sindberg
Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel PLLP,
Jenny Gassman-Pines, Greene Espel PLLP, Philip R. Stein, Bilzin
Sumberg Baena Price & Axelrod LLP & Shalia M Sakona, Bilzin Sumberg
Baena Price & Axelrod LLP.

Stearns Lending, LLC, formerly known as First Pacific Financial,
Inc., Defendant, represented by Alan H Maclin, Briggs & Morgan, PA,
Daniel J Supalla, Briggs & Morgan, PA & Mark G Schroeder, Briggs &
Morgan, PA.

Terrace Mortgage Company, Defendant, represented by Aaron P M Tady,
Coles Barton LLP, C J Schoenwetter, Bowman & Brooke LLP, John D
Sear, Bowman & Brooke LLP, Thomas M Barton, Coles Barton LLP &
Rachelle A Velgersdyk, Bowman & Brooke LLP.

Gateway Bank, F.S.B., Defendant, represented by Andrew Steinfeld,
American Morgage Law Group, P.C.,Carol R M Moss, Hellmuth & Johnson
PLLC, Edward Page Allinson, American Mortgage Law Group, P.C.,Evans
D Prieston, American Mortgage Law Group, P.C., J Robert Keena,
Hellmuth & Johnson PLLC, Jack V Valinoti, American Mortgage Law
Group, P.C. & James W. Brody, American Mortgage Law Group.

Universal American Mortgage Company, LLC, Defendant, represented by
Enza G Boderone, Bilzin Sumberg Baena Price & Axelrod LLP, Erin
Sindberg Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene
Espel PLLP, Jenny Gassman-Pines, Greene Espel PLLP, Philip R.
Stein, Bilzin Sumberg Baena Price & Axelrod LLP & Shalia M Sakona,
Bilzin Sumberg Baena Price & Axelrod LLP.

Wells Fargo Bank, N.A., formerly known as Wachovia Mortgage
Corporation formerly known as First Union National Bank formerly
known as First Union Mortgage Corporation, Defendant, represented
by Amy L Schwartz, Lapp Libra Thomson Stoebner & Pusch, Chartered,
Eric P Tuttle, Munger, Tolles & Olson LLP,Gregory D Phillips,
Munger, Tolles & Olson, LLP, Marc T G Dworsky, Munger, Tolles &
Olson, LLP,Michael E Soloff, Munger, Tolles & Olson LLP, Richard C
St John, Munger Tolles & Olson, Richard T Thomson, Lapp Libra
Thomson Stoebner & Pusch, Chartered, Thomas Jacob, Wells Fargo Law
Department & Todd J Rosen, Munger Tolles & Olson LLP.

BMO Harris Bank, N.A., doing business as M&I Bank, FSB, Defendant,
represented by Amanda Raines Lawrence, BuckleySandler LLP, Brett J
Natarelli, BuckleySandler LLP,Daniel J Supalla, Briggs & Morgan,
PA, David A Schooler, Briggs & Morgan, PA, Fredrick S Levin,
BuckleySandler LLP, Kristopher Knabe, BuckleySandler LLP, Michael
A. Rome, BuckleySandler LLP & Richard E Gottlieb, BuckleySandler
LLP.

Wells Fargo Financial Retail Credit, Inc., formerly known as
Norwest Financial Acceptance, Inc ., Defendant, represented by Eric
P Tuttle, Munger, Tolles & Olson LLP, Gregory D Phillips, Munger,
Tolles & Olson, LLP, Kristopher Knabe, BuckleySandler LLP, Marc T G
Dworsky, Munger, Tolles & Olson, LLP,Michael E Soloff, Munger,
Tolles & Olson LLP, Richard C St John, Munger Tolles & Olson,
Richard T Thomson, Lapp Libra Thomson Stoebner & Pusch, Chartered,
Thomas Jacob, Wells Fargo Law Department, Todd J Rosen, Munger
Tolles & Olson LLP & Amy L Schwartz, Lapp Libra Thomson Stoebner &
Pusch, Chartered.

Standard Pacific Mortgage, Inc., Defendant, represented by Enza G
Boderone, Bilzin Sumberg Baena Price & Axelrod LLP, Erin Sindberg
Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel PLLP,
Jenny Gassman-Pines, Greene Espel PLLP, Philip R. Stein, Bilzin
Sumberg Baena Price & Axelrod LLP & Shalia M Sakona, Bilzin Sumberg
Baena Price & Axelrod LLP.

National Bank of Kansas City, Defendant, represented by Nancy A
Temple, Katten & Temple LLP, Scott N Gilbert, Katten & Temple LLP &
Seth J S Leventhal, LEVENTHAL pllc.

iServe Residential Lending, LLC, Defendant, represented by Erin
Sindberg Porter, Greene Espel PLLP,Janine Wetzel Kimble, Greene
Espel PLLP, Jeanette M. Bazis, Greene Espel PLLP, Peter L Loh,
Gardere Wynne Sewell LLP & Randy D Gordon, Gardere Wynne Sewell
LLP.

United Fidelity Funding Corp, Defendant, represented by Michael J
Steinlage, Larson King, LLP.

DB Structured Products, Inc., Defendant, represented by Danielle
Kantor, Simpson Thacher & Bartlett LLP, David J Woll, Simpson
Thacher & Bartlett LLP, Isaac M Rethy, Simpson Thacher & Bartlett
LLP,Jonathan Nussbaum, Simpson Thacher & Bartlett LLP, William A
McNab, Winthrop & Weinstine, PA &William T Russell, Jr, Simpson
Thacher & Bartlett LLP.

MortgageIT, Inc., Defendant, represented by David J Woll, Simpson
Thacher & Bartlett LLP, Isaac M Rethy, Simpson Thacher & Bartlett
LLP & William A McNab, Winthrop & Weinstine, PA.

CTX Mortgage Company, LLC, Pulte Homes, Inc., and PulteGroup, Inc.,
Defendants, represented by Benjamin E Gurstelle, Briggs & Morgan,
PA &Paul J Hemming, Briggs & Morgan, PA.

Home Loan Center, Inc., Defendant, represented by Andrew Steinfeld,
American Morgage Law Group, P.C., Carol R M Moss, Hellmuth &
Johnson PLLC, Edward Page Allinson, American Mortgage Law Group,
P.C., J Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti,
American Mortgage Law Group, P.C. &James W. Brody, American
Mortgage Law Group.

Decision One Mortgage Company, LLC, Defendant, represented by Beth
A Stewart, Williams & Connolly LLP, Daniel J Millea, Zelle Hofmann
Voelbel & Mason LLP, Elizabeth V Kniffen, Zelle Hofmann Voelbel &
Mason LLP, Jesse T Smallwood, Williams & Connolly LLP, Matthew V
Johnson, Williams & Connolly LLP,Noorudin Mahmood Ahmad, Williams &
Connolly LLP & R. Hackney Wiegmann, Williams & Connolly LLP.

HSBC Finance Corporation, Defendant, represented by David J
Stagman, Katten Muchin Rosenman LLP,Gregory S Korman, Katten Muchin
Rosenman LLP, Nicole M Moen, Fredrikson & Byron, PA, Stuart M
Richter, Katten Muchin Rosenman LLP & Todd A Wind, Fredrikson &
Byron, PA.

E-Loan, Inc., Defendant, represented by Sharda R Kneen, Lindquist &
Vennum PLLP, Terrence J Fleming, Lindquist & Vennum PLLP & Brooke D
Anthony, Anthony Ostlund Baer & Louwagie PA.
Rescue Mortgage, Inc., Defendant, represented by Christopher R
Morris, Bassford Remele, PA, Daniel R Olson, Bassford Remele, PA,
Jeffrey D. Klobucar, Bassford Remele, PA & Mark D Covin, Bassford
Remele, PA.

RBC Mortgage Company, Defendant, represented by Amanda Raines
Lawrence, BuckleySandler LLP,Brian Wegrzyn, BuckleySandler LLP,
Daniel J Supalla, Briggs & Morgan, PA, David A Schooler, Briggs &
Morgan, PA & Matthew P Previn, BuckleySandler LLP.
CMG Mortgage, Inc, Defendant, represented by Andrew Steinfeld,
American Morgage Law Group, P.C.,Carol R M Moss, Hellmuth & Johnson
PLLC, Edward Page Allinson, American Mortgage Law Group, P.C.,J
Robert Keena, Hellmuth & Johnson PLLC, Jack V Valinoti, American
Mortgage Law Group, P.C. &James W. Brody, American Mortgage Law
Group.

Synovus Mortgage Corp., Defendant, represented by Brent D Hitson,
Burr & Forman LLP, Daniel J Supalla, Briggs & Morgan, PA, Mark G
Schroeder, Briggs & Morgan, PA & Victor L Hayslip, Burr & Forman
LLP.

Honor Bank, formerly known as The Honor State Bank, Defendant,
represented by Garth G Gavenda, Anastasi Jellum, PA, Lindsay W
Cremona, Anastasi Jellum, P.A., Susan Jill Rice, Alward Fisher Rice
Rowe & Graf, PLC & T Christopher Stewart, Anastasi Jellum, PA.

Primary Capital Advisors LLC, Defendant, represented by Daniel J
Supalla, Briggs & Morgan, PA, John O'Shea Sullivan, Burr & Forman
LLP, Mark G Schroeder, Briggs & Morgan, PA & Tala Amirfazli, Burr &
Forman LLP.

PHH Mortgage Corp., Defendant, represented by David T Schultz,
Maslon LLP, David M Souders, Weiner Brodsky Kider PC, Nicole E
Narotzky, Maslon LLP & Tessa K Somers, Weiner Brodsky Kider PC.
Global Advisory Group, Inc., Defendant, represented by Lance T
Bonner, Lindquist & Vennum PLLP.

Freedom Mortgage Corporation, Defendant, represented by Enza G
Boderone, Bilzin Sumberg Baena Price & Axelrod LLP, Erin Sindberg
Porter, Greene Espel PLLP, Janine Wetzel Kimble, Greene Espel
PLLP,Jenny Gassman-Pines, Greene Espel PLLP & Philip R. Stein,
Bilzin Sumberg Baena Price & Axelrod LLP.

Monarch Bank, Defendant, represented by Beth A Jenson Prouty,
Bassford Remele, PA.

First Mariner Bank, Defendant, represented by Joel L Perrell, Jr.,
Miles & Stockbridge P.C., Michael E Blumenfeld, Miles &Stockbridge
P.C., Nicole M Moen, Fredrikson & Byron, PA, Timothy M Hurley,
Miles & Stockbridge P.C. & Todd A Wind, Fredrikson & Byron, PA.

Sierra Pacific Mortgage Company, Inc., Counter Claimant,
represented by Navdeep Singh, Jenkins Kayayan LLP.

Residential Funding Corporation filed for Chapter 11 bankruptcy
protection in the United States Bankruptcy Court for the Southern
District of New York on May 14, 2012.  The Bankruptcy Court
confirmed the Chapter 11 Plan on December 11, 2013, and the Plan
became effective on December 17, 2013.


REXFORD PROPERTIES: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Rexford Properties LLC
        12650 Riverside Drive, Suite 203
        Valley Village, CA 91607

Case No.: 15-12116

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Hon. Martin R. Barash

Debtor's Counsel: Michael M Lauter, Esq.
                  SHEPPARD MULLIN RICHTER & HAMPTON LLP
                  Four Embarcadero Ctr 17th Fl
                  San Francisco, CA 94111
                  Tel: 415-434-9100
                  Fax: 415-434-3947
                  Email: mlauter@sheppardmullin.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Lisa Ehrlich, managing member.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
The 1979 Ehrlich Investment Trust       Loan          $5,793,301
16055 Ventura Blvd. #1127
Encino, CA 91436

Rexford Development Corporation         Loan          $2,764,873
12650 Riverside Dr.
Suite 203
Valley Village, CA 91607
Tel: (818) 506-5111

United States Fidelity &              Judgment        $1,936,290
Guaranty Company
Miles D. Grant, Esq.
Cathleen G. Fitch, Esq.
Grant Law Firm
1331 India St.
San Diego, CA 92101
Tel: 619-233-7078

Lee Investment Company                 Loan           $1,294,912
12650 Riverside Dr.
Suite 203
Valley Village, CA 91607
Tel: (818) 506-5111

Lurline Gardens, LP                    Loan             $406,387
12650 Riverside Dr.
Suite 203
Valley Village, CA 91607
Tel: (818) 506-5111

Whirley Drinkworks                  Trade Debt           $17,545

Rexford Development of Nevada         Loan               $15,000

Sunbelt Rentals                     Trade Debt           $10,848

Leslie's Pool Supplies              Trade Debt            $9,851

Barry Owen Co., Inc.                Trade Debt            $5,574

Air Comfort Solutions               Trade Debt            $4,646

Athletic Designs                    Trade Debt            $4,220

Mark Stewart                        Trade Debt            $3,965

Quinn                               Trade Debt            $3,323

Power Systems Testing Co.           Trade Debt            $2,878

K & D Electric, Inc.                Trade Debt            $2,805

Kasparian's Paint Center            Trade Debt            $2,596

Fresno Pipe & Supply, Inc.          Trade Debt            $2,139

John Deere                          Trade Debt            $2,045

Home Depot                          Trade Debt            $1,977


SABINE OIL: Decides Not to Pay $21 Million Notes Interest
---------------------------------------------------------
Sabine Oil & Gas Corporation has elected to exercise its right to a
grace period with respect to a $21 million interest payment due on
its 7.25% Senior Notes due 2019.  The interest payment is due June
15, 2015; however, such grace period permits the Company 30 days to
make the interest payment before an event of default occurs.

Sabine has retained financial advisors Lazard and legal advisors
Kirkland & Ellis LLP to advise management and the board of
directors on strategic alternatives related to its capital
structure.  Sabine believes it is in the best interests of its
stakeholders to actively address the Company's debt and capital
structure and is continuing discussions with its creditors and
their respective professionals.  As previously reported, as of
May 8, 2015, the Company had a cash balance of approximately $276.9
million, which provides substantial liquidity to fund its current
operations.  Sabine is continuing to pay suppliers and other trade
creditors in the ordinary course.

                            About Sabine

Sabine Oil & Gas LLC, (formerly Forest Oil Corporation) is an
independent energy company engaged in the acquisition, production,
exploration and development of onshore oil and natural gas
properties in the United States.  Sabine's current operations are
principally located in Cotton Valley Sand and Haynesville Shale in
East Texas, the Eagle Ford Shale in South Texas, and the Granite
Wash in the Texas Panhandle.  See http://www.sabineoil.com/       


Sabine Oil reported a net loss including non-controlling interests
of $327 million in 2014, compared with net income including
non-controlling interests of $10.6 million in 2013.

Deloittee & Touche LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the uncertainty associated with
the Company's ability to repay its outstanding debt obligations as
they become due raises substantial doubt about its ability to
continue as a going concern.

                        Bankruptcy Warning

The Company's borrowing base under its New Revolving Credit
Facility was subject to its semi-annual redetermination on
April 27, 2015, and was decreased to $750 million.  Since the
Company's New Revolving Credit Facility is fully drawn, the
decrease in the Company's borrowing base as a result of the
redetermination resulted in a deficiency of approximately $250
million which must be repaid in six monthly installments of $41.54
million.

Additionally, the Company has elected to exercise its right to a
grace period with respect to a $15.3 million interest payment under
its Term Loan Facility.  The interest payment was due
April 21, 2015; however, such grace period permits the Company 30
days to make such interest payment before an event of default
occurs.  The Company believes it is in the best interests of its
stakeholders to actively address the Company's debt and capital
structure and intends to continue discussions with its creditors
and their respective professionals during the 30-day grace period.
If the Company fails to pay the interest payment during the 30-day
grace period and does not obtain a waiver for the interest payment,
an event of default would exist under the Term Loan Facility and
the lenders under the Term Loan Facility would be able to
accelerate the debt.  However, the lenders would not be able to
foreclose on the collateral securing the Term Loan Facility until
after the expiration of the 180-day standstill.  If the Company
continues to fail to pay the interest payment, such failure could
constitute a cross default under certain of the Company's other
indebtedness.  If the indebtedness under the Term Loan Facility or
any of the Company's other indebtedness is accelerated, the Company
said it may have to file for bankruptcy.
     
                            *    *    *

As reported by the TCR on May 27, 2015, Moody's Investors Service
downgraded Sabine Oil & Gas Corporation's Probability of Default
Rating to C-PD/LD from Caa3-PD and its Corporate Family Rating to C
from Caa3 following the company's announcement that it did not make
the interest payment due on its Second Lien Credit Agreement
following the expiration on May 21 of the 30-day grace period with
respect to its April 21, 2015, scheduled payment date.

The TCR reported on April 24, 2015, that Standard & Poor's Ratings
Services, lowered its corporate credit on Sabine Oil & Gas Corp. to
'D' from 'CCC'.  "The downgrade reflects the company's decision not
to pay approximately $15.3 million in interest that was due on
April 21, 2015, on its second-lien term loan," said Standard &
Poor's credit analyst Ben Tsocanos.


SABRA HEALTH: Fitch Affirms 'BB+' Issuer Default Ratings
--------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' Issuer Default Ratings (IDRs)
of Sabra Health Care REIT, Inc. (NASDAQ: SBRA) and its operating
partnership, Sabra Health Care Limited Partnership.

Fitch has also assigned a 'BB+/RR4' rating to the CAD$90 million
term loan entered into by Sabra Canadian Holdings, LLC, which will
be used to partially fund a portfolio transaction in Canada.

The Rating Outlook is Stable.

KEY RATING DRIVERS

Sabra's 'BB+' IDR reflects its investment grade capitalization
(based on its unsecured borrowing strategy and strong key credit
metrics), offset by portfolio factors such as asset and tenant
concentration. Such factors increase the risk to operating cash
flows (and in turn to unsecured bondholders) and are manageable in
isolation but inconsistent with investment grade ratings in the
aggregate. Sabra's ratings are underpinned by certain expectations
such as continued diversification, the stabilization of the Forest
Park Medical Centers (FPMC) with appropriate coverage, and material
improvement in the facility level coverage for the Holiday
portfolio. Failure to achieve these benchmarks could result in
negative momentum on the ratings and/or Outlook. The Stable Outlook
reflects Fitch's belief that despite the expectation of continued
diversification, it will be insufficient to warrant positive
ratings momentum over the next 12 to 24 months.

ENTRY INTO CANADA

Fitch views SBRA's entry into the Canadian market (detailed below)
as a rating neutral event. The dollar value of the investment falls
within our $250 million expectation for the year and many of SBRA's
peers, such as Health Care REIT (IDR 'BBB+') and Ventas, Inc. (IDR
'BBB+') have made investments in Canada noting the private payments
and, therefore, lessened regulatory risk. The 6% cash acquisition
cap rate appears rich considering the 1.11x implied EBITDAR
coverage.

In 2Q15, SBRA announced that it had acquired nine senior housing
facilities in Canada for CAD$170.5 million (USD$137.1 million). The
acquisition will be funded in part via a CAD$90 million term loan
issued by Sabra Canadian Holdings, LLC. The term loan matures in
2020 and bears interest at Canadian Dollar Offer Rate (CDOR) +2% -
2.6% (currently 3.09%). SBRA plans to enter into swap agreements to
fix CDOR. The remainder of the purchase price will be funded by a
mortgage assumption and the revolving line of credit. The term loan
is guaranteed by Sabra Health Care REIT, Inc. and Sabra Health Care
Limited Partnership.

SBRA concurrently announced $25.8 million of other investments with
a weighted-average yield of 9.6% through 2Q15 and a forward
purchase program with Leo Brown Group. Through 1Q17, SBRA will have
the right to provide a portion of equity financing for up to 10
developments (totalling $250 million) through a preferred equity
structure with a purchase option for each facility. The agreement
follows similar ones by SBRA that Fitch has viewed favorably as the
equity investments are generally modest in size and secure a
forward acquisition pipeline without direct development risks.

ASSET CONCENTRATION KEY RISK

Asset concentration is a key negative factor for the ratings as it
increases the magnitude of the downside risk to recurring operating
EBITDA should there be a lease default. SBRA has investments in
three acute-care hospitals that operate under Forest Park Medical
Center (FPMC), all within the greater Dallas, TX area. These assets
comprise roughly 12% of revenues combined pro forma for the
aforementioned investment activity, 2% to 6% individually and could
comprise a greater percentage upon the exercise of purchase
options. The risk posed by each hospital is increased by the
limited operating histories, proximity to each other and lease
structures.

All of the assets are new and in various stages of stabilization
providing a limited track record at best to determine the
robustness and volatility of facility level coverage. In 1Q15, SBRA
agreed to rent and interest deferrals totalling $2.5 million due to
issues at FPMC. The deferrals highlight the asset concentration
risk despite the negligible effect on headline metrics and the
issuer's expectation that the underlying causes (i.e. lower acuity
patient volumes and expense considerations) are being addressed by
the operator.

Beyond the current operational headwinds at FPMC; as all of the
facilities operate under the same name in relatively close
proximity to each other, an operating or regulatory issue at one
facility could affect patient volumes and operating performance at
the others. While the facilities are affiliated, SBRA does not
benefit from structural considerations such as a master lease or
cross default or cross collateralization provisions. Moreover,
secured mortgage capital is generally less available for hospitals
relative to traditional commercial real estate. Thus, if SBRA
chooses not to exercise its purchase options on the properties that
it is the lender to, it may be more challenging for FPMC to find a
new debt or equity capital source to repay SBRA than for other real
estate property types. The ratings assume the assets will stabilize
with appropriate coverage levels and failure to do so could result
in negative momentum on the ratings and/or Outlook.

DIVERSIFYING VIA ACQUISITIONS BUT PAYING TO DO SO

Sabra has actively and effectively used acquisitions to improve
portfolio diversification, most recently through the $550 million
Holiday transaction. While the Holiday transaction improved SBRA's
diversification, it is not without risk. The price paid is
noteworthy on an absolute basis and relative to past transaction by
other REITs with the initial cash yield of 5.5% and approximately
50 basis points (bps) to 100 bps lower than recent comparable
transactions. Moreover, while the guarantor fixed charge coverage
is fair at 1.25x and implies a lower probability of lease default,
Fitch believes facility level coverage is materially lower and will
require significant growth in operating cash flows to maintain
and/or improve given annual rental increases. Fitch views facility
level coverage as a more meaningful predictor of the probability
that the tenant can and would want to renew the lease at maturity
especially in instances where the REIT does not control all or
practically all of the tenant's real estate such as with SBRA and
Holiday.

INVESTMENT GRADE METRICS AND CAPITALIZATION

Sabra's capitalization is consistent with its investment grade
peers being predominantly fixed-rate and unsecured and does not
require significant mortgage repayments and asset unencumbering to
complete the transition. Moreover, SBRA's target leverage (low 4.0x
range), average actual leverage (average of all quarters since
inception is 5.0x) and Fitch's forecasted leverage (between 5.0x
and 5.5x through 2016) are all consistent with investment grade
ratings for SBRA's asset composition. Similarly, fixed charge
coverage was 2.6x for 1Q'15 pro forma and Fitch expects will
sustain around 3.0x through 2016 which is strong for the 'BB+'
rating and appropriate for a 'BBB-' IDR.

Fitch calculates leverage as total debt less readily available cash
to recurring operating EBITDA, including stock-based compensation
and acquisition costs, as senior management has the option to be
compensated in cash or shares for a large portion of the bonuses
and Board of Directors fees. Acquisition expenses are recurring in
nature for issuers such as SBRA that have external growth as an
explicit part of its strategy. Combined, the inclusion of these
costs provides a more accurate reflection of the annual overhead
expenses. Fitch calculates fixed charge coverage as recurring
operating EBITDA to total interest incurred and preferred
dividends.

ISSUER SIZE AND RATINGS

SBRA is one of the smallest REITs in Fitch's rated universe.
However, Fitch views a REIT's size as a determinant of operating
efficiencies and the cost of capital not necessarily access to
capital. Moreover, the probability of default is aligned with the
size and quality of the unencumbered pool from which a REIT would
sell assets or encumber in order to repay recourse debt maturities.
Fitch views the quality of the underlying real estate as more
important factors than sponsor size or quality when accessing
secured debt or the transaction market.

PREFERRED NOTCHING AND NOTE COVENANTS

The two-notch differential between SBRA's IDR and preferred stock
rating is consistent with Fitch's criteria for corporate entities
with an IDR of 'BB+'. Based on Fitch Research on 'Treatment and
Notching of Hybrids in Nonfinancial Corporate and REIT Credit
Analysis', also available at 'www.fitchratings.com', these
preferred securities are deeply subordinated and have loss
absorption elements that would likely result in poor recoveries in
the event of a corporate default.

Certain of the covenants of SBRA's senior unsecured notes, most
notably the limitation on indebtedness and maintenance of total
unencumbered assets, can be suspended upon certain events. SBRA
would still be subject to the financial covenants in its bank
credit facility agreement; however, those may be renegotiated with
greater ease and a breach would not trigger a cross-default so long
as the bank lending group did not accelerate repayment. While Fitch
does not rate to the covenants, the lack of covenants would be a
differentiating factor between SBRA's unsecured notes and those of
its REIT peers.

STABLE OUTLOOK

The Stable Outlook reflects Fitch's belief that SBRA's portfolio
diversification will improve but not sufficiently to warrant
positive momentum on the ratings over the next 12-to-24 months.
Fitch expects SBRA's capitalization will remain consistent with a
higher rating.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for SBRA include:

   -- Same-store net operating income (SSNOI) growth of 2.8%
      through 2016 to reflect weighted average rental increases;

   -- Operating margins improve modestly as the issuer achieves
      economies of scale as it grows but remain lower than peers;

   -- Net acquisitions of $250 million in 2015 and 2016 at 7.5%
      cap rate;

   -- Dividend growth to maintain an 80% AFFO payout ratio;

   -- Equity issuance to fund assumed acquisitions with 60%
      equity;

   -- No material cash flow issues at operator level.

RATING SENSITIVITIES

Fitch views SBRA's existing leverage and fixed charge coverage as
being consistent with higher ratings. As such, positive momentum on
SBRA's ratings and/or Outlook will be driven by continued a
material diversification that reduces reliance on individual assets
and/or tenants.

The following factors may result in negative momentum on SBRA's
ratings and/or Outlook:

   -- Increasing asset and/or tenant concentration;
   -- Deteriorating coverage in the Holiday portfolio;
   -- Forest Park Medical Center assets do not stabilize with
      sufficient facility-level coverage;
   -- Fitch's expectation of leverage sustaining above 6.5x
      (leverage was 6.0x at Mar. 31, 2015 pro forma for the recent

      investments and issuances announced subsequent to the end of

      the quarter).

LIQUIDITY

Sabra's corporate liquidity is strong for the rating due to only
$186 million of funding obligations for the period April 1, 2015
through Dec. 31, 2016 compared to $551 million of sources, pro
forma. SBRA's primary source of liquidity is the $450 million
senior unsecured revolving credit facility that matures in
September 2018. Fitch defines liquidity coverage as sources
(readily available cash, availability under the revolving credit
facility, retained cash flow from operations after dividends)
divided by uses (debt maturities and amortization, committed
development expenditures and acquisition funding).

SBRA's liquidity is driven by its long-dated yet concentrated debt
maturity schedule which is somewhat common for smaller REITs
(especially those that issue public unsecured bonds as opposed to
smaller denomination term loans and private placements). This
funding strategy results in a lower probability of default in the
initial years but greater bullet maturity risk in the later years.
The 'BB+' IDR is predicated on the expectation that SBRA will
improve the staggering of its debt maturities going forward. SBRA's
nearest debt maturity will be the $200 million term loan and any
balance on the revolving line of credit in 2018 (both of which can
be extended at SBRA's option to 2019). SBRA's liquidity could be
reduced further should SBRA acquire the two Forest Park Medical
Centers for which SBRA is the lender. After 2018 when 25% of total
debt matures, SBRA's debt maturities are again concentrated in 2021
(42%) and 2023 (17%).

SBRA maintains appropriate contingent liquidity in the form of
unencumbered assets which cover unsecured debt net of readily
available cash by 1.7x - 2.1x assuming a stressed 8.5% to 10.5% cap
rate. Fitch excludes unencumbered interest and other income from
coverage and notes that including the debt investments would
improve coverage by 0.0x to 0.3x depending on the haircut applied
to face value.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Sabra Health Care REIT, Inc.

   -- IDR at 'BB+';
   -- Cumulative redeemable preferred stock at 'BB-/RR6'.

Sabra Health Care Limited Partnership

   -- IDR at 'BB+';
   -- Unsecured revolving credit facility at 'BB+/RR4';
   -- Unsecured term loan at 'BB+/RR4';
   -- Senior unsecured notes at 'BB+/RR4'.

Fitch has assigned the following ratings:

Sabra Canadian Holdings, LLC

   -- Senior guaranteed term loan at 'BB+/RR4'.

The Rating Outlook is Stable.



SCHUPBACH INVESTMENTS: 10th Cir. Keeps Nondischargeability Order
----------------------------------------------------------------
The United States Court of Appeals, Tenth Circuit, affirmed a
decision of the Bankruptcy Appellate Panel in the case captioned In
re: JONATHAN ISAAC SCHUPBACH; AMY MARIE SCHUPBACH, Debtors. BANK OF
COMMERCE & TRUST COMPANY, Plaintiff-Appellant, v. JONATHAN ISAAC
SCHUPBACH; AMY MARIE SCHUPBACH, Defendants-Appellees, NO. 14-3166
(10th Cir.).

Bank of Commerce & Trust Company appealed a decision by the BAP
which dismissed the Bank's appeal for lack of jurisdiction because
the Bank's nondischargeability claim against debtors Jonathan Isaac
Schupbach and Amy Marie Schupbach is moot.

The 10th Cir. agreed with the BAP, holding that the Bank's
nondischargeability claim was mooted by the confirmation of the
debtors' Individual Plan.  According to the confirmed Individual
Plan, the Bank's claim in the Individual Case was fully satisfied
by the previous transfer of real property to the Bank under the
terms of the confirmed Plan of Schupbach Investments LLC.

A copy of the May 19, 2015 order and judgment is available at
http://is.gd/oS6dWAfrom Leagle.com.

                   About Schupbach Investments

Jonathan Isaac and Amy Marie Schupbach were engaged in the business
of buying, renovating, and renting or reselling homes in Wichita,
Kansas.  They did business through Schupbach Investments LLC, which
filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.
Kan. Case No. 11-11425) on May 16, 2011.  Jonathan and Amy filed
for relief on July 16, 2011, under Chapter 13, but the case was
later converted to Chapter 11 (Case No. 11-13633).

Schupbach Investments' schedule A listed 165 parcels of real
property, 39 of which were mortgaged to Bank of Commerce & Trust
Company.  The Bank filed a proof of claim for $748,748.72 against
the Schupbachs.

In March 2014, the Debtors filed a proposed Chapter 11 plan.  The
bankruptcy court confirmed the Individual Plan on April 20, 2014.


SKYSTAR BIO-PHARMA: Plans to Regain NASDAQ Listing Compliance
-------------------------------------------------------------
Skystar Bio-Pharmaceutical Company, a China-based manufacturer and
distributor of veterinary medicine, vaccines, micro-organisms and
feed additives, on June 15 disclosed that the Company timely
submitted a "Plan of Compliance" to Nasdaq in accordance with
applicable Nasdaq rules.  The Plan of Compliance sets out the
Company's plan to regain compliance with Nasdaq's continued listing
rules.

On April 15, 2015, and May 22, 2015, the Company received
notifications from the Nasdaq Stock Market informing the Company
that since it had not filed its Annual Report on Form 10-K for the
fiscal year ended December 31, 2014 and its Quarterly Report on
Form 10-Qfor the quarter ended March 31, 2015, respectively, the
Company was not in compliance with Nasdaq Listing Rule 5250(c)(1).

The Nasdaq notification letters do not result in the immediate
delisting of the Company's common stock, and the stock has
continued to trade under its current trading symbol.  If the Plan
of Compliance is approved by the Nasdaq staff, the Company may be
eligible for a listing exception of up to 180 calendar days from
the original notice of non-compliance, or until October 12, 2015,
to regain compliance.  If the Nasdaq staff concludes that the
Company will not be able to cure the deficiency, the Company's
common stock will be subject to delisting by Nasdaq.

Skystar intends to regain compliance and report full year fiscal
2014 results and first quarter fiscal 2015 results as soon as
practicable.

             About Skystar Bio-Pharmaceutical Company

Skystar -- http://www.skystarbio-pharmaceutical.com-- is a
China-based developer, manufacturer and distributor of veterinary
medicine, vaccines, micro-organisms and feed additives formulated
and packaged in house across several modern manufacturing and
distributions facilities.  Skystar's distribution network includes
almost 3,000 distribution agents of which 360 are franchised stores
with exclusivity agreements covering 29 provinces throughout China.



SOURCE HOME: Asks Court to Close Ch. 11 Cases of 7 Debtors
----------------------------------------------------------
Source Home Entertainment, LLC, asks the U.S. Bankruptcy Court for
the District of Delaware for a final decree closing the Chapter 11
cases of certain debtors.

The Closing Cases are the cases of Directtou, Inc. (Case No.
14-11554); RDS Logistics, LLC (Case No. 14-11555); Retail Vision,
LLC (Case No. 14-11556); Source Interlink Distribution, LLC (Case
No. 14-11557); Source Interlink International, Inc. (Case No.
14-11558); Source Interlink Manufacturing, LLC (Case No. 14-11559);
and Source Interlink Retail Services, LLC (Case No. 14-11560).

According to the Debtor's counsel, Laurel D. Roglen, Esq. at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, the
Debtors' First Amended Joint Plan of Liquidation substantively
consolidated the Debtors into a single estate for all purposes
associated with the confirmation and consummation.

The Plan provides, in part, that on and after the Effective Date:
(1) all of the assets and liabilities of the Debtors will be merged
so that all of the assets of the Debtors will be available to pay
all of the liabilities under the Plan; (2) all of the funds held in
the Administrative and Priority Claims Reserve will be available to
pay all of the Allowed Priority Claims; (3) all of the funds held
in the GUC Reserve will be available to pay all of the Allowed
General Unsecured Claims held by Participating GUC Holders; (5) all
guarantees by the Debtors of the obligations of any other Debtor
will be eliminated so that any Claim against any Debtor and any
guarantee thereof executed by any other Debtor and any joint or
several liability of the Debtors will be one obligation of the
Post-Effective Date Debtor; and (6) each and every Claim Filed or
to be Filed in the case of any of the Debtors other than the
Post-Effective Date Debtor will be deemed Filed against the
Post-Effective Date Debtor.

Ms. Roglen says that Article IV.L of the Plan also provides that
"upon the occurrence of the Effective Date, the Plan Administrator
shall be permitted to close all of the Chapter 11 Cases except for
the Chapter 11 Case of the Post-Effective Date Debtor, and all
contested matters relating to each of the Debtors, including
objections to Claims, shall be administered and heard in the
Chapter 11 Case of the Post-Effective Date Debtor."

Ms. Roglen further says that because of the terms of the Plan,
including the substantive consolidation of the Debtors’ estates,
the closing of the Closing Cases will not result in an adverse
effect to any creditor.  She asserts that all remaining matters
related to the Debtors' Chapter 11 Cases can, and, under the Plan,
will be administered in the case of the Post-Effective Date Debtor,
Case No. 14-11553, which will remain open until "all Disputed
Claims have become Allowed or disallowed, all remaining Cash has
been distributed in accordance with the Plan, and the business and
affairs of the Post-Effective Date Debtor have been otherwise wound
down" and the Court enters a final decree closing the Remaining
Case.

The Motion is scheduled for hearing on June 24, 2015 at 2:00 p.m.

Source Home is represented by:

          Robert S. Brady, Esq.
          Pauline K. Morgan, Esq.
          Edmon L. Morton, Esq.
          Laurel D. Roglen, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP  
          Rodney Square
          1000 North King Street
          Wilmington, DE 19801
          Telephone: (302) 571-6600
          Facsimile: (302) 571-1253
          Email: rbrady@ycst.com
                 pmorgan@ycst.com
                 emorton@ycst.com
                 lroglen@ycst.com

            -- and --
  
          Paul M. Basta, P.C.
          KIRKLAND & ELLIS LLP
          601 Lexington Avenue
          New York, NY 10022-4611
          Telephone: (212)446-4800
          Facsimile: (212) 446-4900
          Email: paul.basta@kirkland.com

            -- and --
  
          David L. Eaton, Esq.  
          Michael W. Weitz, Esq.
          KIRKLAND & ELLIS LLP
          300 N. LaSalle
          Chicago, IL 60654
          Telephone: (312) 862-2000
          Facsimile: (312) 862-2200
          Email: david.eaton@kirkland.com
                 michael.weitz@kirkland.com

                   About Source Home

Headquartered in Bonita Springs, Florida, Source
Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over 32,500

retail locations in the U.S. and abroad.



In the twelve months ended April 30, 2014, Source Home
generated
revenues totaling $600 million on a consolidated basis.
As of
 March 31, 2014, Source Home had assets (not including
goodwill or 
intangibles) of $205 million and liabilities of
approximately $290 
million. Source Interlink Distribution, LLC,
disclosed $82.7 
million in assets and $104.5 million in
liabilities.



Source Home, Source Interlink Manufacturing, LLC, and
other
affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end
retail 
display fixtures business to lenders, absent higher and
better 
offers. The Debtors are winding down their books
distribution 
business.



The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy

and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as

co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief

restructuring officer and Joshua Korsower to act as chief
financial
 officer.



The United States Trustee for Region 3 appointed seven creditors to
serve on the Official Committee of Unsecured Creditors. The

Committee is represented by Lowenstein Sandler LLP, and Duane

Morris LLP. The Committee tapped Pricewaterhouse Coopers LLP as
its 
financial advisor.

Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on Feb. 20, 2015, confirmed the First Amended Joint Plan
of Liquidation of Source Home Entertainment, LLC, and its debtor
affiliates, after determining that the liquidation plan satisfies
all requirements for confirmation under Section 1129 of the
Bankruptcy Code.


SOURCE HOME: Judge Extends Deadline to Remove Suits to Sept. 16
---------------------------------------------------------------
U.S. Bankruptcy Judge Kevin Gross has given Source Home
Entertainment LLC until Sept. 16, 2015, to file notices of removal
of lawsuits involving the company and its affiliates.

                    About Source Home Entertainment
                       and Source Interlink

Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout displays
and is a leading distributor of books, periodicals, and other
printed material.  Its distribution network spans over 32,500
retail locations in the U.S. and abroad.

In the twelve months ended April 30, 2014, Source Home generated
revenues totaling $600 million on a consolidated basis.  As of
March 31, 2014, Source Home had assets (not including goodwill or
intangibles) of $205 million and liabilities of approximately $290
million.  Source Interlink Distribution, LLC, disclosed $82.7
million in assets and $104.5 million in liabilities.

Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers.  The Debtors are winding down their books distribution
business.

The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround advisor;
and Kurtzman Carson Consultants, LLC, as claims agent.  Stephen
Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief financial
officer.

The United States Trustee for Region 3 appointed seven creditors to
serve on the Official Committee of Unsecured Creditors.  The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP.  The Committee tapped PricewaterhouseCoopers LLP as its
financial advisor.


ST. JOSEPH'S HOSPITAL: S&P Revises Outlook on 'BB' Rating to Dev.
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on its 'BB'
rating on Onondaga Civic Development Corp., N.Y.'s revenue debt,
issued for St. Joseph's Hospital Health Center, to developing from
stable.

The developing outlook reflects the rating service's opinion of the
pending affiliation between St. Joseph's Hospital Health Center and
Trinity Health.  In April 2015, the two systems announced the
signing of a definitive agreement for SJHHC to become an affiliate
of Trinity Health.

Standard & Poor's also affirmed its 'BB' rating on the center's
debt.

"We could raise the rating over the outlook period if the merger
with Trinity Health were consummated and if the hospital were to
demonstrate improvement in financial performance, as well as the
ongoing benefits of being part of an even larger system," said
Standard & Poor's credit analyst Margaret McNamara.  "If the merger
were not consummated, and if operating performance were to weaken
with no improvement in the balance sheet, we could lower the rating
or revise the outlook to negative."

The proposed integration is moving through the regulatory approval
phase, and management expects to complete the transaction by the
end of June 2015; approval, however, could potentially take longer.
Standard & Poor's notes Trinity Health had previously negotiated
with the hospital but was unable to complete a deal. Therefore, the
rating service will address the credit effect on the center when a
more-definitive decision occurs.  If the affiliation is approved, a
member substitution will occur where Trinity Health becomes the
parent of St. Joseph's Health Inc., which is the parent of SJHHC,
and assumes its assets and liabilities, including bonds.

SJHHC will not be a part of the obligated group because of
regulations that prohibit New York hospitals from participating in
multistate obligated groups.  Therefore, the bonds will remain
outstanding obligations of SJHHC, secured by a gross revenue pledge
and a mortgage lien on the hospital.



STANDARD PACIFIC: Ryland Merger No Impact on Moody's Debt Secs.
---------------------------------------------------------------
Moody's Investors Service said that on June 14, 2015 Standard
Pacific Corp. (B1/STA) and The Ryland Group, Inc. (Ba3/STA) jointly
announced a definitive merger agreement pursuant to which Standard
Pacific and Ryland will combine in a merger of equals to create a
single company in a 100% stock merger. All the debt securities,
with the exception of revolving credit facilities, in each of the
companies will remain in place. The new entity will be the 4th
largest builder in the U.S. based on pro forma revenues of $5.1
billion with a wider product mix and price point offering than the
two stand-alone entities.

This transaction is a credit positive for both companies because
they will have a wider scale, more operating leverage and
purchasing power, as well as the ability to drive down SG&A costs.
Moreover, this transaction will most likely lower the overall cost
of capital for the new entity when compared to Standard Pacific and
Ryland separately. Pro forma March 31, 2015 adjusted homebuilding
debt leverage is 50% for the combined entity whereas for the same
time period Standard Pacific's debt leverage was at 56% and
Ryland's at 53%. Going forward, we anticipate the company to reduce
debt leverage at a faster pace than they would have done
individually given the expected cost savings and top line benefits.
In addition, because the company now controls 74,000 lots, we
anticipate the investment in land to slow down to some extent.

In addition, Mattlin Patterson, Standard Pacific's largest
shareholder, is expected to approve this transaction.

Headquartered in Irvine, California and begun in 1965, Standard
Pacific Corp. constructs and sells single-family attached and
detached homes focusing on the move-up market. The company's
revenues for the last twelve months ended March 31, 2015 were $2.4
billion.

Founded in 1967 and headquartered in Westlake Village, CA, The
Ryland Group, Inc. is a mid-sized homebuilder with revenues for the
last twelve months ended March 31, 2015 of $2.6 billion.


STATER BROS: S&P Affirms 'B+' CCR Then Withdraws Rating
-------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Stater
Bros. Holdings Inc., including its 'B+' corporate credit rating and
all issue-level ratings.  S&P subsequently withdrew the ratings at
the company's request.  The outlook was stable at the time of
withdrawal.


STELLAR BIOTECHNOLOGIES: Grants Options to Non-Employee Directors
-----------------------------------------------------------------
Stellar Biotechnologies, Inc., announced the grant of incentive
stock options to certain non-employee directors to purchase an
aggregate of 50,000 common shares of the Company, exercisable at a
price of CDN$0.89 per share for a period of seven years.  The
options are granted in accordance with the Company's Share Option
Plan and represent the annual grant of options to non-employee
directors.  The options vest over a period of 18 months from
June 10, 2015, the date of grant.
                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.

Stellar Biotechnologies reported a net loss of $8.43 million for
the year ended Aug. 31, 2014, a net loss of $14.5 million for the
year ended Aug. 31, 2013, and a net loss of $5.52 million for the
year ended Aug. 31, 2012.

As of March 31, 2015, the Company had $11.8 million in total
assets, $2.90 million in total liabilities, and $8.92 million int
total shareholders' equity.


STRATECO RESOURCES: Names E&Y as Monitor for CCAA Proceeding
------------------------------------------------------------
The Quebec Superior Court for the District of Montreal issued an
order, on June 9, 2015, establishing that Strateco Resources Inc.
is a debtor company pursuant to the Companies' Creditors
Arrangement Act, and named Ernst & Young Inc. as monitor.  E&Y can
be reached at:

  Ernst & Young Inc.
  Maxime Deschenes-Trottier, CPA, CA
  800 Rene Levesque West, Suite 1900
  Montreal, Quebec H3b 1X9
  Tel: 514-879-2692
  Fax: 514-871-8713

Based in Montreal, Canada, Strateco Resources Inc. --
http://www.stratecoinc.com/home.php-- an exploration stage
company, engages in the acquisition, development, evaluation, and
exploration of mineral.


STRICK CHEX: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                          Case No.
     ------                                          --------
     Strick Chex Newnan One, LLC                     15-11275
     130 Highlands Point
     Newnan, GA 30265

     Strick Chex Columbus Two, LLC                   15-11276
     130 Highlands Point
     Newnan, GA 30265

     Strick Chex Columbus Three, LLC                 15-11277

     Strick Chex Griffin One, LLC                    15-11278

Chapter 11 Petition Date: June 16, 2015

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

Debtors' Counsel: Nevin Smith, Esq.
                  SMITH CONERLY LLP
                  402 Newnan Street
                  Carrollton, GA 30117
                  Tel: (770) 834-1160
                  Fax: (770) 834-1190
                  Email: cstembridge@smithconerly.com


                                        Estimated    Estimated
                                         Assets     Liabilities
                                        ---------   -----------
Strick Chex Newnan One, LLC             $0-$50K     $500K-$1MM
Strick Chex Columbus Two                $0-$50K     $1MM-$10MM

The petitions were signed by Larry L. Strickland, executive
manager.

A list of Strick Chex Newnan's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb15-11275.pdf

A list of Strick Chex Columbus Two's 20 largest unsecured creditors
is available for free at:

            http://bankrupt.com/misc/ganb15-11276.pdf


SYNERGISTIKS INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Synergistiks, Inc.
        PO Box 305
        Windber, PA 15963

Case No.: 15-70441

Chapter 11 Petition Date: June 16, 2015

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Judge: Hon. Jeffery A. Deller

Debtor's Counsel: Kevin J. Petak, Esq.
                  SPENCE CUSTER SAYLOR WOLFE & ROSE, LLC
                  P.O. Box 280
                  Johnstown, PA 15907-0280
                  Tel: 814-536-0735
                  Fax: 814-539-1423
                  Email: kpetak@spencecuster.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Williamson, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pawb15-70441.pdf


TARGET CANADA: Claims Bar Date Set for August 31
------------------------------------------------
The Ontario Superior Court of Justice issued on June 11, 2015, an
order in the Companies' Creditors Arrangement Act proceedings of
the Target Canada Entities, requiring that all persons who assert a
claim against the Target Canada Entities, whether unliquidated,
contingent or otherwise, and all persons who assert a claim against
directors and officers ("D&O") or the Target Canada Entities must
file a proof of claim or D&O proof of claim on or before 5:00 p.m.
(Toronto Time) on Aug. 31, 2015, by sending their claims to the
monitor at:

  Alvarez & Marsal Canada Inc.
  Attn: Greg Karpel
  Target Canada Monitor
  Royal Bank Plaza, South Tower
  200 Bay Street, Suite 2900
  P.O. Box 22
  Toronto, ON Canada M5J 2J1
  Fax: 416-847-5201
  Email: targetcanadaclaims@alvarezandmarsal.com

All form of proof of claim and D&O proof of claim will be sent to
all known claimants on or before June 30, 2015.
  
                       About Target Canada

On Jan. 15, 2015, Target Canada Co. and certain entities commenced
court-supervised restructuring proceedings under the Companies'
Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended.  On
the same day, the Ontario Superior Court of Justice (Commercial
List) granted an order, which, among other things, provides for a
stay of proceedings until February 13, 2015.  The Stay Period may
be extended by the Court from time to time.  Although not
Applicants, the protections and authorizations provided for in the
Initial Order have been extended to the Partnerships.

Pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was
appointed as monitor of the business and financial affairs of the
Target Canada Entities.  The Ontario Court has appointed Alvarez &
Marsal Canada Inc. as monitor in Target Canada et al.'s Companies'
Creditors Arrangement Act proceeding, and Koskie Minsky LLP as
representative counsel of all Target employees in the proceedings.


THERAPEUTICSMD INC: Stockholders Elect 10 Directors
---------------------------------------------------
TherapeuticsMD, Inc., held its 2014 annual meeting of stockholders

on June 11, 2015, at which the stockholders:

   (1) elected Tommy G. Thompson, Robert G. Finizio, John C.K.
       Milligan, IV, Brian Bernick, M.D., Martin Carroll,
       Cooper C. Collins, Robert V. LaPenta, Jr., Jules A. Musing,
       Angus C. Russell and Nicholas Segal as directors, each to
       serve until the Company's next annual meeting of
       stockholders or until their successors are elected and
       qualified;

   (2) approved, on a non-binding advisory basis, the compensation
       of the Company's named executive officers for fiscal 2014;

   (3) ratified the appointment of Grant Thornton, LLP, an
       independent registered public accounting firm, as the
       independent auditor of the Company for the fiscal year
       ending Dec., 31, 2015; and

   (4) approved an amendment to the amended and restated articles
       of incorporation of the Company to increase the number of
       authorized shares of Company common stock from 250,000,000
       shares to 350,000,000 shares.

                       About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

TherapeuticsMD reported a net loss of $54.2 million on $15.02
million of net revenues for the year ended Dec. 31, 2014, compared
with a net loss of $28.4 million on $8.77 million of net revenues
for the year ended Dec. 31, 2013.

As of March 31, 2015, the Company had $99.5 million in total
assets, $11.8 million in total liabilities, and $87.7 million in
total stockholders' equity.


TN-K ENERGY: Incurs $674,000 Net Loss in 2014
---------------------------------------------
TN-K Energy Group Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$674,000 on $196,000 of total revenue for the year ended Dec. 31,
2014, compared with a net loss of $184,000 on $585,000 of total
revenue for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $1.8 million in total assets,
$3.9 million in total liabilities and a $2.1 million total
stockholders' deficit.

Liggett, Vogt & Webb, P.A., 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 will have to obtain additional financing to
sustain operations.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern.

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

                       http://is.gd/OTccUI

                         About TN-K Energy

Crossville, Tenn.-based TN-K Energy Group, Inc., an independent
oil exploration and production company, engaged in acquiring oil
leases and exploring and developing crude oil reserves and
production in the Appalachian basin.


TRANSUNION: S&P Assigns 'B+' Corp. Credit Rating, Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Chicago-based TransUnion.  The outlook is stable.
S&P simultaneously withdrew its corporate credit rating on
TransUnion subsidiary TransUnion Intermediate Holdings Inc.

At the same time, S&P assigned its 'B+' issue-level rating and '3'
recovery rating to the company's $350 million first-lien term loan
due 2020 and $210 million revolving facility also due 2020.  The
'3' recovery rating indicates S&P's expectation for meaningful
(50%-70%; lower half of the range) recovery in the event of a
payment default.

"The ratings reflect our view of TransUnion's 'satisfactory'
business risk profile, supported by the firm's leading position as
one of the three largest providers of consumer credit information
services, high barriers to entry, and consistent profitability,"
said Standard & Poor's credit analyst James W. Thomas.

TransUnion has announced its intention to sell approximately 30
million to $40 million shares in its planned IPO, seeking
approximately $650 million to $750 million in proceeds.  The firm
is simultaneously refinancing its existing revolving credit
facility and issuing a new secured term loan A.  TransUnion will
use proceeds of the IPO and new term loan to repay its
contingent-pay unsecured notes outstanding.

The stable outlook on Chicago-based information and risk management
solutions provider TransUnion reflects S&P's expectation that the
firm will continue to reduce debt over the next year, with Standard
& Poor's-adjusted leverage declining to the low 5x area by the end
of fiscal 2015.



UNI-PIXEL INC: Special Stockholders Meeting Adjourned to July 13
----------------------------------------------------------------
Stockholders of Uni-Pixel, Inc., representing 5,889,587 of the
shares of common stock represented in person or by proxy voted in
favor of the adjournment of a special meeting of stockholders to
9:00 a.m. on Monday, July 13, 2015, which meeting will be held at
the Company's headquarters, 8708 Technology Forest Place, Suite
100, The Woodlands, Texas 77381.  

Uni-Pixel had scheduled the Special Meeting on June 15, 2015.  
At the time the meeting was scheduled to begin, the quorum
requirement was not met because only 5,889,587 shares of the
13,262,385 shares outstanding on the record date attended the
meeting, in person or by proxy.  

Article 2, Section 2.6 of the Company's bylaws state, "At all
meetings of the stockholders, the presence in person or by proxy of
the holders of a majority of the shares issued and outstanding and
entitled to vote will be necessary and sufficient to constitute a
quorum for the transaction of business ..."  

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company       

delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss
of $15.2 million in 2013 and a net loss of $9.01 million in 2012.

As of March 31, 2015, Uni-Pixel had $30.4 million in total assets,
$7.69 million in total liabilities and $22.7 million in total
shareholders' equity.


UNITED CONTINENTAL: Moody's Raises CFR to 'Ba3', Outlook Positive
-----------------------------------------------------------------
Moody's Investors Service upgraded most ratings of United
Continental Holdings, Inc., including the Corporate Family Rating
to Ba3 from B1, Senior Secured rating assigned to corporate
obligations to Ba1 (LGD2) from Ba2 (LGD2), Senior Unsecured to B1
(LGD5) from B3 (LGD5) and most of the Enhanced Equipment Trust
Certificate ratings. The Speculative Grade Liquidity Rating is
affirmed at SGL-1. The rating outlook is positive.

"The upgrade to Ba3 considers the improvements in metrics so far in
2015 with more to come as Moody's expects the cost of Brent oil for
the remainder of this year to remain well below its 2014 average of
about $100 per barrel," said Senior Credit Officer, Jonathan Root.
"Notwithstanding the current pressure on unit revenues in the US
domestic market, markedly lower costs of jet fuel will more than
outweigh the uninspiring trend in passenger revenue per available
seat mile (PRASM), resulting in strong growth in earnings and free
cash flow," continued Root. The upgrade also considers UAL's
demonstrated reduction of funded debt from pre-payments, including
the $600 million aggregate of 6% notes due 2026 and 2028 recently
paid off and its continuing focus on controlling non-fuel unit
costs to support operating cash flow. Moody's anticipates Debt to
EBITDA of about 3.5 times and FFO + Interest to Interest of about
5.5 times at year end and more than $2.5 billion of free cash flow
in 2015. Metrics at these levels could support a higher Corporate
Family rating. However, exposure to US domestic and global
macro-economic trends, uncertainty of the duration and magnitude of
the recent pressure on fares and the potential for increased
returns to shareholders could temper the progress of the recently
improving credit profile.

The positive outlook anticipates that UAL will continue to reduce
funded debt to reduce its financial risk, as 2015's industry "fuel
dividend" continues in 2016, supporting free cash flow generation.
Profits and credit metrics should remain about steady in 2016 even
with an expected increase in the price of fuel, and not likely face
meaningful downwards pressure before the average price of Brent
exceeds $90 per barrel. This assumes that industry fare levels
would rise with step-ups in the cost of fuel. "If so, noticeably
higher fuel prices should reduce pressure on PRASM for the
industry, particularly if certain discount carriers slow capacity
growth and ease aggressive pricing, which have been the main source
of pressure on fares in 2015," said Root.

The upgrades of the senior secured and senior unsecured ratings
follow the upgrade of the CFR. The combination of lower expected
loss at the Ba rating category, and a modest decline in the
contribution of senior secured obligations to total obligations in
Moody's Loss Given Default waterfall result in the second notch of
uplift of the unsecured rating. This reduction in the percent of
senior secured obligations enhances recoveries of unsecured
obligations under LGD's liability-based approach to estimating
enterprise value following a default.

The SGL-1 rating reflects Moody's view that UCH will continue to
maintain very good liquidity. Moody's anticipates about $4.5
billion of cash at year end, level with the amount coming into the
year. The $1.35 billion revolver will remain undrawn and, according
to United, the fair market value of unencumbered assets will exceed
$7 billion.

Of the 20 A-tranche EETCs outstanding, 12 have been upgraded by one
notch in step with the upgrade of the Corporate Family rating and
the remainder have been affirmed. Of the 14 B-tranches outstanding,
nine have been upgraded and five affirmed. The rating on the CAL
2013-3 C tranche was upgraded one notch. The majority of tranches
that were not upgraded are from transactions that are not
cross-defaulted or cross-collateralized and are secured by some of
the older aircraft in the company's fleet. The rating actions on
the EETCs also consider our estimates of loans-to-value (LTVs), of
the alignment of these LTVs with our EETC notching grids found in
our EETC rating methodology published in 2010 and of the relative
attractiveness or demand for particular models and or vintages
under a reorganization scenario.

An upgrade of the ratings could occur if credit metrics remain
steady in 2016, with Debt to EBITDA remaining below 4.0 times, EBIT
to Interest above 3.0 times, free cash flow in excess of $500
million and EBITDA margin of about 20% or a combination thereof.
Continued progress on controlling non-fuel expenses, further
reductions of funded debt and sustaining liquidity in line with the
company's published target of about $5 billion to $6 billion will
be an important consideration in a potential upgrade. The positive
outlook could be removed and or the ratings downgraded if UCH is
unable to maintain its EBITDA margin above 15% or if unrestricted
cash and short-term investments fell below $2.5 billion or
aggregate liquidity (cash and availability on revolving credit
facilities) was sustained below $4.0 billion. The expectation of
negative free cash flow, Debt to EBITDA approaching 5.5 times or
EBIT to Interest that approaches 2.0 times could also lead to a
downgrade. The inability to raise fares when the cost of Brent
meaningfully increases from recent levels in the low- to mid-$60
per barrel range or if industry domestic fares experience a
sustained decline because of growth of low or ultra-low cost
airlines that aggressively price their product could also lead to a
negative rating action. These factors would likely pressure
earnings and free cash flow generation, leading metrics to weaker
levels. Disproportionately higher returns to shareholders than
reduction of debt could also lead to a negative rating action.
Changes in UAL's Corporate Family rating, in Moody's opinion of the
importance of particular aircraft models to its network, or in
Moody's estimates of aircraft market values which will affect
estimates of loan-to-value can result in changes to EETC ratings.

The principal methodology used in these ratings was Global
Passenger Airlines published in May 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.

United Continental Holdings, Inc. is the holding company for United
Airlines, Inc. ("United"). United and United Express operate an
average of 5,000 flights a day to 373 airports across six
continents. The company reported $38.9 billion of revenue in 2014.

Upgrades:

Issuer: Cleveland (City of) OH

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: Denver (City & County of) CO

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: Harris County Industrial Dev Corp, TX

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: Hawaii Department of Transportation

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: Houston (City of) TX

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: New Jersey Economic Development Authority

  -- Senior Unsecured Revenue Bonds, Upgraded to B1 from B3

Issuer: Port Authority of New York and New Jersey

  -- Revenue Bonds, Upgraded to B1 from B3

Issuer: United Air Lines, Inc.

  -- Senior Secured Enhanced Equipment Trust Series 2009-2A,
     Upgraded to A3 from Baa2

  -- Senior Secured Enhanced Equipment Trust 2009-2B, Upgraded to
     Baa3 from Ba2

  -- Senior Secured Pass-Through Series 2007-1B, Upgraded to Ba3
     from B1

  -- Senior Secured Enhanced Equipment Trust Series 2009-1A,
     Upgraded to A3 from Baa1

Issuer: United Airlines, Inc.

  -- Senior Secured Bank Credit Facilities, Upgraded to Ba1
     (LGD2) from Ba2 (LGD2)

  -- Senior Secured Enhanced Equipment Trust Series 2012-1A,
     Upgraded to A3 from Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2010-1A,
     Upgraded to A3 from Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2012-2A,
     Upgraded to A3 from Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2012-3C,
     Upgraded to Ba2 from Ba3

  -- Senior Secured Enhanced Equipment Trust Series 2003-ERJ1 A,
     Upgraded to Ba2 from Ba3

  -- Senior Secured Enhanced Equipment Trust Series 1999-2B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 2010-1B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 2012-1B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 2000-1B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment TrustSeries 2012-2B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 1997-4B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 2009-2B,
     Upgraded to Baa3 from Ba1

  -- Senior Secured Enhanced Equipment Trust Series 1998-3 A-1,
     Upgraded to Baa1 from Baa2

  -- Senior Secured Equipment Trust 2007-1A, Upgraded to A3 from
     Baa1

  -- Senior Secured Equipment Trust Series 2005-ERJ1 A, Upgraded
     to Ba2 from Ba3

  -- Senior Secured Equipment Trust Series 2009-2A, Upgraded to
     A3 from Baa1

  -- Senior Secured Equipment Trust Series 2004-ERJ1 A, Upgraded
     to Ba2 from Ba3

Issuer: United Continental Holdings, Inc.

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

  -- Corporate Family Rating, Upgraded to Ba3 from B1

  -- Senior Unsecured Regular Bond/Debentures, Upgraded to B1
     (LGD5) from B3 (LGD5)

Affirmations:

Issuer: United Air Lines, Inc.

  -- Senior Secured Pass-Through Series 2007-1A, Affirmed Ba1

Issuer: United Airlines, Inc.

  -- Senior Secured Enhanced Equipment Trust Series 1999-1B,
     Affirmed Ba1

  -- Senior Secured Enhanced Equipment Trust Series 2000-2B,
     Affirmed Ba2

  -- Senior Secured Enhanced Equipment Trust Series 1997-4A,
     Affirmed Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2000-1A,
     Affirmed Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2001-1B,
     Affirmed Baa3

  -- Senior Secured Enhanced Equipment Trust Series 1998-1A,
     Affirmed Baa1

  -- Senior Secured Enhanced Equipment Trust Series 2001-1A,
     Affirmed Baa1

  -- Senior Secured Enhanced Equipment Trust Series 1998-1B,
     Affirmed Baa3

  -- Senior Secured Enhanced Equipment Trust Series 2000-2A,
     Affirmed Baa2

  -- Senior Secured Enhanced Equipment Trust Series 1999-2A,
     Affirmed Baa1

  -- Senior Secured Enhanced Equipment Trust 1999-1A, Affirmed
     Baa2

  -- Senior Secured Enhanced Equipment Trust Series 1999-2A
     (underlying), Affirmed Baa1

  -- Senior Secured Equipment Trust Series 2007-1B, Affirmed Ba2

Issuer: United Continental Holdings, Inc.

  -- Speculative Grade Liquidity Rating, Affirmed SGL-1

Outlook Actions:

Issuer: United Airlines, Inc.

  -- Outlook, Remains Positive

Issuer: United Continental Holdings, Inc.

  -- Outlook, Remains Positive


UNIVERSITY DIRECTORIES: Bid for Withdrawal of Reference Granted
---------------------------------------------------------------
District Judge Thomas D. Schroeder granted the plaintiffs' motion
for withdrawal of reference in the case captioned ELI GLOBAL, LLC,
et al., Plaintiffs, v. UNIVERSITY DIRECTORIES, LLC, et al.,
Defendants, NO. 1:15CV77 (M.D.N.C.).  

Plaintiffs Eli Global, LLC, UDX, LLC, Southland National Insurance
Corporation, UD Holdings, LCC, SNA Capital, LLC, Around Campus,
LLC, Greg Lindberg, and Scott Hall -- Plaintiff Creditors -- filed
a motion to withdraw reference under 28 U.S.C. Section 157(d).  The
motion was opposed by defendants University Directories, LLC
("UD"), Print Shop Management, LLC ("PSM"), Vilcom LLC ("Vilcom"),
Vilcom Interactive Media, LLC ("VIM"), Vilcom Properties, LLC
("VP"), Vilcom Real Estate Development, LLC ("VRD"), and William
Miller -- Defendant Debtors.

On October 22, 2014, UDX brought suit in state court against UD,
Vilcom, VIM, VP, VRD and James Heavner, the CEO of UD.  When the
Defendant Debtors filed a voluntary petition for relief under
Chapter 11, the matter was referred to the bankruptcy court in the
Middle District of North Carolina.  The Defendant Debtors brought
twelve claims against the Plaintiff Creditors.

The Plaintiff Creditors responded with a motion to withdraw the
reference of the adversary proceeding to the bankruptcy court and
to have the case litigated in the district court. They argued that
the court must withdraw its reference of the proceeding to the
bankruptcy court under 28 U.S.C. Section 157(d) because the
adversary proceeding involves consideration of both Title 11 and
other laws of the United States regulating organizations or
activities affecting interstate commerce.

Judge Schroeder ruled that Section 157(d) requires mandatory
withdrawal of the case.  He found that Defendant Debtors' complaint
raises a claim of trademark infringement, and the resolution of
such claim will require significant consideration of non-Title 11
federal law, particularly the Lanham Act, satisfying Section
157(d).

A copy of the May 15, 2015 memorandum opinion and order is
available at http://is.gd/VE9MySfrom Leagle.com.

ELI GLOBAL, LLC, UDX,LLC, SOUTHLAND NATIONAL INSURANCE CORPORATION,
UD HOLDINGS, LLC, SNA CAPITAL, LLC, AROUND CAMPUS, LLC, GREG
LINDBERG, and SCOTT HALL, Plaintiffs, represented by J. SETH MOORE
-- smoore@andersontobin.com -- ANDERSON TOBIN, PLLC & LINDSEY E.
POWELL, ANDERSON JONES, PLLC.

UNIVERSITY DIRECTORIES, LLC, PRINT SHOP MANAGEMENT, LLC, VILCOM,
LLC, VILCOM INTERACTIVE MEDIA, LLC, VILCOM PROPERTIES, LLC, VILCOM
REAL ESTATE DEVELOPMENT, LLC, Defendant, represented by JOHN A.
NORTHEN -- jan@nbfirm.com -- NORTHEN BLUE, L.L.P. & VICKI L.
PARROTT -- vlp@nbfirm.com -- NORTHEN BLUE, L.L.P..

WILLIAM P. MILLER, Interested Party, represented by WILLIAM P.
MILLER, US Bankruptcy Administrator.

Vilcom, LLC, based in Chapel Hill, North Carolina, and its
affiliates, including Vilcom Properties, LLC; Print Shop
Management, LLC; Vilcom Interactive Media, LLC; Vilcom Real Estate
Development; and University Directories, LLC, dba The AroundCampus
Group, filed separate Chapter 11 petitions (Bankr. M.D.N.C. Case
Nos. 14-81177 to 14-81182 and 14-81184) on October 24, 2014.  The
Hon. Catharine R. Aron presides over the Chapter 11 cases.  John A.
Northen, Esq., and Vicki L. Parrott, Esq., at Northen Blue, LLP,
serve as Chapter 11 counsel.  Vilcom, LLC listed $378,196 in assets
and $2.06 million in liabilities.  Vilcom Properties listed $2.09
million in assets and $1.97 million in liabilities.  University
Directories listed $3.55 million and $8.50 million in liabilities.
The petitions were signed by James A. Heavner, manager.


VANTAGE DRILLING: Bank Debt Trades at 30% Off
---------------------------------------------
Participations in a syndicated loan under which Vantage Drilling
Co. is a borrower traded in the secondary market at 70.50
cents-on-the- dollar during the week ended Friday, June 12, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in the June 17, 2015 edition of The Wall Street Journal.
This represents an increase of 0.38 percentage points from the
previous week, The Journal relates. Vantage Drilling Co. pays 400
basis points above LIBOR to borrow under the facility.  The bank
loan matures on October 25, 2017, and carries Moody's B3 rating and
Standard & Poor's B- rating.  The loan is one of the biggest
gainers and losers among 263 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.



VICTORY HEALTHCARE: Proposes Epiq as Claims and Noticing Agent
--------------------------------------------------------------
Victory Medical Center Mid-Cities, LP, et al., are asking the U.S.
Bankruptcy Court for the Northern District of Texas to authorize
the appointment of Epiq Bankruptcy Solutions, LLC, as claims,
noticing, and balloting agent in these Chapter 11 cases.

The Debtors have determined that they will have to provide certain
notices in these bankruptcy cases to over a thousand entities, many
of whom may file claims.  In view of the number of anticipated
claimants and the complexity of the Debtors' businesses, the
Debtors submit that the appointment of a claims and noticing agent
is otherwise in the best interests of both the Debtors' estates and
their creditors.

Epiq agreed to a $10,000 retainer.

For its claim and noticing services, Epiq will charge the Debtors
at these rates:

   Position                                  Hourly Rate
   --------                                  -----------
Clerical/Administrative Support               $35 to $50
Case Manager                                  $60 to $95
IT/ Programming                               $80 to $125
Senior Case Manager/Consultant                $95 to $155
Consultant/Senior Consultant                 $145 to $190
Director/Vice President                          $195
Executive Vice President                         $200

For its noticing services, Epiq will waive fees for e-mail noticing
but will charge $0.10 per page for facsimile noticing.  For
database maintenance, the firm will charge $0.10 per record per
month.  Epiq won't bill anything for online claims filing services.
The firm's call center operator will charge $55 per hour.

                     About Victory Healthcare

Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.  The Debtors are seeking joint
administration for procedural purposes, meaning that all pleadings
will be maintained on the case docket for Victory Medical Center
Mid-Cities, LP; Case No. 15-42373-RFN.

Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas.  Founded in 2005, Victory now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio.  The company also
manages its Victory Medical Center Beaumont and Houston-East, which
are not part of the Chapter 11 filing and will be sold separately.

The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.


VICTORY HEALTHCARE: Taps Baker Donelson as Special Counsel
----------------------------------------------------------
Victory Medical Center Mid-Cities, LP, et al., are asking the U.S.
Bankruptcy Court for the Northern District of Texas for approval to
hire Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, as special
counsel.

The Debtors specifically proposes to tap Baker Donelson as special
counsel under Section 327(e) of the Bankruptcy Code with respect to
healthcare matters, corporate governance matters, transactional
matters, and other matters designated by the Debtors in
consultation with Hoover Slovacek LLP, the Debtors' proposed
bankruptcy counsel, arising during the Chapter 11 Cases.

Stuart Miller has represented Victory and its affiliated entities
since their formation in 2011. Mr. Miller's representation of the
Debtors began when he was previously employed as an attorney with
Strasburger & Price, LLP.  Mr. Miller formed Victory and the other
non-filing affiliated entities and, with the assistance of other
attorneys at Strasburger, represented Victory on healthcare,
corporate, securities and litigation matters including, but not
limited to, corporate governance matters, regulatory and compliance
matters pertaining to the healthcare industry, as well as
operational matters, including the negotiation of preferred
provider agreements, vendor agreements, leases, purchase and sale
agreements of assets, partnership interests, employment agreements
and other transactional and related litigation matters as requested
from time to time.  

Mr. Miller left Strasburger in October 2014 and joined Baker
Donelson as a shareholder.  On Nov. 20, 2014, Victory executed an
engagement letter pursuant to which Baker Donelson was retained to
represent the Debtors and the non-filing affiliated entities on the
same basis.  On June 11, 2015, the Debtors executed an amended
engagement letter with Baker Donelson.  Pursuant to the Amended
Engagement Letter (and subject to the Court's approval), the
Debtors retained Baker Donelson to serve as special counsel under
Section 327(e) of the Bankruptcy Code to provide representation in
connection with healthcare matters, corporate governance matters,
regulatory matters, and transactional matters related to the
Debtors' operations and sale of assets, and other matters
designated by the Debtors in consultation with Hoover Slovacek, the
Debtors' proposed bankruptcy counsel, arising during the Chapter 11
cases.

Hourly rates of Baker Donelson professionals vary with the
experience and seniority of the professionals assigned to the
matter.  As of the date of the Amended Engagement Letter, Baker
Donelson's hourly rates ranged from $385 to $580 for shareholders,
$385 to $550 for of counsel, $230 to $375 for associates and $185
to $200 for most categories of paraprofessionals.

As of the Debtor's bankruptcy filings, the balance of professional
fees, charges, and disbursements incurred by the Debtors and
non-filing affiliates totaled $0 and the balance of the retainer is
$54,494.

Mr. Miller attests that the partners, counsel, and associates of
Baker Donelson do not hold or represent any interest adverse to the
Debtors or their estates with respect to the matters for which
Baker Donelson will be retained.

The firm can be reached at:

         BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ
         Susan C. Mathews, Esq.
         1301 McKinney St., Suite 3700
         Houston, TX 77010
         Tel: (713) 650-9700
         Fax: (713) 650-9701

                     About Victory Healthcare

Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.  The Debtors are seeking joint
administration for procedural purposes, meaning that all pleadings
will be maintained on the case docket for Victory Medical Center
Mid-Cities, LP; Case No. 15-42373-RFN.

Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas.  Founded in 2005, Victory now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio.  The company also
manages its Victory Medical Center Beaumont and Houston-East, which
are not part of the Chapter 11 filing and will be sold separately.

The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.


VIRTUAL PIGGY: Appoints Two Board Members
-----------------------------------------
Virtual Piggy, Inc., appointed banking industry veterans Philip
Manning and Dale Jensen to its Board of Directors, according to a
document filed with the Securities and Exchange Commission.

Mr. Manning has previously held senior positions as managing
director, global cards business development for Citigroup and
Director of Business Development for MBMA Europe.  Mr. Jensen
co-founded Information Technology, Inc., a computer software and
solutions provider for banks and savings institutions and was a
Vice President of the National Bank of Commerce.

On June 9, 2015, George O. McDaniel III and William Tobia each
resigned from the board of directors of Virtual Piggy, Inc.,
effective immediately.  The resignations of Mr. McDaniel and Mr.
Tobia were not the result of a disagreement with the Company
relating to its operations, policies or practices.

The Board has not yet determined committee appointments for Messrs.
Jensen or Manning.

                 About Oink (Virtual Piggy, Inc.)

Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet.  Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills.  The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws.  The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.

Virtual Piggy reported a net loss of $9.65 million in 2014, a net
loss of $16 million in 2013 and a net loss of $12.03 million in
2012.

As of March 31, 2015, the Company had $2.64 million in total
assets, $3.88 million in total liabilities, all current, and a
$1.23 million stockholders' deficit.

Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities raise substantial doubt about its
ability to continue as a going concern.


WALTER ENERGY: Debt Trades at 49% Off
-------------------------------------
Participations in a syndicated loan under which Walter Energy Inc.
is a borrower traded in the secondary market at 50.89
cents-on-the-dollar during the week ended Friday, June 12, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in the June 17, 2015 edition of The Wall Street Journal.
This represents a decrease of 3.33 percentage points from the
previous week, The Journal relates.  Walter Energy Inc. pays 575
basis points above LIBOR to borrow under the facility.  The bank
loan matures on March 14, 2018, and carries Moody's Ca rating and
Standard & Poor's D rating.  The loan is one of the biggest gainers
and losers among 263 widely quoted syndicated loans with five or
more bids in secondary trading for the week ended Friday.


XZERES CORP: Completes $6 Million Financing
-------------------------------------------
XZERES Corp. has completed a $6 million financing transaction with
the company's two largest shareholders.  Ravago Holdings America
Inc. purchased 1,810 shares of the Series B Shares for a total
price of $3,619,800 and Paul DeBruce purchased 1,190 Series B
Shares for a total price of $2,380,200.

The shareholders purchased 3,000 shares of Series B Participating
Preferred Stock by paying $5.5 million in cash and converting their
outstanding Demand Convertible Subordinated Secured Promissory
Notes, issued on May 27, 2015, and valued at $500,000, into the
Series B Participating Preferred Stock.

The transaction involved no commissions or underwriting discounts.
The company plans to use the proceeds to fund the working capital
needs required to support the current and anticipated order
growth.

The Series B Participating Preferred Stock, which provides for a
10% annual dividend, is not convertible into common stock or any
other class of equity securities.  The stock has specific voting
and liquidation rights to be based on a fairness opinion that a
third party will provide within the next 45 days.

"This further investment underscores the ongoing support and
commitment by our largest shareholders and their firm belief that
the company is at an inflection point in terms of revenue growth
and profitability, this is the direct result of the numerous global
strategic initiatives we have pursued and positioned over the last
18 months," said David Hofflich, CEO of XZERES.  "We plan to
utilize this capital towards delivering on existing orders, as well
as those anticipated from our sales pipeline.  We expect these
deliveries to keep us on track toward generating record results for
fiscal 2016."

In addition, the company expects to file its Annual Report on Form
10-K by the end of the week.

                        About XZERES Corp.

Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.

XZERES reported a net loss of $9.49 million for the year ended
Feb. 28, 2014, as compared with a net loss of $7.59 million for
the year ended Feb. 28, 2013.

As of Nov. 30, 2014, the Company had $9.82 million in assets, $18.2
million in liabilities and a $8.37 million stockholders' deficit.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2014.  The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital, and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


XZERES CORP: Paul DeBruce Reports 26.5% Stake
---------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Paul DeBruce disclosed that as of June 9, 2015, he
beneficially owned 20,822,618 shares of common stock of XZeres
Corp. which represents 26.57 percent of the shares outstanding.

On June 9, 2015, in a private placement transaction Mr. DeBruce
invested $2,380,000 in the Issuer in exchange for the issuance to
the reporting person of 1,190 Series B Shares, with $198,350 of
such investment in the Issuer being satisfied pursuant to the
conversion of a Demand Convertible Subordinated Secured Promissory
Note dated as of May 27, 2015, issued by the Issuer to the
reporting person and the remaining balance being provided in cash
from the reporting person's available funds.  

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

                        http://is.gd/TpV6qj

                         About XZERES Corp.

Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.

XZERES reported a net loss of $9.49 million for the year ended
Feb. 28, 2014, as compared with a net loss of $7.59 million for
the year ended Feb. 28, 2013.

As of Nov. 30, 2014, the Company had $9.82 million in assets, $18.2
million in liabilities and a $8.37 million stockholders' deficit.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2014.  The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital, and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


YOU ON DEMAND: Incurs $2.92-Mil. Net Loss in Q1 Ending Mar. 31
--------------------------------------------------------------
YOU On Demand Holdings, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $2.92 million on $1.03 million of
revenues for the three months ended March 31, 2015, compared with a
net loss of $7.45 million on $138,000 of revenues for the same
period in 2014.  The Company's balance sheet at March 31, 2015,
showed $22.4 million in total assets, $7.80 million in total
liabilities, and stockholders' equity of $13.3 million.  A copy of
the Form 10-Q is available at http://is.gd/Udw1fr

                        About YOU On Demand

New York, N.Y.-based YOU On Demand Holdings, Inc., operates in the
Chinese media segment through its Chinese subsidiaries and
variable interest entities: (1) a business which provides to cable
providers both an integrated value-added service solution and
platform for the delivery of pay-per-view ("PPV") and video on
demand ("VOD") as well as enhanced premium content for cable
providers and (2) a cable broadband business based in the Jinan
region of China.

YOU On Demand Holdings, Inc., reported a net loss of $13.02 million
on $1.96 million of revenue for the year ended Dec. 31, 2014,
compared with a net loss of $7.89 million on $309,000 of revenue in
2013.

KPMG Huazhen (SGP) expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
incurred net losses from continuing operations and had a
significant accumulated deficit.

The Company's balance sheet at Dec. 31, 2014, showed $23.7 million
in total assets, $6.47 million in total liabilities, $1.26 million
in convertible redeemable preferred stock and total stockholders'
equity of $16.0 million.



ZYNEX INC: Provides Updated Guidance for the Second Quarter 2015
----------------------------------------------------------------
Zynex, Inc., currently expects revenue for the quarter ending June
30, 2015, to be higher than revenue reported in the first quarter
of 2015 and be in the range of $3.2 million to $3.5 million.  The
lower estimate is primarily the result of notification from
TRICARE, the health care program for uniformed service members,
that it would no longer accept claims related to compound
transdermal pain creams.

Thomas Sandgaard, Zynex CEO stated: "We are disappointed with the
decision by TRICARE to no longer cover compound transdermal pain
creams.  TRICARE has been a significant source of reimbursement for
our Pharmazy business.  We have recently begun offering patients an
alternative pain relief product that we expect will adjudicate well
with third party payors.  While the lower revenue will delay the
Company's return to positive income from operations, we expect to
report a smaller loss in the second quarter compared to the first
quarter."

Sandgaard went on to say: "While growth in the Pharmazy business
has been hampered by the TRICARE issue, our core electrotherapy
business remains stable and we continue to see positive momentum in
demand for our NexWave product."

                             Zynex Inc.

Zynex, Inc., develops, manufactures and markets medical equipment.
The Lone Tree, Colorado-based Company offers electrotherapy
products for home use, cardiac monitoring apparatus for hospital
use, and EMG and EEG diagnostic devices for neurology clinic use.

Zynex reported a net loss of $6.23 million on $11.1 million of net
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$7.34 million on $21.7 million of net revenue for the year ended
Dec. 31, 2013.

The Company's balance sheet at March 31, 2015, showed $6.41 million
in total assets, $8.57 million in total liabilities and a $2.15
million total stockholders' deficit.

GHP Horwath, P.C., in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, noting that the Company incurred significant
losses in 2014 and 2013, and has limited liquidity.  These factors
raise substantial doubt about its ability to continue as a going
concern.


[*] Bankruptcy Examiners Rarely Appointed, Study Finds
------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that examiners appointed to investigate bankrupt companies are used
in only a fraction of Chapter 11 cases, despite language in the
bankruptcy code that appears to make examiners mandatory often, a
new study found.

According to the report, the study from Temple University Beasley
School of Law found that the decision to appoint an examiner --
which can be expensive, with costs born by creditors -- isn't
related to the presence of allegations like pre-bankruptcy
incompetence or fraud, as was intended.  Rather, the timing of the
request and location of the case are the determining factors,
according to the study, the report said.



[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re 213 Thames, Inc.
   Bankr. D. Conn. Case No. 15-21002
      Chapter 11 Petition filed June 5, 2015
         See http://bankrupt.com/misc/ctb15-21002.pdf
         represented by: Peter L. Ressler, Esq.
                         GROOB RESSLER & MULQUEEN
                         E-mail: ressmul@yahoo.com

In re MACG Holdings, LLC
   Bankr. M.D. Fla. Case No. 15-04936
      Chapter 11 Petition filed June 5, 2015
         See http://bankrupt.com/misc/flmb15-04936.pdf
         represented by: Kevin E Mangum, Esq.
                         MATEER & HARBERT, P.A.
                         E-mail: kmangum@mateerharbert.com

In re RCT Disaster Recovery, LLC
   Bankr. M.D. Fla. Case No. 15-05920
      Chapter 11 Petition filed June 5, 2015
         See http://bankrupt.com/misc/flmb15-05920.pdf
         represented by: Buddy D. Ford, Esq.
                         BUDDY D. FORD, P.A.
                         E-mail: Buddy@tampaesq.com

In re El Chaparral Adult Day Care, LLC
   Bankr. S.D. Tex. Case No. 15-70287
      Chapter 11 Petition filed June 5, 2015
         See http://bankrupt.com/misc/txsb15-70287.pdf
         represented by: Kelly K. McKinnis, Esq.
                         E-mail: mckinnis22@yahoo.com

In re Builder's Discount, LLC
   Bankr. S.D. W. Va. Case No. 15-30233
      Chapter 11 Petition filed June 5, 2015
         See http://bankrupt.com/misc/wvsb15-30233.pdf
         represented by: Mitchell Lee Klein, Esq.
                         KLEIN, SHERIDAN & GLAZER, LC
                         E-mail: swhittington@kleinandsheridan.com

In re David Alan Force
   Bankr. W.D. Wash. Case No. 15-13475
      Chapter 11 Petition filed June 5, 2015

In re Andrea Lynn Daniels
   Bankr. C.D. Cal. Case No. 15-12906
      Chapter 11 Petition filed June 7, 2015

In re Carlos Negrete
   Bankr. C.D. Cal. Case No. 15-12928
      Chapter 11 Petition filed June 8, 2015

In re Floridalma Pimentel Terraza and Maynor Antonio Terraza
   Bankr. C.D. Cal. Case No. 15-12000
      Chapter 11 Petition filed June 8, 2015

In re John J. Nanfro
   Bankr. N.D. Fla. Case No. 15-50210
      Chapter 11 Petition filed June 8, 2015

In re Geny Noble Lima
   Bankr. S.D. Fla. Case No. 15-20300
      Chapter 11 Petition filed June 8, 2015

In re Dynamic Healthcare Services, Inc.
   Bankr. N.D. Ga. Case No. 15-60672
      Chapter 11 Petition filed June 8, 2015
         represented by: Michael B. Weinstein, Esq.
                         MBW LAW, LLC

In re 435 Ann Street, LLC
   Bankr. N.D. Ind. Case No. 15-11407
      Chapter 11 Petition filed June 8, 2015
         See http://bankrupt.com/misc/innb15-11407.pdf
         represented by: Scot T. Skekloff, Esq.
                         SKEKLOFF & SKEKLOFF, LLP
                         E-mail: scot@skeklofflaw.com

In re Howard Grice
   Bankr. D. Mass. Case No. 15-12275
      Chapter 11 Petition filed June 8, 2015

In re Jack Joseph DePont and Lee Dufief DePont
   Bankr. D. Md. Case No. 15-18136
      Chapter 11 Petition filed June 8, 2015

In re Laineylou's Farm, LLC
   Bankr. D.N.J. Case No. 15-20709
      Chapter 11 Petition filed June 8, 2015
         See http://bankrupt.com/misc/njb15-20709.pdf
         represented by: Lawrence W. Luttrell, Esq.
                         LAW OFFICES OF LAWRENCE W. LUTTRELL
                         E-mail: bankruptcy@lwlpc.com

In re Robert Pilchik
   Bankr. S.D.N.Y. Case No. 15-22802
      Chapter 11 Petition filed June 8, 2015

In re Joseph V. Presson
   Bankr. E.D.N.C. Case No. 15-03167
      Chapter 11 Petition filed June 8, 2015

In re Radi Oil, Inc.
   Bankr. S.D. Ohio Case No. 15-53782
      Chapter 11 Petition filed June 8, 2015
         See http://bankrupt.com/misc/ohsb15-53782.pdf
         represented by: Garry A. Sabol, Esq.
                         SABOL LAW OFFICES
                         E-mail: sabolg@yahoo.com

In re Arthur Harvey Bell and Agnes Louise Bell
   Bankr. M.D. Tenn. Case No. 15-03920
      Chapter 11 Petition filed June 8, 2015

In re Stephen Earl Simpson
   Bankr. E.D. Tex. Case No. 15-10292
      Chapter 11 Petition filed June 8, 2015

In re Jeffrey S. Bohm and Annette M. Bohm
   Bankr. E.D. Wis. Case No. 15-26693
      Chapter 11 Petition filed June 8, 2015

In re Ludo Gust Mensch and Lorraine Patricia Mensch
   Bankr. C.D. Cal. Case No. 15-12015
      Chapter 11 Petition filed June 9, 2015

In re Ryan Burl Busnardo and Erin Marie Busnardo
   Bankr. C.D. Cal. Case No. 15-15830
      Chapter 11 Petition filed June 9, 2015

In re Jose Pio Arguelles and Rosa Maria Andrande-Arguelles
   Bankr. C.D. Cal. Case No. 15-19231
      Chapter 11 Petition filed June 9, 2015

In re South Britain Oil, LLC
   Bankr. D. Conn. Case No. 15-30960
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/ctb15-30960.pdf
         represented by: Frank N. Kibler, Esq.
                         ATTORNEY FRANK N. KIBLER
                         E-mail: ctlawyer@att.net

In re William George Joseph
   Bankr. M.D. Fla. Case No. 15-02610
      Chapter 11 Petition filed June 9, 2015

In re Coastal Cabinets, Inc.
   Bankr. M.D. Fla. Case No. 15-02622
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/flmb15-02622.pdf
         represented by: Scott W. Spradley, Esq.
                         LAW OFFICES OF SCOTT W. SPRADLEY, P.A.
                         E-mail:
scott.spradley@flaglerbeachlaw.com

In re Gethsemane Missionary Baptist Church
   Bankr. S.D. Fla. Case No. 15-20381
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/flsb15-20381.pdf
         Filed Pro Se

In re Solaco NFP
   Bankr. N.D. Ill. Case No. 15-20044
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/ilnb15-20044.pdf
         Filed Pro Se

In re Javid Zafar
   Bankr. N.D. Ill. Case No. 15-20127
      Chapter 11 Petition filed June 9, 2015

In re Maine State Properties, LLC
   Bankr. D. Me. Case No. 15-20426
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/meb15-20426.pdf
         represented by: James F. Molleur, Esq.
                         MOLLEUR LAW OFFICE
                         E-mail: jim@molleurlaw.com

In re Nancee Woodruff Blac
   Bankr. D. Md. Case No. 15-18194
      Chapter 11 Petition filed June 9, 2015

In re Quincy Dondi Benbow
   Bankr. D. Md. Case No. 15-18211
      Chapter 11 Petition filed June 9, 2015

In re Tyler Lee Smith
   Bankr. N.D. Miss. Case No. 15-12062
      Chapter 11 Petition filed June 9, 2015

In re AG Distribution, LLC
   Bankr. W.D. Mo. Case No. 15-41669
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/mowb15-41669.pdf
         represented by: Eric C. Rajala, Esq.
                         LAW OFFICE OF ERIC C. RAJALA
                         E-mail: eric@ericrajala.com

In re Luis Aguirre
   Bankr. D. Nev. Case No. 15-13335
      Chapter 11 Petition filed June 9, 2015

In re Todd Brassner
   Bankr. S.D.N.Y. Case No. 15-11513
      Chapter 11 Petition filed June 9, 2015

In re Schultheis Automation Control Systems, Inc.
   Bankr. W.D Pa. Case No. 15-22088
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/pawb15-22088.pdf
         represented by: Brian P. Cavanaugh, Esq.
                         STEWART MCARDLE & SORICE, LLC
                         E-mail: bcavanaugh@greensburglaw.com

In re Francis J. Ronca, Jr.
   Bankr. E.D. Pa. Case No. 15-14088
      Chapter 11 Petition filed June 9, 2015

In re Elaina Vanders Johnson
   Bankr. M.D. Tenn. Case No. 15-03929
      Chapter 11 Petition filed June 9, 2015

In re DBDFW3, LLC
   Bankr. N.D. Tex. Case No. 15-42327
      Chapter 11 Petition filed June 9, 2015
         See http://bankrupt.com/misc/txnb15-42327.pdf
         represented by: Eric A. Liepins, Esq.
                         ERIC A. LIEPINS, P.C.
                         E-mail: eric@ealpc.com

In re Amar Best A1 LLC
   Bankr. D. Ariz. Case No. 15-07185
      Chapter 11 Petition filed June 10, 2015
         Filed Pro Se

In re Nakatoma Acquistions LLC
   Bankr. N.D. Cal. Case No. 15-41848
      Chapter 11 Petition filed June 10, 2015
         See http://bankrupt.com/misc/canb15-41848.pdf
         Filed Pro Se

In re True Holiness Church of the Living God, Inc.
   Bankr.  M.D. Fla. Case No. 15-06058
      Chapter 11 Petition filed June 10, 2015
         See http://bankrupt.com/misc/flmb15-06058.pdf
         represented by: Ian Horn, Esq.
                         E-mail: ian_horn@verizon.net

In re Transcare Transportation Inc.
   Bankr. N.D. Miss. Case No. 15-12091
      Chapter 11 Petition filed June 10, 2015
         See http://bankrupt.com/misc/msnb15-12091.pdf
         represented by: John D. Moore, Esq.
                         MOORE & MANHEIN, LLP
                         E-mail: john@johndmoorepa.com

In re Benjamin Louis Davis
   Bankr. M.D. Tenn. Case No. 15-03961
      Chapter 11 Petition filed June 10, 2015

In re Martin Family Rentals, LLC
   Bankr. E.D. Md. Case No. 15-18243
      Chapter 11 Petition filed June 10, 2015
         Filed Pro Se

In re RCK Conservation Co-Op, LLC
   Bankr. E.D. Cal. Case No. 15-24727
      Chapter 11 Petition filed June 11, 2015
         See http://bankrupt.com/misc/caeb15-24727.pdf
         represented by: Mitchell L. Abdallah, Esq.
                         ABDALLAH LAW GROUP
                         E-mail: mitch@abdallahlaw.net

In re William Mac Vanderpool, Jr. and Kimberly D. Vanderpool
   Bankr. M.D. Fla. Case No. 15-06078
      Chapter 11 Petition filed June 11, 2015

In re John C. Chauvin
   Bankr. S.D. Miss. Case No. 15-01862
      Chapter 11 Petition filed June 11, 2015

In re Avelino V. Rosales
   Bankr. D. Nev. Case No. 15-13399
      Chapter 11 Petition filed June 11, 2015

In re Yonkers Central Avenue Snack Mart, Inc.
   Bankr. S.D.N.Y. Case No. 15-22824
      Chapter 11 Petition filed June 11, 2015
         See http://bankrupt.com/misc/nysb15-22824.pdf
         represented by: H. Bruce Bronson, Jr., Esq.
                         BRONSON LAW OFFICES, P.C.
                         E-mail: hbbronson@bronsonlaw.net

In re Orangeburg Cable Inc
   Bankr. D.S.C. Case No. 15-03112
      Chapter 11 Petition filed June 11, 2015
         See http://bankrupt.com/misc/scb15-03112.pdf
         represented by: Michael J. Cox, Esq.
                         MICHAEL J. COX, ATTORNEY AT LAW, LLC
                         E-mail: ecf@michaeljcoxlaw.com

In re Merry Unwin Kaastad
   Bankr. N.D. Tex. Case No. 15-42352
      Chapter 11 Petition filed June 11, 2015

In re Ware Logistics LLC
   Bankr. S.D. Tex. Case No. 15-70295
      Chapter 11 Petition filed June 11, 2015
         See http://bankrupt.com/misc/txsb15-70295.pdf
         represented by: J. Francisco Tinoco, Esq.
                         LAW OFFICE OF J.F. TINOCO
                         E-mail: tinoco@sotxlaw.com

In re Brian Mack Francis
   Bankr. E.D. Va. Case No. 15-72043
      Chapter 11 Petition filed June 11, 2015

In re Vitaly Bednov
   Bankr. E.D. Va. Case No. 15-12039
      Chapter 11 Petition filed June 11, 2015

In re R & B Detailers Plus, LLC
   Bankr. W.D. Wis. Case No. 15-12176
      Chapter 11 Petition filed June 11, 2015
         See http://bankrupt.com/misc/wiwb15-12176.pdf
         represented by: Troy S. Klarkowski, Esq.
                         KLARKOWSKI LAW OFFICE
                         E-mail: troyklarkowski@gmail.com

In re The Lucky Fox, LLC
   Bankr. M.D. Fla. Case No. 15-06163
      Chapter 11 Petition filed June 12, 2015
         See http://bankrupt.com/misc/flmb15-06163.pdf
         represented by: Thomas C. Little, Esq.
                         THOMAS C. LITTLE, P.A.
                         E-mail: janet@thomasclittle.com

In re Peter A. Radice
   Bankr. M.D. Fla. Case No. 15-06166
      Chapter 11 Petition filed June 12, 2015

In re Tassew Tesfaye
   Bankr. N.D. Ga. Case No. 15-60961
      Chapter 11 Petition filed June 12, 2015

In re Antonia Corp.
   Bankr. S.D. Fla. Case No. 15-20696
      Chapter 11 Petition filed June 12, 2015
         See http://bankrupt.com/misc/flsb15-20696.pdf
         represented by: David A. Ray, Esq.
                         E-mail: dray@draypa.com

In re Raggae Food, Inc
   Bankr. E.D.N.Y. Case No. 15-42760
      Chapter 11 Petition filed June 12, 2015
         See http://bankrupt.com/misc/nyeb15-42760.pdf
         represented by: Michael L. Previto, Esq.
                         E-mail: mchprev@aol.com

In re Beauty Supply Etc.
   Bankr. E.D.N.Y. Case No. 15-42768
      Chapter 11 Petition filed June 12, 2015
         See http://bankrupt.com/misc/nyeb15-42768.pdf
         Filed Pro Se

In re Gonzalez & Gonzalez Products Inc
   Bankr. D.P.R. Case No. 15-04452
      Chapter 11 Petition filed June 12, 2015
         See http://bankrupt.com/misc/prb15-04452.pdf
         represented by: Jaime Rodriguez-Perez, Esq.
                         JAIME RODRIGUEZ-PEREZ
                         E-mail: bayamonlawoffice@yahoo.com

In re Machiavelli's Popular Bar and Restaurant, LLC
   Bankr. D. Conn. Case No. 15-21049
      Chapter 11 Petition filed June 13, 2015
         See http://bankrupt.com/misc/ctb15-21049.pdf
         represented by: Matthew P. Woermer, Esq.
                         WOERMER LAW FIRM, LLC
                         E-mail: bertiniandwoermerllc@hotmail.com

In re James P. Cosentino
   Bankr. S.D. Fla. Case No. 15-20719
      Chapter 11 Petition filed June 13, 2015

In re Marcelo D. Costa and Marla Perry Martins
   Bankr. D.N.J. Case No. 15-21138
      Chapter 11 Petition filed June 14, 2015



                            *********

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 ***