TCR_Public/160527.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, May 27, 2016, Vol. 20, No. 148

                            Headlines

8110 AERO DRIVE: Case Summary & 20 Largest Unsecured Creditors
ADMI CORP: Moody's to Retain B2 CFR on Proposed Loan Add-On
AKORN INC: Moody's Affirms B1 CFR, Outlook Positive
ALPHA NATURAL: Ch. 11 Plan Goes to July 7 Confirmation Hearing
AMERICAN CAPITAL: Fitch Alters Rating Watch to Pos. on Ares Deal

AMERICAN POWER: Incurs $3.07 Million Net Loss in Second Quarter
ARC TECH: Taps Mark Conway, Brian Manning as Co-Counsel
ART AND ARCHITECTURE: Court Denies Lien Release Stipulation
AXION INTERNATIONAL: Wins Confirmation of Liquidation Plan
BALL CORP: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB

BASIC ENERGY: May Issue 1 Million Shares Under Incentive Plan
BBEAUTIFUL LLC: Seeks to Hire Rothman as Special Counsel
BEAZER HOMES: Fitch Affirms 'B-' Issuer Default Rating
BUILDERS FIRSTSOURCE: Warburg Pincus to Sell 13.3M Shares
CABOT OIL: Egan-Jones Cuts FC Sr. Unsecured Rating to B+

CACTUS WELLHEAD: S&P Lowers CCR to 'B-', Outlook Negative
CADILLAC NURSING: U.S. Trustee Forms 2-Member Committee
CALATLANTIC GROUP: Fitch Assigns BB- Rating on $300MM Sr. Notes
CALATLANTIC GROUP: S&P Rates New $300MM Unsecured Notes 'BB'
CANCER GENETICS: Hal Mintz Reports 6.7% Equity Stake as of May 20

CARRICK TRUCKING: Court Junks Appeal on Constructive Trust Claim
COLVER PROJECT: Moody's Affirms Ba1 Rating on Sr. Secured Debt
CONN'S INC.: Moody's Cuts Corporate Family Rating to B1
CONSOL ENERGY: Egan-Jones Cuts FC Sr. Unsecured Rating to B-
DATA SYSTEMS: Ch.11 Trustee Hires Henderson as Accountant

DIGICEL GROUP: Fitch Affirms 'B' Issuer Default Rating
DOGLEG RIGHT: Hires DeMarco-Mitchell as General Counsel
DONNIE NORRIS: To Sell Orange Beach Property for $510,000
EASTMINSTER SCHOOL: Seeks to Hire Robl Law Group as Counsel
EDWARD RENSI: Selling Property to A-Team for $220,500

ELBIT IMAGING: Health Canada OKs System for Tremor Treatment
ELC HEALTH: Seeks to Hire Donald Jarvis as Accountant
ELC HEALTH: Seeks to Hire Schneider & Stone as Bankr. Counsel
EMMAUS LIFE: Incurs $1.65 Million Net Loss in Q2 2015
EMMAUS LIFE: Incurs $3.44 Million Net Loss in Q3 2015

ENERGY FUTURE: Plan Approval Schedule for E-Side Debtors Set
ENERGY FUTURE: Plan Approval Schedule for TCEH Debtors Set
EQT CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB
FINJAN HOLDINGS: Agrees to Settle Patent Dispute with Proofpoint
FINJAN HOLDINGS: Closes Purchase Agreement with Halcyon

FIRSTLIGHT HYDRO: Fitch Affirms 'BB-' Rating on 2026 $320MM Bonds
FORESIGHT ENERGY: Signs Transaction Support Pact with Noteholders
FOREST CITY: Moody's Hikes Senior Unsecured Debt Rating to B1
FRESH & EASY: Selling Liquor License to Safeway for $25,000
FRIENDSHIP VILLAGE: Fitch Affirms 'BB-' Rating on Revenue Bonds

FULLCIRCLE REGISTRY: Incurs $160,000 Net Loss in First Quarter
GASTAR EXPLORATION: Dan Wilks Reports 5.6% Stake
GASTAR EXPLORATION: Wilmington Trust Named Successor Trustee
GENERAL CANNABIS: Hartley Moore Expresses Going Concern Doubt
GETCHELL AGENCY: Hires Purdy Powers & Co as Financial Consultant

GRANITE ACQUISITION: Moody's Cuts Corporate Family Rating to Ba3
GREAT BASIN: Files Amended Form S-1 with SEC
GREAT BASIN: Has Waiver Agreement with Noteholders
GRIZZLY LAND: Seeks to Hire Ryley Carlock as Special Counsel
HAMPSHIRE GROUP: Forbearance Agreement Extended Until June 3

HARBOR POINT: Case Summary & 4 Unsecured Creditors
HCA HOLDINGS: Egan-Jones Hikes FC Sr. Unsecured Rating to BB-
HEALTHEAST CARE: Fitch Lowers Rating on $149.2MM Bonds to 'BB+'
HFIG OLD BRIDGE 2: Sells Gym Equipment, Intangibles for $181,000
HI-CRUSH PARTNERS: S&P Lowers CCR to 'B-', Outlook Negative

HOSPITAL AUDIENCES: U.S. Trustee Forms 3-Member Committee
HUMBERTO VELA: Patient Care Ombudsman Issues Sixth Report
IKE ELECTRIAL: Hires Ofeck & Heinze for C&S Construction Lawsuit
IKE ELECTRIAL: Taps Martin D. Eisenstein as Accountant
INFRAX SYSTEMS: Reports March 31 Quarter Results

IRON BRIDGE: Case Summary & 20 Largest Unsecured Creditors
ISTAR INC: Appoints Geoffrey Jervis COO and CFO
ISTAR INC: Stockholders Elect 7 Directors to Board
J.G. NASCON: Prosthetics' $1.4MM Wins Auction for Assets
JADECO CONSTRUCTION: Hires Koster Industries as Auctioneer

JAG VENTURES: Seeks to Hire Coldwell Banker as Broker
JODY L. KEENER: Court Junks Super Wing's Bid for AdequateProtection
JTS LLC: Seeks to Hire Christopher Hoke as Special Counsel
KOMODIDAD DISTRIBUTORS: Case Summary & 20 Top Unsecured Creditors
LEO MOTORS: Agrees to Sell $395,000 Debentures

LIFE CARE: Auction of Glenmoor Assets Set for June 24
LINDA GRAVES JELINEK: Sells Miami Beach Property for $1.575MM
LOS ARBOLES APARTMENTS: Court Refuses to Reopen Dismissed Case
MARIA RODRIGUEZ: Selling Property to Jones for $390,000
MCK MILLENNIUM: Exclusive Plan Filing Period Extended to June 7

MDC HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'BB+' CCR
MIDSTATES PETROLEUM: KCC Approved as Claims and Notice Agent
MISSION REGIONAL: S&P Lowers Rating on $26.7MM Bonds to 'B-'
N-VIRO INTERNATIONAL: Incurs $455,000 Net Loss in First Quarter
NANOSPHERE INC: Has 29 Million Outstanding Common Shares

NANOSPHERE INC: Has 40.1 Million Outstanding Common Shares
NANOSPHERE INC: Has 44.2 Million Outstanding Common Shares
NANOSPHERE INC: Luminex Hikes Acquisition Price to $1.70 Per Share
NANOSPHERE INC: MMCAP International Reports 6.8% Stake
NET ELEMENT: Effects Reverse Stock Split of Common Stock

NET ELEMENT: Reports Growth in Transaction Processing Volume
NEW YORK TIMES: Egan-Jones Hikes FC Sr. Unsecured Rating to BB-
NEWPARK RESOURCES: S&P Lowers CCR to 'B-', Outlook Negative
NORTH STATE OF WNY: Case Summary & 20 Largest Unsecured Creditors
NUVERRA ENVIRONMENTAL: Egan-Jones Cuts FC Sr. Unsec. Rating to C

OPEN TEXT: S&P Assigns 'BB' Rating on New US$500MM Notes
PACIFIC EXPLORATION: Chapter 15 Cases Jointly Administered
PACIFIC EXPLORATION: Provides Update on Restructuring Transaction
PACIFIC EXPLORATION: Recognition Hearing Set of June 8
PANDA TEMPLE: S&P Cuts Project Finance Rating to B-, Off Watch

PARAGON OFFSHORE: Can Implement Early Retirement Program
PARAGON OFFSHORE: Wins OK for BDO USA to Perform Internal Audit
PEABODY CORP: Accounts Receivable Program Approved on Final Basis
PEABODY CORP: Draws Down Remaining $300M Under DIP Term Loan
PENN VIRGINIA: U.S. Trustee Forms 3-Member Committee

PERMIAN RESOURCES: S&P Raises Corporate Credit Rating to 'CCC'
PERRY COUNTY: Moody's Affirms Ba1 GO Rating
PINNACLE RESORT: Amends Application to Hire McLaughlin & Stern
PIONEER ENERGY: May Issue 3.8 Million Shares Under Incentive Plan
PIONEER ENERGY: Michael Rauh Elected to Board

PIONEER ENERGY: Presented at UBS Global Conference
PLASTIC2OIL INC: Incurs $670,000 Net Loss in First Quarter
PLUG POWER: Stockholders Re-Elect Four Directors
POINTE EDUCATIONAL: S&P Cuts Rating on 2015 Educational Bonds to BB
POSTROCK ENERGY: Sec. 341 Meeting Continued to June 6

PRINCIPLES OF FAITH: $2.9MM Sale to Loveland Church Approved
RETREAT AT ZIONS: Voluntary Chapter 11 Case Summary
RICEBRAN TECHNOLOGIES: Extends CFO's Employment by One Year
SABINE OIL: Cancels Registration of Securities
SABINE OIL: Creditors' Committee, Others Oppose Plan Confirmation

SALON MEDIA: Appoints Jordan Hoffner as New CEO
SEAGATE TECHNOLOGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB
SHANTA CORPORATION: Patient Ombudsman Satisfied With Care Quality
SHIRLEY MCCLURE: Selling Rossmore Property for $919,000
SIRIUS XM: Egan-Jones Cuts FC Sr. Unsec. Rating to BB+

SPENDSMART NETWORKS: Had $4.87 Million Net Loss in First Quarter
SPORTS AUTHORITY: Can Assume Closing Store Agreement
SPORTS AUTHORITY: Can Implement Key Employee Retention Plan
SPORTS AUTHORITY: Wilmington Savings Appeals Denial of Protection
STELLAR BIOTECHNOLOGIES: Appoints Michael Klein, Ph.D. VP of CMC

STEVEN J. ANCONA: Court Denies Bid for Reargument
STOCK BUILDING: Dismissal of Weaver Cooke's Claims Affirmed
SUNEDISON INC: 2015 Annual, March 31 Quarterly Reports Delayed
SUNEDISON INC: BlackRock Reports 0.6% Equity Stake
SUNEDISON INC: Lenders Must Approve Business Plan by June 1

SUNEDISON INC: Severs Ties with CFO Wuebbels
T-L BRYWOOD: Asks Court to Dismiss Chapter 11 Case
TERRAFORM PRIVATE: S&P Puts 'B-' ICR on CreditWatch Negative
TEXAS PELLETS: Chapter 11 Cases Jointly Administered
TEXAS PELLETS: Time to File Schedules Extended to May 31

TEXASBANC CAPITAL I: Fitch Affirms 'BB-' Preferred Stock Rating
TORSPO HOCKEY: Joy Group's Suit Over Trademark Ownership Dismissed
TRANSDIGM INC: Moody's Rates New $950MM Secured Term Loan Ba2
TRANSDIGM INC: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable
TRIANGLE PETROLEUM: Terminates Talks on Potential Restructuring

TRIANGLE PETROLEUM: Wells Fargo Quits as Indenture Trustee
TRIPLE C FLATBED: Seeks to Hire Robl Law Group as Counsel
TRISTREAM EAST: Files Schedules of Assets and Liabilities
U.S. SHIPPING: S&P Affirms 'B' CCR, Outlook Stable
ULTRA PETROLEUM: Posts $21.8 Million Net Loss for March 31 Quarter

USA DISCOUNTERS: Georgia Suit Stayed Pending Bankr. Case
VCVH HOLDING: S&P Lowers Rating on 1st Lien Debt to 'B-'
VERITAS BERMUDA: Moody's Affirms B2 CFR,  Outlook Stable
VERSO CORP: Gets Court OK to Reject Expera Paper Supply Contract
VILLA PIZZA: Exclusive Plan Filing Period Extended to Sept. 5

VINCENT ABELL: Abell, et al., Sanctioned for Spoliation of Evidence
W3 CO: S&P Lowers CCR to 'CCC' on Weak Financial Measures
WATERFORD FUNDING: Court Orders Closure of Suit vs. John Stone
WEST CORP: Files Conflicts Minerals Report with SEC
WILLIAM MONTGOMERY: Sells Property to RTG for $185,000

WTE-S&S AG: Seeks to Hire Arnstein & Lehr as Special Counsel
WYNN RESORTS: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
WYNN RESORTS: Fitch Affirms 'BB' Issuer Default Ratings
YELLOW CAB: Exclusive Plan Solicitation Period Extended to Aug. 2
ZYNEX INC: Incurs $444,000 Net Loss in First Quarter

[*] S&P Lowers Ratings to D on 62 Classes From 42 RMBS Deals
[^] BOOK REVIEW: The Financial Giants In United States History

                            *********

8110 AERO DRIVE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: 8110 Aero Drive Holdings, LLC
        8110 Aero Drive
        San Diego, CA 92123

Case No.: 16-03135

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Hon. Margaret M. Mann

Debtor's Counsel: William M. Rathbone, Esq.
                  GORDON & REES LLP
                  101 W Broadway, Suite 2000
                  San Diego, CA 92101
                  Tel: 619-696-6700
                  Fax: (619) 696-7124
                  E-mail: wrathbone@gordonrees.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Luz Burni, authorized representative.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
AC Landscaping, Inc.               Vendor Services         $6,400

Ant Busters, Inc.                  Vendor Services         $2,169

ARS Rescue Rooter                  Vendor Services         $6,825

Barney & Barney                    Hotel Supplies          $3,550
                                   and services

CA Baking Co, Inc.                 Hotel Supplies          $6,617
                                   and services

City of San Diego                       Taxes             $11,633

City Treasurer                          Taxes              $4,079

Employment Development Dept.       Payroll Taxes           $3,216

Franchise Tax Board                 State Taxes           $11,790

G&P Schick                         Hotel Supplies         $19,428
                                   and Services

Grainger                           Hotel Supplies          $5,897
                                   and Services

HD Supply Facilities               Hotel Supplies         $18,419
                                   and Services

Johnson Electric, Inc.             Hotel Supplies          $2,565
                                   and Services

La Jolla Boiler                    Hotel Supplies          $5,116
                                   and Services

Makaden, Inc.                      Hotel Supplies          $2,052
                                   and Services

Rose Munns & Chinn                  Legal Services         $6,338

San Diego County Tax Collector      County Taxes          $12,839

Tony Gomez Tree Service            Vendor Services        $12,600

Valley Industrial Specialties      Vendor Services         $1,970
Inc.

WeddingPages LLC                   Vendor Services         $2,295


ADMI CORP: Moody's to Retain B2 CFR on Proposed Loan Add-On
-----------------------------------------------------------
Moody's Investors Service said that ADMI Corp.'s proposed first
lien term loan add-on is credit negative, but does not impact the
company's credit ratings.  These include the B2 Corporate Family
Rating and the B1 rating on the first lien senior secured credit
facilities.  The rating outlook remains stable.

Based in East Syracuse, New York, ADMI Corp. is a holding company
whose principal operating subsidiary is Aspen Dental Management,
Inc.  Aspen Dental provides business support services to Aspen
Dental branded dental practices owned by dentist-owned professional
corporations.  Aspen Dental affiliates with dentists through two
structures: the Large Group Practice structure and the practice
ownership program ("POP").  Under the LGP model (roughly 42% of
offices), dentists are employees of the PCs, where the PCs own the
medical records, patient lists, and operating records. Under the
POP structure (roughly 58% of offices), dentists typically purchase
the medical records from an LGP owner to acquire their own
practices.  The company's audited financials do not consolidate the
POP practices.  The company is privately held by affiliates of
American Securities.  Excluding POP offices, net revenues are
approximately $635 million.


AKORN INC: Moody's Affirms B1 CFR, Outlook Positive
---------------------------------------------------
Moody's Investors Service affirmed the B1 Corporate Family Rating
and B1-PD Probability of Default Rating of Akorn, Inc.  Moody's
also affirmed the B1 rating on the senior secured term loan, which
constitutes the vast majority of the debt in the capital structure.
Moody's also revised the Speculative Grade Liquidity Rating to
SGL-1 (signifying very good liquidity) from SGL-2 (good liquidity).
Concurrently, Moody's revised the outlook to positive from
stable.

The rating actions follow Akorn's filing of its restated 2014 10K
and 2015 10K, along with its most recent 10Q.  The company is now
current on its SEC filings, following a year-long restatement and
audit committee investigation into accounting practices.

The positive outlook reflects the company's strong growth in
earnings and cash flow over the last year.  The positive trends
have been fueled by reduced competition on certain products leading
to gains in volume and price increases, as well as some new product
launches.  The company's low leverage and strong cash flow
positions the company well to invest in long-term growth, both
through organic investment and acquisitions.

The improvement in the liquidity rating reflects the expectation
for strong cash flow from operations, full availability under its
$150 million ABL facility and minimal covenant constraints.

Ratings affirmed:

  Corporate Family Rating, B1
  Probability of Default Rating, B1-PD
  Senior secured term loan rating, B1 (LGD4)

Ratings upgraded:
  Speculative Grade Liquidity Rating, to SGL-1 from SGL-2
  The outlook is positive.

                          RATINGS RATIONALE

The B1 rating is constrained by Akorn's modest size and its niche
position in the highly competitive generic drug industry where it
competes against significantly larger companies.  The ratings are
also constrained by Akorn's concentration of profits in a limited
number of products, which can lead to operating volatility when
competitors enter or leave the market.  The rating is also
constrained by the company's history of financial reporting and
internal control weaknesses.  Further, Moody's expects that Akorn
will return to making acquisitions, now that its financial
restatements appear complete, which will likely lead to higher
leverage and integration risk.

The B1 rating is supported by Akorn's credit metrics, which are
currently very strong, including low adjusted debt/EBITDA of around
2.0x and free cash flow to debt of around 27%.  The ratings are
also supported by Akorn's specialization in alternate dosage form
drugs, including injectables, ophthalmics and topicals.  Many of
Akorn's products have relatively high barriers to entry versus
typical oral solid generic drugs.  This allows Akorn to garner and
sustain higher profitability versus peers.

The ratings could be upgraded if Akorn establishes a track record
of timely SEC filings and an acquisition strategy that balances
shareholder and creditor interests.  Specifically, if Moody's
expects adjusted debt to EBITDA will be generally sustained below
3.5 times and free cash flow to debt to be sustained above 15%, the
ratings could be upgraded.

Large debt financed acquisitions or share repurchases such that
adjusted debt to EBITDA is expected to be sustained above 4.5 times
could lead to a downgrade.  Further, any significant adverse change
in the competitive landscape or a material regulatory or supply
issue at one of Akorn's manufacturing facilities could also lead to
a downgrade.

Akorn, Inc., headquartered in Lake Forest, IL, is a specialty
generic pharmaceutical manufacturer.  The company focuses on
generic drugs in alternate dosage forms such as ophthalmic drugs,
injectable drugs and others in liquid, semi-solid, topical and
nasal spray dosage forms.  The company reported revenues of about
$1.0 billion for the twelve months ended March 31, 2016.

The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.


ALPHA NATURAL: Ch. 11 Plan Goes to July 7 Confirmation Hearing
--------------------------------------------------------------
Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, approved on May
26, 2016, the disclosure statement explaining Alpha Natural
Resources, Inc., et al.'s Second Amended Joint Plan of
Reorganization and scheduled the confirmation hearing for July 7,
2016, at 10:00 a.m. (Eastern Time).

Prior to the hearing on the Disclosure Statement, the Debtors
revised the Disclosure Statement and Plan to provide for the
following claims classification and treatment:

   Class                         Treatment
   ------                        -------------
   Class 1 - Priority Claims     Est. Allowed Amount: Undetermined
                                 Est. Recovery: 100%

   Class 2 - Secured First Lien  Est. Allowed Amount:
$1,080,998,258
             Lender Claims       Est. Recovery: Approx. 98%

   Class 3 - Secured Second      Est. Allowed Amount: $738,842,027
             Lien Noteholder     Est. Recovery: Approx. 2 to 3.5%
             Claims   

   Class 4 - Secured Massey      Est. Allowed Amount: $110,975,516
             Convertible         Est. Recovery: Approx. 1.5 to 3%
             Noteholder Claims

   Class 5 - Other Secured       Est. Allowed Amount: $30,718,984
             Claims              Est. Recovery: Approx. 100%

   Class 6A - Category 1 General Est. Allowed Amount: $391,523,085
             Unsecured Claims       to $973,632,099
                                 Est. Recovery: Approx. 1 to 3%

  Class 6B - Second Lien         Est. Allowed Amount: $738,842,027
            Category 2 General   Est. Recovery: Approx. 2 to 3.5%
            Unsecured Claims  

   Class 6C - Non-Second Lien   Est. Allowed Amount:
$3,061,552,481
            Category 2 General     to $3,933,552,481
            Unsecured Claims    Est. Recovery: Approx. 1.5 to 3%

   Class 7 - Prepetition        Est. Allowed Amount:
$29,193,686,636
            Intercompany Claims Est. Recovery: Approx. 0%

   Class 8 - Section 510(b)     Est. Allowed Amount: N/A
            Securities Claims   Est. Recovery: 0%

   Class 9 - Section 510(b)     Est. Allowed Amount: N/A
            Old Common Stock    Est. Recovery: 0%
            Claims
   Class 10 - Old Common Stock  Est. Allowed Amount: N/A
            of ANR Interests    Est. Recovery: 0%

   Class 11 - Subsidiary Debtor Est. Allowed Amount: N/A
            Equity Interests    Est. Recovery: N/A

The Court overruled objections to the approval of the Disclosure
Statement, including objections filed by (i) H.C. Dickinson, LLC;
(ii) Caterpillar Financial Services Corporation; (iii) SLS West,
Inc.; (iv) Strata Safety Products, LLC; (v) Rowland Land Company,
LLC; (vi) Kentucky River Properties LLC and Timberlands, LLC; (vii)
Shonk Land Company, LLC; (viii) Engineered Fluid, Inc.; (ix) Honey
Island Coal Co., LLC d/b/a Federal Coal Company; (x) Natural
Resource Partners L.P., WPP LLC, ACIN LLC, WBRD, LLC, and Western
Pocahontas Properties, LP; (xi) Kanawha Scales & Systems, Inc.,
Phillips Machine Service, Inc., Elite Coal Services, LLC and
Superior Coal Services, LLC; (xii) Harman Mining Corporation,
Harman Development Corporation, Sovereign Coal Sales, Inc., and
Hugh M. Caperton; (xiii) City National Bank of West Virginia as
trustee under a trust agreement with A.M. Prichard, III, Sarah Ann
Prichard, and Lewis Prichard, J.A. Holley Trust, PRC Holdings, LLC,
Prichard School, LLC, and Riverside Park, Inc.; (xiv) the United
States Trustee; (xv) Liberty Insurance Company; (xvi) Big Sandy
Coal Company, L.P.; (xvii) Lexon Insurance Company and Bond
Safeguard Insurance Company; (xviii) Aspen American Insurance
Company, Fidelity & Deposit Company of Maryland, Indemnity National
Insurance Company, Travelers Casualty & Surety Company of America,
and Zurich American Insurance Company; (xix) Sierra Club, West
Virginia Highlands Conservancy and Ohio Valley Environmental
Coalition; (xx) Ricky Preece; (xxi) Connie Howard Brow; (xxii)
United Mine Workers of America 1974 Pension Plan and Trust; (xxiii)
Chubb Companies; (xxiv) PNC Equipment Finance, LLC; (xxv) Earth
Support Services, Inc. d/b/a Micon; (xxvi) Carbon Resources, Inc.;
(xxvii) Swank Construction Company, LLC; (xxviii) Nina G. Preece;
and (xxix) the United States of America.

Objections to confirmation of the Plan must be filed with the Court
so that they are received no later than June 29.

A blacklined version of the Disclosure Statement dated May 25,
2016, is available at http://bankrupt.com/misc/ALPHAds0525.pdf

                  About Alpha Natural Resources

Headquartered in Bristol, Virginia, Alpha Natural --
http://www.alphanr.com-- is a coal supplier, ranked second largest

among publicly traded U.S. coal producers as measured by 2014
consolidated revenues of $4.3 billion.  As of August 2015, Alpha
had 8,000 full time employees across many different states, with
UMWA representing 1,000 of the employees.

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.

The petitions were signed by Richard H. Verheij, executive vice
president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the cases.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.
Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel. Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and noticing agent.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors. Dennis F. Dunne, Esq., Evan R. Fleck, Esq.,
and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP;
and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M.
Terry, Jr., Esq. at Sands Anderson PC, represent the Committee.

                            *     *     *

Alpha Natural Resources, Inc. on March 8, 2016, disclosed that it
has filed a proposed Chapter 11 Plan of Reorganization and a
related Disclosure Statement with the United States Bankruptcy
Court for the Eastern District of Virginia.  Together with the
motion seeking approval of a marketing process for Alpha's core
operating assets, these filings provide for the sale of Alpha's
assets, detail a path toward the resolution of all creditor
claims,
and anticipate the emergence of a streamlined and sustainable
reorganized company able to satisfy its environmental obligations
on an ongoing basis.

By selling certain assets as a going concern and restructuring the
company's remaining assets into a reorganized Alpha, the company
is
able to provide maximum recovery to its creditors, while
preserving
jobs and putting itself in the best position to meet its
reclamation obligations.  This path will allow for a conclusion of
Alpha's bankruptcy proceedings by June 30, 2016.


AMERICAN CAPITAL: Fitch Alters Rating Watch to Pos. on Ares Deal
----------------------------------------------------------------
Fitch Ratings has revised the Rating Watch for American Capital,
Ltd.'s (ACAS; 'BB-') to Positive from Negative following ACAS's
announced sale to Ares Capital Corporation (ARCC; 'BBB', Outlook
Stable) for approximately $3.43 billion. Approximately $887 million
of ACAS's outstanding debt, as of March 31, 2016, is affected by
this rating action. A complete list of ratings follows this
release.

The acquisition, valued at $3.43billion, is expected to be funded
in a combination of cash (51%) and stock (49%), consisting of
approximately $1.7 billion of Ares stock, based on the May 20, 2016
closing stock price, $1.47 billion of cash from Ares, and $275
million of cash consideration received from the parent of Ares's
external manager, Ares Management LLC (Ares Management). The
transaction excludes the portion of American Capital Asset
Management, LLC (ACAM) that manages American Capital Agency Corp.
(AGNC) and American Capital Mortgage Investment Corp. (MTGE), which
are both publicly-traded real estate investment trusts (REITs). The
transaction is expected to close in the next 12 months and is
subject to shareholder approval.

On Nov. 25, 2015, ACAS announced that the board instructed the
company to undertake a full strategic review with its advisors,
Goldman Sachs and Credit Suisse, to consider alternatives to
maximize shareholder value including the possible sale of part or
all of its business, or to proceed with the previously announced
spin-off plans. On Jan. 7, 2016, the company completed the initial
phase of its strategic review and announced it would proceed with
the solicitation of offers to purchase the company or its various
business lines in whole or in part.

KEY RATING DRIVERS

IDR AND SENIOR DEBT

The revision of the Rating Watch to Positive from Negative reflects
Fitch's view that ACAS's sale to ARCC would have positive rating
implications for ACAS's long-term Issuer Default Rating (IDR) and
debt ratings, given ARCC's more favorable credit risk profile,
supported by its consistent operating performance in a difficult
market environment, experienced management team and relationship
with Ares Capital Management, LLC, which has a very strong
reputation and track record in credit. Upon consummation of the
transaction, Fitch expects that ACAS's existing debt would be
refinanced, at which point Fitch would likely upgrade ACAS's
ratings to a level commensurate with ARCC's ratings (currently
'BBB') and subsequently withdraw the ratings as the debt would be
paid in full and the issuing entity would no longer exist.

ACAS's ratings are supported by its relatively low leverage, modest
oil and gas exposure and sufficient liquidity to service near term
maturities. As a C corporation, ACAS can retain earnings, which is
also viewed favorably by Fitch. Rating constraints include ACAS's
inconsistent operating strategy, outsized equity exposure relative
to peers, which is subject to more valuation volatility, large
levels of non-accruals and paid-in-kind (PIK) interest income,
limited funding flexibility, and an inability to access the equity
markets without severely diluting existing shareholders.

Leverage, defined as total debt to equity, amounted to 0.20x, as of
March 31, 2016, which was among the lowest compared to peer
business development companies (BDCs). However, Fitch believes
lower leverage is appropriate given ACAS's outsized exposure to
equity and CLO investments, which represented approximately 52% at
fair value, or 39% excluding ACAS's equity investment of American
Capital Asset Management (ACAM), of the total investment portfolio,
as of March 31, 2016.

RATING SENSITIVITIES

IDR AND SENIOR DEBT

Fitch expects to resolve ACAS's Rating Watch upon the close of the
proposed sale to ARCC, which is expected to be in the next 12
months, at which point the ratings for ACAS would be upgraded to a
level commensurate with ARCC's ratings (currently 'BBB') and
subsequently be withdrawn as the debt would be paid in full and the
issuing entity would no longer exist.

If the transaction were to fail to close, Fitch would likely revise
the Rating Watch to Negative from Positive reflecting heightened
strategic uncertainty for the standalone platform. That said, if
ACAS's IDR were to ultimately be downgraded, Fitch recognizes that
there is the potential for the outstanding senior secured and
unsecured debt to stay at their current levels, subject to an
assessment of ACAS's liquidity profile and asset coverage at that
time.

Based in Bethesda, MD, ACAS is a publicly traded private equity
firm and alternative asset manager organized in 1986 which
completed its IPO in 1997. As of March 31, 2016, the company
managed $20 billion of assets, including balance sheet assets and
fee-earning assets under management by affiliated managers with $77
billion of total assets under management.

The Rating Watch for the following ratings has been revised to
Positive from Negative:

American Capital, Ltd.

-- Long-term IDR 'BB-';
-- Senior secured debt 'BB+';
-- Senior unsecured debt 'BB-'.


AMERICAN POWER: Incurs $3.07 Million Net Loss in Second Quarter
---------------------------------------------------------------
American Power Group Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss available to common stockholders of $3.07 million on
$608,526 of net sales for the three months ended March 31, 2016,
compared to a net loss available to common stockholders of $192,978
on $474,399 of net sales for the three months ended
March 31, 2015.

For the six months ended March 31, 2016, American Power reported a
net loss available to common stockholders of $6.22 million on $1.10
million of net sales compared to net income available to common
stockholders of $2.77 million on $1.53 million of net sales for the
same period in 2015.

As of March 31, 2016, American Power had $10.77 million in total
assets, $9.04 million in total liabilities and $1.73 million in
total stockholders' equity.

As of March 31, 2016, the Company had $659,674 in cash, cash
equivalents and restricted certificates of deposit and a working
capital deficit of $825,202.

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

                       https://is.gd/QUYrND

                    About American Power Group

American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines.  American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time.  The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent.  The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures.  Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market.  Additional information at
http://www.americanpowergroupinc.com/           

For the 12 months ended Sept. 30, 2015, the Company reported a net
loss available to common shareholders of $1.04 million on $2.95
million of net sales compared to a net loss available to common
shareholders of $920,000 on $6.28 million of net sales for the 12
months ended Sept. 30, 2014.


ARC TECH: Taps Mark Conway, Brian Manning as Co-Counsel
-------------------------------------------------------
Arc Tech, Inc., and Nuweld, Inc., ask the Bankruptcy Court for
authority to employ Mark J. Conway, Esq., and Brian E. Manning,
Esq., as their general bankruptcy co-counsel to aid in completion
of the necessary legal work associated with this case.  They will
be assisting the Debtors in preparing the Schedules and Statements
required by the Bankruptcy Code, and otherwise perform such
services as are customarily associated with the representation of a
Debtor in Possession in a Chapter 11 Proceeding.

Mark J. Conway, Esq., and Brian E. Manning, Esq., have agreed that
the compensation due for representation of the Debtors in
Possession will be based primarily upon their customary hourly
rates.  Their present hourly rates are $300 per hour.  Paralegals
and staff will be paid at their customary rates of $85 to $105 per
hour.  Counsel shall also be reimbursed any costs and expenses
incurred in connection with the representation of the Debtor.

Mark J. Conway, a partner at the firm, attests that BDO USA: (a)
has no connection with the Debtors, their creditors, other parties
in interest, or the attorneys or accountants of any of the
foregoing, or the U.S. Trustee or any person employed by the Office
of the U.S. Trustee; (b) does not hold any interest adverse to the
Debtors' estates; and (c) believes it is a "disinterested person"
as defined by Section 101(14) of the Bankruptcy Code.

The firms can be reached at:

         Mark J. Conway, Esq.
         The Law Offices of Mark J. Conway, P.C.
         502 S. Blakely St.
         Dunmore, PA 18512
         Tel: (570) 343-5350
         Fax: (570) 343-5377

              - and -

         Brian E Manning, Esq.
         502 South Blakely Street, Suite B
         Dunmore, PA 18512
         Tel: 570-558-1126
         Fax: 866-559-9808
         E-mail: BrianEManning@comcast.net

Arc Tech, Inc., and Nuweld, Inc., sought Chapter 11 protection
(Bankr. M.D. Pa. Case No. 16-02114 and 16-02115) on May 18, 2016.  
Arc Tech disclosed $1 million to $10 million in assets and $10
million to $50 million in debt as of the Chapter 11 filing.  Nuweld
estimated $1 million to $10 million in assets and debt.


ART AND ARCHITECTURE: Court Denies Lien Release Stipulation
-----------------------------------------------------------
Judge Robert Kwan of the United States Bankruptcy Court for the
Central District of California, Los angeles Division, disapproved
and denied without prejudice the stipulation between Plan Agent and
State of California Employment Development Department regarding
release of any lien of The State of California Employment
Development Department against proceeds of the sale of The Beverly
Hills Property.

The stipulation was made by and between Sam S. Leslie, solely in
his capacity as the Plan Agent under the Modified Second Amended
Plan of Reorganization of Official Committee of Unsecured Creditors
through his Special Counsel, Victor A. Sahn of SulmeyerKupetz, A
Professional Corporation, on the one hand, and the State of
California Employment Development Department, through its employee,
Tax Administrator I Andria Rodriquez.

The bankruptcy case In re ART AND ARCHITECTURE BOOKS OF THE 21st
CENTURY, a California corporation, Chapter 11, Debtor, Case No.
2:13-bk-14135-RK (Bankr. C.D. Calif.).

A full-text copy of the Order dated April 25, 2016 is available at
https://is.gd/rtzKc8 from Leagle.com.

Art and Architecture Books of the 21st Century, Debtor, is
represented by Jerome S. Cohen, Esq. -- jsc@cohenbordeaux.com --
Cohen & Bordeaux, LLP, Carolyn A. Dye, Thomas M. Geher, Esq. --
TGeher@jmbm.com -- Jeffer Mangels Butler & Mitchell LLP, David W.
Meadows, Esq. -- david@davidwmeadowslaw.com -- Law Offices of David
W. Meadows.

United States Trustee (LA), U.S. Trustee, is represented by Alvin
Mar.

OFFICIAL COMMITTEE OF UNSECURED CREDITORS, Creditor Committee, is
represented by Asa S. Hami, Esq. -- ahami@sulmeyerlaw.com --
Sulmeyer Kupetz, A Prof Corp, Daniel A. Lev, Esq. --
dlev@pierceatwood.com -- Pierce Atwood LLP, David J. Richardson,
Esq. -- drichardson@sulmeyerlaw.com -- Sulmeyer Kupetz, Victor A.
Sahn, Esq. -- vsahn@sulmeyerlaw.com -- Sulmeyer Kupetz, Esq. --
swerth@sulmeyerlaw.com -- Sulmeyer Kupetz.

Official Committee Of Unsecured Creditors, Creditor Committee, is
represented by David S. Kupetz, Esq. -- dkupetz@sulmeyerlaw.com --
Sulmeyer Kupetz, Jessica Vogel, Esq. -- jvogel@sulmeyerlaw.com --
Sulmeyer Kupetz.

Art and Architecture Books of the 21st Century, dba Ace Gallery,
filed for a voluntary Chapter 11 petition on Feb. 19, 2013, in the
U.S. Bankruptcy Court for the Central District of California, Case
No. 13-14135.  The petition was signed by Douglas Chrismas,
president.  Judge Robert Kwan presides over the case.  Joseph A.
Eisenberg, Esq., at Jeffer Mangels Butler & Mitchell LLP, serves
as counsel.  The Debtor reported $1 million to $10 million in
assets and $10 million to $50 million in debts.


AXION INTERNATIONAL: Wins Confirmation of Liquidation Plan
----------------------------------------------------------
In the Chapter 11 cases of Axion International Holdings, Inc. and
its affiliates, the Honorable Christopher S. Sontchi of the United
States Bankruptcy Court for the District of Delaware on May 9,
2016, entered the "Findings of Fact, Conclusions of Law, and Order
Under 11 U.S.C. Sections 363 and 1129 and Federal Rules of
Bankruptcy Procedure 3020 and 9019 (i) Confirming the Joint Plan of
Liquidation, (ii) Approving the Global Settlement as Described in
the Joint Plan of Liquidation, and (iii) the Sale of Substantially
all of the Debtors' Assets as Described in the Joint Plan of
Liquidation".

The Joint Plan of Liquidation embodied a settlement among the
proponents which included:

     (a) In settlement of the Lien Challenge and the Trustee
Motion, Allen Kronstadt and Plastic Ties, LLP (together
"Kronstadt") deposited $312,500 in cash in an escrow account with
the Official Committee of Unsecured Creditors ("Committee")
counsel. On the Effective Date of the Plan, the $312,500 will be
transferred to the Settlement Trust. If any of the conditions to
Confirmation of the Plan, as set forth in Article IX.A. thereof do
not occur and are not waived, the $312,500 in the escrow account
will be returned to Kronstadt. In addition, on the Effective Date,
the Debtors will transfer all Avoidance Actions other than
Avoidance Actions against Industrial Rigging to the Settlement
Trust along with all proceeds therefrom. Such Avoidance Actions
will be transferred free and clear of Liens, Claims and
encumbrances, as, Kronstadt specifically releases his Liens on the
Avoidance Actions. If the Effective Date of the Confirmed Plan does
not occur, the Committee will be able to pursue the Lien Challenge
and the Trustee Motion.

     (b) Through May 9, 2016, Plastic Ties has provided
debtor-in-possession financing of $2,050,000 to the Debtors
pursuant to the Financing Orders to allow the Debtors to operate
through the Effective Date and to pay the Debtors' and the
Committee's Professionals.

     (c) The Debtors will pay the following professional fees: (a)
Gordian (investment banker to the Debtors): $200,000; (b) Bayard
(bankruptcy counsel to the Company): $312,500; (c) all of the
Committee's professionals in the aggregate $350,000; and (d)
Greenberg Traurig (Company's general counsel): $37,500. The agreed
cap on Professional fees does not include the expenses of the
professionals, estimated at $30,000.

     (d) The Committee has covenanted not to commence or otherwise
prosecute any preference action which it receives from the
Debtors.

     (e) Debtors will use commercially reasonable efforts to keep
the General Unsecured Claims in the aggregate to a maximum of $2.5
million, not including General Unsecured Claims asserted by Sicut
Enterprises Limited.

     (f) The Debtors' obligations to Eagle Bank have been paid by
the guarantors of the Eagle Bank debt, including Kronstadt.
Kronstadt has agreed to waive his General Unsecured Claims, if any,
arising from such payment, whether by subrogation or otherwise. The
Debtors will use their commercially reasonable efforts to cause the
additional guarantors to waive their respective General Unsecured
Claims, if any, whether by subrogation or otherwise, arising from
payment of the Eagle Bank obligations.

     (g) The sale of substantially all of the Debtors' assets was
conducted pursuant to bidding procedures that have been approved by
all of the Plan Proponents. As part of those bidding procedures,
Kronstadt credit bid $2,601,000 and Plastic Ties credit bid
$1,087,500 of its DIP Loan Obligations outstanding as of the
auction date.

     (h) The Committee has adjourned the Trustee Motion sine die
filed with the Bankruptcy Court by the Committee on February 4,
2016 seeking appointment of a chapter 11 trustee. The Lien
Challenge Deadline has been extended to May 11, 2016 and the
Committee will take no action on its Lien Challenge which included
the challenges to the extent, validity and priority of certain
liens of Kronstadt and the other estate causes of actions, subject
to Confirmation of the Plan. Since the Plan has been confirmed, and
$312,500 is made available for the benefit of General Unsecured
Creditors, then the Trustee Motion shall be deemed as dismissed
with prejudice and the Lien Challenge Period will expire two (2)
business days after the Effective Date of the Plan.

     (i) This Plan provides for releases of and from all Causes of
Action, and exculpation, of (i) the Debtors and their Affiliates,
officers, directors, employees, members, representatives, advisors,
counseling agents and any Professionals of the Debtors; and (ii)
the Committee, its members in their capacity as members of the
Committee on or after the Petition Date, and any Professionals of
the Committee. This Plan also provides for releases of and from all
Causes of Action including, without limitation, the Lien Challenge,
and exculpation, of the Kronstadt Parties and their Affiliates,
officers, directors, employees, members, representatives, advisors,
counseling agents or any professionals of the Kronstadt Parties and
their Affiliates, as well as exculpation for the Distribution
Agent, the Settlement Trustee and the Settlement Trust Committee.

     (j) On the Effective Date, all notes, stock, instruments,
certificates and other documents evidencing any claims or equity
interests shall be cancelled and shall be of no further force,
whether surrendered for cancellation or otherwise. There were
54,121,611 shares of common stock and the 407,998 shares of
preferred stock outstanding as of May 9, 2016.

A full-text copy of the Joint Plan of Liquidation is available at
https://is.gd/WxrWp9

                  About Axion International

Axion International, Inc., et al., manufacture, market and sell
structural products and building materials, with an emphasis on
railroad ties and construction mats. As of Dec. 2, 2015, Axion had
70 employees.

Axion International Holdings, Inc., is a publicly-traded company
(AXIH), organized under Colorado law, with executive offices
located in Zanesville, Ohio.  As of the Petition Date, Holdings
had
54,121,611 shares of common stock, par value $0.016 per share,
traded on the OTCC Bulletin Board.

Axion International, Inc., Axion International Holdings, Inc. and
Axion Recycled Plastics Incorporated filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12415) on Dec. 2, 2015.

The petitions were signed by Donald W. Fallon, the CFO and
treasurer.  Judge Christopher S. Sontchi has been assigned to the
cases.

The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.

The Debtors tapped Bayard, P.A., as counsel.  Greenberg Traurig
LLP
serves as special counsel.  Epiq Bankruptcy Solutions, LLC serves
as the Debtors' claims and noticing agent.

The Official Committee of Unsecured Creditors is represented by
Eric J. Monzo, Esq., at Morris James LLP and Sandra E. Mayerson,
Esq., at the Law Offices of Sandra Mayerson.

Community Bank is represented by Christopher P. Simon, Esq., and
Kevin S. Mann, Esq., at Cross & Simon, LLC.


BALL CORP: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB
-----------------------------------------------------------
Egan-Jones Ratings Company downgraded the senior unsecured ratings
on debt issued by Ball Corp. to BB from BB+ on May 6, 2016.

Ball Corporation is an American company headquartered in
Broomfield, Colorado, that is best known for its early production
of glass jars, lids, and related products used for home canning.



BASIC ENERGY: May Issue 1 Million Shares Under Incentive Plan
-------------------------------------------------------------
Basic Energy Services, Inc., filed with the Securities and Exchange
Commission a Form S-8 registration statement to register 1,000,000
additional shares of its common stock pursuant to the Sixth Amended
and Restated Basic Energy Services, Inc. 2003 Incentive Plan, as
amended effective as of May 19, 2016, not previously registered.  

The Board of Directors of the Company recommended for approval and,
on May 19, 2016, the stockholders of the Company approved an
amendment to the Plan that increased the number of shares available
for issuance under the Plan from 11,350,000 to 12,350,000.

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

                     https://is.gd/YXKF8Q

                      About Basic Energy

Energy Services, Inc. provides a wide range of well site services
in the United States to oil and natural gas drilling and producing
companies, including completion and remedial services, fluid
services, well servicing and contract drilling.  These services are
fundamental to establishing and maintaining the flow of oil and
natural gas throughout the productive life of a well.  The
Company's broad range of services enables us to meet multiple needs
of our customers at the well site.

Basic Energy reported a net loss of $241.74 million in 2015
compared to a net loss of $8.34 million in 2014.

"If we are unable to generate sufficient cash flow or are otherwise
unable to obtain the funds required to make principal and interest
payments on our indebtedness, or if we otherwise fail to comply
with the various covenants in instruments governing any existing or
future indebtedness, we could be in default under the terms of such
instruments.  In the event of a default, the holders of our
indebtedness could elect to declare all the funds borrowed under
those instruments to be due and payable together with accrued and
unpaid interest, secured lenders could foreclose on any of our
assets securing their loans and we or one or more of our
subsidiaries could be forced into bankruptcy or liquidation. If our
indebtedness is accelerated, or we enter into bankruptcy, we may be
unable to pay all of our indebtedness in full.  Any of the
foregoing consequences could restrict our ability to grow our
business and cause the value of our common stock to decline," the
Company warned in its annual report for the year ended Dec. 31,
2015.

As of March 31, 2016, Basic Energy had $1.16 billion in total
assets, $1.14 billion in total liabilities and $25.20 million in
total stockholders' equity.

                          *    *    *

As reported by the TCR on March 30, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on Fort Worth-based
Basic Energy Services Inc. to 'CCC+' from 'B-'.  The outlook is
negative.

The TCR reported on March 14, 2016, that Moody's Investors Service
downgraded Basic Energy Services, Inc.'s Corporate Family Rating
(CFR) to Caa3 from Caa1, its senior unsecured notes rating to Ca
from Caa2, and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3.  The outlook remains negative.


BBEAUTIFUL LLC: Seeks to Hire Rothman as Special Counsel
--------------------------------------------------------
BBeautiful, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire The Law Offices of Barry
K. Rothman as special counsel.

The Debtor tapped the firm to provide legal assistance in
connection with a lawsuit it will file against TrueERP, Inc.
related to the rejection of their contract.

Barry Rothman, Esq., the attorney expected to represent the Debtor
in the lawsuit, charges $375 per hour for his services.

Mr. Rothman disclosed in a declaration that his firm is a
disinterested person as defined in section 101(14) of the
Bankruptcy Code.   

The firm can be reached through:

     Barry Rothman, Esq.
     The Law Offices of Barry K. Rothman
     1901 Avenue of the Stars, Suite 370
     Los Angeles, CA 90067
     Phone: 310-557-0062
     Fax: 310-557-9080

The Debtor can be reached through its counsel:

     Alan G. Tippie, Esq.
     Steven F. Werth, Esq.
     SulmeyerKupetz, Esq.
     A Professional Corporation
     333 South Hope Street, 35th Floor
     Los Angeles, CA 90071-1406
     Phone: 213.626.2311
     Fax: 213.629.4520
     E-mail: atippie@sulmeyerlaw.com
             swerth@sulmeyerlaw.com

                     About BBeautiful LLC

BBeautiful LLC sought protection under Chapter 11 of the Bankruptcy
Code in the Central District of California (Los Angeles) (Case No.
16-10799) on January 22, 2016. The petition was signed by Helga
Arminak, operating manager.

The Debtor is represented by Steven Werth, Esq., at SulmeyerKupetz.
The case is assigned to Judge Ernest M. Robles.

The Debtor estimated assets of $1 million to $10 million and debts
of $100,000 to $500,000.


BEAZER HOMES: Fitch Affirms 'B-' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the ratings of Beazer Homes USA, Inc.
(NYSE: BZH), including the company's Issuer Default Rating (IDR) at
'B-'. The Rating Outlook has been revised to Negative from Stable.


KEY RATING DRIVERS

The revision of the Outlook to Negative from Stable reflects
Fitch's concern regarding the company's meaningful debt maturities
in 2018 and 2019. While Fitch expects further moderate growth in
housing activity through 2017 and the company has executed its
deleveraging strategy and improved its credit metrics, there is
refinancing risk associated with its upcoming debt maturities. BZH
has $300 million of senior secured notes coming due in April 2018
and about $549.6 million of senior unsecured notes maturing in
mid-2019. The company's $140 million term loan also requires
quarterly amortization of $17.5 million until its maturity in March
2018.

The rating for BZH is based on the company's execution of its
business model in the current moderately recovering housing
environment, land policies, and geographic diversity. BZH's rating
is also supported by the company's improving credit metrics. Risk
factors include the cyclical nature of the homebuilding industry,
the company's high debt load and, although improving, still weak
credit metrics (particularly its high leverage), BZH's
underperformance relative to its peers in certain operational and
financial categories, and its current over-exposure to the
credit-challenged entry level market (approximately 60% of BZH's
customers are first-time home buyers).

DELEVERAGING STRATEGY

BZH had total debt of $1.46 billion at March 31, 2016 compared with
$1.53 billion at Sept. 30, 2015. BZH has improved its credit
metrics during the past few years, although leverage remains high
and interest coverage is still low. Debt/EBITDA declined from 12.9x
at the end of FY14 (ending Sept. 30, 2014) to 11.7x at the
conclusion of FY15 and 9.1x for the latest-12-month (LTM) period
ending March 31, 2016. EBITDA to interest coverage improved to 1.3x
for the LTM period ending March 31, 2016 compared with 1.1x in
FY15, 0.9x in FY14 and 0.8x in FY13.

Last year, the company had planned to partly refinance $170.9
million of 8.125% senior notes maturing in June 2016 and originally
anticipated reducing overall debt by $50 million during FY16.
However, the capital markets were somewhat challenging last year
and thus far during 2016. As a result, BZH has accelerated its
deleveraging strategy and now intends to reduce debt by at least
$100 million during FY16 and by at least $70 million during FY17.
Fitch projects leverage will settle around 9.1x at the end of FY16
and at or below 8.0x at the conclusion of FY17. Fitch expects
interest coverage will be 1.3x - 1.8x during the next 12 - 18
months.

MEANINGFUL DEBT MATURITIES IN 2018 AND 2019

BZH has $300 million of senior secured notes coming due in April
2018 and about $549.6 million of senior unsecured notes maturing in
mid-2019. The company's $140 million term loan also requires
quarterly amortization of $17.5 million until its maturity in March
2018.

The company has in the past demonstrated its ability to tap the
capital markets to refinance debt and/or finance growth
initiatives. However, BZH was unable to access the unsecured debt
market (at reasonable terms) in late 2015/early 2016 to refinance
$170.9 million of senior unsecured notes that were scheduled to
mature in June 2016. Instead, BZH chose to access the term loan
(T/L) market in March 2016 and issued a $140 million T/L to retire
the 2016 unsecured notes. The new term loan (priced at LIBOR plus
550 basis points) provided the company with greater flexibility to
manage its deleveraging strategy as it requires quarterly
amortization of $17.5 million starting in June 2016 until its
maturity in March 2018.

Fitch believes that BZH has several options to address the $300
million of senior secured notes coming due in April 2018:

-- Access the secured term loan market (similar to the $140
    million T/L issued in March 2016);
-- Issue senior secured notes (similar to the notes maturing in
    April 2018);
-- Issue unsecured notes (if at reasonable terms).

BZH's bond indentures/credit agreements allow for a secured debt
basket of the greater of $700 million or 40% of Consolidated
Tangible Assets (CTA). Fitch estimates that the secured debt basket
under the company's bond indentures was roughly $900 million as of
March 31, 2016. Taking into account the company's $145 million
first-lien revolver, the $300 million of senior secured (2nd lien)
notes coming due in 2018 and the $140 million senior secured (2nd
lien) term loan, BZH can incur up to an additional $320 million of
secured debt. Potentially, when excluding the maturing secured
notes and the amortization of the T/L, BZH can issue up to $650
million of secured debt by the end of FY16. Fitch believes that the
ability to issue secured debt and the company's improving credit
profile somewhat lessen the refinancing risk associated with the
company's $300 million senior secured notes maturing in April
2018.

Fitch is more concerned with the 2019 maturities due to the larger
amount of these unsecured notes. BZH has been repurchasing some of
these notes in open market transactions this year (about $10.4
million). Fitch will monitor BZH's ability to access the capital
markets and company's plan to address these maturities in the next
12 - 18 months.

FOCUS ON DEBT REDUCTION WILL PRESSURE MARGINS

BZH has employed a capital efficiency program that includes the
increased use of land banking arrangements and activating
mothballed lots as it plans to pay down debt. The focus on
expanding its land banking activities allows the company to
generate cash flow (from home deliveries built on existing land
holdings) while limiting the upfront capital typically required to
purchase and/or develop raw land for future home deliveries.

However, margins are likely to be negatively impacted as gross
margins on home sales from land banking transactions are typically
400 bps lower compared with homes delivered from lots developed
internally. For FY16, management estimates that homes delivered
from land banking transactions will approximate 10% of revenues,
which will have about a 40 bps negative impact on gross margins.
Additionally, the company also expects to activate mothballed lots
and monetize these assets through home deliveries and land sales.
Management estimates this initiative could have a 60 bps negative
margin impact during FY16.
In addition, the company's focus on debt reduction will likely
result in slower growth for the company beyond 2017 as cash used to
pay down debt will not be available to invest in new land
opportunities. These are somewhat offset by improved asset turnover
as well as well as lower interest expense payments from reduced
debt levels.

ADEQUATE LIQUIDITY

BZH ended March 31, 2016 with $134.9 million of unrestricted cash
and $116.1 million of borrowing availability under its $145 million
revolving credit facility maturing in January 2018. Fitch expects
BZH will maintain unrestricted cash and revolver availability of at
least $200 million - $250 million in the near to intermediate term,
which should allow the company to fund seasonal working capital
needs.

LAND POSITION AND SPENDING

During FY15, BZH spent $453 million on land and development
activities. This compares to $551.2 million of land and development
spending in FY14 and $475 million spent in FY13. Through the first
six months of its 2016 fiscal year, BZH spent $195.3 million on
land and development compared with $247.5 million spent during the
same period in FY15. For all of FY16, Fitch expects BZH's total
land and development spending will be below FY15 levels. As a
result, Fitch expects BZH will report cash flow from operations
(CFFO) of approximately $75 million - $125 million in FY16. The
company generated $62 million of CFFO for the LTM period end March
31, 2016 compared with negative CFFO of $81.1 million during FY15
and negative $160.4 million during FY14.

BZH maintains a 4.7-year supply of lots (based on last 12 months
deliveries), 76.1% of which are owned, and the balance controlled
through options. Total lots controlled declined 9.6% year-over-year
and fell 0.8% compared with the previous quarter. Owned lots fell
12.5% YOY while lots controlled through options increased 1.2%
compared with the same period last year. At the end of March 2016,
BZH had 19,958 active lots, 4,469 lots held for future development
and 705 lots held for sale.

The company has been selling excess land ($53 million during FY14,
$56.8 million during FY15 and $16.2 million through the first six
months of FY16) and has also decided to stop reinvesting in its New
Jersey homebuilding operations during FY15. As of March 31, 2016,
the company had $49.5 million of land held for sale.

At this point in the housing cycle and given the company's upcoming
debt maturities, Fitch expects BZH will be more cautious on its
land and development spending. In the past, management has
demonstrated discipline in pulling back on its land and development
activities during periods of distress.

GEOGRAPHIC DIVERSITY

BZH is geographically diversified with active operations in 13
states across the country. The company ranks among the top 10
builders in such metro markets as Phoenix, Arizona, Dallas, TX,
Washington DC / Arlington, VA / Alexandria, WV markets, Tampa / St.
Petersburg / Clearwater, FL, Orlando, FL, Las Vegas, NV,
Philadelphia, PA / Camden, NJ / Wilmington, DE markets,
Indianapolis / Carmel, IN, Nashville / Davidson / Murfreesboro /
Franklin, TN, Baltimore / Towson, MD, and Charleston / North
Charleston, SC. While BZH is not one of the top builders in
Houston, this market represents roughly 10% of the company's FY15
closings. BZH was cautious on its Houston land investments during
the last 12 months, but remains committed to this market over the
long term.

MODERATE HOUSING RECOVERY CONTINUES

Housing activity ratcheted up more sharply in 2015 than in 2014
with the support of a steadily growing, relatively robust economy.
Total housing starts grew 10.9% versus 2014, while existing and new
home sales were up 6.3% and 14.6%, respectively. After four years
of a moderate recovery and with land and labor constraints, it is
unlikely that housing will accelerate into a V-shaped recovery. But
a continuation of a multi-year growth is in the offing, and is
supported by demographics, pent-up demand and attractive
affordability as well as steady, albeit modest, easing in credit
standards.

Fitch is projecting single-family starts to expand 11.5% in 2016
and multifamily volume to gain about 4%. Total starts would be
roughly 1.2 million (up 8.8%). New home sales should improve about
14.6%, while existing home sales rise 3%. Fitch expects the housing
upcycle to continue in 2017, with single-family starts forecast to
improve 10% and multifamily volume to grow 5.1%. Total starts would
be in excess of 1.3 million (up 8.3%). Fitch also expects new and
existing home sales will increase about 11.5% and 4%,
respectively.

KEY ASSUMPTIONS

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

-- Industry single-family housing starts improve 11.5%, while new

    and existing home sales grow 14.6% and 3%, respectively, in
    2016; Fitch expects the housing upcycle to continue in 2017,
    with single-family starts forecast to improve 10% and new and
    existing home sales increase 11.5% and 4%, respectively.

-- BZH's homebuilding revenues advance in the low to mid-teens
    during FY16;

-- EBITDA margins expand 25 bps - 50 bps during FY16 compared
    with FY15;

-- Land and development spending this year will be lower compared

    with FY15;

-- The company generates cash flow from operations of $75 million

    - $125 million during FY16;

-- Debt to EBITDA settles at around 9.0x and interest coverage is

    roughly 1.4x by the end of FY16;

-- BZH refinances its 2018/2019 debt maturities.

RATING SENSITIVITIES

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels, free cash flow trends and uses, and the
company's cash position.

The company's IDR could be downgraded to 'CCC' if the company is
unable to favorably refinance its upcoming debt maturities well
ahead of their due dates, leading to a meaningfully diminished
liquidity position. Negative rating actions could also occur if the
company's credit metrics deteriorate from current levels, including
debt to EBITDA consistently above 10x and interest coverage below
1x.

The Outlook could be revised to Stable if the company successfully
completes a favorable refinancing of its upcoming debt maturities.


BZH's ratings are constrained in the intermediate term due to weak
credit metrics and high leverage. However, positive rating actions
may be considered if BZH successfully refinances its upcoming debt
maturities, the recovery in housing is maintained and is
meaningfully better than Fitch's current outlook, BZH shows
continuous improvement in credit metrics (particularly debt to
EBITDA consistently below 8x and interest coverage above 2x), and
the company preserves a healthy liquidity position.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Beazer Homes USA, Inc.
-- Long-Term IDR at 'B-';
-- Secured revolver at 'BB-/RR1';
-- Second lien secured notes at 'BB-/RR1';
-- Second lien secured term loan at 'BB-/RR1';
-- Senior unsecured notes at 'CCC+/RR5';
-- Junior subordinated debt at 'CCC/RR6'.

The Rating Outlook has been revised to Negative from Stable.

The Recovery Rating (RR) of 'RR1' on BZH's secured credit revolving
credit facility, second-lien secured notes and secured term loan
indicates outstanding recovery prospects for holders of these debt
issues. The 'RR5' on BZH's senior unsecured notes indicates
below-average recovery prospects for holders of these debt issues.
BZH's exposure to claims made pursuant to performance bonds and
joint venture debt and the possibility that part of these
contingent liabilities would have a claim against the company's
assets were considered in determining the recovery for the
unsecured debtholders. The 'RR6' on the company's junior
subordinated notes indicates poor recovery prospects for holders of
these debt issues in a default scenario. Fitch applied a
liquidation value analysis for these Recovery Ratings.


BUILDERS FIRSTSOURCE: Warburg Pincus to Sell 13.3M Shares
---------------------------------------------------------
Builders FirstSource, Inc., entered into an underwriting agreement,
among the Company, Credit Suisse Securities (USA) LLC and Deutsche
Bank Securities Inc., as underwriters, and Warburg Pincus Private
Equity IX, L.P., as a selling stockholder.

Pursuant to the Underwriting Agreement, the Selling Stockholder
agreed to sell to the Underwriters an aggregate of 13,263,266
shares of the Company's common stock at a price of $10.40 per
share.  The Securities are being sold by the Selling Stockholder
pursuant to a preliminary prospectus supplement, dated May 18,
2016, a final prospectus supplement, dated May 18, 2016, and the
related prospectus dated Nov. 26, 2014, each filed with the
Securities and Exchange Commission, relating to the Company's
registration statement on Form S-3, as amended by Pre-Effective
Amendment No. 1 thereto.

The Company has agreed to indemnify the Underwriters against
certain liabilities, including certain liabilities under the
Securities Act of 1933, as amended.  If the Company is unable to
provide the required indemnification, the Company has agreed to
contribute to payments the Underwriters may be required to make in
respect of those liabilities.  In addition, the Underwriting
Agreement contains customary representations, warranties and
agreements of the Company and the Selling Stockholder and customary
conditions to closing.  The offering closed on May 24, 2016.

                  About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction.  The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States.  Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors.  Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.

Builders Firstsource reported a net loss of $22.8 million on $3.56
billion of sales for the year ended Dec. 31, 2015, compared to net
income of $18.2 million on $1.60 billion of sales for the year
ended Dec. 31, 2014.

                           *     *     *

As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.  

"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger.  As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.

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


CABOT OIL: Egan-Jones Cuts FC Sr. Unsecured Rating to B+
--------------------------------------------------------
Egan-Jones Ratings Company downgraded foreign currency senior
unsecured rating on debt issued by Cabot Oil & Gas Corp. to B+ from
BBB- on May 10, 2016.  EJR lowered local currency senior unsecured
rating on the Company's debt to B+ from BB-.

Cabot Oil & Gas Corporation is a petroleum, natural gas, and
natural gas liquids exploration and production company based in
Houston, Texas.



CACTUS WELLHEAD: S&P Lowers CCR to 'B-', Outlook Negative
---------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Houston-based Cactus Wellhead LLC to 'B-' from 'B'.  The outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's first-lien term loan to 'B-' from 'B'.  S&P revised the
recovery rating to '4' from '2', indicating that creditors could
expect average (30% to 50%, upper half of the range) recovery in
the event of payment default.  

"The downgrade reflects our expectation that U.S. oil and gas
activity will decrease further in 2016 and an expected recovery in
2017 will be limited," said S&P Global Ratings credit analyst Aaron
McLean.

S&P anticipates, on average, a further 40% or higher reduction in
capital spending by U.S. onshore exploration and production (E&P)
operators in 2016 on the heels of a roughly 35% decline in 2015,
reflecting expectations for the continuation of lower crude oil and
natural gas prices.  The negative outlook reflects the potential
that credit measures could weaken beyond S&P's current forecasts if
the downturn in the oilfield services sector persists such that
pricing pressure continues to effect margins and the company loses
market share.

S&P could lower the rating if it viewed liquidity as less than
adequate or leverage measures as unsustainable.  S&P could envision
this scenario if weakening market conditions persisted, leading to
a further deterioration in margins and loss of market share,
forcing the company to borrow in order to meet cash flow needs.

S&P could revise the outlook to stable if market conditions
improved such that FFO to debt was trending closer to 12% on a
sustained basis while liquidity remains adequate.


CADILLAC NURSING: U.S. Trustee Forms 2-Member Committee
-------------------------------------------------------
The U.S. trustee for Region 9 on May 25 appointed two creditors of
Cadillac Nursing Home, Inc., to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Jonah Geisler
         Tristate Surgical Supply & Equipment
         409 Hoyt St.
         Brooklyn, New York 11231
         Phone: 908-692-9402
         Fax: 718-624-0666
         Email: JONAH@Tristatesurgical.com

     (2) Chiman Patel
         Rehab Solutions, Inc.
         Greenville, SC 29615
         Phone: 864-244-3626
         Fax: 877-508-8714
         Email: kcbpatel@gmail.com

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

                  About Cadillac Nursing Home

Cadillac Nursing Home, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the Eastern District of Michigan (Detroit)
(Case No. 16-41554) on February 8, 2016. The petition was signed by
Bradley Mali, president.

The Debtor is represented by Michael E. Baum, Esq., Kim K. Hillary,
Esq., and John J. Stockdale, Jr., Esq., at Schafer and Weiner,
PLLC. The case is assigned to Judge Thomas J. Tucker.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


CALATLANTIC GROUP: Fitch Assigns BB- Rating on $300MM Sr. Notes
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB-'/'RR4' rating to CalAtlantic
Group, Inc.'s (NYSE: CAA) offering of $300 million aggregate amount
of senior unsecured notes maturing in 2026.  The new issue will be
equal in right of payment with all other senior unsecured debt.

CAA intends to use a portion of the proceeds to redeem the
Company's 10 3/4% Senior Notes due September 2016 and, pending the
use for such purpose, for general corporate purposes.

                         KEY RATING DRIVERS

The rating for CAA is based on the company's execution of its
business model in the current moderately recovering housing
environment, its land policies, and geographic diversity.  CAA's
rating is also supported by the company's improving credit metrics
following the merger with The Ryland Group (Ryland) in 2015.  Risk
factors include the cyclical nature of the homebuilding industry as
well as the ongoing integration of the merger with Ryland.

                       IMPROVING CREDIT METRICS

Leverage as measured by debt-to-EBITDA declined from 6.0x at the
end of 2015 to 5.5x for the latest-12-months (LTM) ending
March 31, 2016.  Interest coverage remained flat at 3.4x at the
close of 2015 and for the LTM March 31, 2016.  The full year
results include one quarter of Ryland's operations and the LTM
metrics include six months of operating results.

Fitch expects leverage will be below 4.0x by the end of 2016 and
interest coverage will be above 4.5x.

                        GEOGRAPHIC DIVERSITY

CAA is geographically diversified with active operations in 17
states across the country and the District of Columbia and is in
over 40 metropolitan statistical areas (MSAs).  Home prices
range from approximately $165,000 to over $2 million.  As of
March 31, 2016, CAA controlled 68,892 homesites including joint
ventures.

CAA has a top 10 position in 25 MSAs, including a top five market
share in 14 of the largest 25 MSAs.

                           INTEGRATION RISK

The merger with Ryland created the fifth-largest homebuilder based
on pro forma 2015 deliveries.  During 2015, the pro forma combined
company delivered 12,560 homes in the aggregate with combined pro
forma revenues of about $5.28 billion.  The integration risk is
somewhat lessened as both management teams have had experience
managing large companies in the past.  In 2005 at the peak of the
cycle, Standard Pacific delivered 11,411 homes with total
homebuilding revenues of almost $4 billion.  Similarly, in 2005,
Ryland had revenues of $4.7 billion on 16,673 home deliveries.

                          LAND STRATEGY

During 2015, CAA spent over $1.6 billion (proforma) on land and
development.  This compares with $943 million spent during 2014 and
$808 million during 2013 for Standard Pacific.  For the first three
months of 2016, CAA expended $372 million on land and development
activities.

For 2016, CAA has committed approximately $1.4 billion for land and
development spending.  At this level of spending, Fitch expects
CalAtantic will be slightly cash flow positive for the year.

                              LIQUIDITY

As of March 31, 2016, CAA had unrestricted homebuilding cash of
$169.5 million and $373 million of borrowing availability under its
$750 million unsecured revolving credit facility that matures in
October 2019.

Fitch expects CAA will have liquidity of at least $500 million from
a combination of unrestricted homebuilding cash and equivalents and
revolver availability in the near to intermediate term.

                 MODERATE HOUSING RECOVERY CONTINUES

Housing activity ratcheted up more sharply in 2015 than in 2014
with the support of a steadily growing, relatively robust economy.
Total housing starts grew 10.9% versus 2014, while existing and new
home sales were up 6.3% and 14.6%, respectively.  After four years
of a moderate recovery and with land and labor constraints, it is
unlikely that housing will accelerate into a V-shaped recovery.
But a continuation of a multi-year growth is in the offing, and is
supported by demographics, pent-up demand and attractive
affordability as well as steady, albeit modest, easing in credit
standards.

Fitch is projecting single-family starts to expand 11.5% in 2016
and multifamily volume to gain about 4%.  Total starts would be
roughly 1.2 million (up 8.8%).  New home sales should improve about
14.6%, while existing home sales rise 3%.  Fitch expects the
housing upcycle to continue in 2017, with single-family starts
forecast to improve 10% and multifamily volume to grow 5.1%.  Total
starts would be in excess of 1.3 million (up 8.3%).  Fitch also
expects new and existing home sales will increase about 11.5% and
4%, respectively.

                          KEY ASSUMPTIONS

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

   -- Industry single-family housing starts improve 11.5%, while
      new and existing home sales grow 14.6% and 3%, respectively,

      in 2016; Fitch expects the housing upcycle to continue in
      2017, with single-family starts forecast to improve 10% and
      new and existing home sales increase 11.5% and 4%,
      respectively;

   -- Debt-to-EBITDA falls below 4.0x by the end of 2016;

   -- Interest coverage above 4.5x in 2016;

   -- CalAtlantic maintains at least $500 million of liquidity
      during 2016 from a combination of cash and revolver
      availability.

                       RATING SENSITIVITIES

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels, free cash flow trends and uses, and the
company's liquidity position.

Positive rating actions may be considered if the recovery in
housing is maintained and is meaningfully better than Fitch's
current outlook, and the combined company shows continuous
improvement in credit metrics (particularly debt to EBITDA
consistently below 3.5x and interest coverage above 5x).  The
company would be expected to maintain a healthy liquidity position
consisting of unrestricted homebuilding cash and revolver
availability (above $500 million) through the cycle with a bias
towards unrestricted homebuilding cash component into the next
downturn.

A negative rating action could be triggered if the industry
recovery dissipates; 2016/2017 revenues each drop at roughly a
mid-teens pace while EBITDA margins fall below 12% and debt to
EBITDA consistently remains above 5.0x; and the company's liquidity
position falls sharply, perhaps below $300 million as the company
maintains an overly aggressive land and development spending
program.

FULL LIST OF RATING ACTIONS

Fitch currently rates CAA as:

   -- Long-Term IDR 'BB-';
   -- Senior unsecured notes 'BB-/RR4';
   -- Unsecured revolving credit facility 'BB-/RR4'.

The Recovery Rating of '4' for CAA's unsecured debt supports a
rating of 'BB-', and reflects average recovery prospects in a
distressed scenario.


CALATLANTIC GROUP: S&P Rates New $300MM Unsecured Notes 'BB'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to
CalAtlantic Group Inc.'s (CAA) proposed offering of $300 million of
unsecured senior notes due 2026.  The '3' recovery rating on the
debt indicates S&P's expectation for meaningful (50% to 70%; high
end of the range) recovery in the event of default.  The 'BB'
corporate credit rating and stable outlook are unchanged.

Company management has stated its intent to allocate proceeds from
the offering for general corporate purposes in the near term.
However, S&P anticipates the company will also use a portion, in
addition to cash generated in the interim, to retire its 10.75%
senior unsecured notes when they become due in September.  This
will avoid certain prepayment fees associated with retiring the
notes immediately after the proposed issuance.

CAA was formed in October 2015 as the result of a merger between
homebuilders Standard Pacific Corp. and The Ryland Group.  Based on
S&P's forecast, it believes the pro forma company will be the
fourth-largest U.S. homebuilder by home closing volume.  CAA
focuses its product mix on the move-up demographic but also serves
entry-level and luxury markets, and builds homes in 17 states
across the U.S.

Ratings List

CalAtlantic Group Inc.
Corporate Credit Rating               BB/Stable/--

New Rating

CalAtlantic Group Inc.
$300 mil of unsecd sr nts due 2026    BB
  Recovery Rating                      3H


CANCER GENETICS: Hal Mintz Reports 6.7% Equity Stake as of May 20
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Hal Mintz disclosed that as of May 20, 2016, he
beneficially owns 1,081,500 common shares of Cancer Genetics, Inc.,
representing 6.71 percent of the shares outstanding.  Also included
in the filing are Sabby Healthcare Master Fund, Ltd. (756,500
shares), Sabby Volatility Warrant Master Fund, Ltd. (325,000
shares) and Sabby Management, LLC (1,081,500 shares).
A copy of the regulatory filing is available for free at:
  
                      https://is.gd/TOOMSI

                     About Cancer Genetics

Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.

Cancer Genetics reported a net loss of $20.2 million on $18.0
million of revenue for the year ended Dec. 31, 2015, compared to a
net loss of $16.6 million on $10.2 million of revenue for the year
ended Dec. 31, 2014.

As of March 31, 2016, Cancer Genetics had $43.96 million in total
assets, $15.7 million in total liabilities and $28.3 million in
total stockholders' equity.


CARRICK TRUCKING: Court Junks Appeal on Constructive Trust Claim
----------------------------------------------------------------
Judge Thomas L. Ludington of the United States District Court for
the Eastern District of Michigan, Northern Division, affirmed the
August 18, 2015 Opinion and Judgment of the Bankruptcy Court for
the Eastern District of Michigan.

Appellants Brian and Trudy Carrick have appealed from a decision by
the Bankruptcy Court for the Eastern District of Michigan in an
adversarial proceeding initiated by the Chapter 11 liquidating
trustee for Carrick Trucking, Inc.  Appellants claimed a
constructive trust in a portion of a parcel of real property owned
by Debtor. In response to this claim, the liquidating trustee
initiated a core adversarial proceeding against Appellants. Trustee
sought a judgment declaring that Appellants had no priority
interest in the parcel they claimed.

Trustee moved for summary judgment, arguing that no constructive
trust existed under Michigan law for two reasons: first, a
constructive trust must be imposed by a court and was not imposed
here; and, second, that even if a constructive trust does not need
to be imposed by a court, the equitable conditions required for
recognizing a constructive trust are not satisfied. The bankruptcy
court granted Trustee's motion for summary judgment and determined
that Appellants did not hold a constructive trust in any portion of
the subject property and thus were simply "claimants" under the
bankruptcy code.

The appeal is BRIAN CARRICK and TRUDY CARRICK, Appellants, v. KELLY
HAGAN, Chapter 11 Liquidating Trustee, Appellee in relation to
bankruptcy case In re Carrick Trucking, Inc., Debtors, Case No.
15-cv-13115.

A full-text copy of the Opinion and Order dated April 22, 2016 is
available at https://is.gd/4dRHZX from Leagle.com.

Brian Carrick, Appellant, is represented by Corey David
Grandmaison, Esq. -- Grandmaison Legal.

Trudy Carrick, Appellant, is represented by Corey David
Grandmaison, Grandmaison Legal.

Kelly N Hagen, Appellee, is represented by Kevin M. Smith, Esq. --
Beadle Smith, PLC.


COLVER PROJECT: Moody's Affirms Ba1 Rating on Sr. Secured Debt
--------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 senior secured debt
rating of the Colver Project.  The outstanding balance of
amortizing senior secured Series F bonds due Dec. 1, 2018, is
approximately $53.4 million.  The rating outlook is stable.  The
affirmation reflects the project's consistent track record of solid
operating performance with high availability and capacity factors
and the project's favorable long-term Purchase Power Agreement
(PPA) with Pennsylvania Electric Company ("Penelec"; Baa2, stable)
for all of its net output that expires in 2020 after the maturity
of outstanding bond debt in December 2018.

Outlook Actions:

Issuer: Colver Project
  Outlook, Remains Stable

Affirmations:

Issuer: Colver Project
  Senior Secured Regular Bond/Debenture, Affirmed Ba1

Issuer: Pennsylvania Economic Dev. Fin. Auth.
  Backed Senior Secured Revenue Bonds, Affirmed Ba1
  Backed Underlying Senior Secured Revenue Bonds, Affirmed Ba1

                        RATINGS RATIONALE

Colver's Ba1 senior secured rating reflects the project's favorable
long-term Purchase Power Agreement (PPA) with Penelec for all of
its net output, which provides a stable stream of revenues.  The
project benefits from a consistent track record of solid operating
performance with high availability and capacity factors and fuel
supply risk being mitigated by its own waste coal sources.  The
rating remains constrained by the project's limited ability to pass
through higher operating and maintenance costs that continue as
revenue growth is mostly capped at half the rate of GDP escalation.
The rating also factors in Colver's exposure to potential
environmental challenges which is partially mitigated by the timing
of the potential expenditures relative to the maturity of the debt.
Colver currently benefits from an approved extension that requires
it to be in compliance with MATS (Mercury and Air Toxic Standards)
only after April 2019.  Nevertheless, Moody's expect that Colver
will continue to face upward pressure on limestone costs (around
$4.3 million in fiscal year 2015) and for costs related to the
Pennsylvania Pollution Tax (around
$0.4 million in 2015) in the medium term.

Future total rent coverage ratios will benefit from the December 1
repayment of subordinated debt and lower scheduled lease equity
payments, which should partly enhance projected credit metrics.
These lower financing obligations will be offset by higher
maintenance requirements for a major overhaul of the generator and
to address the increasing number of tube leaks since 2014 which
together will put some upward pressure on operating and maintenance
costs in 2016.

Structural Considerations

The project benefits from typical project finance features and a
waterfall funding mechanism that prioritizes the payment of senior
bond debt service obligations prior to cash being available to
service rent payments to the owner participant.  The financing
structure restricts permitted distributions to the project's
partners.  The structure also incorporates a provision to apply
excess cash to be available to prepay the senior bonds if the
senior bond DSCR falls below 1.25 times over a specified period of
time.  Colver has not made a distribution to partners since 2006 as
coverage ratios were below the minimum requirement for permitted
distributions.  Future distributions could be allowed if Colver
meets the minimum senior bond DSCR test of 1.25x and a minimum
1.15x total lease coverage test going forward, which Moody's view
as likely given the repayment of the subordinated debt and lower
equity payment.

Liquidity

The project has an adequate liquidity cushion.  Colver has a
traditional project finance structure with a meaningful level of
cash funded reserves.  Bondholders of the senior 2005 Series F bond
benefit from a dedicated six month reserve for principal and
interest.  At end of October 2015, the project's total restricted
cash balances, including reserves, stood at $27.5 million and cash
on hand was around $1.1 million.

Rating Outlook

The stable outlook reflects Moody's expectation that operating
performance and coverage ratios will remain consistent with the Ba1
rating over the next 12-18 months together with the maintenance of
an adequate liquidity cushion.  Moody's projects senior debt
service coverage ratios will remain at least around 1.2x-1.4x and
total rent coverage comfortably above 1.1x over the next 12 to 18
months.

Upward rating pressure is currently limited given the expectations
for future performance which Moody's believes will produce
financial metrics consistent with a high Ba-rated amortizing power
project.  However, the rating could be upgraded should the cost of
fuel and ash handling and other operating expenses enhance margins
on a sustained basis such that Colver's senior debt service
coverage ratio is consistently above 1.4x and its total rent
coverage ratio is above 1.2x.

The rating could be downgraded should there be prolonged operating
challenges or substantial cost escalation.  This would be evidenced
by Colver's senior DSCR falling substantially below 1.3x for a
sustained period of time or its total rent coverage falling below
1.0x on a consistent basis.  In addition, any challenges relating
to the Penelec PPA or a downgrade of Penelec's rating by several
notches could put downward pressure on Colver's rating.

The Colver Project is a 111 MW (net) bituminous waste coal-fired
power generation facility located in Cambria County, Pennsylvania
that began operations in 1995.  Colver sells its energy to the
Pennsylvania Electric Company (Baa2, stable) under a power purchase
agreement (PPA) that expires in 2020.

The principal methodology used in these ratings was Power
Generation Projects published in December 2012.


CONN'S INC.: Moody's Cuts Corporate Family Rating to B1
-------------------------------------------------------
Moody's Investors Service downgraded all ratings of Conn's, Inc.,
including the Corporate Family rating, which was downgrade to B1
from Ba3 with a stable outlook.

"The rating actions reflect the negative impact on Conn's credit
profile of sizeable losses in its proprietary credit portfolio,"
stated Moody's Vice President Charlie O'Shea. "Conn's is suffering
from the energy-driven negative macroeconomic factors in its core
Texas market, as well as a prior strategy of using credit
availability to spur sales growth, with the result that charge-offs
have increased significantly, and will likely remain high,"
continued O'Shea. "Credit metrics have deteriorated markedly over
the past several quarters as earnings have suffered. While we
acknowledge the company is taking significant steps to remediate
the problem by tightening its underwriting standards, we believe it
will take up to several quarters for metrics to rebound."

Downgrades:

Issuer: Conn's, Inc.

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

-- Corporate Family Rating, Downgraded to B1 from Ba3

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    B3(LGD5) from B2(LGD5)

Outlook Actions:

Issuer: Conn's, Inc.

-- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Conn's, Inc.

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

Moody's said, "The B1 rating considers Conn's credit metrics, which
have deteriorated markedly with the unfavorable performance of its
proprietary credit business such that EBIT/interest has dropped
below 1.5 times and debt/EBITDA is approaching 8 times. We note
that Conn's debt is heavily-weighted towards the financing of the
credit portfolio rather than the retail segment of the business,
with the debt mix at FYE January 2016 roughly 65% tied to the
credit portfolio (around $1 billion), and 35% notes and lease
adjustments ($227 million and around $300 million). Ratings also
consider Conn's dedicated customer base and attractive product and
finance offerings that offer a compelling alternative to
rent-to-own. Ratings also consider the company's relatively small
size and limited geographic breadth, with heavy reliance at present
on the vagaries of the Texas economy, which we believe bear some
responsibility for the current problems in the Conn's credit
business.

"The stable outlook reflects our belief that Conn's has a firm
handle on remediating the legacy aggressive underwriting practices
that were used to drive sales, with the result that credit metrics
will begin to show improvement beginning the back half of 2016."

Ratings could be downgraded if credit metrics do not improve
sequentially from current levels, both from a leverage and coverage
perspective.

Ratings could be upgraded if the credit business shows improvement
in performance, which would be evidenced by total debt/EBITDA being
sustained below 6 times and EBIT/interest maintained above 3 times.


CONSOL ENERGY: Egan-Jones Cuts FC Sr. Unsecured Rating to B-
------------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Consol Energy Inc. to B- from B
on May 6, 2016.  EJR lowered foreign currency commercial paper
rating on the Company to C from B.

Consol Energy Inc. is an American energy company with interests in
coal and natural gas production headquartered in the suburb of
Cecil Township, in the Southpointe complex, just outside
Pittsburgh, Pennsylvania.



DATA SYSTEMS: Ch.11 Trustee Hires Henderson as Accountant
---------------------------------------------------------
Amy Mitchell, Chapter 11 trustee of Data Systems, Inc., asks for
permission from the U.S. Bankruptcy Court for the District of
Oregon to employ Henderson Bennington Moshofsky, P.C., as
accountant.

HBM will provide these services to the Chapter 11 Trustee:

      -- accounting for and preparation of Rule 2015 Monthly
         Operating Reports as required;

      -- accounting for and preparation of corporate tax returns
         as required; and

      -- generally assisting the trustee in the accounting and
         tax matters as she may require, including analyzing the
         tax impacts of potential asset sale and leasing scenarios

         on the estate and its shareholders.

HBM will be paid at these hourly rates:

         Judith V. Bennington         $230
         Stephen P. Moshofsky         $230
         Lai Wa Ng                    $200
         Inna L. Schtokh              $170
         Kenneth M. Bakondi           $170
         Kim E. Nordling              $100
         Trudy E. Bradetich            $65
         Tara Montgomery               $55

Judith V. Bennington at HBM assures the Court that the Firm has no
interest materially adverse to the interest of the estate or of any
class of creditors or equity security holders.

The Firm can be reached at:

          Judith V. Bennington, Partner, CPA
          Henderson Bennington Moshofsky, PC
          4800 S.W. Griffith Drive Suite 350
          Beaverton, OR 97005
          Tel: (503) 641-2600
          Fax: (503)526-9696
          E-mail: judith@cpaoregon.com

Portland, Oregon-based Data Systems, Inc., filed for Chapter 11
bankruptcy protection (Bankr. D. Ore. Case No. 16-30477) on Feb.
11, 2016, estimating its assets at between $1 million and $10
million and its liabilities at between $100,000 and $500,000.  The
petition was signed by William F. Holdner, president.

Judge Randall L. Dunn presides over the case.

Ted A Troutman, Esq., at Troutman Law Firm P.C. serves as the
Debtor's bankruptcy counsel.


DIGICEL GROUP: Fitch Affirms 'B' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the ratings of Digicel Group Limited
(DGL) and its subsidiaries Digicel Limited (DL) and Digicel
International Finance Limited (DIFL), collectively referred to as
'Digicel' as follows.

DGL
-- Long-Term Issuer Default Rating (IDR) at 'B'; Stable Outlook;
-- $US 2.0 billion 8.25% senior subordinated notes due 2020 at
    'B-/RR5';
-- $US 1 billion 7.125% senior unsecured notes due 2022 at
    'B-/RR5'.

DL
-- Long-Term IDR at 'B'; Stable Outlook;
-- $US 250 million 7% senior notes due 2020 at 'B/RR4';
-- $US 1.3 billion 6% senior notes due 2021 at 'B/RR4';
-- $US 925 million 6.75% senior notes due 2023 at 'B/RR4';

DIFL
-- Long-Term IDR at 'B'; Stable Outlook;
-- Senior secured credit facility at 'B+/RR3'.

The Rating Outlook is Stable.

KEY RATING DRIVERS

Digicel's ratings reflect its well-diversified geographical
operations with leading market positions, strong network quality,
and brand recognition, which have and will continue to enable
stable performance and cash flow generation. The ratings are
tempered by the company's historically aggressive shareholder
returns, high leverage, ongoing FX volatility in some of its key
markets, and business concentration in countries with low ratings.

Under Fitch's approach to rating entities within a corporate group
structure, the IDRs of DGL and its subsidiaries, DL and DIFL, are
equal, based on a consolidated group credit profile given the
strong strategic and financial linkages.

Different rating levels for each entity's debt instruments reflect
varying recovery prospects given default according to seniority of
the claims. Fitch believes that DIFL's secured credit facility has
good recovery prospects under default, reflected in its 'RR3'
Recovery Rating, as it is secured by assets of operating
subsidiaries. DL's senior unsecured notes are legally and
structurally subordinated to DIFL's credit facility, thus it has a
lower Recovery Rating of 'RR4', which indicates average recovery
prospects. DGL's senior notes are the most junior in rankings as
they are subordinated to DL's senior notes, resulting in
below-average recovery prospects. That has resulted in the
assignment of a 'RR5' Recovery Rating.

Stable Performance Beset by FX

Digicel has generated stable operating results on a local-currency
(LC) basis in the first nine months of fiscal 2016 (9MFY16), ended
on March 31, 2016. Fitch expects this trend to continue over the
medium term. During the period, the company's
constant-currency-based service revenue posted stable growth of 4%
underpinned by increasing data revenue supporting average revenue
per user (ARPU), and strong growth in 'Other Markets' and
non-mobile segments. Its high EBITDA margin, measured by EBITDA to
total revenues, remained stable at 41.8%, which compares to 41.4% a
year ago, backed by cost control efforts including subsidies
despite competitive pressures. (Fitch's EBITDA calculation includes
staff costs related to share options.) Subscriber base expansion
has remained slow but stable, with the total subscriber base
reaching 13.9 million as of December 2015 from 13.8 million a year
ago.

Negatively, this growth has been largely diluted by ongoing FX
volatility in some of its key markets, mainly Haiti, Papua New
Guinea, and French West Indies. As a result, the reported service
revenues in $US during the 9MFY16 contracted by 2% compared to a
year ago. Although the negative FX movement impact in each of the
company's operational geographic areas is immaterial given the
close revenue-cost currency match, continued local-currency
depreciation would weaken the company's ability to service debt
obligation, which is mostly denominated in $US in the absence of
any FX hedging.

Negative FCF to Reverse

Fitch forecasts Digicel's FCF generation to turn positive from FY17
backed by lower capex in the absence of dividend payments.
Digicel's FCF has remained in negative territory in recent years
mainly due to high capex for fiber network investments. The
company's capex soared to $US552 million and $US649 million in FY14
and FY15, respectively, from just $US361 million in FY13, with the
capital intensity ratio, measured by capex-to-sales, rising to
above 20% compared to just 13% during the same period. Capex
remained high at $US469 million during the 9MFY16, with the capital
intensity ratio hovering at around 22%, resulting in continued
negative FCF given CFFO of just $US317 million.

This trend is likely to reverse from FY17 and onwards as major
investments for fiber is mostly completed in main markets. As such,
Fitch forecasts Digicel's capex to decline to around $US450 million
in FY17 and further down to below $US400 million in FY18, which is
more in line with the previous level before major fiber deployment.
In addition, Fitch believes that the company will continue to
refrain from any sizable shareholder distribution in the short to
medium term to shore up its cash position. This will enable the
company to return to positive FCF generation and help support
modest deleveraging over the medium term.

High Leverage

Digicel's leverage is high, which is incorporated in its 'B' rating
level. The company's leverage has been gradually trending up driven
mainly by a combination of high capex and dividends while its
EBITDA growth has been relatively flat, in part due to negative FX
impact. Digicel's consolidated gross debt amounted to $US6.4
billion as of Dec. 31, 2015, which unfavorably compares to $US4.9
billion at end-FY12, while EBITDAR remained at around $US1.2
billion during those years, resulting in high gross and net
leverage of 5.7x and 5.5x, respectively. Positively, Fitch
forecasts these ratios to gradually fall, backed by positive FCF
generation from FY17.

Positive Revenue Diversification

Ongoing revenue diversification away from traditional mobile voice
is positive as the revenue proportion of mobile voice fell to 56%
during 9MFY16 from 64% a year ago. The contribution from mobile
data should continue to steadily increase over the medium term,
mitigating negative pressures on the voice ARPU, which has suffered
from competitive pressures and reduced mobile termination rates in
some markets. During 9MFY16, data revenues grew by 14% from a year
ago on a local currency basis, accounting for 35% of mobile service
revenues, driven by a steady increase in smartphone penetration to
41% from 31% a year ago.

In addition, Digicel's recent strategic focus on cable and
broadband should enable further revenue diversification as it
continues to connect more homes on its established networks. The
company's total cable RGUs have increased by 127% during the period
to 152,000 from 67,000 with the segmental revenues increasing by
200% to $US57 million from $US19 million. Despite marginal EBITDA
contribution in the short to medium term, cable and broadband
should be a meaningful cash generator in the long term along with
business solutions and diaspora segments, of which revenues grew by
25% and 16% during the 9MFY16 compared to a year ago.

KEY ASSUMPTIONS

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

-- Low-to-mid single-digit annual revenue growth in FY2017 and
    FY2018;

-- EBITDA margin to fall towards 40% over the medium- to long-
    term;

-- Positive FCF generation from FY2017 with reduced capex;

-- No dividend payments over the medium term;

-- Net leverage to fall to below 5.5x over the medium term.

RATING SENSITIVITIES

A negative rating action could be considered if consolidated
leverage at DGL increases above 6.0x on a sustained basis, due to a
combination of competitive pressures, negative FX movement, high
capex, sizable acquisitions, and aggressive shareholder
distributions. In addition, Digicel's inability to proactively
execute refinancing of sizeable bullet maturities in the medium- to
long-term could also pressure its credit quality.

Conversely, a positive rating action could be considered in the
case of a sustained reduction in consolidated gross leverage to
4.0x or below, and material improvement in FCF generation with
conservative debt maturities management.

LIQUIDITY

Digicel's short-term liquidity profile is adequate as the company
does not face any sizable debt maturity until FY18, when $US210
million of DIFL loan is amortized, while it held
readily-available-cash balance of $US291 million as of December 31,
2015. However, the company's current cash balance is materially
lower than its historical levels of at least $US500 million or
higher while its debt maturity materially increases to $US629
million in FY19 as the remainder of DIFL facility becomes due.
Digicel's failure to return to meaningful FCF generation or
successful extension/refinancing of DIFL facility could pressure
the ratings over the medium term.


DOGLEG RIGHT: Hires DeMarco-Mitchell as General Counsel
-------------------------------------------------------
Dogleg Right Partners, LP, asks the U.S. Bankruptcy Court for the
Eastern District of Texas for permission to employ
DeMarco-Mitchell, PLLC, as general counsel.

DM will:

      a. take all necessary action to protect and preserve the
         estate, including the prosecution of actions on its
         behalf, the defense of any actions commenced against it,
         negotiations concerning all litigation in which it is
         involved, and objecting to claims;

      b. prepare on behalf of the Debtor all necessary motions,
         applications, answers, orders, reports, and papers in
         connection with the administration of the estate;

      c. formulate, negotiate, and propose a plan of
         reorganization; and

      d. perform all other necessary legal services in connection
         with the proceedings.

DM will be paid these hourly rates:

         Robert T. DeMarco, Esq.       $350
         Michael S. Mitchell, Esq.     $285
         Barbara Drake, Paralegal      $125

Robert DeMarco, a member at DM, assures the Court that the firm is
a "disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Mr. DeMarco says that DM commenced representation of the Debtor on
Oct. 28, 2015.  To date, a retainer of $6,717 has been paid to DM
on behalf of the Debtor.  DM has incurred fees of $2,531.25, costs
and expenses of $0, and filing fees of $1,717 prior to the Petition
Date.  The remaining balance held in trust by DM is $2,468.75.

Headquartered in Plano, Texas, Dogleg Right Partners, LP, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No.
16-40885) on May 15, 2016, estimating its assets at between $1
million and $10 million and liabilities at between $10 million and
$50 million.  The petition was signed by David Billings,
president.

Robert T. DeMarco, Esq., at DeMarco-Mitchell, PLLC, serves as the
Debtor's bankruptcy counsel.


DONNIE NORRIS: To Sell Orange Beach Property for $510,000
---------------------------------------------------------
Donnie G. Norris on May 25, 2016, filed a motion asking the U.S.
Bankruptcy Court for the Northern District of Alabama to approve a
contract for the sale of his interest in 28105 Perdido Beach Blvd.,
1003, Orange Beach, AL, to Mike and Tina Robinson for $510,000.
The purchaser has already obtained financing and the sale can close
immediately after approval from the Court.  CitiMortgage holds a
first mortgage with a balance of $230,000 and Alliant Bank holds a
judgment lien in the amount of $1,013,034.  All liens, mortgages,
or other interests will attach to the proceeds of the sale.

Donnie G. Norris filed a Chapter 11 petition (Bankr. N.D. Ala. Case
No. 15-03662) on Sept. 14, 2015.

The Debtor's attorney:

         C. Taylor Crockett, P.C.
         2067 Columbiana Road
         Birmingham, AL
         Tel: (205) 978-3550
         Fax: (205) 978-3556


EASTMINSTER SCHOOL: Seeks to Hire Robl Law Group as Counsel
-----------------------------------------------------------
Eastminster School, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to hire Robl Law Group,
LLC as its legal counsel.

The firm's professionals who are expected to provide the services
and their hourly rates are:

     Michael D. Robl, Esq.      $325
     Shoshana Watt (paralegal)  $100

Robl Law Group does not hold or represent any interest materially
adverse to Debtor or its estate, according to court filings.

The firm can be reached through:

     Michael Robl
     Robl Law Group, LLC
     3754 Lavista Road, Suite 250
     Tucker, GA 30084
     Phone: (404) 373-5153
     Fax: (404) 537-1761 )
     Email: michael@roblgroup.com

                     About Eastminster School

Eastminster School, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of Georgia (Atlanta) (Case
No. 16-58972) on May 24, 2016. The petition was signed by Andrew M.
Brown, director.

The Debtor disclosed total assets of $1.62 million and total
debts of $3.25 million.


EDWARD RENSI: Selling Property to A-Team for $220,500
-----------------------------------------------------
Edward Henry Rensi on June, 2016, at 10:00 a.m. will appear before
Judge Janet S. Baer to seek approval of the sale of 6805-9 Hobson
Valley Drive, Units 105 and 114, Woodridge, Illinois, to A-Team
Heating and Air Conditioning/Adam Mufich for $220,500.  Any
proceeds after the payment of costs of sale including real estate
taxes and Association costs above will be paid to Molto Burgers,
LLC.  According to a May 25 filing by the Debtor, the purchaser has
paid an initial earnest money deposit of $5,000.  The price offered
by A-Team is the best offer the Debtor has received to date for the
Property.

Edward Henry Rensi sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 15-33948) on Oct. 5, 2015.

The Debtor's attorneys:

         Paul M. Bach, Esq.
         Penelope N. Bach, Esq.
         BACH LAW OFFICES
         P.O. Box 1285
         Northbrook, IL 60065
         Tel: (847) 564-0808


ELBIT IMAGING: Health Canada OKs System for Tremor Treatment
------------------------------------------------------------
Elbit Imaging Ltd. announced that it was informed by INSIGHTEC
Ltd., that Health Canada has approved its Exablate Neuro system for
the treatment of essential tremor.

INSIGHTEC's Exablate Neuro platform is transforming medicine by
presenting a non-invasive treatment alternative that combines two
technologies: Focused Ultrasound, which is used to lesion the
targeted tissue deep in the brain, and Magnetic Resonance Imaging
(MRI), which is used to guide the ultrasound waves to the specific
target tissue and provide real-time feedback on treatment progress
and outcomes.

Essential tremor is the most common movement disorder, affecting
millions people worldwide.  It is a progressive and debilitating
neurological condition that causes a rhythmic trembling of the
hands, head, voice, legs or trunk.

Exablate Neuro was investigated as a treatment alternative for
these patients.

The Company holds approximately 89.9% of the share capital of Elbit
Medical Technologies Ltd. (TASE: EMTC-M) (86.2% on a fully diluted
basis) which, in turn, holds approximately 31.3% of the share
capital in INSIGHTEC (26.6% on a fully diluted basis).

                      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.

Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47
million of revenues for the year ended Dec. 31, 2015, compared to
profit of NIS 1 billion on NIS 461,000 of revenues for the year
ended Dec. 31, 2014.  As of Dec. 31, 2015, Elbit Imaging had NIS
778.25 million in total assets, NIS 758.96 million in total
liabilities and NIS 19.28 million in shareholders' equity.

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.


ELC HEALTH: Seeks to Hire Donald Jarvis as Accountant
-----------------------------------------------------
ELC Health Care, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire Donald Jarvis of
Donald A. Jarvis & Company as its accountant.

The Debtor tapped Mr. Jarvis to prepare tax and payroll
documentation, prepare an annual Medicare cost report, and assist
the Debtor in formulating its bankruptcy plan.

Mr. Jarvis will charge $150 per hour for his services.

In an affidavit, Mr. Jarvis disclosed that he is not a
"disinterested person" since he is employed by the firm, an ELC
Health Care creditor.

Mr. Jarvis, however, does not have any other conflict of interest,
according to court filings.

                     About ELC Health Care

ELC Health Care, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of Illinois (Chicago)
(Case No. 16-12347) on April 11, 2016.

The petition was signed by Irish Malaga, authorized representative.
The case is assigned to Judge Janet S. Baer.

The Debtor estimated assets of $0 to $50,000 and debts of $1
million to $10 million.


ELC HEALTH: Seeks to Hire Schneider & Stone as Bankr. Counsel
-------------------------------------------------------------
ELC Health Care, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire Schneider & Stone as
its general bankruptcy counsel.

Schneider & Stone will charge $350 per hour for services rendered
to the Debtor. Paralegal time will be billed out at $175 per hour.

Matthew Lee Stone, Esq., at Schneider & Stone, disclosed in an
affidavit that his firm is a disinterested person as defined in
section 101(14) of the Bankruptcy Code.   

Schneider & Stone can be reached through:

     Matthew Lee Stone
     8424 Skokie Blvd., Suite 200
     Skokie, IL 60077
     Office: 847-933-0300
     Fax: 847-676-2676

                     About ELC Health Care

ELC Health Care, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of Illinois (Chicago)
(Case No. 16-12347) on April 11, 2016.

The petition was signed by Irish Malaga, authorized representative.
The case is assigned to Judge Janet S. Baer.

The Debtor estimated assets of $0 to $50,000 and debts of $1
million to $10 million.


EMMAUS LIFE: Incurs $1.65 Million Net Loss in Q2 2015
-----------------------------------------------------
Emmaus Life Sciences, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.65 million on $144,336 of net revenues for the three months
ended June 30, 2015, compared to a net loss of $8.33 million on
$107,405 of net revenues for the three months ended June 30, 2014.

For the six months ended June 30, 2015, Emmaus Life reported a net
loss of $4.89 million on $241,095 of net revenues compared to a net
loss of $15.33 million on $192,094 of net revenues for the same
period in 2014.

As of June 30, 2015, Emmaus Life had $3.44 million in total assets,
$25.99 million in total liabilities and a total stockholders'
deficit of $22.54 million.

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

                    https://is.gd/tBqhPt

                      About Emmaus Life

Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases.  This biopharmaceutical
company's headquarters is in Torrance, California.

Emmaus Life reported a net loss of $12.69 million on $590,114 of
net revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.75 million on $500,679 of net revenues for the year
ended Dec. 31, 2014.

SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, its total liabilities exceed its
total assets and it has an accumulated stockholders' deficit.  This
raises substantial doubt about the Company's ability to continue as
a going concern.


EMMAUS LIFE: Incurs $3.44 Million Net Loss in Q3 2015
-----------------------------------------------------
Emmaus Life Sciences, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.44 million on $77,173 of net revenues for the three months
ended Sept. 30, 2015, compared to a net loss of $3.62 million on
$155,644 of net revenues for the three months ended Sept. 30,
2014.

For the nine months ended Sept. 30, 2015, the Company reported a
net loss of $8.34 million on $318,268 of net revenues compared to a
net loss of $18.95 million on $347,737 of net revenues for the same
period in 2014.

As of Sept. 30, 2015, Emmaus Life had $2.28 million in total
assets, $27.31 million in total liabilities and a total
stockholders' deficit of $25.03 million.

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

                      https://is.gd/clNQGq

                       About Emmaus Life

Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases.  This biopharmaceutical
company's headquarters is in Torrance, California.

Emmaus Life reported a net loss of $12.69 million on $590,114 of
net revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.75 million on $500,679 of net revenues for the year
ended Dec. 31, 2014.

SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, its total liabilities exceed its
total assets and it has an accumulated stockholders' deficit.  This
raises substantial doubt about the Company's ability to continue as
a going concern.


ENERGY FUTURE: Plan Approval Schedule for E-Side Debtors Set
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on May 24
entered an order in the Chapter 11 cases of Energy Future Holdings
Corp., et al., scheduling hearing dates and deadlines, and
established protocols in connection with the confirmation of the
Debtors' joint plan of reorganization and approval of the
explanatory disclosure statement.

These dates shall govern approval of the Disclosure Statement
relating to the E-Side Debtors, including the hearing for the Court
to consider approval of the Disclosure Statement, as well as
confirmation of the New Plan relating to the E-Side Debtors,
including the hearing for the Court to consider confirmation of the
New Plan as pertains to the E-Side Debtors:

     (A) Fact Discovery

May 2, 2016,   shall be the date on which Participating Parties
               may begin serving written discovery requests
               related to the E-Side Debtors and all the written
               discovery requests must be served no later than
               May 27, 2016, at 4:00 pm. (prevailing Eastern
               Time). The Participating Parties must serve written
               responses and objections to the E-Side Requests no
               later than Friday, June 3, 2016.

May 2, 2016,   shall be the date on which Participating Parties may

               begin serving third-party subpoenas.

May 2, 2016,   shall be the date on which Participating Parties may

               begin serving notices of depositions related to the

               E-Side Debtors, including notices under Rule
               30(b)(6) of the Federal Rules of Civil Procedure.
               Deposition notices must be served no later than
seven
               days prior to the deposition date.

June 29, 2016, shall be the date on which Participating Parties
               shall have completed responding to the E-Side
               Requests (it being understood that Participating
               Parties will produce responsive materials on a
               rolling basis in advance of such date).

June 30, 2016, shall be the date on which depositions of fact
               witnesses may begin. Deposition notices must be
               served no later than seven days prior to the
               deposition date, and any objections thereto must be
               served no later than five days before the
               deposition date; provided, however, that the
               objection deadline will be no earlier than three
               days after the date the deposition notices are
               served.

July 8, 2016,  shall be the deadline for service of deposition
               notices. Notwithstanding, if a party designates a
               fact witness to testify at the E-Side
               Confirmation Hearing who has not been deposed,
               the deadline to serve a deposition notice on that
               witness shall be five days after the witness
               designation.

July 8, 2016,  shall be the deadline by which the Debtors will
               file an amended Plan of Reorganization, and the
               Debtors shall request a telephonic status
               conference with the Court no later than two
               business days after filing the Amended Plan.
               Participating Parties may serve supplemental
               written discovery requests and supplemental
               deposition notices relating to material changes
               in the Amended Plan no later than Wednesday,
               July 13, 2016, at 4:00 p.m. (prevailing Eastern
               Time). The Participating Parties must serve
               written responses and objections to the
               Supplemental Requests no later than Tuesday,
               July 19, 2016.

July 15, 2016, shall be the date on which Participating Parties
               shall have provided logs of all documents
               responsive to the E-Side Requests that were
               withheld on the basis of any claim of privilege.

July 29, 2016, shall be the date on which all fact discovery
               related to the E-Side Debtors shall be complete,
               except that the Participating Parties shall be
               required to complete production of documents in
               response to the Supplemental Requests by no
               later than Friday, August 5, 2016.  Reasonable
               requests for follow up documents or limited fact
               depositions based on new information discovered
               after this date will not be unreasonably withheld.

August 10, 2016, shall be the date on which Participating
               Parties shall have provided logs of all documents
               responsive to the Supplemental Requests that were
               withheld on the basis of any claim of privilege.

August 2, 2016, shall be the deadline by which Participating
               Parties must file any motions to compel discovery
               responses and document production, except that
               motions to compel discovery responses and document
               production in response to the Supplemental Requests

               shall be filed by Friday, August 12, 2016.

     (B) Disclosure Statement Proceedings

July 13, 2016, shall be the deadline by which any party,
               including the Participating Parties, must file
               any objections to the Disclosure Statement with
               regard to aspects of the Disclosure Statement
               relating to the E-Side Debtors.

July 15, 2016, shall be the date by which counsel to parties who
               filed timely objections to the Disclosure
               Statement with regard to aspects of the Disclosure
               Statement relating to the E-Side Debtors and
               counsel to the Debtors must meet and confer with
               a view toward narrowing and resolving their
               disputes regarding the adequacy of the disclosure
               statement.  The E-Side DS Meet and Confer may be
               held either in person or by telephone. Any party
               whose attorney fails to timely participate in the
               E-Side DS Meet and Confer will be deemed to have
               waived its objections to the Disclosure Statement.

July 19, 2016, shall be the deadline by which the Debtors must
               file their reply to all timely objections to the
               Disclosure Statement with regard to aspects of
               the Disclosure Statement relating to the E-Side
               Debtors.

July 20, 2016, shall be the date on which the Debtors must
               file a statement identifying the objections to
               the Disclosure Statement that remain unresolved
               after the E-Side DS Meet and Confer. The Debtors
               shall contemporaneously file an amended version
               of the Disclosure Statement reflecting all
               proposed changes.

July 21, 2016, at 10:00 am. (prevailing Eastern Time), shall
               be the date and time of the start of the E-Side
               Disclosure Statement Hearing, provided, however,
               the E-Side Disclosure Statement Hearing may be
               continued from time to time by the Court or for
               good cause shown.

July 26, 2016, shall be the date by which the Debtors must file
               the final Disclosure Statement, with regard to
               aspects of the Disclosure Statement relating to
               the E-Side Debtors, as approved by the Court.

     (C) Expert Discovery

August 12, 2016, shall be the date by which the Participating
               Parties shall engage in the simultaneous exchange
               of reports prepared by the initial expert
               witnesses. These reports must satisfy the
               requirements of Rule 26(a)(2)(B) of the Federal
               Rules of Civil Procedure. The Debtors will also
               update any of their valuation and liquidation
               analyses relating to the E-Side Debtors
               concurrently with the exchange of reports prepared
               by their initial expert witnesses.

August 23, 2016, shall be the date by which the Participating
               Parties shall engage in the simultaneous exchange
               of disclosures prepared by the rebuttal expert
               witnesses. These disclosures must satisfy the
               requirements of Rule 26(a)(2)(B) of the Federal
               Rules of Civil Procedure.

September 8, 2016, shall be the date on which all expert
               discovery relating to the E-Side Debtors shall
               be complete. Deposition notices must be served
               no later than five days prior to the deposition
               date, and any objections thereto must be served
               no later than three days before the deposition
               date; provided, however, that the objection
               deadline will be no earlier than three days
               after the date the deposition notices are served.

     (D) Plan Confirmation Proceedings

August 23, 2016, shall be the deadline by which Participating
               Parties must serve a preliminag list of witnesses
               and exhibits they intend to offer at the E-Side
               Confirmation Hearing. Witness lists shall identify
               all witnesses that each party will call or may
               call at each phase of the E-Side Confirmation
               Hearing and shall provide a brief summary of each
               witness's anticipated testimony.

September 6, 2016, shall be the date on which counsel to the
               Participating Parties shall meet and confer
               regarding the initial pretrial conference,
               including as to the duration of the trial.

September 9, 2016, at 10:00 am. (prevailing Eastern Time), shall
               be the date and time of an initial pretrial
               conference. The number of trial days and the
               Court's post-trial procedures shall be determined
               at the initial pretrial conference.

September 12, 2016, shall be the deadline by which any party,
               including the Participating Parties, must file
               any objections to the New Plan with regard to
               aspects of the New Plan relating to the E-Side
               Debtors.

September 13, 2016, shall be the deadline by which
               Participating Parties seeking to admit a
               deposition transcript excerpt as evidence at
               the E-Side Confirmation Hearing must serve a
               notice identifying the specific excerpts to
               be offered.

September 15, 2016, shall be the deadline by which
               Participating Parties must serve a final list
               of witnesses and exhibits they intend to offer
               at the E-Side Confirmation Hearing. Witness
               lists shall identify all witnesses that each
               Participating Party will call or may call at
               the E-Side Confirmation Hearing and shall
               provide a brief summary of each witness's
               anticipated testimony.

September 15, 2016, shall be the deadline by which any
               Participating Parties objecting to a
               deposition designation of a deposition
               transcript must serve their objection and by
               which any Participating Parties seeking to
               admit a deposition transcript excerpt as
               counter-evidence at the E-Side Confirmation
               Hearing must serve notice identifying the
               specific excerpts to be offered.

September 15, 2016, shall be the deadline by which
               Participating Parties must file motions in
               limine and by which Participating Parties
               must submit a proposed joint pretrial order
               per Local Bankruptcy Rule 7016-2(d).

September 15, 2016, shall be the date by which the
               Participating Parties must meet and confer
               with a view toward narrowing and resolving
               their evidentiary disputes.  The E-Side Plan
               Meet and Confer may be held either in
               person or by telephone.

September 16, 2016, shall be the deadline by which
               Participating Parties must serve objections
               to final witness and exhibit lists and
               objections to deposition counter-designations.

September 19, 2016, shall be the deadline by which the
               Participating Parties must file oppositions
               to any motions in limine.

September 22, 2016, shall be the deadline by which the Debtors
               must file their reply to all timely objections
               to the New Plan regarding aspects of the New
               Plan relating to the E-Side Debtors.

September 23, 2016, at 10:00 am. (prevailing Eastern Time),
               shall be the date and time of the final pretrial
               conference.

September 26, 2016, at 10:00 am. (prevailing Eastern Time) shall
               be the date and time of the start of the E-Side
               Confirmation Hearing.  The E-Side Confirmation
               Hearing will continue from day to day, as the
               Court's schedule permits, until completed;
               provided, however, the E-Side Confirmation
               Hearing may be continued from time to time by the
               Court or for good cause shown.

               Trial time will be divided equally between New
               Plan supporters and New Plan objectors, to be
               monitored by a chess clock. The Court will consider
               the submission of written directs upon request by
               the parties, which submissions shall not count
               against the submitting party's available trial
               time.

                       About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.

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

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

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

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

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

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

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

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

                            *     *     *

In December 2015, the Bankruptcy Court confirmed the Debtors' Sixth
Amended Joint Plan of Reorganization.  In May 2016, certain first
lien creditors of TCEH delivered a Plan Support Termination Notice
to the Debtors and the other parties to the Plan Support Agreement,
notifying the parties of the occurrence of a Plan Support
Termination Event.  The delivery of the Plan Support Termination
Notice caused the Confirmed Plan to become null and void.

Following the occurrence of the Plan Support Termination Event as
well as the termination of a roughly $20 billion deal to sell the
Debtors' stake in Oncor Electric Delivery Co., the Debtors filed
the Plan of Reorganization and the Disclosure Statement with the
Bankruptcy Court on May 1, 2016.  On May 11, they filed an amended
joint plan of reorganization and a related disclosure statement.

A copy of the Amended Plan is available at https://is.gd/Gl6Hmu

A copy of the Disclosure Statement is available at
https://is.gd/8pDwBx


ENERGY FUTURE: Plan Approval Schedule for TCEH Debtors Set
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on May 24,
2016, entered an order in the Chapter 11 cases of Energy Future
Holdings Corp., et al., scheduling hearing dates and deadlines, and
established protocols in connection with the confirmation of the
Debtors' joint plan of reorganization and approval of the
explanatory disclosure statement.

These dates will govern approval of the Disclosure Statement
relating to the TCEH Debtors, including the hearing for the Court
to consider approval of the Disclosure Statement, as well as
confirmation of the New Plan relating to the TCEH Debtors,
including the hearing for the Court to consider confirmation of the
New Plan as pertains to the TCEH Debtors:

     (A) Fact Discovery

May 2, 2016,   shall be the date on which Participating Parties
               may begin serving written discovery requests
               related to the TCEH Debtors and all such written
               discovery requests must be served no later than
               Friday, May 27, 2016, at 4:00 p.m. (prevailing
               Eastern Time). The Participating Parties must
               serve written responses and objections to the
               TCEH Requests no later than Friday, June 3, 2016.

May 2, 2016,   shall be the date on which Participating Parties
               may begin serving third-party subpoenas.

May 2, 2016,   shall be the date on which Participating Parties
               may begin serving notices of depositions related
               to the TCEH Debtors, including notices under Rule
               30(b)(6) of the Federal Rules of Civil Procedure.
               Deposition notices must be served no later than
               seven days prior to the deposition date.

June 22, 2016, shall be the date on which Participating Parties
               shall have completed responding to the TCEH
               Requests (it being understood that Participating
               Parties will produce responsive materials on a
               rolling basis in advance of such date).

June 22, 2016, shall be the date on which depositions of fact
               witnesses may begin. Deposition notices must be
               served no later than seven days prior to the
               deposition date, and any objections thereto must
               be served no later than five days before the
               deposition date; provided, however, that the
               objection deadline will be no earlier than
               three days after the date the deposition notices
               are served.

June 24, 2016, shall be the deadline for service of deposition
               notices. Notwithstanding the foregoing, if a
               party designates a fact witness to testify at
               the TCEH Confirmation Hearing who has not been
               deposed, the deadline to serve a deposition
               notice on that witness shall be five days after
               the witness designation.

June 29, 2016, shall be the deadline by which Participating
               Parties must file any motions to compel discovery
               responses and document production, except that
               a Participating Party shall have until July 5,
               2016, to file a motion to compel based on that
               privilege log.  In no event will the making or
               the granting of a motion to compel be grounds,
               standing alone, to extend any of the dates set
               forth in this Order.

June 30, 2016, shall be the date on which Participating Parties
               shall have provided logs of all documents
               responsive to the TCEH Requests that were
               withheld on the basis of any claim of privilege.

June 30, 2016, shall be the date on which all fact discovery
               related to the TCEH Debtors shall be complete.
               Reasonable requests for follow up documents or
               limited fact depositions based on new information
               discovered after this date will not be unreasonably
               withheld.

     (B) Disclosure Statement Proceedings

May 31, 2016,  shall be the deadline by which any party, including
               the Participating Parties, must file any objections
               to the Disclosure Statement with regard to aspects
               of the Disclosure Statement relating to the TCEH
               Debtors.

June 9, 2016,  shall be the deadline by which the Debtors must
               file their reply to all timely objections to the
               Disclosure Statement with regard to aspects of
               the Disclosure Statement relating to the TCEH
               Debtors.

June 11, 2016, shall be the date by which counsel to parties
               who filed timely objections to the Disclosure
               Statement without regard to aspects of the
               Disclosure Statement relating to the TCEH Debtors
               and counsel to the Debtors must meet and confer
               with a view toward narrowing and resolving their
               disputes regarding the adequacy of the
               disclosure statement.  The TCEH DS Meet and
               Confer may be held either in person or by
               telephone.  Any party whose attorney fails to
               timely participate in the TCEH DS Meet and
               Confer will be deemed to have waived its
               objections to the Disclosure Statement.

June 14, 2016, shall be the date on which the Debtors must file
               a statement identifying the objections to the
               Disclosure Statement with regard to aspects of
               the Disclosure Statement related to the TCEH
               Debtors that remain unresolved after the TCEH
               DS Meet and Confer. The Debtors shall
               contemporaneously file an amended version of
               the Disclosure Statement reflecting all
               proposed changes.

June 16, 2016, at 10:00 a.m. (prevailing Eastern Time), shall
               be the date and time of the start of the TCEH
               Disclosure Statement Hearing, and the Debtors
               shall have filed the material terms of a tax
               matters agreement as an exhibit to the proposed
               TCEH disclosure.

June 20, 2016, shall be the date by which the Debtors must file
               the final Disclosure Statement, with regard to
               aspects of the Disclosure Statement relating to
               the TCEH Debtors, as approved by the Court.

     (C) Expert Discovery

July 11, 2016, shall be the date by which the Participating
               Parties shall engage in the simultaneous
               exchange of reports prepared by the initial
               expert witnesses. These reports must satisfy
               the requirements of Rule 26(a)(2)(B) of the
               Federal Rules of Civil Procedure. The Debtors
               will also update any of their valuation and
               liquidation analyses relating to the TCEH
               Debtors concurrently with the exchange of
               reports prepared by their initial expert
               witnesses.

July 25, 2016, shall be the date by which the Participating
               Parties shall engage in the simultaneous
               exchange of disclosures prepared by the
               rebuttal expert witnesses. These disclosures
               must satisfy the requirements of Rule
               26(a)(2)(B) of the Federal Rules of Civil
               Procedure.

August 1, 2016, shall be the date on which all expert
               discovery relating to the TCEH Debtors shall
               be complete. Deposition notices must be
               served no later than five days prior to the
               deposition date, and any objections thereto
               must be served no later than three days before
               the deposition date; provided, however, that
               the objection deadline will be no earlier than
               three days after the date the deposition
               notices are served.

     (D) Plan Confirmation Proceedings

               To the extent that the Debtors "toggle" to a
               taxable TCEH plan, the Debtors shall provide
               notice to all Participating Parties and request
               a status conference within two business days.

July 13, 2016, shall be the deadline by which Participating
               Parties must serve a prelim list of witnesses
               and exhibits they intend to offer at the TCEH
               Confirmation Hearing. Witness lists shall
               identify all witnesses that each party will
               call or may call at each phase of the TCEH
               Confirmation Hearing and shall provide a
               brief summary of each witness's anticipated
               testimony.

July 15, 2016, shall be the date on which counsel to the
               Participating Parties shall meet and confer
               regarding the initial pretrial conference,
               including as to the duration of the trial.

July 20, 2016, at 10:00 am. (prevailing Eastern Time), shall
               be the date and time of an initial pretrial
               conference. The number of trial days and the
               Court's post-trial procedures shall be
               determined at the initial pretrial conference.

August 3, 2016, shall be the deadline by which Participating
               Parties seeking to admit a deposition
               transcript excerpt as evidence at the TCEH
               Confirmation Hearing must serve a notice
               identifying the specific excerpts to be
               offered.

August 3, 2016, shall be the deadline by which any party,
               including the Participating Parties, must file
               any objections to the New Plan with regard to
               aspects of the New Plan relating to the TCEH
               Debtors.

August 4, 2016, shall be the deadline by which Participating
               Parties must serve a final list of witnesses
               and exhibits they intend to offer at the TCEH
               Confirmation Hearing. Witness lists shall
               identify all Witnesses that each Participating
               Party will call or may call at the TCEH
               Confirmation Hearing and shall provide a brief
               summary of each witness's anticipated testimony.

August 8, 2016, shall be the deadline by which any
               Participating Parties objecting to a deposition
               designation of a deposition transcript must
               serve their objection and by which any
               Participating Parties seeking to admit a
               deposition transcript excerpt as counter-
               evidence at the TCEH Confirmation Hearing must
               serve notice identifying the specific excerpts
               to be offered.

August 8, 2016, shall be the deadline by which Participating
               Parties must file motions in limine and by
               which Participating Parties must submit a
               proposed joint pretrial order per Local
               Bankruptcy Rule 7016-2(d).

August 8, 2016, shall be the date by which the Participating
               Parties must meet and confer with a view toward
               narrowing and resolving their evidentiary
               disputes.  The TCEH Plan Meet and Confer may
               be held either in person or by telephone.

August 11, 2016, shall be the deadline by which Participating
               Parties must serve objections to final witness
               and exhibit lists and objections to deposition
               counter-designations.

August 11, 2016, shall be the deadline by which the
               Participating Parties must file oppositions to
               any motions in limine.

August 12, 2016, shall be the deadline by which the Debtors
               must file their reply to all timely objections
               to the New Plan regarding aspects of the New
               Plan relating to the TCEH Debtors.

August 15, 2016, at 12:30 p.m. (prevailing Eastern Time),
               shall be the date and time of the final
               pretrial conference.

August 17, 2016, at 10:00 am. (prevailing Eastern Time), shall
               be the date and time of the start of the TCEH
               Confirmation Hearing.

               The TCEH Confirmation Hearing will continue
               from day to day, as the Court's schedule permits,
               until completed; provided, however, the TCEH
               Confirmation Hearing may be continued from time
               to time by the Court or the Debtors and, with
               respect to the TCEH Debtors, with the consent of
               the TCEH Supporting First Lien Creditors, Without
               further notice other than by such adjournment
               being announced in open court or by a notice of
               adjournment filed with the Court and served on
               all parties entitled to notice.

               Trial time will be divided equally between New
               Plan supporters and New Plan objectors, to be
               monitored by a chess clock. The Court will
               consider the submission of written directs upon
               request by the parties, which submissions shall
               not count against the submitting party's
               available trial time.

               The TCEH Debtors shall proceed first at the TCEH
               Confirmation Hearing, with supporters of and
               objectors to aspects of the New Plan affecting the
               TCEH Debtors putting forth their case as to such
               aspects. To the extent there are objections to
               confirmation of aspects of the Plan affecting EFH
               Debtors and/or EFIH Debtors -- the "E-Side
               Debtors" -- that do not relate to or affect TCEH
               Debtors, the Confirmation Hearing shall be
               concluded with respect to the TCEH Debtors and
               an appropriate order entered with respect thereto
               before proceeding with the Confirmation Hearing
               with respect to the E-Side Debtors.

                       About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.

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

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

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

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

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

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

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

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

                            *     *     *

In December 2015, the Bankruptcy Court confirmed the Debtors' Sixth
Amended Joint Plan of Reorganization.  In May 2016, certain first
lien creditors of TCEH delivered a Plan Support Termination Notice
to the Debtors and the other parties to the Plan Support Agreement,
notifying the parties of the occurrence of a Plan Support
Termination Event.  The delivery of the Plan Support Termination
Notice caused the Confirmed Plan to become null and void.

Following the occurrence of the Plan Support Termination Event as
well as the termination of a roughly $20 billion deal to sell the
Debtors' stake in Oncor Electric Delivery Co., the Debtors filed
the Plan of Reorganization and the Disclosure Statement with the
Bankruptcy Court on May 1, 2016.  On May 11, they filed an amended
joint plan of reorganization and a related disclosure statement.

A copy of the Amended Plan is available at https://is.gd/Gl6Hmu

A copy of the Disclosure Statement is available at
https://is.gd/8pDwBx


EQT CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB
-------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by EQT Corp. to BB from BBB on May
9, 2016.

EQT Corporation is a petroleum and natural gas exploration and
pipeline company headquartered in EQT Plaza in Pittsburgh,
Pennsylvania.



FINJAN HOLDINGS: Agrees to Settle Patent Dispute with Proofpoint
----------------------------------------------------------------
Finjan Holdings, Inc., announced that on May 20, 2016, its
subsidiary Finjan, Inc. and Proofpoint, Inc. agreed to a license to
the Finjan global patent portfolio.  While a settlement has been
agreed to, the case dismissal is pending a final definitive
licensing and settlement agreement.  The terms of the agreement are
expected to be confidential, subject to regulatory requirements.

"We consider the settlement of our patent infringement suit with
Proofpoint to be a timely decision given the quickly approaching
trial in June," said Phil Hartstein, Finjan's president and CEO.
"This underscores Finjan's commitment to our Licensing Best
Practices where we focus on the merits of our claims while
continuing to explore licensing opportunities with all defendants
and prospective licensees.  It's a success when both parties can
end a dispute with a handshake."

The Term Sheet provides that Proofpoint will pay Finjan $10.9
million cash, in license fees, as follows: (A) $4.3 million within
three business days of execution of the Definitive Agreement, (B)
$3.3 million on or before Jan. 4, 2017, and (C) $3.3 million on or
before Jan. 3, 2018.

Finjan has pending infringement lawsuits against FireEye, Inc.,
Sophos, Inc., Symantec Corp., Palo Alto Networks., and Blue Coat
Systems, Inc. relating to, collectively, more than 20 patents in
the Finjan portfolio.  The court dockets for the foregoing cases
are publicly available on the Public Access to Court Electronic
Records (PACER) website, www.pacer.gov, which is operated by the
Administrative Office of the U.S. Courts.

                           About Finjan

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

Finjan Holdings reported a net loss of $12.6 million in 2015, a
net loss of $10.5 million in 2014 and a net loss of $6.07 million
in 2013.

As of March 31, 2016, Finjan Holdings had $8.10 million in total
assets, $2.78 million in total liabilities and $5.32 million in
total stockholders' equity.


FINJAN HOLDINGS: Closes Purchase Agreement with Halcyon
-------------------------------------------------------
Finjan Holdings, Inc., disclosed in an amended current report filed
with the Securities and Exchange Commission that the issuance and
sale of the Company's Series A Preferred Stock under a Purchase
Agreement with Halcyon Long Duration Recoveries Investments I LLC,
closed on May 20, 2016, and funded on May 23, 2016.

The Certificate of Designation, which authorizes a total of 102,000
shares of Series A Preferred Stock, was filed with the Delaware
Secretary of State on May 20, 2016, and was effective upon filing.

                        About Finjan

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

Finjan Holdings reported a net loss of $12.6 million in 2015, a
net loss of $10.5 million in 2014 and a net loss of $6.07 million
in 2013.

As of March 31, 2016, Finjan Holdings had $8.10 million in total
assets, $2.78 million in total liabilities and $5.32 million in
total stockholders' equity.


FIRSTLIGHT HYDRO: Fitch Affirms 'BB-' Rating on 2026 $320MM Bonds
-----------------------------------------------------------------
Fitch Ratings has affirmed FirstLight Hydro Generating Company's
(HGC) $320 million ($257.5 million outstanding) senior secured
first mortgage bonds due in 2026 at 'BB-'. The Rating Outlook has
been revised to Stable from Negative based on Fitch's expectation
that the new sponsor, Public Sector Pension Investment Board (PSP
Investments), will provide the project financial support as needed
to maintain a financial profile consistent with the rating.

The 'BB-'rating reflects a merchant revenue structure amid
persistent low power prices, mitigated by the sponsor's structured
revenue stream to support project cash flows. Moderate leverage,
fixed-rate fully amortizing debt, and moderate capital expenditures
(capex) help mitigate revenue volatility. The return to a Stable
Outlook is based on commitment from the expected new owner, PSP
Investments, to provide sufficient support to ensure debt service
coverage ratios of at least 1.40x, consistent with the support
provided by GDF Suez Energy North America, Inc. (GSENA), which is
selling the FirstLight portfolio. Despite near term improvement to
the projected cash flow profile, Fitch forecasts future periods
where the project may require continued sponsor support to maintain
a financial profile consistent with the rating.

KEY RATING DRIVERS

Exposure to Merchant Revenue- Revenue Risk - Price: Weaker

HGC manages a portfolio of hydropower assets that sell a bundled
product to an affiliate under a power purchase agreement (PPA)
expiring in 2019. The PPA includes a pass-through provision for
capex. Fitch, however, assesses the project's revenues as exposed
to the volatility of merchant power prices because the PPA is
contracted with an unrated affiliate.

Revenue Risk-Volume: Midrange

Hydrology variability is mitigated by projections based on actual
historical water flows, which include drought-like conditions, to
minimize output volatility in expected energy production.

Stable Operating Performance- Operating Risk: Midrange
The project benefits from a long history of stable operations at
its conventional and run-of-river hydro units. Large capex
particularly at the Northfield pumped storage facility have been
and are expected to continue to be passed through via the PPA and
should result in increased plant output and reliability.

Conventional Debt Structure- Debt Structure: Midrange

Debt is fixed-rate and fully amortizing through 2026, eliminating
refinancing risk, and leverage levels are lower than similarly
rated peers.

Debt Service

Under Fitch's rating case financial scenario, which assumes
merchant market operations in absence of the PPA and lower electric
output, DSCRs average 1.90x but fluctuate, with 1.36x coverage in
2016 and declining to around 1.43x in later years.

Peer Comparison

The merchant power projects Fitch rates have suffered material cash
flow erosion amid generally depressed market prices in recent
years. FirstLight benefits from fully amortizing fixed-rate debt,
avoiding refinancing risk faced by comparable merchant hydropower
projects. Leverage is also relatively lower at 5.73x Debt to CFADS
or $194/kW.

RATING SENSITIVITIES

Negative- Failure of the sponsor to continue supporting project
cash flows sufficient to meet rating case coverage levels;

Negative- Persistent reductions in hydrology that materially reduce
overall energy production.

SUMMARY OF CREDIT

PSP Investments has entered into an agreement to purchase from
GSENA the HGC portfolio. HGC, located in ISO-NE region, is a
portfolio of primarily hydroelectric power plants, including the
1,168-megawatt (MW) Northfield Mountain pumped storage facility, 12
hydroelectric plants (run-of-the river and conventional) totalling
195 MW and a 22.5-MW combustion turbine.

PSP Investments is among Canada's largest pension investment
managers reporting over CAD$112 billion of net assets under
management in 2015. Fitch is satisfied that the HGC hydro portfolio
is of strategic value to the sponsor. The sponsor's long-term
investment approach is suitable for the assets which have estimated
long lives but face potential periods of financial weakness. While
there is no explicit guarantee, Fitch finds that the sponsor has
the financial capacity to sustain its commitment to provide
financial support as needed for the project to maintain a DSCR
profile of at least 1.40x. Fitch will continue engagement with the
sponsor for further details on refinement of the project's expected
capex needs and routine O&M cost profile. The transaction is
expected to close in early June pending FERC approval.

Financial performance in 2015 was adequate with a Fitch calculated
DSCR of 1.64x based on audited financial statements. Power prices
in 2015 remained low with an average of about $41/MWh, below the
$49/MWh average power price in the last five years. In addition to
low power prices, run of river facilities achieved below budget
generation due to lower hydrology amid milder weather conditions.
Despite low market prices and lower volume output, 2015 financial
performance was buoyed by the sponsor's support of capex.

Financial performance will be under pressure in 2016 despite capex
declining by nearly 40% from 2015 to about $25 million to continue
plant upgrades, environmental compliance and relicensing
activities. Generation output in 2016 Q1 is nearly 55% above budget
but Fitch expects overall financial performance to be moderated by
continued low power prices. Through the first four months of 2016,
power prices averaged $26.65/MWh, lower than in the same period in
the past five years. The project will continue to operate under low
market power prices and low contracted capacity payments in the
ISO-NE region just as debt service payments begin increasing.

Fitch projects improved financial performance between 2017 and 2020
as annual capex is projected to remain consistent with the lower
2016 level and forward capacity auction prices have more than
doubled to $7/kw/month to $9.55/kw/month from $3.43/kw/month.
Whether capacity prices remain high will in part depend on whether
ISO-NE adds generation in the region, gas pipeline capacity and/or
new transmission to import energy to meet regional needs.

Fitch's rating case financial analysis of stressed power prices
(averaging about $32/MWh) and reduced electric output, DSCRs
average 1.90x with a minimum of 1.36x in 2016. The minimum is
driven by lower contracted capacity price while DSCRs over 1.70x
are driven by higher contracted capacity prices through 2020. DSCRs
decline after 2020 based on uncertainty in future capacity prices.
Under a scenario where regional power capacity increases and
capacity prices decline to historic levels of around $3/kw/month,
Fitch projects a cash flow profile of below 1.0x, suggesting
sponsor support would continue to be required to maintain the
current rating.


FORESIGHT ENERGY: Signs Transaction Support Pact with Noteholders
-----------------------------------------------------------------
Foresight Energy LLC and Foresight Energy Finance Corporation,
together with Foresight Energy LP, Foresight Energy GP LLC and
certain other subsidiaries of FELP, entered into a Transaction
Support Agreement with certain holders of the Issuers' 7.875%
Senior Notes due 2021, pursuant to which the Partnership and the
Consenting Noteholders have agreed to support a proposed global
restructuring of the Partnership's indebtedness and certain
governance and equity matters relating to the Partnership.

Pursuant to the Support Agreement, the parties have agreed to
support and seek to consummate the Restructuring as set forth in
the term sheet for the Restructuring in a timely manner,
including:

* Holders of the Notes who are not affiliates of the Partnership,
  Reserves or Reserves Investor Group will exchange their Notes,
  through an exchange offer by the Partnership, for:

    (i) between $114 and $120 million aggregate principal amount
        of second-lien senior convertible PIK notes (with a
        maturity date of April 7, 2017, and a 15.0% per annum PIK
        coupon), which may be redeemed or purchased: (a) at the
        Partnership's option by or on behalf of the Partnership;
       (b) at the option of Murray Energy Corporation, by or on
        behalf of Murray; or (c) some combination of the
        purchase/redemption options described in clauses (a) and
       (b) that results in the entire purchase or redemption of
        the New Convertible PIK Notes (clauses (a), (b) and (c)
        being referred to as the "Note Redemption").  The New
        Convertible PIK Notes, if not redeemed or purchased under
        a Note Redemption, will convert into common units of FELP
        representing 75% of the total outstanding units of FELP
       (including Common Units and subordinated units) on April 7,

        2017;

   (ii) between $294 million and $300 million aggregate principal
        amount of second-lien senior secured notes due August 2021
    
       (with a 9.0% per annum cash coupon for the first two years,

        a 10.0% per annum cash coupon thereafter plus, in each
        case,  an additional 1.0% per annum PIK coupon), plus an
        additional principal amount resulting from the
        capitalization of accrued and unpaid interest on the Notes

        held by such holders; and

  (iii) warrants, to be issued on the date the Exchange Offer is
        consummated, to acquire an amount of newly issued Common
        Units equal to 7.5% of the total outstanding units of FELP

       (including Common Units and subordinated units) outstanding

        on the date of a Note Redemption (after giving effect to
        the full exercise of the warrants and with certain other
        anti-dilution protections), exercisable only upon and
        after a Note Redemption until the tenth anniversary of the

        Note Redemption.

* Investors in Foresight Reserves LP will purchase, through a
  tender offer (conditioned upon the contemporaneous consummation
  of the Exchange Offer described above), up to $106 million
  principal amount of the Notes held by holders that are not
  Reserves, the Reserves Investor Group or their affiliates, which

  shall settle contemporaneously with the settlement of the
  Exchange Offer.  Reserves Investor Group will then exchange the
  New Affiliate Notes, together with $80 million principal amount
  of Notes currently held by them, for: (a) up to $180 million
  principal amount of New Convertible PIK Notes and (b) up to $6
  million principal amount of New Second Lien Notes.  An
  additional principal amount of Second Lien Notes equal to the
  accrued and unpaid interest on the New Affiliate Notes as of the

  Effective Date will be issued to the holders tendering in the
  Tender Offer.  An additional principal amount of Second Lien
  Notes equal to the accrued and unpaid interest on the Notes held

  by Reserves Investor Group as of the Effective Date will be
  issued to Reserves Investor Group;

* The Support Agreement shall terminate automatically upon the
  consummation of the Restructuring and shall also be subject to
  certain other termination events, including, among others, the
  commencement of a bankruptcy proceeding of the Partnership, any
  condition to closing of the Exchange Offer becoming incapable of

  being satisfied on or before July 15, 2016 and certain defaults

  or terminations of the Partnership’s existing forbearance a
  agreements and transaction support agreements. Certain of the
  termination events under the Support Agreement may be waived or
  modified by at least two noteholders party to the Support
  Agreement that hold at least 66 2/3% of the aggregate principal
  amount of Notes held by the noteholders party to such agreement
(excluding any noteholders who may be affiliates of the
  Partnership).

The proposed Restructuring (of which the foregoing Exchange Offer,
Tender Offer and their related transactions form components)
consists of a series of proposed transactions, including (among
other things) the following additional proposed transactions:

  -- The proposed amendment and restatement of the Partnership's
     Second Amended and Restated Credit Agreement in the manner
     contemplated by the Transaction Support Agreement, dated as
     of April 18, 2016, by and among Foresight Energy LLC, certain

     of its subsidiaries, FELP and the banks and financial
     institutions from time to time party thereto, as previously
     disclosed by the Partnership in its Current Report on Form 8-
     K filed on April 18, 2016;

  -- Certain proposed amendments and waivers to Foresight
     Receivables LLC's receivables financing agreement to (among
     other things) address existing defaults;

  -- The proposed execution of a new intercreditor agreement among

     the first-lien creditors and the proposed new second-lien
     creditors;

  -- The proposed execution of one or more release agreements
     among the Partnership, its principal equityholders and
     holders of the Notes;

  -- Certain proposed operational and corporate governance
     changes, including the appointment of a Chief Financial
     Officer of the Partnership's general partner that is not
     affiliated with its significant equityholders, the
     appointment of a board observer mutually agreed upon by the
     holders of the Notes and the Partnership and the
     establishment of a "Synergy and Conflicts Committee" tasked
     with review and oversight of affiliate transactions; and

  -- Proposed modifications or amendments to the Partnership's
     other operational or financing documents, including equipment
     financings, as may be necessary to address existing defaults
     and/or events of default and permit the other proposed
     Restructuring transactions.

            Extension of Notes Forbearance Agreement

On May 20, 2016, the Partnership entered into an agreement with
certain holders of the Notes to extend the term of the existing
forbearance agreement that was entered into on Dec. 18, 2015.  As a
result of the extension, the forbearance period now runs through
July 15, 2016, unless further extended by the noteholders in their
sole discretion or unless earlier terminated in accordance with its
terms.

"The successful consummation of the transactions contemplated by
the Support Agreement, which are currently being negotiated with
various stakeholders as part of the proposed Restructuring, are
subject to various conditions, including the successful negotiation
of definitive documentation and other conditions that are not
within the control of the Partnership or its affiliates. There can
be no assurances that the Partnership or any of its affiliates will
be able to successfully negotiate or implement any of the proposed
Restructuring transactions contemplated by the Support Agreement,
or if they are able to do so, that such negotiation or
implementation will be consistent with the terms described
herein."

A copy of the Transaction Support Agreement is available for free
at https://is.gd/FHhiJH

                       About Foresight Energy

Foresight Energy mines and markets coal from reserves and
operations located exclusively in the Illinois Basin.  
As of Dec. 31, 2015, the Company has invested over $2.3 billion to
construct state-of-the-art, low-cost and highly productive mining
operations and related transportation infrastructure.  The Company
controls over 3 billion tons of proven and probable coal in the
state of Illinois, which, in addition to making the Company one of
the largest reserve holders in the United States, provides organic
growth opportunities.  The Company's reserves consist principally
of three large contiguous blocks of uniform, thick, high heat
content (high Btu) thermal coal which is ideal for highly
productive longwall operations.  Thermal coal is used by power
plants and industrial steam boilers to produce electricity or
process steam.

Foresight Energy reported a net loss attributable to limited
partner units of $39.47 million on $984.85 million of total
revenues for the year ended Dec. 31, 2015, compared to net income
attributable to limited partner units of $70.19 million on $1.10
billion of total revenues for the year ended Dec. 31, 2014.

As of March 31, 2016, Foresight Energy had $1.76 billion in total
assets, $1.78 billion in total liabilities and a $17.99 million
total partners' deficit.

Ernst & Young LLP, in St. Louis, Missouri, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2015, noting that the Partnership is
in
default of certain provisions of its long-term debt and capital
lease obligations, resulting in a working capital deficit as of
Dec. 31, 2015.  These conditions raise substantial doubt about the
Partnership's ability to continue as a going concern.

                          *     *     *

The Troubled Company Reporter on March 22, 2016, reported that
Standard & Poor's Ratings Services said it lowered its corporate
rating on St. Louis-based Foresight Energy to 'D' from 'CCC-'.

As reported by the TCR on March 29, 2016, Moody's Investors
Service downgraded all ratings of Foresight Energy, including the
corporate family rating to 'Caa3' from 'Caa1'.


FOREST CITY: Moody's Hikes Senior Unsecured Debt Rating to B1
-------------------------------------------------------------
Moody's Investors Service upgraded Forest City Enterprises, LP's
(Forest City) senior unsecured rating to B1 from B2 following
improvement in leverage metrics and the successful execution of
their asset recycling program. The outlook for the ratings is
stable.

The following ratings were upgraded

Senior Unsecured debt to B1 from B2

Senior Unsecured shelf to (P) B1 from (P) B2

Senior Subordinate shelf to (P) B2 from (P) B3

Junior Subordinate shelf to (P) B2 from (P) B3

Preferred stock shelf to (P) B3 from (P) Caa1

The outlook for the ratings is stable.

RATINGS RATIONALE

Forest City's B1 rating reflects the REIT's high quality office,
retail and residential assets in major metropolitan markets, sound
development track record, well-laddered lease expiration schedule
and diversified tenant mix. The rating also considers Forest City's
high secured leverage, low unencumbered asset base, modest
liquidity relative to upcoming debt maturities and material
exposure to development projects.

Forest City's REIT conversion process did not have any credit
implications but the portfolio and capital structure changes that
accompanied the transformation are credit positives. Forest City
has sold seven assets in 2016 and generated gross proceeds of $822
million. The sale of their stakes in the Brooklyn Nets, the
Barclays Center Arena, military housing operations and
Westchester's Ridge Hill, a mall in New York were some notable
transactions. Pending sales of the affordable housing operations
and the retail asset, Shops at Wiregrass, will likely generate an
additional $304 million of gross proceeds. The REIT maintains
moderate residual interest in some of the disposed assets.

Forest City's core portfolio includes office, retail and
residential assets in New York City, Boston, Washington DC and six
other large metropolitan areas and a portfolio of regional malls.
The office portfolio accounted for 43% of NOI in 1Q2016 and the
portfolio consist of 37 assets that were 95.3% leased. The rest of
the portfolio consists mainly of residential and retail assets that
are also well leased.

As of 1Q2016, Forest City had $5.7 billion of debt, which includes
$5.6 billion of secured debt. About $1.73 billion of debt is
maturing in 2016 and 2017. The REIT's unsecured credit facility,
$600 million with an accordion of $150 million, is modest relative
to the upcoming debt maturities and capital requirements for the
ongoing development projects. Material asset sales proceeds
mitigates the funding risk to some extent but would not likely
provide consistent liquidity to meet Forest City's capital needs
over the longer term. The unencumbered asset ratio would likely
improve from the 19% at 1Q2016 if the REIT retires mortgage debt
with the funds generated from dispositions.

Investment in construction/development projects is material at
about 10% of total assets. Joint venture and partnership
arrangements for 12 of the 15 projects reduces Forest City's
exposure to development risk to some degree. Forest City's joint
venture arrangement with Greenland USA covers four out of the five
assets in the Pacific Park development in Brooklyn, NY. The REIT
also has joint venture arrangements with Arizona State Retirement
System for five new projects and the joint venture with QIC covers
10 regional malls/retail assets.

The stable ratings outlook reflects the expectation that leverage
and coverage metrics would continue to improve modestly as debt is
paid down from asset sales proceeds, but secured leverage would
remain high and unencumbered asset base would remain modest.

Moody's could consider upgrading Forest City's ratings if net debt
to EBITDA is consistently below 9.0x, fixed charge remains at or
above 2.0x and the funding structure includes diverse sources of
capital. Another important consideration would be improved
liquidity with multiple financing options available to meet
upcoming debt maturities and capital calls related to development
projects.

The ratings could be downgraded if net debt to EBITDA approaches
10.0x, fixed charge is below 1.6x on a consistent basis and secured
leverage is close to 50%. Deterioration in liquidity or challenges
in leasing up the large development pipeline could also result in a
downgrade.

Forest City Realty Trust (Forest City Realty), a newly formed REIT
is the parent of Forest City Enterprises, LP. Forest City
Enterprises, LP is an operating partnership that owns a substantial
portion of the assets and operations of the group. As of March 31,
2016, Forest City Realty had $10.4 billion of total assets and
equity of $3.8 billion, on a pro-rata basis.


FRESH & EASY: Selling Liquor License to Safeway for $25,000
-----------------------------------------------------------
Fresh & Easy, LLC's attorneys on May 24, 2016, filed with the U.S.
Bankruptcy Court for the District of Delaware a notice disclosing
that the Debtor is selling a Liquor License (No. 539597), to
Safeway Inc. for $25,000.  If no objections are received by the
Debtor by May 26, 2016, at 5:00 p.m., then the Debtor may proceed
with the proposed sale in accordance with the terms of the Court's
Dec. 3, 2015 order approving the sale of miscellaneous assets.

The Debtor's special counsel:

         Robert S. Brady, Esq.
         Michael R. Nestor, Esq.
         Justin H. Rucki, Esq.
         Andrew L. Magaziner, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square
         1000 North King Street
         Wilmington, DE 19801
         Telephone: (302) 571-6600
         Facsimile: (302) 571-1253

                        About Fresh & Easy

Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del., Case No. 15-12220) on Oct. 30, 2015.  The petition was
signed
by Peter McPhee, the chief financial officer.  The Debtor
estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.

Judge Christopher S. Sontchi is assigned to the case.

The Debtor has engaged Cole Schotz P.C. as counsel, Epiq
Bankruptcy
Solutions, LLC, as claims and noticing agent, DJM Realty Services,
LLC, and CBRE Group, Inc., as real estate consultants and FTI
Consulting, Inc., as restructuring advisors.

                           *     *     *

The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with
the assistance of Hilco Merchant Resources, LLC, and Industrial
Assets Corp., respectively, has engaged DJM Realty Services, LLC,
and CBRE, Inc., to market its leasehold interests, and has
recently
engaged Hilco Streambank to assist with the disposition of its
intellectual property.

As part of the claims process, a bar date of Feb. 19,
2016, was established by the Court for creditor claims.


FRIENDSHIP VILLAGE: Fitch Affirms 'BB-' Rating on Revenue Bonds
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB-' rating on the following
Illinois Finance Authority revenue bonds issued on behalf of
Friendship Village of Schaumburg Obligated Group (FVS):

-- $65.5 million series 2005A;
-- $5 million series 2005B;
-- $33.6 million series 2010.

The Rating Outlook is Stable.

SECURITY

The bonds are supported by a pledge of gross revenues, a mortgage
interest in property and improvements, and a debt service reserve
fund.

KEY RATING DRIVERS

IMPROVED INDEPENDENT LIVING OCCUPANCY: Independent living unit
(ILU) occupancy of 79% in fiscal 2016 (unaudited; year ended March
31, 2016) was improved from 72% in fiscal 2015. Occupancy
improvement is attributed to strong sales, normalized attrition and
apartment consolidations.

STABLE DEBT SERVICE COVERAGE: Debt service coverage has averaged
1.5x over the last four fiscal years and was at 1.7x in fiscal
2016. Although FVS had a strong year of entrance fee receipts,
certain expense overruns and lower than budgeted revenue in the
assisted living and skilled nursing service lines have resulted in
lower operating profitability, which prevented coverage from
improving more significantly from prior years.

WEAK LIQUIDITY: FVS' liquidity remains weak with 188 days cash on
hand (DCOH), 24.6% cash to debt and a 3.1x cushion ratio. All
ratios are unfavorable to Fitch's 'below investment grade' (BIG)
medians of 227 DCOH, 37.3% and 5.0x, respectively.

ELEVATED DEBT BURDEN: FVS' debt burden remains elevated with
maximum annual debt service (MADS) equating to 15.3% of fiscal 2016
revenues, unfavorable to Fitch's median of 10%. In addition,
revenue only coverage remained weaker at 0.6x.

NON-OBLIGATED GROUP (OG) ACTIVITY: FVS' parent company (Friendship
Senior Options; FSO) has a non-OG affiliate, Friendship Village of
Mill Creek (dba Greenfields at Geneva (Greenfields)). Greenfields'
first financial covenant test is scheduled for June of 2016.
Management reports that they are not likely to meet the covenant
requirements and are considering a debt refinancing or
restructuring to address the issue. Fitch does not expect the
developments at Greenfields to have a negative impact on FVS.

RATING SENSITIVITIES

CONTINUED OCCUPANCY IMPROVEMENT: Fitch expects Friendship Village
of Schaumburg to continue improving its ILU occupancy over the
medium term, which should result in improved profitability and
coverage. Sustained improvement could lead to positive rating
action.

EXPOSURE TO SKILLED NURSING REVENUES: Given Friendship Village of
Schaumburg's high reliance on skilled nursing revenues to support
operations, any deterioration in the payor mix, or utilization,
which negatively impacts debt service coverage may lead to negative
rating pressure.

CREDIT PROFILE

FVS is a Type B continuing care retirement community (CCRC)
currently consisting of 591 independent living apartments, 28
independent living cottages, 81 assisted living units, 25 assisted
living dementia units, and 248 skilled nursing beds. FVS is owned
and operated by FSO who is not obligated on FVS' bonds. The CCRC is
located in Schaumburg, IL, approximately 30 miles northwest of
downtown Chicago. In fiscal 2016 ended March 31 (unaudited), FVS
reported total operating revenues of $53.1 million.

Fitch uses the FVS obligated group financial statements in its
analysis. The consolidated organization also includes non-obligated
entities consisting of FSO, Friendship Village Neighborhood
Services, Friendship Village of Mill Creek dba Greenfields at
Geneva, and Friendship Senior Service Foundation. At unaudited
fiscal year ended March 31, 2016 the obligated group represented
76% of total assets and 58% of total revenues.

IMPROVED ILU OCCUPANCY AND STABLE CASH FLOW

FVS had a robust sales year in fiscal 2016 which resulted in 122
move-ins, the highest in FVS' history, and 45 deposits for the
year. Attrition was lower in fiscal 2016 with 101 turnovers,
compared to 111 in fiscal 2015. Additionally, 51 of the turnovers
were internal transfers to higher levels of care, against 35 in
2015, which helped retain more revenues in the community over the
prior year.

FVS has been combining smaller studio apartments since 2013 in
order to increase its inventory of larger accommodations which are
desired by the market. All of these factors lead to improved ILU
occupancy of 79% for the year, up from 72% in fiscal 2015. Assisted
living unit (ALU) and skilled nursing facility (SNF) occupancies of
90% and 84%, respectively, were in line with historical results.

FVS has high exposure to the skilled nursing facility business line
at about 50% of revenues and significant concentration to Medicare
(43% of SNF net revenues) and Medicaid (25% of SNF net revenues) in
this service line. Pressure on SNF census and revenues are elevated
for FVS given governmental reimbursement limitations (especially in
Illinois) and modifications to short-stay rehabilitation care
management programs under Medicare.

FVS' net operating margin (NOM)-adjusted has averaged 20.7% over
the last four fiscal years and was 23.2% in fiscal 2016,
significantly ahead of Fitch's 'BIG' median of 14.5%. Cash flow
over the last four fiscal years has been supported by solid
entrance fee receipts and should show further improvement with
growing ILU occupancy.

WEAK LIQUIDITY AND ELEVATED DEBT BURDEN

FVS' unrestricted cash and investments of $25.4 million equated to
188 DCOH, 24.6% cash to debt and a 3.1x cushion ratio, all weaker
than Fitch's BIG median ratios. The absolute level of liquidity has
remained stable over the last four fiscal years, however, growth in
FVS' revenue and expense base has resulted in a year-over-year
decline in DCOH. FVS' liquidity covenant requires at least 180 DCOH
and management continues to monitor the ratio closely. Breaching
the DCOH covenant does not constitute an event of default.

FVS' debt burden remains elevated with MADS equating to 15.3% of
fiscal 2016 revenues. However, FVS' revenue growth over the last
four fiscal years (16% overall growth) has resulted in incremental
moderation of the debt burden over the time period. MADS as a
percent of revenue improved from 17.4% in fiscal 2013, while debt
to net available improved from 10.6x to 7.7x in fiscal 2016, in
line with Fitch's median of 7.6x.

NON-OG ACTIVITY

Greenfields has met all of its occupancy requirements to date, and
is currently at 95% occupancy in its ILUs. Greenfields' first
financial covenant test is scheduled for June of 2016 and
management reports that they are not likely to meet the covenant
requirements (debt service coverage and cash to debt tests).
Management is considering a debt refinancing or restructuring to
address the issue. Fitch does not expect the developments at
Greenfields to have a negative impact on FVS' operations or
financial profile. Currently, FVS does not have the financial
flexibility to transfer funds to Greenfields without violating its
own liquidity covenants. The only liquidity exposure that FVS has
to date is a $2 million transfer to FSO in 2010 as part of a
liquidity support agreement for Greenfields.

DEBT PROFILE

As of March 31, 2016, FVS had $104.1 million in total long-term
debt. Its debt structure is 100% fixed rate, and includes $5
million in extendable-rate adjustable securities (EXTRAS). These
bonds were remarketed and reset on Feb. 15, 2014 for 5% on a five
year term (through Feb. 15, 2019). FVS has no swaps outstanding.

DISCLOSURE

Under its Continuing Disclosure Agreement, FVS is required to
provide annual audited financial statements within 150 days of each
fiscal years end and quarterly unaudited financial statements with
45 days of each fiscal quarter-end. Disclosure to Fitch has been
excellent and includes regularly scheduled investor calls.


FULLCIRCLE REGISTRY: Incurs $160,000 Net Loss in First Quarter
--------------------------------------------------------------
FullCircle Registry, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $159,799 on $248,584 of revenues for the three months ended
March 31, 2016, compared to a net loss of $214,629 on $316,079 of
revenues for the three months ended March 31, 2015.

As of March 31, 2016, FullCircle had $5.22 million in total assets,
$6.43 million in total liabilities and a total stockholders'
deficit of $1.21 million.

At March 31, 2016, the Company had total assets of $5,229,248
compared to $5,315,979 on Dec. 31, 2015.  The Company had total
assets consisting of $7,466 in cash, $3,934 in inventory, $26,376
in accounts receivable, $10,870 in utility deposits, $5,180,602 of
net fixed assets in Georgetown 14, which includes accumulated
depreciation of $1,382,675.  Total assets at Dec. 31, 2015,
consisted of $17,313 in cash, $3,267 in inventory, $28,496 accounts
receivable, $10,870 in utility deposits, $305 prepaid expenses,
$5,255,728 of net fixed assets in Georgetown 14, which includes
accumulated depreciation of $1,307,549.

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

                     https://is.gd/wGMvof

                   About FullCircle Registry

Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the
acquisition of small profitable businesses.  FullCircle Registry,
Inc., has become a holding company with three subsidiaries.  They
are FullCircle Entertainment, Inc., FullCircle Insurance Agency,
Inc. and FullCircle Prescription Services, Inc.  Target companies
for future acquisition are those in search of exit plans for the
owners and are intended to continue autonomous operations as
current ownership is phased out over a period of 3-5 years.

FullCircle reported a net loss of $695,678 on $1.14 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $653,428 on $1.49 million of revenues for the year ended Dec.
31, 2014.

Somerset CPAs, P.C., in Indianapolis, Indiana, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raises substantial doubt about its ability to continue as a
going concern.


GASTAR EXPLORATION: Dan Wilks Reports 5.6% Stake
------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Dan H. Wilks and Staci Wilks disclosed that as of May
12, 2016, they beneficially own 7,390,511 shares of common stock of
Gastar Exploration Inc. representing 5.6 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at https://is.gd/HLkAnw

                     About Gastar Exploration

Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale.  In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin.  For more
information, visit Gastar's Web site at http://www.gastar.com/   

Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.

                      *      *      *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'.  The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver.  The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.


GASTAR EXPLORATION: Wilmington Trust Named Successor Trustee
------------------------------------------------------------
Wilmington Trust, National Association was appointed, effective May
17, 2016, as successor trustee and collateral agent under Gastar
Exploration Inc.'s indenture, dated as of May 15, 2013, accrding to
a regulatory filing with the Securities and Exchange Commission.
Wilmington Trust succeeds Wells Fargo Bank, National Association as
trustee and collateral agent under the Indenture.

Effective May 31, 2016, Wilmington Trust will be appointed to
replace Wells Fargo as paying agent, registrar and note custodian
under the Indenture.  The address of the corporate trust office for
Wilmington Trust is 15950 North Dallas Parkway, Suite 550, Dallas,
Texas 75248.

                   About Gastar Exploration

Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale.  In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin.  For more
information, visit Gastar's Web site at http://www.gastar.com/   

Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.

                      *    *      *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'.  The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver.  The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.


GENERAL CANNABIS: Hartley Moore Expresses Going Concern Doubt
-------------------------------------------------------------
General Cannabis Corporation, formerly, Advanced Cannabis
Solutions, Inc., reported a net loss of $1,188,232 for the three
months ended March 31, 2016, compared to a net loss of $828,493 for
the same period a year ago.

Revenues for the first quarter total $692,112 compared to $56,857
for the same quarter a year ago.

At March 31, 2016, the Company had total assets of $3,532,497
against total liabilities of $4,393,646 and stockholders' deficit
of $861,149.

A copy of the Company's Quarterly report is available at
https://is.gd/98o5Hf

"We had an accumulated deficit of $17,615,610 and $16,427,378,
respectively, at March 31, 2016 and December 31, 2015, and further
losses are anticipated in the development of our business.
Accordingly, there is substantial doubt about our ability to
continue as a going concern," the Company said in its Quarterly
report.

For the fiscal year ended December 31, 2015, the Company had a net
loss of $8,786,277 compared to a net loss of $6,930,139 for 2014.
Revenues were $1,762,978 for 2015 compared to $240,206 for 2014.

A copy of the Company's Annual report is available at
https://is.gd/5Np2Xn

Hartley Moore Accountancy Corp. of Irvine, Calif., audited the
Company's Annual report and said it has suffered recurring losses
from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going concern.



GETCHELL AGENCY: Hires Purdy Powers & Co as Financial Consultant
----------------------------------------------------------------
The Getchell Agency and Rena J. Getchell seek permission from the
U.S. Bankruptcy Court for the District of Maine to employ Marc
Powers, CPA, CVA, and Purdy Powers & Co. as consultants, to assist
the Debtor and the Estate by providing the financial and tax
consulting services.

Purdy Powers will provide financial and tax consulting services to
the Debtors, including services related to amending prior year tax
returns and completing and filing returns for 2015 for which
extensions have been requested (and potentially subsequent
returns), and to provide additional tax and financial consulting
services as may be required in this case.

Purdy Powers will be paid at these hourly rates:

      Marc Powers                  $330
      Junior Level Associates    $70-$225

A retainer in the sum of $2,500 will be paid by the Debtor to Purdy
Powers upon entry of an order granting the Debtor's request to
employ.  The amount of additional fees and expenses that will be
incurred is uncertain, but Purdy Powers estimates that they will
range from $10,000 to $15,000, or a sum as subsequently approved by
the Court.  It is difficult to determine the full extent of
services that will be required, because the documentation and
accounts related to the returns to be amended are extensive,
although the Debtor's other Court approved professionals and the
Debtor's staff will work diligently in collaboration with Purdy
Powers to minimize the time Purdy Powers will need to spend, to the
extent possible.

Mr. Powers assures the Court that the Firm doesn't hold or
represent any interest adverse to the estate of the Debtors.

Mr. Powers can be reached at:

      Marc Powers, CPA, CVA
      Purdy Powers
      130 Middle Street, Portland, Maine, 04101
      Tel: (207) 775-3496
      Fax: (207) 775-0176
      E-mail: mpowers@purdypowers.com

Headquartered in Bangor, Maine, The Getchell Agency, aka Getchell
Agency Inc, aka The Getchell Agency Inc, aka Getchell Agency filed
for Chapter 1 bankruptcy protection (Bankr. D. Maine Case No.
16-10172) on March 25, 2016, estimating its assets at up to $50,000
and its liabilities at between $1 million and $10 million.  The
petition was signed by Rena J. Getchell, president.

Judge Peter G. Cary presides over the case.

James F. Molleur, Esq., and Andrew R. Sarapas, Esq., at Molleur Law
Office serve as the Debtor's bankruptcy counsel.


GRANITE ACQUISITION: Moody's Cuts Corporate Family Rating to Ba3
----------------------------------------------------------------
Moody's said, " we downgraded the ratings of Granite Acquisition,
Inc.'s, including its corporate family rating (CFR) to Ba3 from Ba2
and its probability of default (PD) to Ba3-PD from Ba2-PD.
Granite's speculative grade liquidity rating (SGL) was affirmed at
SGL-2. In addition, the outlook was changed to negative from
stable. This rating action follows our assessment of the US
merchant power sector in the wake of a sustained period of low
commodity prices, including natural gas and electricity."

Downgrades:

Issuer: Granite Acquisition, Inc.

-- Probability of Default Rating, Downgraded to Ba3-PD from Ba2-
    PD

-- Corporate Family Rating, Downgraded to Ba3, from Ba2,

-- 2nd Lien Senior Secured Bank Credit Facility, Downgraded to
    B2, LGD 6 from B1, LGD 6

-- 1st Lien Senior Secured Bank Credit Facility, Downgraded to
    Ba3, LGD 3 from Ba2, LGD 3

Outlook Actions:

Issuer: Granite Acquisition, Inc.

-- Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Granite Acquisition, Inc.

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

"Granite Acquisition's one notch downgrade is prompted by a
sustained decline in natural gas prices which continue to depress
wholesale electricity margins, as well as continued weak metals
pricing" said Lesley Ritter Analyst. "The company's merchant
exposure to these markets are negatively impacting its revenues and
slowing the pace of debt amortization which has translated into
weakened credit metrics".

Moody's said, "The Ba3 CFR reflects the roughly 60% contracted
profile of Granite's business mix that provides a sound base to its
revenue generation, its sizeable merchant exposure to the more
volatile energy and metals markets, as well as a highly levered
capital structure. In particular, we view Granite's energy strategy
that seeks to optimize that segment through opportunistic hedging
as carrying greater underlying business risk and higher cash flow
volatility."

Granite's energy and metal market merchant exposure was the primary
cause of its poor 2015 financial results which saw a 22% reduction
in 2015 EBITDA versus the company's pro forma financing plan. The
lower revenue generation not only produced weaker operating cash
flow than originally anticipated but also slowed the pace of its
expected debt pay down. Consequently, Granite experienced a
material reduction in its key 2015 credit ratios with CFO
pre-working capital to debt falling to 8.2% with the interest
coverage ratio registering 2.1x.

Moody's said, "Granite's SGL-2 reflects our expectation that the
company will maintain a good liquidity profile over the next 12
months, and that it will have access to its committed credit
facility. However, the SGL rating recognizes the fact that Granite
will have limited access to alternative sources of liquidity as its
assets are fully encumbered and that its prospective ability to
comply with its financial covenant may become less certain given
the tightening of its Leverage Ratio covenant from 6.75x through
June 2018 to 4.75x thereafter."

The negative outlook reflects the uncertainty surrounding the
company's growing merchant energy market exposure that may
challenge its ability to generate sufficient cash flows to de-lever
fast enough to avoid any further erosion in its credit metrics.

Considering the recent downgrade, it is not likely the rating would
move upward over the next 12-18 months. A stabilization of the
outlook would require improvement in the CFO pre-Working Capital to
debt ratio in the low double digits on a sustainable basis.

A rating downgrade is likely if Granite's credit metrics are
further pressured by low commodity prices or if its leverage is not
reduced as anticipated. Furthermore, the company would experience
downward rating pressure if the contracted component of its
consolidated revenue stream were to materially deviate from current
levels, or if the company experienced operational difficulties
requiring significant amounts of unexpected capital expenditures
and additional leverage.

Granite, through its wholly-owned subsidiary Wheelabrator
Technologies, Inc., is the second largest Waste to Energy (WtE)
facility operator in the U.S. WTI owns and operates 17 WtE
facilities, operates 4 IPP facilities and 4 ash landfills.


GREAT BASIN: Files Amended Form S-1 with SEC
--------------------------------------------
Great Basin Scientific, Inc., filed with the Securities and
Exchange Commission an amended registration statement on Form S-1/A
relating to the offering up to 2,300,000 Units, each Unit
consisting of one share of our common stock, par value $0.0001 and
one Series G Warrants, each Series G Warrant to purchase one share
of our common stock.  The Units are being offered at an assumed
public offering price of $2.63 per Unit, the last reported sale
price of the Company's common stock on the NASDAQ Capital Market on
May 19, 2016.  The Company amended the Registration Statement to
delay its effective date.

The Units will not be issued to purchasers or certificated.
Purchasers will receive only shares of common stock and Series G
Warrants.  The common stock and the Series G Warrants may be
transferred separately immediately upon issuance.

Each Series G Warrant is exercisable to purchase one share of the
Company's common stock for a period of five years from their date
of issuance.  Each Series G Warrant will have an initial exercise
price per share that is not less than the price per Unit in this
offering.  This prospectus also covers the shares of common stock
issuable from time to time upon exercise of the Series G Warrants.

The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "GBSN."  On May 19, 2016, the last reported sales
price of the Company's common stock on the NASDAQ Capital Market
was $2.63 per share.  There is no established trading market for
the Series G Warrants and the Company does not expect active
trading market to develop.  In addition, the Company does not
intend to list the Series G Warrants on any securities exchange or
other trading market.

A full-text copy of the amended prospectus can be accessed at:

                      https://is.gd/RBBpdj

                        About Great Basin

Great Basin Scientific is a molecular diagnostic testing company
focused on the development and commercialization of its patented,
molecular diagnostic platform designed to test for infectious
disease, especially hospital-acquired infections.  The Company
believes that small to medium sized hospital laboratories, those
under 400 beds, are in need of simpler and more affordable
molecular diagnostic testing methods.  The Company markets a system
that combines both affordability and ease-of-use, when compared to
other commercially available molecular testing methods, which the
Company believes will accelerate the adoption of molecular testing
in small to medium sized hospitals.  The Company's system includes
an analyzer, which it provides for its customers' use without
charge in the United States, and a diagnostic cartridge, which the
Company sells to its customers.

Great Basin reported a net loss of $57.9 million in 2015 following
a net loss of $21.7 million in 2014.

As of March 31, 2016, Great Basin had $27.6 million in total
assets, $70.99 million in total liabilities, and a total
stockholders' deficit of $43.4 million.

Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred substantial losses from operations causing
negative working capital and negative operating cash flows.  These
issues raise substantial doubt about its ability to continue as a
going concern.


GREAT BASIN: Has Waiver Agreement with Noteholders
--------------------------------------------------
As previously disclosed on the Current Report on Form 8-K filed
with the SEC on Dec. 29, 2015, on Dec. 28, 2015, Great Basin
Scientific, Inc. entered into a Securities Purchase Agreement in
relation to the issuance and sale by the Company to certain buyers
of $22.1 million aggregate principal amount of senior secured
convertible notes and related Series D common stock purchase
warrants exercisable to acquire 3,503,116 shares of common stock.

On May 24, 2016, the Company and certain buyers holding enough of
the Notes and Series D Warrants to constitute the required holders
under Section 9(e) of the SPA and Section 19 of the Notes entered
into waiver agreements to waive:

    (i) the breach by the Company of Section 4(n)(ii) of the SPA
        solely with respect to (x) the Company's filing of the
        Registration Statement on Form S-1 (No. 333-211334)
        related to an offering of Units, (y) the Company's filing
        of an amendment to the Registration Statement on Form S-1
       (No. 333-211334) in the calendar week starting on May 23,
        2016, and (z) the Company's consummation of the offering
        of Units pursuant to the Registration Statement on Form S-
        1 (No. 333-211334), as amended on May 24, 2016; and

   (ii) the event of default arising under Section 4(a)(x) of the
        Notes due to the Company's failure to comply with Section
        4(n)(ii) of the SPA.

                        About Great Basin

Great Basin Scientific is a molecular diagnostic testing company
focused on the development and commercialization of its patented,
molecular diagnostic platform designed to test for infectious
disease, especially hospital-acquired infections.  The Company
believes that small to medium sized hospital laboratories, those
under 400 beds, are in need of simpler and more affordable
molecular diagnostic testing methods.  The Company markets a system
that combines both affordability and ease-of-use, when compared to
other commercially available molecular testing methods, which the
Company believes will accelerate the adoption of molecular testing
in small to medium sized hospitals.  The Company's system includes
an analyzer, which it provides for its customers' use without
charge in the United States, and a diagnostic cartridge, which the
Company sells to its customers.

Great Basin reported a net loss of $57.9 million in 2015 following
a net loss of $21.7 million in 2014.

As of March 31, 2016, Great Basin had $27.6 million in total
assets, $70.99 million in total liabilities, and a total
stockholders' deficit of $43.4 million.

Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred substantial losses from operations causing
negative working capital and negative operating cash flows.  These
issues raise substantial doubt about its ability to continue as a
going concern.


GRIZZLY LAND: Seeks to Hire Ryley Carlock as Special Counsel
------------------------------------------------------------
Grizzly Land LLC seeks approval from the U.S. Bankruptcy Court for
the District of Colorado to hire Ryley Carlock & Applewhite PC.

Ryley Carlock will serve as special counsel for the Debtor in
certain contested matters in its Chapter 11 case.

F. Brittin Clayton III, Esq., the lawyer at Ryley Carlock who will
be primary responsible for representing the Debtor, will be paid on
an hourly basis for his services.  Mr. Clayton's hourly rate is
$410.

Mr. Clayton will be assisted by other Ryley Carlock professionals
whose hourly rates range from $210 to $300 for associate attorneys;
$160 to $175 for paralegals; and $400 to $490 for other
shareholders.

Mr. Clayton disclosed in a court filing that his firm is a
disinterested person as defined in section 101(14) of the
Bankruptcy Code.   

Ryley Carlock can be reached through:

     F. Brittin Clayton, Esq.
     Ryley Carlock & Applewhite PC
     1700 Lincoln Street, Suite 3500
     Denver, CO 80203
     Phone: (303) 863-7500
     Fax: (303) 595-3159

The Debtor can be reached through its counsel:

     Lee M. Kutner, Esq.
     Kutner Brinen Garber, PC.
     1660 Lincoln St., Suite 1850
     Denver, CO 80264
     303-832-2711 Direct
     303-832-1510 Fax

                        About Grizzly Land

Grizzly Land LLC sought Chapter 11 protection (Bankr. D. Col. Case
No. 16-11757) in Denver on March 1, 2016.  Judge Thomas B. McNamara
is assigned to the case.  The petition was signed by Kirk A.
Shiner, DVM, manager.

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

Lee M. Kutner, Esq., at Kutner Brinen Garber, P.C., serves as
counsel to the Debtor.


HAMPSHIRE GROUP: Forbearance Agreement Extended Until June 3
------------------------------------------------------------
As previously reported:

   * On Nov. 30, 2015, Hampshire Group, Limited and certain of its
     subsidiaries entered into a Forbearance Agreement and Fifth
     Amendment to Credit Agreement with Salus CLO 2012-1, Ltd. and

     Salus Capital Partners, LLC, as lenders, pursuant to which,
     among other things, (i) the maturity date of the loans under
     the credit facility was changed to Feb. 29, 2016, and (ii)
     the Lenders agreed to forbear from exercising their rights
     with respect to certain specified defaults under the credit
     facility.

   * The Company has received a term sheet for a replacement
     credit facility from a new lender and is negotiating the
     definitive agreements with the new lender.  The Borrowers and
     the existing Lenders entered into agreements, which,
     collectively, temporarily extended the forbearance date and
     maturity date to May 2, 2016, subject to an earlier date in
     the discretion of the Lenders in the event that the Lenders
     receive notice that the credit facility with the new lender
     will not be completed as currently contemplated.

On May 17, 2016, the Borrowers and the existing Lenders entered
into an agreement dated as of May 2, 2016, to extend each of the
forbearance date and maturity date from May 2, 2016 to June 3,
2016, subject to an earlier date in the discretion of the Lenders
in the event that the Lenders receive notice that the credit
facility with any new lender will not be completed as currently
contemplated.  There can be no assurance that the new credit
facility will be completed in a timely manner, or at all, or that
the existing Lenders will give further extensions of the
forbearance and maturity dates beyond June 3, 2016.

Further, the Borrowers acknowledged that the Lenders have or will
engage a consultant, at Borrowers' expense, to analyze and provide
a valuation of the Borrowers' various assets.

In addition, the agreement provides that on the earlier of May 30,
2016, or the date that any prospective lender for the new credit
facility informs the Borrowers that such lender does not intend to
consummate the financings, the Borrowers will, at the lenders'
request, engage a chief restructuring officer.  The Lenders will
recommend three candidates to be the CRO (with one of which being
GRL Capital Advisors) and Borrowers shall choose one of such
candidates.

                       About Hampshire Group

New York-based Hampshire Group, Limited (OTC Markets: HAMP) is a
provider of fashion apparel across a broad range of product
categories, channels of distribution and price points.  As a
holding company, the Company operates through its wholly-owned
subsidiaries, Hampshire Brands, Inc. and Hampshire International,
LLC.  The Company completed the sale of Rio Garment S.A. effective
April 10, 2015.

The Company incurred a net loss of $28.8 million in 2014 following
a net loss of $16.04 million in 2013.

As of Sept. 26, 2015, Hampshire had $37.9 million in total assets,
$44.8 million in total liabilities and a $6.93 million total
stockholders' deficit.

Elliott Davis Decosimo LLC, in Greenville, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered recurring losses and incurred negative cash
flows from continuing operations and its total liabilities exceed
its total assets at December 31, 2014.  In addition, the Company is
in default under its credit facility and has entered into a
forbearance agreement and amendment to the credit facility, which
among other items, changed the maturity date of the credit facility
to February 29, 2016.  The Company's lenders have indicated that
they will not renew the credit facility beyond that maturity date,
because they intend to exit this line of business. The Company is
in the process of attempting to obtain financing with a new lender.
These conditions, the auditors said, raise substantial doubt about
the Company's ability to continue as a going concern.


HARBOR POINT: Case Summary & 4 Unsecured Creditors
--------------------------------------------------
Debtor: Harbor Point Restaurant RE, LLC
        15 Harbor Point Road
        Stamford, CT 06902

Case No.: 16-50687

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Hon. Julie A. Manning

Debtor's Counsel: Scott M. Charmoy, Esq.
                  CHARMOY & CHARMOY
                  1700 Post Road, Suite C-9
                  P.O. Box 804
                  Fairfield, CT 06824
                  Tel: (203) 255-8100
                  Fax: 203-255-8101
                  E-mail: scottcharmoy@charmoy.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bill P. Chimos, member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/ctb16-50687.pdf


HCA HOLDINGS: Egan-Jones Hikes FC Sr. Unsecured Rating to BB-
-------------------------------------------------------------
Egan-Jones Ratings Company raised the foreign currency senior
unsecured rating on debt issued by HCA Holdings Inc. to BB- from B+
on May 9, 2016.

Headquartered in Nashville, Tennessee, HCA Holdings, Inc., through
its subsidiaries, provides health care services in the United
States. It operates general, acute care hospitals that offer
medical and surgical services, including inpatient care, intensive
care, cardiac care, diagnostic, and emergency services; and
outpatient services, such as outpatient surgery, laboratory,
radiology, respiratory therapy, cardiology, and physical therapy
services.


HEALTHEAST CARE: Fitch Lowers Rating on $149.2MM Bonds to 'BB+'
---------------------------------------------------------------
Fitch Ratings has downgraded to 'BB+' from 'BBB-' the rating for
following Housing and Redevelopment Authority of the City of Saint
Paul, Minnesota bonds, issued on behalf of HealthEast Care System:

   -- $149.2 million hospital revenue bonds, series 2015A.

The Rating Outlook is Stable.

                             SECURITY

The bonds are secured by a security interest in gross receivables
of the obligated group and a mortgage on the obligated group's
primary hospital facilities.

                          KEY RATING DRIVERS

ABSENCE OF SUSTAINED IMPROVEMENT: The downgrade to 'BB+' reflects
the lack of improvement in HealthEast's profitability, which has
underperformed Fitch's expectations, and which is necessary to
improve the weak liquidity position.  Fitch's prior rating
affirmations and Stable Outlooks were based on expectations that
operating margins would improve to near 3% and HealthEast missed
its profitability targets in fiscal 2015 and through the six month
interim period (ended Feb. 29, 2016).  Further, the corporation's
current physician alignment strategy is likely to inhibit any
meaningful improvement in financial results over the near to medium
term.

LIMITED LIQUIDITY CUSHION: HealthEast's liquidity metrics have been
consistently low and more reflective of a 'BB+' rated credit.
HealthEast had $173.8 million in unrestricted cash and investments
at fiscal year-end 2015 (Aug. 31, 2015) which translated to 69 days
cash on hand (DCOH) and cash to debt of 50.7%, both considerably
below the 'BBB' category medians but in line with targets that were
presented during Fitch's last review in May 2015.

EXPECTED CONTINUED INVESTMENT IN PHYSICIANS: A key strategic
initiative for HealthEast in its current five-year plan is to grow
primary care, provide better access to health care and continue to
build its clinically integrated network to prepare for population
health.  To this end, HealthEast invested heavily in this strategy
in the first quarter of 2016 ($5.6 million) and will continue to do
so in the last half of 2016 and in 2017.  The ongoing investment
will constrain cash growth in the short term, but management
expects that the initiative will boost utilization in future
periods.

PROFITABILITY DECLINE IN EARLY 2016 WITH SUBSEQUENT RECOVERY:
Due to start-up costs related to the physician growth strategy in
the first quarter, HealthEast posted a low 3.0% EBITDA margin in
the first quarter, but then improved cash flow to 7.4% in the
second quarter and again in the third quarter as a result of
management's actions in increasing productivity and reducing
discretionary spending throughout the system.  Management is
projecting a 6.5% EBITDA margin in fiscal 2016, just below the 7.2%
margin for fiscal 2015.  While Fitch views the correction in 2016
favorably, we note that 2016 will result in another year of lower
than expected profitability.

COMPETITIVE BUT FAVORABLE MARKET: HealthEast maintains a leading
market position in its competitive St. Paul service area, and
benefits from the solid socioeconomic characteristics in the area.
Inpatient market share was 30.4% in the east metro primary service
area as of 2015, followed by 27.6% for Allina (rated 'AA-' with a
Stable Outlook by Fitch) and 23.3% for HealthPartners. HealthEast's
main competitors are Allina's United Hospital and HealthPartners'
Regions Hospital, both located in downtown St. Paul.

                       RATING SENSITIVITIES

IMPROVED LIQUIDITY AND PROFITABILITY: A rating upgrade will be
considered if HealthEast can demonstrate that its strategic
investments and initiatives have resulted in a higher level of
operating profitability which will allow for an improvement in
liquidity metrics that are more consistent with an investment grade
category rating.

                           CREDIT PROFILE

The HealthEast system includes three acute care hospitals and a
long-term acute care hospital (LTACH) in the St. Paul area, 14
outpatient clinics, over 1,100 medical staff members, and
approximately 7,300 employees.  St. Joseph's Hospital is located in
downtown St. Paul with 239 staffed beds, St. John's Hospital is
located in a suburb of St. Paul with 184 staffed beds, and
Woodwinds Hospital is located in a suburb of St. Paul with 86
staffed beds.  HealthEast also has a long-term acute care hospital,
Bethesda Hospital, with 126 staffed beds.  The system generated
$974 million in total revenues in fiscal 2015 (year ended Aug. 31).


Fitch's analysis is based on the consolidated system, which
includes all three acute care hospitals, the LTACH, the employed
medical group, and other controlled affiliates.  The obligated
group (OG) consists of the corporate parent, the three acute care
facilities and the LTACH, which together generated 85.7% of total
revenues in fiscal 2015.  The consolidated system results are
considerably weaker than the OG financials because it includes the
losses in the non-obligated group entity, HealthEast Medical
Research Institute, which employs most of the primary care
providers at the clinics as well as hospital-based providers.

                TEMPERED LIQUIDITY GROWTH EXPECTED

Cash decreased since fiscal 2013 after HealthEast funded most of
its new EHR system from operations and cash reserves.  The EHR
implementation was successfully launched in June 2014 with no
negative impact on accounts receivables, which Fitch views
favorably.  Fitch includes the non-recurring expense in 2014 and
2015 related to the Epic implementation in the operating expense
numbers and operating margins.

Liquidity metrics have always compared unfavorably to the 'BBB'
category medians and cash to debt was 50.7% for 2015 compared to
the 89.5% median.  DCOH at six months (Feb. 29, 2016) is 57.7 days
because of the cyclical nature of the timing of pension payments,
but it is higher than it was in the six month period of fiscal
2015, and management projects that it will increase by year end to
approximately the same level of 69 days as in fiscal 2015.  Capital
spending is expected to remain modest at approximately 90% of
depreciation in the coming years, which should help the system
rebuild its cash reserves in the long term.

HealthEast currently has 373 employed physicians on its medical
staff and is targeting to add another 60 health providers (40
physicians) in fiscal 2016.  Through April, the system had added
seven primary care and eight new specialty physicians.  Fitch
anticipates that management will carefully monitor operations and
cash flow while the system continues to pursue its growth in
employed physicians.  Nevertheless, it is a significant investment
in the short term with HealthEast anticipating $16.2 million in
expenses for 2016 for new provider compensation and other related
expenses as the system continues to prepare for population health.


                  SHORT-TERM LOSSES IN EARLY 2016

Management identified and implemented certain productivity
improvements, reduced purchased services and reduced discretionary
spending to curb operating expenses in the second and third
quarters of fiscal 2016 to correct for the losses in the first
quarter that resulted from HealthEast's accelerated investment in
employed providers.  Management has already achieved $21 million in
annualized savings in 2016 through these efforts, resulting in a
quick improvement to cash flow in the second and third quarter of
2016.  Despite these efforts, the loss from the first quarter,
along with primarily flat utilization trends in a competitive,
mature market will temper the full year results in 2016.

               POSSIBLE DEBT ISSUANCE IN FISCAL 2017

Fitch notes that HealthEast's leverage ratios continue to be in
line with the 'BBB-' rating.  Maximum annual debt service (MADS)
coverage ratio of 3.2x for fiscal 2015 was above the 2.7x median
and MADS was a modest 2.2% of total revenue, highlighting
HealthEast's manageable debt burden.  HealthEast had $333.2 million
in long-term debt as of Feb. 29, 2016.

HealthEast may be contemplating a modest financing in the fall of
2016 in the range of $10 million to $50 million.  The financing
being considered would refinance $5 million in outstanding debt,
provide $14 million to buy out one of its leases and $10 million
for ambulatory surgery expansion, as well as fund approximately $20
million to possibly freeze the pension plan to remove volatility
risk from HealthEast's balance sheet and income statement.  The
pension plan, which has been frozen to new participants since
December 2000, was 76% funded as of fiscal end 2015.  Fitch views
these preliminary plans neutrally as most of the financing being
considered would address an already existing liability for
HealthEast.  Fitch is not incorporating the effects of any possible
financing in the current rating action.

                            DEBT PROFILE

Variable rate debt makes up 43.2% of HealthEast's long-term
obligations (series 2015B, C, and D bonds).  These taxable bonds
are directly placed with three banks, as are the fixed series 2012,
2012B and C bonds.  The bonds issued in 2012 will all mature by
2023.  The bonds issued in 2015 have bank loan renewal dates in
2020 and 2022.  The covenants on the direct bank placements are
higher than the covenants in the Master Trust Indenture, including
a step up in the DCOH covenant from a current level of 40 days to
65 days as of fiscal 2018, a debt to capitalization of lower than
65% and 1.2x debt service coverage.  These covenants are based on
the OG which has higher debt service coverage and DCOH.  The
compliance certificate indicates 76.9 days for fiscal year end 2015
and 63.3 days at February 2016 for the OG.  Fitch notes that
HealthEast is fairly close to the debt to capitalization test,
which was 57.7% at fiscal year-end 2015 and 58.8% at Feb. 29, 2016.
A failure to comply with the financial covenants under the bank
documents would be an event of default subject to various grace
periods.


HFIG OLD BRIDGE 2: Sells Gym Equipment, Intangibles for $181,000
----------------------------------------------------------------
Judge Christine M. Gravelle on May 24, 2016, entered an order
authorizing HFIG Old Bridge 2 LLC, also known as Club Metro Shoppes
to sell gym equipment, inventory, goodwill and other intangibles.
The proposed sale excludes the Debtor's interest in its real
property lease with Old Bridge Holdings, LLC ("OBH"), its Franchise
Agreement with Club Metro USA Inc. ("CMUSA"), and any interest in
the members/customers' contracts or customer information.  The sale
order signed by Judge Gravelle did not identify the buyer for the
assets.  OBH and Firestone have agreed to the terms of the sale and
the proposed allocation distribution of proceeds.  Specifically,
the purchase price will be $181,307 consisting of $95,000 to the
estate, $51,929 to satisfy the Firestone lien and $34,378 for the
May 2016 rent for the premises.  $85,000 of the sales proceeds will
be disbursed to the State of New Jersey for priority sales taxes so
that the Buyer may take title to the assets and operate the
business free of any tax consequences or issues.  Any remaining
sale proceeds would remain in the estate and be used towards
administrative claims and unsecured claims, to the extent of
sufficient funds.   A copy of the Sale Order is available at:

         http://bankrupt.com/misc/HFIG_44_Sale_Ord.pdf

                       About HFIG Entities

HFIG Freehold, LLC aka Club Metro Freehold, filed a Chapter 11
petition (Bankr. D.N.J. Case No. 15-33591) on December 18, 2015.  

HFIG Old Bridge 2 LLC filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 16-10564) on January 13, 2016.  

HFIG Old Bridge LLC filed a separate Chapter 11 petition (Bankr.
D.N.J. Case No. 16-10572) also on January 13, 2016.  

HFIG Old Bridge 2's attorney:

         David S. Catuogno, Esq.
         LECLAIR RYAN
         1037 Raymond Boulevard
         Sixteenth Floor
         Newark, NJ 07102
         Tel: (973) 491-3600


HI-CRUSH PARTNERS: S&P Lowers CCR to 'B-', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Houston-based industrial sand producer Hi-Crush Partners LP to 'B-'
from 'B+'.  The outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's senior secured debt to 'B+' from 'BB-'.  S&P also raised
the recovery rating to '1' from '2', indicating its expectation for
very high (90%-100%) recovery of principal and interest in the
event of a payment default.

"The negative outlook reflects our expectation for continued
pressure on Hi-Crush's liquidity position over at least the next 12
months as cash flows remain weak due to reduced drilling and
completion activity and weak demand and pricing for frac sand,"
said S&P Global Ratings credit analyst Ryan Gilmore.  "As a result,
we expect the company will maintain credit measures at a level
consistent with a highly leveraged financial risk assessment,
including debt to EBITDA above 15x and EBITDA interest coverage of
1x in 2016."

S&P could lower the rating if it no longer deemed liquidity to be
adequate as indicated by sources over uses of less than 1.2x over
the next 12 months.  This could occur if demand and prices for frac
sand remained at current levels, resulting in accelerated cash and
revolving credit facility usage.  A negative rating action could
also occur if EBITDA interest coverage were sustained below 1x,
which could occur if 2016 adjusted EBITDA fell below
$20 million, all else being equal.  S&P could also downgrade
Hi-Crush if the company's financial commitments appeared to be
unsustainable in the long term.  This could be the result of
protracted weakness in the oil and gas sector.

It is unlikely that S&P would raise the rating in the next 12
months given the weakness in Hi-Crush's operating environment.
However, S&P could consider revising the outlook to stable within
the next year if oil prices increased and drilling and completion
activity stabilized or showed improvement.  S&P would consider an
upgrade if it viewed Hi-Crush's business risk profile to be more
consistent with a weak assessment.  This could be the result of a
strengthened competitive position due to improved profitability,
increased scale, or other factors.  S&P could also consider an
upgrade if the company achieved sustainable improvement in credit
measures, with debt to EBITDA of less than 5x and EBITDA interest
coverage above 2x.  This could occur in the longer term if prices
or volumes rose meaningfully from current levels.


HOSPITAL AUDIENCES: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------------
The U.S. Trustee for Region 2 on May 25 appointed three creditors
of Hospital Audiences, Inc., to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Fund for the City of New York
         121 Avenue of Americas, 6th Floor
         New York, New York 10003
         Attn: Mr. Andrew Walrond

     (2) Mr. Francis Palazzolo
         137 East Houston Street, Apartment 3
         New York, New York 10002

     (3) Leviticus 25:23 Alternative Fund
         33 West Main Street, Suite 205
         Elmsford, New York 10523
         Attn: Mr. Gregory Maher

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

                  About Hospital Audiences

Hospital Audiences, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Eastern District of New York (Brooklyn)
(Case No. 16-42119) on May 16, 2016. The petition was signed by Ken
Berger, acting executive director.

The Debtor is represented by Fred Stevens, Esq., at Klestadt
Winters Jureller Southard & Stevens, LLP. The case is assigned to
Judge Carla E. Craig.

The Debtor estimated assets of $500,000 to $1 million and debts of
$1 million to $10 million.


HUMBERTO VELA: Patient Care Ombudsman Issues Sixth Report
---------------------------------------------------------
In Humberto Vela, Jr.'s Chapter 11 case, Dr. Thomas A. Mackey was
appointed as the Patient Care Ombudsman (PCO) with the intent of
evaluating and reporting to the Bankruptcy Court on the quality and
safety of patient care.

Previous PCO visits concentrated on the Debtor's administrative
functions, policies and procedures, human resources, equipment,
quality/safety/infection control committee meetings, medication
errors, patient fall reporting, and supervisory oversight related
to quality and safety of care provided. Multiple recommendations
for change were outlined in previous PCO reports.  To the Debtor's
credit, each recommendation was addressed and significant agency
changes have occurred.  The PCO feels comfortable that patient care
at the Facility is being provided at a level better than prior to
filing Chapter 11.  Nevertheless, the PCO visit on May 17, 2016
found three areas of some concern related to delivery of safe
quality care: 1) once again, as was the case during the last visit,
provider (nurses) chart notes are not always completed in a timely
manner after visiting a patient; 2) recording of patient weights
and respirations do not appear accurate when viewed over long
periods of time and 3) the number of nurse visits per day (8-10)
might be an indicator of overload leading to decreased quality of
care and nurse burn out.

In general, systems and personnel are in place to continue to
provide quality safe care to patients of the agency.  The PCO
believes the agency is currently providing quality safe care with
the exception of the areas mentioned above. The Facility has
addressed and made excellent progress on patient safety and quality
issues mentioned in previous PCO reports.  Currently, the PCO is
satisfied with corrective actions and believes the infrastructure
now in place (i.e. a new Performance Improvement Coordinator)
provides a permanent solution for continued delivery of safe
quality care.

Humberto Vela, Jr., filed a Chapter 11 petition (Bankr. S.D. Tex.
Case No. 15-50016) on Feb. 17, 2015.   Mr. Vela operates a home
health care agency in a one-story office building located at 1001
Corpus Christi Street, Laredo, Texas.


IKE ELECTRIAL: Hires Ofeck & Heinze for C&S Construction Lawsuit
----------------------------------------------------------------
I.K.E. Electrical Corp. asks the U.S. Bankruptcy Court for the
District of New Jersey for permission to employ Mark Heinze, Esq.,
at Ofeck & Heinze, LLP, as special counsel to represent the Debtor
in connection with the action brought against C&S Construction and
Trump Village.

The Debtor requires legal representation in a proceeding in the
Superior Court of New Jersey in connection with a suit that Debtor
has brought against C&S Construction and Trump Village for services
performed.

Mr. Heinze, a member at Ofeck & Heinze, tells the Court that the
firm will be paid a contingency fee of 25% of net recovery, in
excess of expenses.  Mr. Heinze assures the Court that the firm
doesn't hold nor represent an adverse interest to the estate and is
disinterested under 11 U.S.C. Section 101(14).

Ofeck & Heinze can be reached at:

      Mark Heinze, Esq.
      Ofeck & Heinze, LLP
      85 Main Street, Suite 204
      Hackensack, NJ 07601
      Tel: (201) 488 9900
      Fax: (201) 488 4475
      E-mail: markfheinze@gmail.com

Headquartered in Closter, New Jersey, I.K.E. Electrial Corporation
dba IKE Electrical Corp. filed for Chapter 11 bankruptcy protection
(Bankr. D. N.J. Case No. 16-18212) on April 28, 2016, estimating
its assets at up to $50,000 and its liabilities at between $1
million and $10 million.  The petition was signed by Rebecca S.
Adika, president.

Judge John K. Sherwood presides over the case.

David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens, LLP,
serves as the Debtor's bankruptcy counsel.


IKE ELECTRIAL: Taps Martin D. Eisenstein as Accountant
------------------------------------------------------
I.K.E. Electrical Corp. seeks permission from the U.S. Bankruptcy
Court for the District of New Jersey to employ Martin D.
Eisenstein, CPA, as accountant, in connection with financial
affairs and preparation of the Chapter 11 Monthly Operating
Reports.

Mr. Eisenstein will:

      a. analyze financial records of the Debtor, prepare tax
         returns and financial statements; and

      b. evaluate the Debtor's financial condition, and prepare
         monthly operating reports as required by the bankruptcy's

         procedural guidelines.

Mr. Eisenstein will be paid $250 per hour for his services.

Mr. Eisenstein assures the Court that he doesn't hold nor represent
an adverse interest to the estate, and that he is disinterested
under 11 U.S.C. Section 101(14).  Mr. Eisenstein said that he
waives any pre-petition claim against the Debtor.  He served as the
Debtor's accountant prior to the filing of the Debtor's Chapter 11
bankruptcy.

Mr. Eisenstein can be reached at:

      Martin D. Eisenstein, CPA
      8 Sparman Place, Secaucus, NJ 07094
      Tel: (201) 863-3145
      E-mail: martin@eisenstein.com
      Web: Eisenstein.com

Headquartered in Closter, New Jersey, I.K.E. Electrial Corporation
dba IKE Electrical Corp. filed for Chapter 11 bankruptcy protection
(Bankr. D. N.J. Case No. 16-18212) on April 28, 2016, estimating
its assets at up to $50,000 and its liabilities at between $1
million and $10 million.  The petition was signed by Rebecca S.
Adika, president.

Judge John K. Sherwood presides over the case.

David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens, LLP,
serves as the Debtor's bankruptcy counsel.


INFRAX SYSTEMS: Reports March 31 Quarter Results
------------------------------------------------
Infrax Systems, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $483,234 on $0 of revenues for the nine months ended March 31,
2016, compared to a net loss of $1.04 million on $43,046 of
revenues for the nine months ended March 31, 2015.

As of March 31, 2016, Infrax had $6,340 in total assets, $882,712
in total liabilities and a total stockholders' deficit of $47,381.

As of March 31, 2016, the Company has a working capital deficit and
has incurred a loss from operations and recurring losses since its
inception resulting in a significant accumulated deficit.  As of
March 31, 2016, the Company had negative working capital of
approximately $63,131.

As of March 31, 2016, the Company had approximately $0 in cash with
which to satisfy its cash requirements for the next twelve months,
along with approximately $650,000 remaining on the line of credit
from Mr. Sam Talari, the Company's Chairman, Talari to pay normal
operating expenses, while the Company attempts to secure other
sources of financing.

"Since the inception of our Master Note Agreement, Mr. Talari has
continued to advance funds to us as needed.  Mr. Talari remains
committed to continue funding the Company and has regularly
converted amounts outstanding and accrued interest, under the note
agreement, to our common stock, in order to have money available.
At March 31, 2016, we owe Mr. Talari $352,345 on the master
promissory note plus accrued interest.   Mr. Talari has pledged
funding for operating capital, up to $1,000,000, under the same
terms as the original Master Note."

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

                    https://is.gd/W8F08m

                    About Infrax Systems

St. Petersburg, Fla.-based Infrax Systems, Inc., engages in the
design, development, systems integration, and manufacture of
turnkey secure solutions for the utility industry.

The Company reported a net loss of $501,000 on $16,000 of total
revenue for the quarter ended Sept. 30, 2014, compared with a net
loss of $559,000 on $65,200 of total revenue for the same period in
2013.


IRON BRIDGE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Iron Bridge Tools, Inc.
        624 S. Military Trail
        Deerfield Beach, FL 33442

Case No.: 16-17505

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Craig A. Pugatch, Esq.
                  RICE PUGATCH ROBINSON STORFER & COHEN, PLLC
                  101 NE 3 Ave #1800
                  Ft Lauderdale, FL 33301
                  Tel: 954-462-8000
                  Fax: 954-462-4300
                  E-mail: capugatch.ecf@rprslaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Glenn Robinson, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb16-17505.pdf


ISTAR INC: Appoints Geoffrey Jervis COO and CFO
-----------------------------------------------
iStar Inc. announced that Geoffrey G. Jervis will join the Company
as its chief operating officer and chief financial officer,
effective June 15, 2016.  

From July 2014 to February 2016, Mr. Jervis was the chief financial
officer of STAG Industrial, Inc.  From 2005 to 2013, Mr. Jervis
served as the chief financial officer of Blackstone Mortgage Trust,
Inc. and its predecessor, Capital Trust, Inc. (NYSE: CT).  From
2012 to 2013, Mr. Jervis also served as the chief financial officer
and a member of the investment committee of BXMT Advisors L.L.C., a
managing director of The Blackstone Group L.P. and the chief
financial officer of Blackstone Real Estate Debt Strategies.
Before joining Blackstone in 2012, Mr. Jervis was also the chief
financial officer of CTIMCO, a commercial real estate investment
manager and rated special servicer that was wholly owned by Capital
Trust and acquired by affiliates of Blackstone in December 2012.
Mr. Jervis, 45, received a B.A. in History from Vanderbilt
University, and an honors (Beta Gamma Sigma) M.B.A. from Columbia
Business School.

Mr. Jervis will succeed David DiStaso as iStar's chief financial
officer.  Mr. DiStaso will remain with iStar as a senior advisor
through Dec. 31, 2016.

Mr. Jervis' compensation arrangements will include:

* An annual base salary of $500,000;
  
* participation in iStar's annual incentive bonus program with a
   minimum guaranteed bonus of $500,000 for 2016 (pro rated for
   his time at iStar) and 2017;

* Grant of 100,000 restricted stock units that will vest in 20%
   increments at the start of employment and on each annual
   anniversary date thereafter; and 2.5 points in the 2015/2016
   series of iStar's Performance Incentive Plan, subject to the
   vesting and other terms of that Plan;

* Participation in iStar's standard benefits and welfare plans
   for senior executives.

                         About iStar Inc.

New York-based iStar Inc., formerly known as iStar Financial Inc.
(NYSE: SFI) provides custom-tailored investment capital to high-end
private and corporate owners of real estate, including senior and
mezzanine real estate debt, senior and mezzanine corporate capital,
as well as corporate net lease financing and equity.  The Company,
which is taxed as a real estate investment trust, provides
innovative and value added financing solutions to its customers.

iStar Inc. reported a net loss allocable to common shareholders of
$52.7 million on $515 million of total revenues for the year ended
Dec. 31, 2015, compared to a net loss allocable to common
shareholders of $33.7 million on $462 million of total revenues for
the year ended Dec. 31, 2014.

As of March 31, 2016, iStar Inc. had $5.49 billion in total assets,
$4.46 billion in total liabilities, $8.98 million in redeemable
noncontrolling interests and $1.01 billion in total equity.

                            *     *     *

As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial
at 'B'.  The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).

As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.

In October 2012, Moody's Investors Service upgraded the corporate
family rating to 'B2' from 'B3'.  The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate.  The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.


ISTAR INC: Stockholders Elect 7 Directors to Board
--------------------------------------------------
iStar Inc. held its 2016 annual meeting of shareholders on May 18,
at which the shareholders:

    (i) elected Jay Sugarman, Clifford DeSouza, Robert W. Holman,
        Jr., Robin Josephs, John G. McDonald, Dale Ann Reiss and
        Barry W. Ridings as directors;

   (ii) ratified the appointment of PricewaterhouseCoopers LLP as
        the Company's independent registered public accounting
        firm for the fiscal year ending Dec. 31, 2016; and

  (iii) approved, on an advisory basis, the compensation of its
        named executive officers.

                        About iStar Inc.

New York-based iStar Inc., formerly known as iStar Financial Inc.
(NYSE: SFI) provides custom-tailored investment capital to high-end
private and corporate owners of real estate, including senior and
mezzanine real estate debt, senior and mezzanine corporate capital,
as well as corporate net lease financing and equity.  The Company,
which is taxed as a real estate investment trust, provides
innovative and value added financing solutions to its customers.

iStar Inc. reported a net loss allocable to common shareholders of
$52.7 million on $515 million of total revenues for the year ended
Dec. 31, 2015, compared to a net loss allocable to common
shareholders of $33.7 million on $462 million of total revenues for
the year ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $5.62 billion in total assets,
$4.51 billion in total liabilities, $10.71 million in redeemable
concontrolling interests, and $1.10 billion in total equity.

                            *     *     *

As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial
at 'B'.  The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).

As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.

In October 2012, Moody's Investors Service upgraded the corporate
family rating to 'B2' from 'B3'.  The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate.  The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.


J.G. NASCON: Prosthetics' $1.4MM Wins Auction for Assets
--------------------------------------------------------
Judge Magdeline D. Coleman on May 24, 2016, entered an order
authorizing J.G. Nascon, Inc., to sell substantially all assets to
for $1.4 million to the winning bidder, Prosthetics Innovations
LLC.

The Debtor received qualified bids from Re-Steel Supply Co., Inc.,
and Prosthetic.  The Debtor conducted an auction at the sale
hearing on April 27, 2016.  At the conclusion of the auction,
Prosthetics was selected by the Debtor as the successful bidder at
a purchase price of $1,400,000 and Re-Steel was selected as the
back-up bidder with a purchase price of $1,150,000.

Prosthetics submitted a bid at the auction in the amount of
$1,400,000 in readily available funds, non-refundable payments,
each in the amount of $5,000, to M&T Bank on May 5, 2016, and June
5, 2016, and an agreement to lease the Debtor's property back to
the Debtor without charge until Dec. 31, 2016, with the closing to
such sale to occur not later than June 30, 2016, pursuant to the
Prosthetics Agreement of sale dated May 19, 2016.

Prosthetics will complete its Phase 1 environmental study by no
later than May 30, 2016, but will have the right to request one,
two-week extension of time to complete such study.  Prosthetics
will execute a 6-month lease for the office, shop and yard at the
Property to the Debtor for $0 rent at the closing of the sale of
the Property.

A copy of the Sale Order is available at:

         http://bankrupt.com/misc/JG_Nascon_151_Sale_Ord.pdf

J.G. Nascon, Inc., sought Chapter 11 protection (Bankr. E.D. Pa.
Case No. 15-18704) on Dec. 4, 2015, in Philadelphia.  The Debtor
tapped Albert A. Ciardi, III, Esq., and Jennifer E. Cranston, Esq.,
at Ciardi Ciardi & Astin, P.C., as attorneys.  The Debtor estimated
$1 million to $10 million in assets and debt.


JADECO CONSTRUCTION: Hires Koster Industries as Auctioneer
----------------------------------------------------------
Jadeco Construction Corp. asks the U.S. Bankruptcy Court for the
Eastern District of New York to employ Koster Industries as
auctioneer to assist the Debtor in the sale of certain of its
assets.

The Debtor has vehicles and equipment that have a value and can be
sold for the benefit of this estate and its creditors.  In this
regard, the Debtor believes that the retention of an auctioneer
would be in the best interest of the estate to sell the Debtor's
property rapidly and in an efficient manner.  The Debtor further
believes that the retention of Koster as auctioneer would be
beneficial to the estate to assist the Debtor in obtaining the
highest and best offer for the vehicles and equipment.  

Koster will be paid commissions consistent with the Bankruptcy Code
and the Federal Rules of Bankruptcy Procedure and the Local Rules
for the U.S. Bankruptcy Court for the Eastern District of New York.
The commissions will be paid after the filing of an application
with the Court which application will be on notice to the creditors
and the office of the U.S. Trustee.

Randy Koster, president of Koster Industries, assures the Court
that the firm doesn't hold nor represent any interest adverse to
the estate in the matters upon which the firm is to be engaged, and
that the firm is a "disinterested person" within the meaning of
Section 101(14) of title 11 of the Bankruptcy Code.

      Randy Koster
      President
      Koster Industries
      40 Daniel Street
      Farmingdale, NY 11735
      Tel: (631) 454-1766
      Fax: (631) 454-1779
      E-mail: randy@kosterindustries.com

Jadeco Construction Corp. sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern
District of New York (Central Islip) (Case No. 16-71508) on April
6, 2016.  The petition was signed by Jacinto Dealmeida, president.

The Debtor is represented by Joel M. Shafferman, Esq., at the
Shafferman & Feldman LLP. The case is assigned to Judge Robert E.
Grossman.

The Debtor estimated assets of $0 to $50,000 and debts of
$1 million to $10 million.


JAG VENTURES: Seeks to Hire Coldwell Banker as Broker
-----------------------------------------------------
JAG Ventures, Inc. seeks approval from the U.S. Bankruptcy Court
for the Middle District of Georgia to hire Coldwell Banker
Commercial Eberhardt & Barry, Inc. as its real estate broker.

The Debtor tapped the firm in connection with the sale of its
properties located at 107 Chapman Road, Peach County; 1229 Russell
Parkway, Houston County; 660 Peavy Road, Peach County; 7405
Industrial Highway, Bibb County; and 131 Glen Hill Court, Bibb
County, in Georgia.

Coldwell will receive an 8% commission for its services, according
to its agreement with the Debtor.

Miki Folsom, president and associate broker of Coldwell, disclosed
in a court filing that the firm does not hold or represent any
interest adverse to the Debtor's estate.

Coldwell can be reached through:

     Miki Folsom
     COLDWELL BANKER
     990 Riverside Drive
     Macon, GA 31201
     Phone: (478) 746-8171

The Debtor can be reached through its counsel:

     Wesley J. Boyer, Esq.
     Katz, Flatau & Boyer, L.L.P.
     355 Cotton Avenue
     Macon, GA 31201
     Tel: (478) 742-6481
     E-mail: Wes@WesleyJBoyer.com

                        About JAG Ventures

JAG Ventures, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Middle District of Georgia (Macon) (Case No.
15-52745) on November 30, 2015.

The petition was signed by Ronald D. Bartlett, authorized
individual. The Debtor is represented by Wesley J. Boyer, Esq., at
Katz, Flatau & Boyer, L.L.P.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


JODY L. KEENER: Court Junks Super Wing's Bid for AdequateProtection
-------------------------------------------------------------------
Judge Thad J. Collins of the United States Bankruptcy Court for the
Northern District of Iowa granted Debtor's Motion for Summary
Judgment; denied Super Wings' Motion for Adequate Protection; and
denied as moot Super Wings' Motion to Strike.

Debtor owned a particular piece of real estate subject to three
liens: Guaranty Bank's fully secured first mortgage, Collins'
partially secured second mortgage, and Super Wings' unsecured
judgment lien. Debtor had previously asked the Court for
authorization to sell the property free and clear of liens, stating
that Guaranty Bank's first mortgage would be paid off, that Collins
had agreed to accept $50,000 in exchange for releasing its lien,
and that the net sale proceeds would be used to pay Debtor's tax
liability arising from the sale.

Super Wings objected to this use of the net sale proceeds. Super
Wings argued that the sale proceeds should be used to pay
lienholders (like Collins), not Debtor's tax obligations. The Court
postponed ruling on how the proceeds at issue would be used and
approved the sale, under condition that the net sale proceeds be
put in escrow pending ruling. The sale occurred. After paying
Guaranty Bank's mortgage and $50,000 to Collins, Debtor put the
$287,104.62 in net sale proceeds in escrow.

Super Wings argues that it is entitled to the full $287,104.62 in
net sale proceeds because under the express terms of the sale
motion and order, Collins released its lien when it received the
$50,000 payment.

Debtor and Collins argue that Collins is entitled to the entire
$287,104.62 in net sale proceeds held in escrow, not Super Wings.
Collins argues that it agreed to release its second position lien
on the terms set out in the Sale Motion. Collins notes that the
Sale Motion says that the net sale proceeds would be used to pay
Debtor's tax obligations. Collins argues that, because the sale
proceeds aren't being used to pay Debtor's tax obligations, it has
not released its lien.

Debtor argues that Super Wings is not entitled to any adequate
protection from the proceeds because Super Wings' lien never
actually attached to the real estate because its value was fully
encumbered by the first two liens.

The bankruptcy case is IN RE: JODY L. KEENER, Chapter 11, Debtor,
Bankruptcy No. 14-01169 (Bankr. N.D. Iowa).

A full-text copy of the Memorandum and Orders dated May 12, 2016 is
available at https://is.gd/hzg9PC from Leagle.com.

Jody L. Keener, Debtor, is represented by Don Brady, Blair and
Brady Law Firm Seth R. Delutri, Jeffrey D. Goetz,  Esq. --
goetz.jeffrey@bradshawlaw.com -- Bradshaw, Fowler, Proctor &
Fairgrave, Justin E LaVan, Esq. -- lavan.justin@bradshawlaw.com --
Bradshaw Fowler Proctor & Fairgrave, Timothy N. Lillwitz, Esq. --
lillwitz.timothy@bradshawlaw.com -- Bradshaw, Fowler, Proctor &
Fairgrave PC, Krystal Mikkilineni, Esq. --
mikkilineni.krystal@bradshawlaw.com -- Bradshaw, Fowler, Proctor &
Fairgrave PC, Timothy James Van Vliet, Wetsch, Abbott & Osborn,
P.L.C..



JTS LLC: Seeks to Hire Christopher Hoke as Special Counsel
----------------------------------------------------------
JTS LLC seeks approval from the U.S. Bankruptcy Court for the
District of Alaska to hire Christopher Hoke as its special
counsel.

Mr. Hoke will represent the Debtor in a lawsuit it filed against
Nokian Tyres PLC and two other companies in a district court in
Alaska for terminating their exclusive distributorship agreement.
He will also assist the Debtor in collecting delinquent accounts
receivable.

Mr. Hoke will be paid on an hourly rate of $100, plus contingent
fee of 15% of any recovery.  

Mr. Hoke does not hold or represent an interest adverse to the
Debtor's bankruptcy estate, according to court filings.

                             About JTS

JTS, LLC, d/b/a Johnson's Tire Service, a privately held single
member LLC owned by Kelly Gaede, is one of the largest family owned
and operated independent tire dealer and auto repair companies in
Alaska.  The company provides three main services: (i) new tires
(ii) tire change over (iii) automotive repair. With corporate
headquarters in Anchorage, JTS, LLC currently operates three
locations across the Anchorage Metro area which services a combined
population of 400,000 in the communities of Anchorage, Eagle River
and Wasilla.  The Eagle River and Wasilla locations were scheduled
to close by Feb. 29, 2016.

JTS, LLC sought Chapter 11 protection (Bankr. D. Alaska Case No.
15-00167) in Anchorage, Alaska, on June 15, 2015.  JTS estimated
$10 million to $50 million in assets and debt.

The Debtor tapped David H. Bundy, Esq., at David H. Bundy, PC, in
Anchorage, as counsel.  The Debtor also engaged BDO, LLP as
accountants to prepare income tax returns; Newhouse & Vogler as
accountants to audit the Debtor's 2014 financial statement; and
Gary Petros, a real estate agent with Jack White Commercial to list
and sell the Debtor's property at 3300 Denali St, Anchorage.


KOMODIDAD DISTRIBUTORS: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                      Case No.
       ------                                      --------
       Komodidad Distributors, Inc.                16-04164
       PO Box 6359
       Caguas, PR 00726-6359

       GA Design & Sourcing Corp.                  16-04166
       GA Property Development, Corp               16-04167
       GA Investors, S.E.                          16-04169
       Gamaxport, Inc.                             16-04170

Type of Business: Retailer of clothing, accessories, and
                  fragrances

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Judge: Hon. Enrique S. Lamoutte Inclan

Debtors' Counsel: Javier Vilarino, Esq.
                  VILARINO & ASSOCIATES LLC
                  PO BOX 9022515
                  San Juan, PR 00902-2515
                  Tel: 787-565-9894
                  E-mail: jvilarino@vilarinolaw.com

Estimated Assets: $50 million to $100 million

Estimated Debts: $10 million to $50 million

The petitions were signed by Jorge Galliano, president.

List of Komodidad Distributors's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
American Express                                         $599,627
200 Vesey St
New York, NY
10285-1000

Majestique Corporation                                   $231,811

Hop Lun                                                  $161,746

DOIT Distributors/KIMIC LLC                              $133,399

Rosa Rodriguez, S.E.                                     $121,176

V.O. Industrial Corporation                               $79,783

The Sembler Co.                                           $75,238

Olem Shoe Corp.                                           $70,554

Randy Hangers, LLC                                         $66,939

Banco Popular de PR                                        $65,018

Data@Access Communications Inc.                            $62,743

Leonisa                                                    $55,558

International Intimates                                    $55,144

Banco Santander                                            $54,575

Perfume Center of America                                  $53,286

Neu Enterprises                                            $49,252

Body Glove                                                 $49,102

Millionaire Club                                           $45,260

Banco Santander                                            $43,726

Brian Brothers Inc.                                        $39,702


LEO MOTORS: Agrees to Sell $395,000 Debentures
----------------------------------------------
Leo Motors, Inc., on May 18, 2016, entered into a Securities
Purchase Agreement, pursuant to which the Company agreed to sell to
an accredited investor an aggregate of $395,000 in principal amount
of debentures for a purchase price of $359,055, of which $179,527
was funded on May 18, 2016, and $179,527 will be funded on or
before the 30 days from the Closing Date.

As disclosed in a regulatory filing with the Securities and
Exchange Commission, each Debenture has a maturity date which is
one year after the date of issuance and has an interest rate of ten
percent per annum.  Each Debenture is convertible into shares of
the Company's Common Stock at any time after the sooner to occur of
180 days from the original issue date or when the shares issuable
upon conversion of the Debenture have been registered on a
registration statement that has been declared effective by the
Securities and Exchange Commission and until the Debenture is no
longer outstanding.  The Debentures are convertible at a conversion
price equal to the lower of (i) $0.50 per share or (ii) 70% of the
lowest VWAP for the previous 20 trading days prior to conversion.
The Company is permitted to prepay the Debentures at any time upon
ten days written notice to the Investor.

The Company claims an exemption from the registration requirements
of the Securities Act of 1933, as amended, for the issuance of the
securities referenced herein pursuant to Section 4(a)(2) of the Act
and Regulation D promulgated thereunder.

                       About Leo Motors

Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.

In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of
$4.5 million.  During the 2012 year the Company had a net non
operating income largely from the result of the forgiveness of
debt for $1.3 million.

Leo Motors reported a net loss of US$4.49 million on US$4.29
million of revenues for the year ended Dec. 31, 2015, compared to a
net loss of US$4.48 million on US$693,000 of revenues for the year
ended Dec. 31, 2014.

As of March 31, 2016, Leo Motors had $6.19 million in total assets,
$5.18 million in total liabilities and $1 million in total equity.


LIFE CARE: Auction of Glenmoor Assets Set for June 24
-----------------------------------------------------
U.S. Bankruptcy Judge Jerry A. Funk approved the bidding procedures
and scheduled a June 24, 2016, auction of Life Care St. Johns,
Inc.'s continuing care retirement community in St. Augustine,
Florida.

As previously reported by The Troubled Company Reporter, the Debtor
proposes to sell the property to LCS Glenmoor, LLC, as stalking
horse bidder, or to other prospective purchaser who may submit a
higher and better offer for Glenmoor's assets at a court supervised
auction.

The bidding at the Auction shall begin at the Starting Bid of
$25,400,000 while subsequent bids at the Auction, including any
bids by LCS, shall be made in minimum increments of $100,000,
while
LCS shall receive a credit equal to the amount of the Break-up Fee
and the Expense Reimbursement when bidding at the Auction.

The Debtor is obligated to pay to LCS from the proceeds of the
sale
all amounts due to LCS, including the Break-up fee and the expense
reimbursement, if the sale closes with an entity other than LCS.

The Court grants the Break-Up Fee of $700,000 and the Expense
Reimbursement in the amount of $150,000 to LCS Glenmoor, LLC, for
its role as Stalking Horse.

           About Life Care St. Johns

Life Care St. Johns, Inc., doing business as Glenmoor, is a
not-for-profit organization that owns and operates a continuing
care retirement community in St. Johns County, Florida.  The
company received its certificate of occupancy in 1999 and began
operations in October of 2001.

As a CCRC, Glenmoor provides "lifecare services" to its residents,
each of whom reside in a residential unit.  The "lifecare" concept
recognizes that the healthcare and residency needs of elderly
residents vary along a continuum beginning with independent living
and in many cases ending with a need for full-time nursing care.
The Glenmoor community thus includes independent residential units,
an assisted living center, and a healthcare center for residents
requiring round the clock nursing care.

As disclosed in documents filed with the Court, Residency at
Glenmoor is provided pursuant to "Residence and Care Contracts"
which require prospective residents to pay an "Entrance Fee" and a
"Monthly Service Fee."  The Entrance Fee is a lump sum, one-time
payment based on the type of Residential Unit occupied by the
resident, and obligates Glenmoor to provide care to the resident so
long as he or she remains a resident and pays the Monthly Service
Fee.  Depending upon the type of contract selected, the Entrance
Fee may or may not be refundable.  For residents with refundable
Entrance Fee contracts, the refund is to be paid from the proceeds
of the next Entrance Fee received by Glenmoor.

According to Court filings, the economic recession which began in
late 2007 had a dramatic impact on Glenmoor, with fewer residents
being able to afford the required Entrance Fees as their home
equity and investments portfolios shrank in value.  With fewer new
residents entering the community than were moving out, significant
Entrance Fee refund liabilities began to accumulate, rising to
almost $8 million at their peak.  The decreasing revenues
eventually led to payment and other defaults under the $59 million
in Revenue Bonds issued in 2006 to support Glenmoor and refinance
an earlier bond issue.

On July 3, 2013, Glenmoor filed its initial Chapter 11 case in the
U.S. Bankruptcy Court for the Middle District of Florida amid
defaults under the Debtor's 2006 Bonds and threats of enforcement
action by the Florida's Office of Insurance Regulation, the
government entity that governs the licensing and operations of
continuing care retirement community in Florida.  A consensual Plan
of Reorganization was filed Nov. 27, 2013.  Glenmoor's Plan of
Reorganization was confirmed by the Court on Feb. 28, 2014.  The
Final Decree was entered on April 6, 2016.

Glenmoor filed its second voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No.: 16-01347) on  April
11, 2016.

The Debtor has engaged Thames Markey & Heekin, P.A., as bankruptcy
counsel; Walchle Investment Group, Inc. as sale broker; Cassidy
Turley Commercial Real Estate Services, Inc., as investment banker;
Greystone Development Company II, LP, as operations consultant;
Eddie Williams, III, Esq., as regulatory compliance counsel; Moore
Stephens Lovelace, CPA, as accountant; Globic Advisors, Inc., as
plan solicitation and tabulation agent; and American Legal Claim
Services, LLC as claims and noticing agent.

The Debtor estimated assets in the range of $10 million to $50
million and liabilities of up to $100 million.

The case is pending before the Honorable Jerry A. Funk.


LINDA GRAVES JELINEK: Sells Miami Beach Property for $1.575MM
-------------------------------------------------------------
Judge Janet S. Baer on May 25, 2016, entered an order authorizing
debtor Linda Graves Jelinek to sell to Gregg Covin or his nominee,
for the sum of $1,575,000, the estate's interest in the real
property commonly known as 1344 15th Terrace, Miami Beach, FL.  The
sale will be free and clear of liens and interests, with any such
liens and interests to attach to the proceeds of sale, pursuant to
11 U.S.C. Sec. 363(b) and (f).  The broker's commission will be
paid at closing; however, attorney's fees for Debtor's special real
estate counsel will be subject to further order of Court.

The Chapter 11 case is In re Linda Graves Jelinek (Bankr. N.D. Ill.
Case No. 14-25220).


LOS ARBOLES APARTMENTS: Court Refuses to Reopen Dismissed Case
--------------------------------------------------------------
Judge Robert Kwan of the United States Bankruptcy Court for the
Central District of California, Los Angeles Division, denied Los
Arboles Apartments & Townhomes, LLC's Motion to Determine that
secured creditor VFC Partners 29, LLC, is not entitled to cover
attorneys' fees and costs for lack of subject matter jurisdiction
and based on permissive abstention and, denied the Motion to Reopen
because a dismissed bankruptcy case cannot be reopened under 11
U.S.C. Section 350(b).

Two motions were filed by Debtor Los Arboles Apartments &
Townhomes, LLC: (1) "Emergency Motion to Determine that Secured
Creditor VFC Partners 29, LLC, a Limited Liability Company, Is Not
Entitled to Recover Any Attorney's Fees and Costs and that Its
Notice of Default and Election to Sell Under Deed of Trust and
Notice of Sale as Containing a Calculation of the Indebtedness
Based on Attorney's Fees and Costs is Void and Cannot Be Enforced"
("Motion to Determine"); and (2) "Emergency Motion to Reopen
Chapter 11 Bankruptcy Case for the Limited Purpose of Seeking a
Determination that Secured Creditor VFC Partners 29, LLC, a Limited
Liability Company, Is Not Entitled to Recover Any Attorney's Fees
and Costs and that Its Notice of Default and Election to Sell Under
Deed of Trust, as Containing a Calculation of the Indebtedness
Based on Attorney's Fees and Costs is Void and Cannot Be Enforced"
("Motion to Reopen").

A full-text copy of the Memorandum Decision and Order dated May 16,
2016 is available at https://is.gd/OcYGVg from Leagle.com.

The bankruptcy case In re: LOS ARBOLES APTS. & TOWNHOMES LLC,
Chapter 11, Debtor, Case No. 2:14-bk-31901-RK.

Los Arboles Apts. & Townhomes LLC, Debtor, is represented by Philip
D Dapeer, Esq. -- Philip Daoeer, a Law Corporation.

United States Trustee, U.S. Trustee, is represented by Alvin Mar.

Los Arboles Apartments & Townhomes LLC filed a Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 14-31901) on
November 23, 2014, listing under $1 million in both assets and
liabilities.  A copy of the petition is available at
http://bankrupt.com/misc/cacb14-31901.pdf  Philip D. Dapeer, Esq.,

at Philip Dapeer, A Law Corporation, serves as Chapter 11 counsel
to the Debtor.


MARIA RODRIGUEZ: Selling Property to Jones for $390,000
-------------------------------------------------------
Maria Rodriguez on May 25, 2016, filed a motion asking the U.S.
Bankruptcy Court for the Northern District of Illinois for approval
to sell her real property commonly known as 7142 Riverside Drive,
Berwyn, IL.  On May 19, 2016, the Debtor entered into a contract
for sale to Joshua M. Jones or assigns in the amount of $390,000.
Mr. Jones is not an insider of the Debtor.  

The Debtor is a licensed broker who engages in her business in the
locale of the properties.  She is not earning any part of the
commission in these transactions although she is the listing agent.
She has determined to waive any share of her commission and the
remaining 2.5% will be paid from closing to Interdome Realty, an
entity in which neither Maria Rodriguez nor the principals of ReMax
Partners have any interest.

The Debtor also requests that she be authorized to pay or permit a
credit against the Purchase Price for all customary closing costs
and the real estate taxes at the closing of the sale of the
Property from the proceeds of sale.  This would include attorney
fees for special counsel James Jimenez who has agreed to perform
each closing for a flat fee of $1500.

A mortgage in favor of Forman Real Property LLC, as assignee to
First Security Savings Bank was recorded against the Property in
2003.  In addition, Water Fall Olympic Master Fund Trust, Series
II, holds a second mortgage.

There are three other properties which are under contract and for
which a motion to approve sale is held.  The Forman mortgage
encumbers the properties as well as a fifth property.  It is
anticipated that sale of the 4 properties will satisfy the mortgage
of Forman and Water Fall in full.

A hearing on the Debtor's motion is scheduled for June 8, 2016, at
10:00 a.m.

Maria S. Rodriguez filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 16-11959) on April 7, 2016.  

The Debtor's bankruptcy attorney:

         Richard L. Hirsh
         RICHARD L. HIRSH, P.C.
         1500 Eisenhower Lane, #800
         Lisle, IL 60532
         Tel: 630 434-2600


MCK MILLENNIUM: Exclusive Plan Filing Period Extended to June 7
---------------------------------------------------------------
The Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois has extended, at the behest of MCK
Millennium Centre Retail LLC, the Debtor's exclusive period to file
its plan and disclosure statement through and including June 27,
2016.

The plan status hearing is set for June 7, 2016, at 10:30 a.m. is
stricken.  The hearing will be held on July 5, 2016, at 10:30 a.m.

MCK Millennium Centre Realty, LLC, filed for Chapter 11 protection
(Bankr. N.D. Ill. Case No. 16-06369) on February 25, 2016. The
petition was signed by by William A Marovitz, member.  The Hon.
Jack B. Schmetterer presides over the case.  The Debtor estimated
assets of $10 million to $50 million and estimated debts of $0 to
$50,000.  Jonathan D. Golding, Esq., and Richard N. Golding, Esq.,
at The Golding Law Offices, P.C., serves as the Debtor's bankruptcy
counsel.


MDC HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'BB+' CCR
-------------------------------------------------------------
S&P Global Ratings said it revised its rating outlook on MDC
Holdings Inc. to negative from stable.  At the same time, S&P
affirmed its 'BB+' corporate credit rating on the company and 'BB+'
issue-level rating on its senior unsecured notes.  The recovery
rating on the unsecured debt is '3', indicating S&P's expectation
for a meaningful (50%-70%; high end of the range) recovery to
bondholders in the event of default.

"Our negative outlook on the corporate credit rating on MDC
reflects our view that we could lower our rating over the next 12
months if continued labor issues affect home closings, causing the
forecasted improvement in the company's credit metrics to fall
short of target and resulting in debt to EBITDA remaining above
4x," said S&P Global Ratings credit analyst Christopher Andrews.

S&P would likely revise the outlook back to stable if the company
improves its leverage profile over the next 12 months because of
better backlog conversion and some gross margin improvement
relative to 2015 levels.  S&P do not view an upgrade as likely over
the next 12 months.

In the event that home closings continue to show minimal
year-over-year growth and gross margin improvement fails to
materialize, S&P would consider lowering the corporate credit
rating to 'BB'.  This would result from changing the financial risk
profile to aggressive from significant, characterized by debt to
EBITDA of 4x to 5x.


MIDSTATES PETROLEUM: KCC Approved as Claims and Notice Agent
------------------------------------------------------------
U.S. Bankruptcy Judge David R. Jones has authorized Midstates
Petroleum Company, Inc., to appoint Kurtzman Carson Consultants
LLC, as claims, noticing and solicitation agent.

The undisputed fees and expenses incurred by KCC in the performance
of services will be treated as administrative expenses of the
Debtors' chapter 11 estates pursuant to 26 U.S.C. 156(c) and
Section 503(b)(1)(A) of the Bankruptcy Code, and be paid in the
ordinary course of business without further application or order of
the Court.

If any disputes arises relating to the Engagement Agreement or
monthly invoices, the parties shall meet and confer in an attempt
to resolve the dispute; if the resolution is not achieved, the
parties may seek resolution of the matter from the Court.

                About Midstates Petroleum Company

Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma.  The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.

Midstates Petroleum Company, Inc. and Midstates Petroleum Company
LLC filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos.
16-32237 and 16-32238) on April 30, 2016.  Judge David R Jones
presides over the case.  Edward O. Sassower, P.C., Joshua A.
Sussberg, P.C., and Jason Gott, Esq., at Kirkland & Ellis LLP,
serve as counsel to the Debtors.  Matthew D Cavenaugh, Esq.,
Patricia B. Tomasco, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker LLP, serve as local counsel.  Their financial advisor is
Huron Consulting Services LLC.  Their investment banker is Evercore
Group L.L.C.  Kurtzman Carson Consultants LLC serves as claims and
noticing agent.  

As of Dec. 31, 2015, the Company listed assets of $679 million and
total debts of $2 billion.

The petitions were signed by Nelson M. Haight, executive vice
president and chief financial officer.


MISSION REGIONAL: S&P Lowers Rating on $26.7MM Bonds to 'B-'
------------------------------------------------------------
S&P Global Rating lowered its long-term rating on Hidalgo County
Health Services Corp., Texas' $26.7 million combined series 2005,
2007, and 2008 bonds, issued for Mission Regional Medical Center
(Mission) five notches to 'B-' from 'BB+' and removed the ratings
from CreditWatch.  The outlook is negative.

"Mission was placed on CreditWatch with negative implications after
fiscal 2015's substantial $12.5 million operating loss, and our
expectation that the medical center would breach its minimum debt
service coverage covenant, resulting in an event of default under
the bond documents," said S&P Global Ratings analyst Kevin
Holloran.

Mission's reliance on supplemental sources of funding, including
Medicaid disproportionate share (DSH) and uncompensated care (UC)
programs, were largely responsible for improved (better than
breakeven) financial performance in fiscal 2013 and fiscal 2014,
but without which, resulted in substantial losses in fiscal 2015.

At this time, Mission is currently operating in a one-year cure
period, having engaged outside consultants in order to determine
turnaround initiatives that will result in coverage levels of at
least 1.0x.  Mission's senior management informed S&P Global that
it has been in communication with the bond trustee.

"We assessed Mission's enterprise profile as adequate, reflecting
the medical center's competitive primary service area and its 24.5%
market share, and its financial profile as vulnerable citing
Mission's extreme operating volatility as of late, and limited
reserve levels," added Mr. Holloran.  Rating factors pushing the
final rating lower into the single 'B' category include Mission's
comparatively small size with net patient revenue of less than $125
million, and proximity to a second event of default at the end of
the cure period.

The negative outlook reflects S&P's view of Mission Regional's
substantial deterioration of operating income levels in fiscal
2015, resulting in a technical event of default and obligating
Mission to enter into a cure period of one year by engaging a
consultant to secure debt service coverage above 1x by fiscal 2016
year end.  While Mission has put into motion several cost
containment initiatives and does expect some additional revenues in
the form of supplemental payments, Mission will likely sustain
operational losses again in fiscal 2016 that could be significant
enough to trigger an event of default should debt service coverage
be less than 1x.

S&P will lower the rating if Mission fails to achieve at least 1x
debt service coverage at year-end, as this would result in an event
of default that would heighten Mission's likelihood of debt
acceleration and currently reserves are less than long-term debt
outstanding.  S&P do not expect unrestricted reserves to continue
to decline given the turnaround initiative put into place; however,
if unrestricted reserves do decline further, S&P could lower the
rating regardless of year-end debt service coverage levels.

Given Mission's current operating profile, a higher rating is
unlikely over the one-year outlook period unless and until Mission
can stabilize operations, generate positive income levels and
sustain positive operations over a longer time period.  Volume and
reserve stability will be factors in any consideration of a higher
rating or a revision to a stable outlook.  

Mission Regional Medical Center operates a 245-staffed-bed facility
in the city of Mission, located in the Texas' Rio Grande Valley.
The hospital's PSA consists of six zip codes located in Mission and
the adjacent areas of western Hidalgo County and eastern Starr
County.


N-VIRO INTERNATIONAL: Incurs $455,000 Net Loss in First Quarter
---------------------------------------------------------------
N-Viro International Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $454,519 on $197,640 of revenues for the three months
ended March 31, 2016, compared to a net loss of $486,689 on
$348,919 of revenues for the same period in 2015.

As of March 31, 2016, N-Viro had $702,891 in total assets, $2.72
million in total liabilities and a total stockholders' deficit of
$2.02 million.

The Company had a working capital deficit of $2,254,000 at
March 31, 2016, compared to a working capital deficit of $2,026,000
at December 31, 2015, resulting in a decrease in working capital of
$228,000.  Current assets at March 31, 2016 included cash of
$13,000, which is a decrease of $69,000 from December 31, 2015.
The net negative change of $228,000 in working capital from
December 31, 2015 was primarily from a $165,000 increase in the
change in short-term liabilities over assets, an increase of
$47,000 in short-term convertible debt and a decrease of $16,000 in
the short-term portion of deferred stock and warrant costs issued
for consulting services.

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

                       https://is.gd/2xXymh

                    About N-Viro International

Toledo, Ohio-based N-Viro International Corporation owns and
sometimes licenses various N-Viro processes and patented
technologies to treat and recycle wastewater and other bio-organic
wastes, utilizing certain alkaline and mineral by-products
produced by the cement, lime, electrical generation and other
industries.

N-Viro reported a net loss of $2.27 million on $1.18 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $1.76 million on $1.33 million of revenues for the year ended
Dec. 31, 2014.

UHY LLP, in Farmington Hills, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company's recurring losses,
negative cash flow from operations and net working capital
deficiency raise substantial doubt about its ability to continue as
a going concern.


NANOSPHERE INC: Has 29 Million Outstanding Common Shares
--------------------------------------------------------
Nanosphere, Inc. filed a Change in Number of Shares Outstanding
Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq
Stock Market Rule 5250(e)(1) with respect to the issuance of
4,400,000 shares of the Company's common stock from May 19, 2016,
to May 20, 2016, upon conversion of outstanding shares of the
Company's series C convertible preferred stock.  After giving
effect to these transaction, there will be 29,021,057 issued and
outstanding shares of the Company's common stock.

                       About Nanosphere

Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform.  The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample.  Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample.  Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is
headquartered in Northbrook, IL.

Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.

Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.


NANOSPHERE INC: Has 40.1 Million Outstanding Common Shares
----------------------------------------------------------
Nanosphere, Inc., filed a Change in Number of Shares Outstanding
Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq
Stock Market Rule 5250(e)(1) with respect to the issuance of
1,710,000 shares of the Company's common stock on May 23, 2016,
upon conversion of outstanding shares of the Company's series C
convertible preferred stock and the issuance of an aggregate of
9,377,852 shares of common stock upon the exercise of warrants to
purchase common stock exercised on May 23, 2016.  After giving
effect to these transaction, there will be 40,108,909 issued and
outstanding shares of the Company's common stock.

                       About Nanosphere

Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform.  The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample.  Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample.  Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is
headquartered in Northbrook, IL.

Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.

Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.


NANOSPHERE INC: Has 44.2 Million Outstanding Common Shares
----------------------------------------------------------
Nanosphere, Inc., filed a Change in Number of Shares Outstanding
Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq
Stock Market Rule 5250(e)(1) with respect to the issuance of an
aggregate of 4,100,000 shares of common stock upon the exercise of
warrants to purchase common stock exercised on May 24, 2016.  After
giving effect to these transaction, there will be 44,208,909 issued
and outstanding shares of the Company's common stock, as disclosed
in a regulatory filing with the Securities and Exchange
Commission.

                       About Nanosphere

Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform.  The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample.  Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample.  Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is
headquartered in Northbrook, IL.

Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.

Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.


NANOSPHERE INC: Luminex Hikes Acquisition Price to $1.70 Per Share
------------------------------------------------------------------
Luminex Corporation and Nanosphere, Inc., announced that they have
entered into an amendment to the definitive agreement under which
Luminex will acquire Nanosphere, a leader in the molecular
microbiology and molecular diagnostic market.  The purchase price
has been increased to $1.70 per share from $1.35 per share in an
all cash transaction valued at approximately $77 million.  This
increase was in response to an unsolicited third party offer for
Nanosphere at $1.50 per share.

On May 18, 2016, the Company received an unsolicited offer from a
third party to acquire the Company substantially on the same terms
as the Merger Agreement and Offer for a purchase price of $1.50 per
share, net to the holders thereof, in cash.  The Company furnished
a copy of the Alternative Proposal to Luminex as required by the
Merger Agreement on May 18, 2016.  On May 20, 2016, the Board of
Directors of the Company held a meeting at which it determined that
the Alternative Proposal could be a "superior proposal" as defined
in the Merger Agreement, and advised Luminex of that determination
and of the Company's intention to engage the third party in
confidential discussions as permitted by the Merger Agreement.

On May 22, 2016, the Company, Merger Subsidiary and Luminex entered
into a First Amendment to the Merger Agreement that increased the
Offer Price to $1.70 per share, increased the Break-up Fee to
$3,000,000, and corrected scrivener's errors such that the Offer
would expire at 12:01 a.m. (EDT) on the 21st business day after
commencement.

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

                       https://is.gd/cR8vnw

                     About Luminex Corporation

Luminex is committed to applying its passion for innovation toward
creating breakthrough solutions to improve health and advance
science.  The company is transforming global healthcare and
life-science research through the development, manufacturing and
marketing of proprietary instruments and assays utilizing xMAP
open-architecture multi-analyte platform, MultiCode real-time
polymerase chain reaction (PCR), and multiplex PCR-based
technologies, that deliver cost-effective rapid results to
clinicians and researchers.  Luminex's technology is commercially
available worldwide and in use in leading clinical laboratories, as
well as major pharmaceutical, diagnostic, biotechnology and
life-science companies.  Luminex is meeting the needs of customers
in markets as diverse as clinical diagnostics, pharmaceutical drug
discovery, biomedical research including genomic and proteomic
research, personalized medicine, biodefense research and food
safety.  For further information on Luminex Corporation and the
latest advances in multiplexing using award winning technology,
please visit http://www.luminexcorp.com/.

                      About Nanosphere

Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform.  The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample.  Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample.  Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is
headquartered in Northbrook, IL.

Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.

Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.


NANOSPHERE INC: MMCAP International Reports 6.8% Stake
------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, MMCAP International Inc. SPC and MM Asset Management
Inc. disclosed that as of May 16, 2016, they beneficially own
1,679,804 common shares of Nanosphere, Inc. representing 6.82
percent of the shares outstanding.  A copy of the regulatory filing
is available at https://is.gd/8aC0Dd

                       About Nanosphere

Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform.  The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample.  Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample.  Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is
headquartered in Northbrook, IL.

Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.

Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.


NET ELEMENT: Effects Reverse Stock Split of Common Stock
--------------------------------------------------------
Net Element, Inc., effected a one-for-ten reverse stock split of
its outstanding common stock.  The Company's common stock opened
for trading on the NASDAQ Capital Market on May 25, 2016, on a
post-split basis.

Net Element hosted a conference call on Tuesday, May 24, 2016, at
4:30pm Eastern Time to discuss the reverse stock split and provide
business highlights for first quarter 2016.  

"We believe this reverse stock split is an important step in
attracting a broader spectrum of investors and regaining compliance
with NASDAQ," commented Oleg Firer, CEO of Net Element. "The board
and management of Net Element consider NASDAQ listing as an
important tool to support stock liquidity and company recognition
for Net Element's stockholders."

The Reverse Stock Split is intended to increase the per share
trading price of the Company's common stock to satisfy the $1.00
minimum bid price requirement for continued listing on the NASDAQ
Capital Market.  When the reverse stock split becomes effective,
every ten (10) shares of common stock will automatically convert
into one (1) share of common stock with no change in par value per
share.  This will reduce the number of shares outstanding as of May
25th, 2016 from approximately 115,169,896 to approximately
11,516,990.  Any fractional shares resulting from the reverse stock
split will be rounded up to the next whole share.  There is no
impact on the actual trading of Net Element's shares.  They will
continue to trade on the NASDAQ Capital Market without interruption
under the symbol NETE. The new CUSIP number for the common stock
following the reverse split will be 64111R201.

Proportional adjustments will be made to Net Element's outstanding
stock options, outstanding warrants and equity-compensation plans.
The number of authorized shares of the Company will remain
unchanged and the reverse stock split will not affect the common
stock capital account on our balance sheet.

Stockholders holding common shares though a brokerage account or
book entry form will have their shares automatically adjusted to
reflect the reverse stock split as of the effective date.  The
Company's transfer agent, Continental Stock Transfer & Trust
Company will act as the exchange agent for the reverse stock split.


                    About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $13.3 million on $40.2 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $10.21 million on $21.4 million of total revenues for
the year ended Dec. 31, 2014.

As of March 31, 2016, Net Element had $21.61 million in total
assets, $14.05 million in total liabilities and $7.55 million in
total stockholders' equity.

Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.


NET ELEMENT: Reports Growth in Transaction Processing Volume
------------------------------------------------------------
Net Element, Inc., announced its transactions processing volumes
for the first quarter of 2016.

Total transactions processed for the first quarter of 2016 were
43.1 million as compared to 30.6 million for the first quarter of
2015.  The 41% increase in transactions processed came primarily
from North America Transactions Solutions which saw a 76% increase
from 11.0 million in the first quarter of 2015 to 19.4 million in
the first quarter of 2016.  Online solutions experienced a 56%
increase from 3.6 million transactions processed in the first
quarter of 2015 to 5.6 million transactions process in first
quarter of 2016.  Mobile Solutions processed 18.1 million
transactions during the first quarter of 2016 versus 16.0 million
in the first quarter of 2015 which represented a 13% increase.  The
majority of growth in all segments was organic.

Oleg Firer, chief executive officer of Net Element, commented, "We
are pleased with our transaction growth and the increased adoption
of online and mobile payments services.  Our online and mobile
payments offerings enables monetization of digital content across
multiple interactive channels and allows our customers to use any
mobile device or computer to complete a transaction.  We expect
this trend to continue for the remainder of 2016 and beyond."

Eliminating the effects of foreign currency exchange, the total
dollars processed for the first quarter of 2016 increased 73% from
$233.6 million in the first quarter of 2015 to $405.1 in the first
quarter of 2016.  North America Transactions solutions saw the
largest increase of 74% from $171.0 million processed in the first
quarter of 2015 to $297.0 million in the first quarter of 2016.
Online Solutions processed $57.3 million in the first quarter of
2015 and $99.0 million in the first quarter of 2016, representing a
73% increase.  Mobile Solutions processed $5.3 million in the first
quarter of 2015 versus $9.1 million during the first quarter of
2016 or an increase of 72%.  Effects of foreign currency exchange
were eliminated by converting rubles to dollars at the average rate
for the first quarter of 2016 for both periods.

Mr. Firer also stated, "I am very pleased with the 42% year over
year growth of merchants in North America. Our emerging markets
client base has increased 48% in the first quarter of 2016 over the
same period in 2015."

Total transactions processed geographically in North America and
Emerging Markets in the first quarter of 2016 was 19.4 million and
23.7 million respectively, which represents an increase of 76% and
21% over the same time period in 2015.  Total volume processed in
North America and Emerging Markets in the first quarter of 2016 was
$297 million and $110 million respectively, which represents an
increase of 74% and 75% over the same period in 2015.

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

                      https://is.gd/t47rf7

                        About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $13.3 million on $40.2 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $10.21 million on $21.4 million of total revenues for
the year ended Dec. 31, 2014.

As of March 31, 2016, Net Element had $21.61 million in total
assets, $14.05 million in total liabilities and $7.55 million in
total stockholders' equity.

Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.


NEW YORK TIMES: Egan-Jones Hikes FC Sr. Unsecured Rating to BB-
---------------------------------------------------------------
Egan-Jones Ratings Company raised the foreign currency senior
unsecured rating on debt issued by The New York Times Co to BB-
from B on May 6, 2016.  EJR hiked the local currency senior
unsecured rating on the Company's debt to BB- from B+.

The New York Times Company is an American media company, which
publishes its namesake, The New York Times. It is headquartered in
Manhattan, New York.


NEWPARK RESOURCES: S&P Lowers CCR to 'B-', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Newpark
Resources Inc. to 'B-' from 'B+'.  The outlook is negative.

In addition, S&P lowered its issue-level rating on the company's
senior unsecured convertible notes to 'B' from 'B+'.  S&P revised
the recovery rating on the notes to '2' from '3', indicating
substantial (70% to 90%, low end of the range) recovery in the
event of payment default.

S&P also revised its liquidity assessment to adequate from strong,
reflecting the possibility that the company will utilize cash on
the balance sheet to reduce its upcoming maturity.

"The downgrade reflects our expectation that cash flow and credit
measures will continue to deteriorate over the next year," said S&P
Global Ratings credit analyst David Lagasse.

S&P expects exploration and production (E&P) spending to fall at
least 40% in 2016 due to continued weak oil and natural gas prices,
resulting in decreased demand for Newpark's services. Consequently,
S&P has reduced its revenue and EBITDA margin assumptions for
Newpark, and S&P expects credit measures to continue to deteriorate
in 2016.  Additionally, S&P believes liquidity could become
constrained reflecting the company's upcoming debt maturity in
October 2017 and the challenging capital markets for oilfield
service companies.

The negative outlook reflects the possibility that liquidity could
deteriorate further due to weak market conditions, pricing
pressures, and the company's upcoming 2017 debt maturity.  S&P
expects FFO to debt around 0% and debt to EBITDA above 10x in
2016.

S&P could lower the rating if the company's liquidity deteriorates
as a result of its 2017 bond maturity and/or the company is unable
to paydown or refinance its debt maturity; or S&P views leverage to
be unsustainable.  

S&P could stabilize the ratings if the company's credit measures
improve such that FFO to debt is trending toward 12% and/or the
company is able to refinance its upcoming maturity while
maintaining adequate credit measures and liquidity.



NORTH STATE OF WNY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: North State of WNY, Inc.
        1122 Military Road
        Buffalo, NY 14217

Case No.: 16-11059

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Debtor's Counsel: Arthur G. Baumeister, Jr., Esq.
                  AMIGONE, SANCHEZ & MATTREY LLP
                  1300 Main Place Tower
                  350 Main Street
                  Buffalo, NY 14202
                  Tel: (716) 852-1300
                  E-mail: abaumeister@amigonesanchez.com

Total Assets: $658,215

Total Liabilities: $1.23 million

The petition was signed by Michael J. Manning, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nywb16-11059.pdf


NUVERRA ENVIRONMENTAL: Egan-Jones Cuts FC Sr. Unsec. Rating to C
----------------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Nuverra Environmental Solutions
Inc. to C from CCC- on May 9, 2016.  EJR lowered the foreign
currency commercial paper rating on the Company to D from C.

Nuverra Environmental Solutions, Inc. provides environmental
solutions to customers focused on the development and production of
oil and natural gas from shale formations.



OPEN TEXT: S&P Assigns 'BB' Rating on New US$500MM Notes
--------------------------------------------------------
S&P Global Ratings said it assigned its 'BB' issue level rating to
Toronto- based enterprise software and service provider Open Text
Corp.'s proposed senior unsecured notes of US$500 million.  At the
same time, S&P Global Ratings assigned its '5' recovery rating to
the debt, indicating its expectation for modest (10%-30%; at the
high end of the range) recovery in the event of a default.  S&P
Global Ratings also affirmed its ratings, including its 'BB+'
long-term corporate credit rating, on Open Text.  The outlook is
stable.

"The affirmation reflects our view that the proposed bond issuance
would have only a modest negative impact on the company's credit
metrics, keeping adjusted debt-to-EBITDA in line with our
expectation for the ratings," said S&P Global Ratings credit
analyst Donald Marleau.

S&P's view of Open Text's business risk profile as fair reflects
the company's position as a leading provider of enterprise content
management (ECM) and enterprise information management (EIM)
solutions.  S&P expects these two areas to contribute more than 70%
of revenues over the next few years, providing a predictable
revenue stream.  The company benefits from a large base of
high-margin maintenance revenues and a growing Cloud-based business
that generates recurring billings, a significant portion of which
comes from key partners like SAP AG, Microsoft Corp., and Oracle
Corp.

The intermediate financial risk profile assessment reflects S&P's
view that the company will maintain adjusted debt-to-EBITDA of
2x-3x as it continues its strategy of acquiring to augment growth.
S&P recognizes that debt-to-EBITDA could improve to below 3x in
periods of light acquisition activity, or could increase quickly to
above 3x in the event of one or more large acquisitions.  S&P's
financial forecast incorporates US$700 million of acquisitions per
year, which is consistent with management's statements that the
company could pursue US$3 billion in acquisition in the coming
years, particularly considering relatively low multiples for
technology companies.

The stable outlook reflects S&P Global Ratings' expectation that
Open Text will maintain adjusted debt-to-EBITDA of 2x-3x as it
generates steady revenue and earnings growth, supported by a large
base of recurring maintenance and Cloud revenue and acquisitive
growth strategy.

S&P could raise the ratings on Open Text if the company continues
to expand into the broader EIM market while developing an
integrated set of product suites that resonates with customers,
materially improving the company's market position and scale.  S&P
would also expect Open Text to achieve a sustained mid-single-digit
organic growth rate, at a minimum, while maintaining adjusted
debt-to-EBITDA below 3x.

S&P could lower the ratings on Open Text if the company pursues
debt-financed acquisitions that push and keep adjusted
debt-to-EBITDA above 3x, or if the competitive environment
intensifies to such an extent that the company loses market share
to its rivals over a sustained period.


PACIFIC EXPLORATION: Chapter 15 Cases Jointly Administered
----------------------------------------------------------
U.S. Bankruptcy Judge James L. Garrity, Jr., has ordered that the
Chapter 15 cases of Pacific Exploration & Production Corp. and its
affiliates are consolidated for procedural purposes only and will
be jointly administered by the Court under Lead Case No.
16-1189(JLG).

               About Pacific Exploration & Production

Pacific Exploration & Production Corp. is a Canadian public Company
and a leading explorer and producer of natural gas and crude oil,
with operations focused in Latin America.  The Company has a
diversified portfolio of assets with interests in more than 70
exploration and production blocks in various countries including
Colombia, Peru, Guatemala, Brazil, Guyana and Belize.  The
Company's strategy is focused on sustainable growth in production &
reserves and cash generation.


PACIFIC EXPLORATION: Provides Update on Restructuring Transaction
-----------------------------------------------------------------
Pacific Exploration & Production Corp. on May 26 provided an update
with respect to its comprehensive restructuring transaction (the
"Restructuring Transaction") with: (i) certain holders of the
Company's senior unsecured notes (the "Supporting Noteholders")
()Ad Hoc Committee")), (ii) certain of the Company's lenders under
its credit facilities (the "Supporting Bank Lenders", and together
with the Supporting Noteholders, the "Supporting Creditors"), and
(iii) The Catalyst Capital Group Inc. ("Catalyst").  The
Restructuring Transaction will significantly reduce debt, improve
liquidity, and best position the Company to navigate the current
oil price environment.  Importantly, with the benefit of the
U.S.$500 million of debtor-in-possession financing to be provided
as part of the Restructuring Transaction, the Company will be able
to continue to pay all of the suppliers, trade partners and
contractors of the Company's subsidiaries across the jurisdictions
in which they operate in accordance with local regulations.
Additionally, employees will continue to be paid throughout this
process, without disruption.

"We are pleased with the progress of the Restructuring Transaction
as it significantly strengthens the Company and ensures the
long-term viability of the business, all without impacting our
ability to serve our customers, suppliers, employees and other
stakeholders," said Dennis Mills, Chair of the Independent
Committee of the Board of Directors.  "We are thankful to the
Supporting Creditors and Catalyst for their ongoing support during
this restructuring process and as the Company continues to struggle
with the significant challenges presented by the low oil price
environment."

On May 26, the Ontario Superior Court (the "Court") approved an
extension of the stay of proceedings until August 26, 2016.  During
this period, the Company intends to complete its U.S.$500 million
debtor-in-possession financing, put in place a new U.S.$134 million
letter of credit facility, and complete creditor meetings and Court
hearings required to approve the Restructuring Transaction (which
it expects to be completed in the third quarter of 2016).

In addition, the Court approved a consensual resolution of the
issues previously raised by the International Finance Corporation
in respect of the Company's interests in Pacific Infrastructure
Ventures Inc. and Pacific Midstream Ltd.

The Company also on May 26 received notice ("Notice") from the
Colombian Superintendence of Corporations ()Superintendence") in
respect of a creditor hearing to be held on June 7, 2016 at 11:00
a.m. (Bogota time) (the "Hearing") in Bogota, Colombia to consider
the Company's request for recognition of the initial order obtained
from the Court under the Companies' Creditors Arrangement Act
(Canada) on April 27, 2016.  At the request of the Superintendence,
the Notice will be published in the local Colombian newspapers and
will be made available on the monitor's website at:
http://www.pwc.com/ca/pacific

Further to TSX Bulletin 2016-0395 dated April 19, 2016, the Toronto
Stock Exchange ("TSX") has delisted the common shares (the
"Shares") for failure to meet the continued listing requirements of
the TSX.  The Company is in the process of determining the
delisting of the Shares on La Bolsa de Valores de Colombia.

Shareholder Contact Information

Shareholders are reminded that any questions or concerns can be
directed to the Company at ir@pacificcorp.energy

Noteholder Contact Information

Noteholders with questions concerning the Creditor/Catalyst
Restructuring Transaction are encouraged to contact Kingsdale
Shareholder Services at 1-877-659-1821 toll-free in North America
or call collect at 1-416-867-2272 outside of North America or by
email at contactus@kingsdaleshareholder.com

              About Pacific Exploration & Production

Pacific Exploration & Production Corp. is a Canadian public company
and a leading explorer and producer of natural gas and crude oil,
with operations focused in Latin America.  The Company has a
diversified portfolio of assets with interests in more than 70
exploration and production blocks in various countries including
Colombia, Peru, Guatemala, Brazil, Guyana and Belize.  The
Company's strategy is focused on sustainable growth in production &
reserves and cash generation.  

The Troubled Company Reporter-Latin America, on Feb. 23,
2016,reported that Fitch Ratings says that the agency could
downgrade its ratings on Pacific Exploration and Production Corp.
(Pacific; Long-term Foreign and Local Currency Issuer Default
Ratings of 'C') to restricted default (RD).  This could occur after
the expiration of the recently negotiated extension with
bondholders of the time in which to declare principal due and
payable on certain notes.  Fitch considers the extension of
multiple waivers or forbearance periods upon a payment default a
restricted default given they represent a material reduction in
terms compared with the original contractual terms.  Furthermore,
the extension of multiple waivers can be interpreted as a tool that
is being conducted in order to avoid bankruptcy.

                        *     *     *


On April 7, 2016, the TCR reported that Fitch Ratings downgraded
Pacific Exploration and Production Corp.'s (Pacific) Foreign and
Local Currency Long-term Issuer Default Ratings (IDRs) to
restricted default 'RD' from 'C'.  Concurrently, Fitch affirmed the
'C/RR4' long-term rating on Pacific's outstanding senior unsecured
debt issuances totaling approximately USD4 billion with final
maturities in 2019 through and 2025.

On Jan. 21, 2016, the TCR reported that Moody's Investors Service
has downgraded Pacific Exploration & Production Corp. (Pacific
E&P)'s corporate family rating and senior unsecured debt ratings to
C from Caa3.

The TCR, on Jan. 20, 2016, reported that Standard & Poor's Ratings
Services said it lowered its long-term corporate credit and
issue-level ratings on Pacific Exploration and Production Corp.
(Pacific) to 'CC' from 'CCC+'.  S&P also removed the rating from
CreditWatch with negative implications.  The outlook is negative.

On Jan. 14, 2016, Pacific announced that it has elected to utilize
the 30 day grace period rather than make the interest payments due
on Jan. 19, 2016 and Jan. 26, 2016 of about $65 million.  Although
the company is still current on those obligations, S&P expects
default to be a virtual certainty.


PACIFIC EXPLORATION: Recognition Hearing Set of June 8
------------------------------------------------------
U.S. Bankruptcy Judge James L. Garrity, Jr., has scheduled a
hearing to consider U.S. recognition of the CCAA case of Pacific
Exploration & Production Corp. for June 8, 2016 at 11 a.m.
Objections must be received by 12:00 p.m. (Eastern Standard Time)
on May 27, 2016.

PricewaterhouseCoopers Inc., the foreign representative oF Pacific
Exploration, can be contacted at:

         PRICEWATERHOUSECOOPERS INC.
         PwC Tower
         18 York Street, Suite 2600
         Toronto, ON M5J 0B2
         Attention: Tammy Muradova
         Canada/US: +1 844 855 8568
         Colombia: 01 800 518 2167
         Local US: +1 503 520 4469

               About Pacific Exploration & Production

Pacific Exploration & Production Corp. is a Canadian public Company
and a leading explorer and producer of natural gas and crude oil,
with operations focused in Latin America.  The Company has a
diversified portfolio of assets with interests in more than 70
exploration and production blocks in various countries including
Colombia, Peru, Guatemala, Brazil, Guyana and Belize.  The
Company's strategy is focused on sustainable growth in production &
reserves and cash generation.


PANDA TEMPLE: S&P Cuts Project Finance Rating to B-, Off Watch
--------------------------------------------------------------
S&P Global Ratings lowered its project finance rating on Panda
Temple Power LLC to 'B-' from 'B' and removed the rating from
CreditWatch, where it was placed with negative implications on
April 7, 2016.  The outlook is negative.

In addition, S&P is revising its recovery rating on the debt to '3'
from '2'.  The '3' recovery rating indicates expectations for
meaningful (50%-70%, at the higher end of the range) recovery in
the event of a payment default.

"The downgrade stems from continued weak performance that has
resulted not only in our base case financials appearing worse, but,
more importantly, in our downside scenario appearing worse," said
S&P Global Ratings credit analyst Michael Ferguson.  S&P previously
classified this project as being able to last almost four years in
a severe downside scenario, including operational and market
duress.  S&P has revised this assessment, and now believes the
project, with the liquidity in the deal, could last less than two
years in such an adverse scenario.  Consequently, there is no
longer any uplift ascribed to the project from this.

The negative outlook stems from continued weak market conditions in
Electric Reliability Council of Texas (ERCOT).  As a consequence of
weaker-than-expected growth in demand, persistently low gas prices,
and significant renewable production, power prices and spark
spreads have collapsed for merchant generators during the past 18
months.  While not as directly affected as certain coal plants have
been, generators like Temple have been significantly affected by
these declining spark spreads in part due to the absence of a
capacity market.  Because of this, S&P has typically assessed ERCOT
merchant generators, including Temple, as having high market risk;
this risk has been borne out during the past 18 months, and S&P
anticipates that the volatility will continue.  S&P anticipates the
project will have a minimum DSCR of about 1.1x during the next few
years before increasing.

The negative outlook reflects S&P's view that power prices could
continue to weaken in ERCOT during the next two years, leading to
consistently lower DSCRs and heightened refinancing risk.  S&P
anticipates sDSCRs around 1.0x over the next 12 months, based on an
assumption of $2.50 per mmbtu Henry Hub pricing and weakened power
demand growth in Texas.

A downgrade is possible if DSCRs stay low throughout 2016.  Minimum
DSCRs dropping below 1.0x persistently and drawing on liquidity
would potentially lead to a downgrade in the near term. Over the
longer term the project could face ratings pressure if leverage
refinancing increases sharply in S&P's base case.  This will become
more likely if power prices remain low, perhaps based on
lower-than-expected demand growth or greater-than-expected
penetration of renewable assets.  Additionally, further strains on
liquidity could jeopardize this project, placing it more in the
'CCC' category.

S&P considers an upgrade or positive outlook revision as currently
unlikely, but could occur if the project mitigates its exposure to
merchant market risk by entering into new and effective hedging
agreements that increase cash flow predictability, or if S&P's
assessment of the ERCOT market changes such that it foresees energy
prices in that market rising and stabilizing for an extended
period, perhaps due to the retirement of coal assets.


PARAGON OFFSHORE: Can Implement Early Retirement Program
--------------------------------------------------------
U.S. Bankruptcy Judge Christopher S. Sontchi has authorized Paragon
Offshore plc to implement the Early Retirement Program, pursuant to
which employees age 60 or above who have been employed by the
Debtors (or their former parent, Noble Corporation plc) for at
least 10 years may elect, on a voluntary basis, to retire early in
exchange for a payout, subject to the execution of a Release.  In
total, there are an estimated 14 Eligible Employees, none of whom
are "insiders" as such term is defined under Section 101(31) of the
Bankruptcy Code.  The Early Retirement Program is intended to
incentivize the Eligible Employees, each of whom is nearing the age
of retirement, to retire prematurely and allow the Debtors to
promote younger and emerging talent from within the Company to fill
the newly created vacancies.

Under the Early Retirement Program, the Debtors, at their
discretion, will offer Eligible Employees, a payout in the amount
of three to six months' pay, in addition to the Statutory Severance
and Benefits Payments.  In determining the amount of Early
Retirement Payments to which an Eligible Employee should be
entitled, the Debtors will consider, among other things, the nature
of the employee's role within the Company -- i.e., the Early
Retirement Payments to those employees who serve in more senior
positions will be greater than the Early Retirement Payments to
employees who serve in more junior positions -- as well as the
amount of the Eligible Employee's Statutory Severance Payments.

The Debtors estimate that the total Early Retirement Payments that
would be paid to an Eligible Employee range from approximately
$7,900 to $110,000.  In the aggregate, assuming all Eligible
Employees elect to participate in the program, the Debtors estimate
that the Early Retirement Payments will equal $720,510.

                      About Paragon Offshore

Paragon Offshore plc -- http://www.paragonoffshore.com/-- is a
global provider of offshore drilling rigs.  Paragon's operated
fleet includes 34 jackups, including two high specification heavy
duty/harsh environment jackups, and six floaters (four drillships
and two semisubmersibles). Paragon's primary business is
contracting its rigs, related equipment and work crews to conduct
oil and gas drilling and workover operations for its exploration
and production customers on a dayrate basis around the world.
Paragon's principal executive offices are located in Houston,
Texas.  Paragon is a public limited company registered in England
and Wales and its ordinary shares have been trading on the
over-the-counter markets under the trading symbol "PGNPF" since
December 18, 2015.

Paragon Offshore Plc, et al., filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb.
14, 2016, after reaching a deal with lenders on a reorganization
plan that would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.


PARAGON OFFSHORE: Wins OK for BDO USA to Perform Internal Audit
---------------------------------------------------------------
U.S. Bankruptcy Judge Christopher S. Sontchi has authorized Paragon
Offshore plc  to employ BDO USA, LLP, to provide internal
audit services, nunc pro tunc to the Petition Date.

BDO USA will be paid by the Debtors for the services of the BDO USA
professionals at the agreed discounted hourly billing rates set
forth in this rate schedule:

         Title               Rate Per Hour
         -----               -------------
         Partners                $135
         Senior Managers         $135
         Managers                $135
         Seniors                 $135
         Experienced Associates  $135
         Associates              $135

Vicky Gregorcyk, a partner at the firm, attests that BDO USA: (a)
has no connection with the Debtors, their creditors, other parties
in interest, or the attorneys or accountants of any of the
foregoing, or the U.S. Trustee or any person employed by the Office
of the U.S. Trustee; (b) does not hold any interest adverse to the
Debtors' estates; and (c) believes it is a "disinterested person"
as defined by section 101(14) of the Bankruptcy Code.

The firm may be reached at:

          Vicky Gregorcyk
          BDO USA, LLP
          2929 Allen Parkway, 20th Floor
          Houston, TX 77019

                      About Paragon Offshore

Paragon Offshore plc -- http://www.paragonoffshore.com/-- is a
global provider of offshore drilling rigs.  Paragon's operated
fleet includes 34 jackups, including two high specification heavy
duty/harsh environment jackups, and six floaters (four drillships
and two semisubmersibles). Paragon's primary business is
contracting its rigs, related equipment and work crews to conduct
oil and gas drilling and workover operations for its exploration
and production customers on a dayrate basis around the world.
Paragon's principal executive offices are located in Houston,
Texas.  Paragon is a public limited company registered in England
and Wales and its ordinary shares have been trading on the
over-the-counter markets under the trading symbol "PGNPF" since
December 18, 2015.

Paragon Offshore Plc, et al., filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb.
14, 2016, after reaching a deal with lenders on a reorganization
plan that would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debts
of $2.96 billion as of Sept. 30, 2015.

The Debtors have engaged Weil, Gotshal & Manges LLP as general
counsel, Richards, Layton & Finger, P.A. as local counsel, Lazard
Freres & Co. LLC as financial advisor, Alixpartners, LLP as
restructuring advisor, and Kurtzman Carson Consultants as claims
and noticing agent.


PEABODY CORP: Accounts Receivable Program Approved on Final Basis
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri
approved, on a final basis, Peabody Energy Corporation's Accounts
Receivable Securitization Program.

The Company has an accounts receivable securitization program
through its wholly owned subsidiary, P&L Receivables Company, LLC.
Under the AR Program, Peabody contributes a pool of eligible trade
receivables to P&L Receivables, which then sells, without recourse,
the Receivables to various conduit and committed purchasers. The AR
Program has a maximum availability of $180 million and matures on
March 25, 2018.

The Bankruptcy Court approved the AR Program on an interim basis by
order dated April 15, 2016. On May 18, 2016, the Bankruptcy Court
entered an order approving the AR Program on a final basis.

                 About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $918.5 million.

On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code.  The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee appointed seven creditors of
Peabody
Energy Corp. to serve on the official committee of unsecured
creditors.  The Committee is represented by:

     Dimitra Doufekias, Esq.
     MORRISON & FOERSTER LLP
     2000 Pennsylvania Avenue
     NW Suite 6000
     Washington DC
     Telephone: (202) 887-1500
     Facsimile: (202) 887-0763

          - and -

     Sherry K. Dreisewerd, Esq.
     SPENCER FANE LLP
     1 North Brentwood Boulevard, Suite 1000
     St. Louis, MO 63105
     Tel: (314) 863-7733
     Fax: (314) 862-4656
     E-mail: sdreisewerd@spencerfane.com

Counsel to Citibank, N.A. as Administrative Agent and L/C Issuer
under the Debtors' Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Debtors' Prepetition Secured Credit Facility:

     DAVIS POLK & WARDWELL LLP
     Michael J. Russano, Esq.
     450 Lexington Avenue
     New York, NY 10017
     Tel: (212) 450-4000
     Fax: (212) 607-7983
     E-mail: michael.russano@davispolk.com

Local Counsel to Citibank, N.A. as Administrative Agent and L/C
Issuer under the Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Prepetition Secured Credit Facility:

     BRYAN CAVE
     Laura Uberti Hughes, Esq.
     One Metropolitan Square
     211 North Broadway, Suite 3600
     St. Louis, MO 63102
     Tel: (314) 259-2000
     Fax: (314) 259-2020
     E-mail: Laura.hughes@bryancave.com



PEABODY CORP: Draws Down Remaining $300M Under DIP Term Loan
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri has
approved, on a final basis, Peabody Energy Corporation's DIP
financing agreement with Citibank N.A.

The financing by a lender group that includes participation of a
number of secured lenders and unsecured noteholders, consists of a
$500 million term loan, a $200 million bonding accommodation
facility, and a cash-collateralized $100 million letter of credit
facility.

The Debtors filed a motion on April 13, 2016, seeking authorization
to use cash collateral and to approve financing under a
Superpriority Secured Debtor-In-Possession Credit Agreement by and
among the Company as borrower, Global Center for Energy and Human
Development, LLC, and certain Debtors party thereto as guarantors,
the lenders party thereto and Citibank, N.A., as Administrative
Agent and L/C Issuer. The DIP Credit Agreement provides for, among
other facilities, a term loan not to exceed $500 million secured by
substantially all of the assets of the Debtors (other than Peabody
Holdings (Gibraltar) Limited, Peabody IC Holdings, LLC and Peabody
IC Funding Corp.) and Global Center, of which $200 million was
available until the entry of the final order approving the DIP
Credit Agreement.

On April 15, 2016, the Bankruptcy Court approved the DIP Motion on
an interim basis and authorized the Loan Parties to, among other
things, (i) enter into the DIP Credit Agreement and initially
borrow up to $200 million, (ii) obtain a cash collateralized letter
of credit facility in the aggregate amount of up to $100 million,
and (iii) an accommodation facility for bonding requests in an
aggregate stated amount of up to $200 million. On April 18, 2016,
the Company entered into the DIP Credit Agreement with the DIP
Lenders.

The DIP Credit Agreement was amended to extend the deadline for the
Company to file a declaratory action with respect to the extent of
certain collateral and secured claims of certain pre-petition
creditors -- CNTA Dispute -- on account of that certain Amended and
Restated Credit Agreement, dated September 24, 2013, as amended.

On May 20, 2016, the Debtors filed a complaint and request for a
declaratory judgment in the Bankruptcy Court regarding the CNTA
Dispute.

On May 18, 2016, the Company entered into a further amendment to
the DIP Credit Agreement, which among other items modified one of
the milestones under the DIP Credit Agreement regarding the
deadlines for the Company to file an Acceptable Reorganization Plan
and related disclosure statement in the Chapter 11 Cases. Under the
Second DIP Amendment, the Company must file an Acceptable
Reorganization Plan and disclosure statement on the date that is
the later of:

     (a) 30 days after the entry of the order resolving the CNTA
Dispute; or
     (b) 210 days following the Petition Date.

The Second DIP Amendment also modified the Company's obligation to
maintain a Minimum Consolidated EBITDA (as defined in the DIP
Credit Agreement) such that the first period to maintain such
Minimum Consolidated EBITDA ends on July 31, 2016.

On May 18, 2016, the Bankruptcy Court entered a final order
approving the DIP Credit Agreement, as amended.  On May 19, 2016,
following entry of the Final Order, the Company drew down the
remaining $300 million available under the DIP Term Loan Facility.

A copy of Amendment No. 1, dated as of May 9, 2016, to the
Superpriority Secured Debtor-In-Possession Credit Agreement dated
as of April 18, 2016 among, inter alios, Peabody Energy
Corporation, a Delaware corporation and a debtor and
debtor-in-possession in the Cases, the Subsidiary Guarantors party
thereto from time to time, certain of which are debtors and
debtors-in-possession in the Cases, the Lenders party thereto from
time to time, the Issuing Bank party thereto and Citibank, N.A., as
Administrative Agent, is available at https://is.gd/Cl3vba

A copy of Amendment No. 2, dated as of May 18, 2016, to that
certain Superpriority Secured Debtor-In-Possession Credit Agreement
dated as of April 18, 2016 among, inter alios, Peabody Energy
Corporation, a Delaware corporation and a debtor and
debtor-in-possession in the Cases, the Subsidiary Guarantors party
thereto from time to time, certain of which are debtors and
debtors-in-possession in the Cases, the Lenders party thereto from
time to time, the Issuing Bank party thereto and Citibank, N.A., as
Administrative Agent, is available at https://is.gd/fa7Mc2

The members of the DIP lending syndicate are:

     * CITIBANK, N.A., as Administrative Agent, as Bonding
       Facility L/C Issuer and as L/C Facility L/C Issuer;
     * Mason Capital Master Fund LP, as a Lender;
     * Mason Capital Master Fund LP, as a Lender;
     * Mason Capital LP, as a Lender;
     * Mason Capital LP, as a Lender;
     * MACQUARIE BANK LIMITED,
     * MACQUARIE BANK LIMITED,
     * GN3 SIP Limited (by GoldenTree Asset Management,
       LP) as a Lender;
     * San Bernardino County Employees' Retirement
       Association;
     * GoldenTree 2004 Trust;
     * GT NM, LP;
     * GoldenTree Credit Opportunities 2014-I
       Financing, Limited;
     * Stellar Performer Global Series: Series
       G – Global Credit;
     * GoldenTree Insurance Fund Series Interests of
       the SALI Multi-Series Fund, LP;
     * JNL/PPM America Floating Rate Income Fund, a
       series of JNL Series Trust (PPM America,
       Inc., as sub-adviser);
     * Eastspring Investments US Bank Loan Special
       Asset Mother Investment Trust[Loan Claim]
       (PPM America, Inc., as Delegated Manager);
     * C.M. LIFE INSURANCE COMPANY MASSACHUSETTS
       MUTUAL LIFE INSURANCE COMPANY, each as a
       Lender (by Babson Capital Management LLC
       as Investment Adviser);
     * BABSON CAPITAL CREDIT I LIMITED, as a
       Lender;
     * BABSON CAPITAL GLOBAL FLOATING RATE FUND, a
       series of Babson Capital Funds Trust as a
       Lender;
     * BABSON CAPITAL GLOBAL LOANS LIMITED, as a
       Lender;
     * NewMark Capital Funding 2013-1 CLO, Ltd.;
     * NewMark Capital Funding 2014-2 CLO, Ltd.;
     * Centerbridge Credit Partners Offshore
       Intermediate II, L.P., as a Lender;
     * Centerbridge Credit Partners TE
       Intermediate I, LP, as a Lender;
     * AMERICAN HIGH-INCOME TRUST, as a Lender;
     * THE INCOME FUND OF AMERICA, as a Lender;
     * Aurelius Capital Master, Ltd.;
     * ACP Master, Ltd.;
     * MONARCH MASTER FUNDING LTD (Monarch
       Alternative Capital LP, as investment
       manager)
     * WHITEBOX ASYMMETRIC PARTNERS, LP;
     * WHITEBOX RELATIVE VALUE PARTNERS, LP;
     * WHITEBOX CREDIT PARTNERS, LP;
     * WHITEBOX SPECIAL OPPORTUNITIES FUND LP
       SERIES O;
     * WHITEBOX KFA ADVANTAGE, LLC;
     * WHITEBOX MULTI-STRATEGY PARTNERS, LP;
     * WHITEBOX INSTITUTIONAL PARTNERS, LP; and
     * PANDORA SELECT PARTNERS, LP

                 About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $918.5 million.

On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code.  The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee appointed seven creditors of
Peabody
Energy Corp. to serve on the official committee of unsecured
creditors.  The Committee is represented by:

     Dimitra Doufekias, Esq.
     MORRISON & FOERSTER LLP
     2000 Pennsylvania Avenue
     NW Suite 6000
     Washington DC
     Telephone: (202) 887-1500
     Facsimile: (202) 887-0763

          - and -

     Sherry K. Dreisewerd, Esq.
     SPENCER FANE LLP
     1 North Brentwood Boulevard, Suite 1000
     St. Louis, MO 63105
     Tel: (314) 863-7733
     Fax: (314) 862-4656
     E-mail: sdreisewerd@spencerfane.com

Counsel to Citibank, N.A. as Administrative Agent and L/C Issuer
under the Debtors' Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Debtors' Prepetition Secured Credit Facility:

     DAVIS POLK & WARDWELL LLP
     Michael J. Russano, Esq.
     450 Lexington Avenue
     New York, NY 10017
     Tel: (212) 450-4000
     Fax: (212) 607-7983
     E-mail: michael.russano@davispolk.com

Local Counsel to Citibank, N.A. as Administrative Agent and L/C
Issuer under the Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Prepetition Secured Credit Facility:

     BRYAN CAVE
     Laura Uberti Hughes, Esq.
     One Metropolitan Square
     211 North Broadway, Suite 3600
     St. Louis, MO 63102
     Tel: (314) 259-2000
     Fax: (314) 259-2020
     E-mail: Laura.hughes@bryancave.com


PENN VIRGINIA: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------
The U.S. Trustee for Region 4 on May 25 appointed three creditors
of Penn Virginia Corp. and its affiliates to serve on the official
committee of unsecured creditors.

The committee members are:

     (1) Dominion Transmission, Inc.
         Attn: Paul E. Pfeffer
         120 Tredegar St.
         Richmond, VA 23219

     (2) Wilmington Savings Fund Society, FSB
         Attn: Patrick J. Healy
         WSFS Bank Center
         500 Delaware Ave.
         Wilmington, DE 19801

     (3) Thomas Spackman
         3308 Caruth Blvd.
         Dallas, TX 75225

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

                About Penn Virginia Corporation

Based in Radnor, Pennsylvania, Penn Virginia Corporation is an
independent oil and gas company engaged in the exploration,
development and production of oil, NGLs and natural gas in various
domestic onshore regions of the United States, with a primary focus
in the Eagle Ford Shale in South Texas.

Each of Penn Virginia Corporation, Penn Virginia Holding Corp.,
Penn Virginia MC Corporation, Penn Virginia MC Energy L.L.C., Penn
Virginia MC Operating Company L.L.C., Penn Virginia Oil & Gas
Corporation, Penn Virginia Oil & Gas GP LLC, Penn Virginia Oil &
Gas LP LLC and Penn Virginia Oil & Gas, L.P. filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case Nos. 16-32395 to 16-32403, respectively) on May 12, 2016. The
petitions were signed by Seth R. Bullock as chief restructuring
officer.

The Debtors have engaged Kirkland & Ellis LLP as counsel, Kutak
Rock LLP as local counsel, Jefferies LLC as investment banker,
Alvarez & Marsal North America, LLC as restructuring advisor,  KPMG
LLP as tax advisor and Epiq Bankruptcy Solutions, LLC as notice,
claims and balloting agent.  PJT Partners is acting as financial
advisor and Milbank, Tweed, Hadley & McCloy LLP is acting as legal
advisor to the ad hoc committee of noteholders.  Opportune LLP is
acting as financial advisor and Bracewell LLP is acting as legal
advisor to Wells Fargo (as agent) and the RBL lenders.

Judge Keith L. Phillips has been assigned the cases.


PERMIAN RESOURCES: S&P Raises Corporate Credit Rating to 'CCC'
--------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on
Oklahoma-City-based oil and gas exploration and production company
Permian Resources LLC (formerly American Energy – Permian Basin
LLC) and parent company Permian Resources Holdings LLC (formerly
American Energy Permian Holdings LLC) to 'CCC' from 'SD'.

At the same time, S&P lowered its issue-level rating on the
company's first-lien debt to 'B-' from 'B'.  The recovery rating
remains '1', reflecting S&P's estimate of very high (90% to 100%)
recovery to creditors in the event of a payment default.  S&P also
lowered its issue-level rating on the company's second-lien and
unsecured notes to 'CC' from 'CCC-'.  The recovery rating remains
'6', reflecting S&P's estimate of negligible (0% to 10%) recovery
to creditors in the event of a payment default.  

S&P maintained its 'D' issue-level rating, given the likelihood of
additional below par repurchases or exchanges.  The recovery rating
on this debt remains '6', reflecting S&P's estimate of negligible
(0% to 10%) recovery to creditors in the event of a payment
default.

"The upgrade follows a reassessment of Permian Resources' capital
structure following the repurchase of about 40% of the original
$515 million par value of its exchangeable junior subordinated
notes due 2022 for about 10 cents on the dollar," said S&P Global
Ratings credit analyst Carin Dehne-Kiley.  "Despite the debt
reduction, we continue to view Permian Resources' leverage as
unsustainable, and believe the company could face a liquidity
shortfall next year, absent additional asset sales or an equity
infusion," she added.

S&P believes the company is likely to make additional below par
repurchases or exchanges of the subordinated notes, due largely to
the potential for equity dilution, but do not expect it to enter
into any distressed exchanges on other debt issues.

The outlook is negative, reflecting S&P's view that Permian
Resources could face a liquidity shortfall in 2017, absent
additional asset sales or an equity infusion.

S&P could lower the ratings if it believed the company would be
unable to fund its financial obligations, which would most likely
occur if it were unable to execute additional asset sale or raise
equity by next year.

S&P could raise the rating if the company's liquidity improved,
which would most likely occur if it were able to raise external
capital.  


PERRY COUNTY: Moody's Affirms Ba1 GO Rating
-------------------------------------------
Moody's affirmed Perry County's (KY) Ba1 GO rating. The affirmation
reflects the county's modest and declining debt burden as well as
ability to cut expenditures amidst significant revenue declines.
The affirmation and outlook continues to reflect the severe
liquidity constraints and material full value contraction due to
the decline in coal and mineral values. Moody's said, "We have also
placed the rating under review for possible downgrade pending
clarification of the district's current financial position."

Rating Outlook

The placement of the county's rating under review for possible
downgrade reflects the need for additional information that will
provide full transparency of the city's current financial position.
The county's inability to provide this information or the receipt
of additional information that indicates significant additional
strain on financial operations could lead to a downgrade or
withdrawal of the rating. Furthermore, the heavy reliance on
economically sensitive revenues continues to pose a long-term risk
for the county's financial health.

Moody's said, "During the review period, we will attempt to obtain
information regarding the district's near and medium term cash flow
projections, fiscal year 2015 financial results and clear plans to
control operating expenditures in the near term.

"We expect to complete the review period within 45 days."

Factors that Could Lead to an Upgrade

Tax base expansion and diversification

Significant improvement in cash and fund balance levels

Factors that Could Lead to a Downgrade

Further tax base deterioration resulting from prolonged declines
in coal values

Additional debt issuance that increases debt burden and debt
service costs

Legal Security

The county's rated debt is secured with an unlimited general
obligation and full faith and credit pledge.

Use of Proceeds

Not Applicable

Obligor Profile

Perry County is located in southeastern Kentucky. The county seat,
Hazard, is approximately 90 miles southeast of Lexington. The
county has a population of 28,137. Health services, mining, and
retail trade are key drivers of the local economy.



PINNACLE RESORT: Amends Application to Hire McLaughlin & Stern
--------------------------------------------------------------
Pinnacle Resort, LLC has filed an amended application to employ
Steven Newburgh of McLaughlin & Stern LLP as its attorney.

The Debtor amended its application to seek approval from the U.S.
Bankruptcy Court for the District of Connecticut to engage other
partners, associates and assistants of the firm in connection with
a case filed against the Debtor in Duval County, Florida.

                      About Pinnacle Resort

Pinnacle Resort, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the District of Connecticut (Bridgeport) (Case
No. 16-50204) on February 11, 2016.  The petition was signed by
Frank Nocito, president.  The Debtor estimated assets of $1 million
to $10 million and debts of $100,000 to $500,000.


PIONEER ENERGY: May Issue 3.8 Million Shares Under Incentive Plan
-----------------------------------------------------------------
Pioneer Energy Services Corp. filed with the Securities and
Exchange Commission a Form S-8 registration statement to register
an additional 3,800,000 shares of Common Stock that may be issued
under the Amended and Restated Pioneer Energy Services Corp. 2007
Incentive Plan.

These shares are in addition to the 10,050,000 shares of Common
Stock that may be issued under the Plan pursuant to the Company's
registration statements on Form S-8 (Registration Nos. 333-195966,
333-188722, 333-177077, 333-160415 and 333-153180), filed with the
SEC on May 15, 2014, May 21, 2013, Sept. 29, 2011, July 2, 2009 and
Aug. 25, 2008, respectively.

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

                      https://is.gd/W4pSUD

                      About Pioneer Energy

Pioneer Energy Services Corp. provides land-based drilling services
and production services to a diverse group of independent and large
oil and gas exploration and production companies in the United
States and internationally in Colombia.  The Company also provides
two of its services (coiled tubing and wireline services) offshore
in the Gulf of Mexico.

Pioneer Energy reported a net loss of $155.14 million in 2015
following a net loss of $38.01 million in 2014.

As of March 31, 2016, Pioneer Energy had $786.52 million in total
assets, $471.41 million in total liabilities and $315.11 million in
total shareholders' equity.

                         *   *    *

As reported by the TCR on March 7, 2016, Moody's Investors Service,
on March 3, 2016, downgraded Pioneer Energy Services Corp.'s
Corporate Family Rating (CFR) to Caa3 from B2, Probability of
Default Rating (PDR) to Caa3-PD from B2-PD, and senior unsecured
notes to Ca from B3.

"The rating downgrades were driven by the material deterioration in
Pioneer Energy's credit metrics through 2015 and our expectation of
continued deterioration through 2016.  The demand outlook for
drilling and oilfield services is extremely weak, as witnessed by
the steep and continued drop in the US rig count" said Sreedhar
Kona, Moody's Vice President. "The negative outlook reflects the
deteriorating fundamentals of the services sector and the
likelihood of covenant breaches"

Pioneer Energy carries a "B+" corporate credit rating from Standard
& Poor's Ratings.


PIONEER ENERGY: Michael Rauh Elected to Board
---------------------------------------------
At the 2016 annual meeting of Pioneer Energy Services Corp. held on
May 18, the stockholders:

   (a) elected Michael J. Rauh as a Class III director to hold
       office until the Company's 2019 Annual Meeting of
       Shareholders;

   (b) approved the amendment and restatement of the Amended and
       Restated Pioneer Energy Services Corp. 2007 Incentive Plan;

   (c) approved, on an advisory basis, the compensation paid to
       the Company's named executive officers; and

   (d) ratified the appointment of KPMG LLP as the Company's
       independent registered public accounting firm for the 2016
       fiscal year.

Pioneer Energy's Services Corp. 2007 Incentive Plan was amended
to:

   i. increase the number of authorized shares that can be awarded
      to the officers, employees and consultants of the Company or

      any of its subsidiaries and any non-employee director of the

      Company under the plan by 3,800,000 shares (from 10,050,000
      shares to 13,850,000 shares);

  ii. limit the aggregate grant date fair value for financial
      reporting purposes of awards granted under the 2007
      Incentive Plan during any single calendar year to a non-
      employee director as compensation for his or her services as

      a director to $300,000 in total value; and

iii. to eliminate certain provisions that are no longer effective

      and to make certain other clerical changes.

Shareholder approval of the amendment and restatement of the 2007
Incentive Plan also constituted re-approval of the material terms
of the 2007 Incentive Plan for purposes of the approval
requirements of Section 162(m) of the Internal Revenue Code of
1986.  

The Compensation Committee of the Board of Directors of the Company
had previously adopted the amendment and restatement, subject to
shareholder approval.

                        About Pioneer Energy

Pioneer Energy Services Corp. provides land-based drilling services
and production services to a diverse group of independent and large
oil and gas exploration and production companies in the United
States and internationally in Colombia.  The Company also provides
two of its services (coiled tubing and wireline services) offshore
in the Gulf of Mexico.

Pioneer Energy reported a net loss of $155.14 million in 2015
following a net loss of $38.01 million in 2014.

As of March 31, 2016, Pioneer Energy had $786.52 million in total
assets, $471.41 million in total liabilities and $315.11 million in
total shareholders' equity.

                         *   *    *

As reported by the TCR on March 7, 2016, Moody's Investors Service,
on March 3, 2016, downgraded Pioneer Energy Services Corp.'s
Corporate Family Rating (CFR) to Caa3 from B2, Probability of
Default Rating (PDR) to Caa3-PD from B2-PD, and senior unsecured
notes to Ca from B3.

"The rating downgrades were driven by the material deterioration in
Pioneer Energy's credit metrics through 2015 and our expectation of
continued deterioration through 2016.  The demand outlook for
drilling and oilfield services is extremely weak, as witnessed by
the steep and continued drop in the US rig count" said Sreedhar
Kona, Moody's Vice President. "The negative outlook reflects the
deteriorating fundamentals of the services sector and the
likelihood of covenant breaches"

Pioneer Energy carries a "B+" corporate credit rating from Standard
& Poor's Ratings.


PIONEER ENERGY: Presented at UBS Global Conference
--------------------------------------------------
From time to time, senior management of Pioneer Energy Services
meets with groups of investors and business analysts.  The Company
prepared slides in connection with management's participation in
such meetings and participation in the UBS Global Oil and Gas
Conference on May 24, 2016.  The slides provide an update on the
Company's operations and certain recent developments, which among
others, include the following:

Drilling

  * April month-to-date utilization was 40%; current utilization
    is 42% based on a total fleet of 31 rigs

  * All rigs in Colombia are currently idle

Well Servicing

  * April month-to-date utilization was 37% as compared to 44% in
    the prior quarter

  * May month-to-date utilization is approximately 40%

Coiled Tubing

* April month-to-date utilization was 18% as compared to 24% in
   the prior quarter

The slides are available for free at https://is.gd/4nMVij

                   About Pioneer Energy

Pioneer Energy Services Corp. provides land-based drilling services
and production services to a diverse group of independent and large
oil and gas exploration and production companies in the United
States and internationally in Colombia.  The Company also provides
two of its services (coiled tubing and wireline services) offshore
in the Gulf of Mexico.

Pioneer Energy reported a net loss of $155.14 million in 2015
following a net loss of $38.01 million in 2014.

As of March 31, 2016, Pioneer Energy had $786.52 million in total
assets, $471.41 million in total liabilities and $315.11 million in
total shareholders' equity.

                         *   *    *

As reported by the TCR on March 7, 2016, Moody's Investors Service,
on March 3, 2016, downgraded Pioneer Energy Services Corp.'s
Corporate Family Rating (CFR) to Caa3 from B2, Probability of
Default Rating (PDR) to Caa3-PD from B2-PD, and senior unsecured
notes to Ca from B3.

"The rating downgrades were driven by the material deterioration in
Pioneer Energy's credit metrics through 2015 and our expectation of
continued deterioration through 2016.  The demand outlook for
drilling and oilfield services is extremely weak, as witnessed by
the steep and continued drop in the US rig count" said Sreedhar
Kona, Moody's Vice President. "The negative outlook reflects the
deteriorating fundamentals of the services sector and the
likelihood of covenant breaches"

Pioneer Energy carries a "B+" corporate credit rating from Standard
& Poor's Ratings.


PLASTIC2OIL INC: Incurs $670,000 Net Loss in First Quarter
----------------------------------------------------------
Plastic2Oil, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $669,550 on $0 of sales for the three months ended March 31,
2016, compared to a net loss of $860,411 on $0 of sales for the
same period in 2015.

As of March 31, 2016, the Company had $5.27 million in total
assets, $10.99 million in total liabilities and a total
stockholders' deficit of $5.71 million.

"We do not have sufficient cash to operate our business which has
forced us to suspend our operations until such time as we receive a
capital infusion or cash advances on the sale of our processors.
The company intends to source additional capital through the sale
of our equity and debt securities and other financing methods.  The
company will use the cash to complete the repairs on Processors #3
to resume production of fuels for pilot runs and customer
demonstrationsAt March 31, 2016, we had a cash balance of $6,846.
Our principal sources of liquidity in 2016 were the proceeds from
the related party short-term loans from our chief executive
officer.  In 2015, the proceeds from the sale of shares of our
common stock in private placements and proceeds from the related
party short-term loans from our chief executive officer. As
discussed earlier in this MD&A, our processors are currently idle
and, thus, we are not producing fuel or generating fuel sales or
processor sales.  Our current cash levels are not sufficient to
enable us to make the required repairs to our processors or to
execute our business strategy as described in this Report.  As a
result, we intend to seek significant additional capital through
the sale of our equity and debt securities and other financing
methods to enable us to make the repairs, to meet ongoing operating
costs and reduce existing liabilities.  We also intend to seek cash
advances or deposits under any new processor sale agreements and/or
related technology licenses.  Management currently anticipates that
the processors will remain idle until at least the third quarter of
2016 other than running pilot, or demo, runs for sale of
processors.  Due to the many factors and uncertainties involved in
capital markets transactions, there can be no assurance that we
will raise sufficient capital to allow us to resume operations in
2016, or at all.  In the interim, we anticipate that our level of
operations will continue to be nominal, although we plan to
continue to market our P2O processors with the intention of making
additional P2O processor sales and technology licenses."

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

                     https://is.gd/dM7XTi

                      About Plastic2Oil

Plastic2Oil, Inc., formerly JBI Inc., is a North American fuel
company that transforms unsorted, unwashed waste plastic into
ultra-clean, ultra-low sulphur fuel without the need for
refinement.  The Company's Plastic2Oil (P2O) is a process designed
to provide immediate economic benefit for industry, communities
and government organizations with waste plastic recycling
challenges.  It is also focused on the creation of green
employment opportunities and a reduction in the cost of plastic
recycling programs for municipalities and business.  The Company's
fuel products include No. 6 Fuel, No. 2 Fuel (diesel, petroleum
distillate), Naphtha, Petcoke (carbon black) and Off-Gases. No. 6
Fuel is heavy fuel used in industrial boilers and ships. No. 2
Fuel is a mid-range fuel known as furnace oil or diesel.  Naphtha
is a light fuel that is used as a cut feedstock for ethanol or as
white gasoline in high and regular grade road certified fuels.

Plastic2Oil reported a net loss of $4.32 million on $16,728 of
total sales for the year ended Dec. 31, 2015, compared to a net
loss of $6.80 million on $59,017 of total sales for the year ended
Dec. 31, 2014.

D. Brooks and Associates CPA's, P.A., in West Palm Beach, Florida,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has incurred operating losses, has incurred negative
cash flows from operations and has a working capital deficit. These
and other factors raise substantial doubt about the Company's
ability to continue as a going concern.


PLUG POWER: Stockholders Re-Elect Four Directors
------------------------------------------------
Plug Power Inc. announced the results of its 2016 Annual Meeting of
Stockholders, which was held on May 18, 2016.  The number of shares
of common stock entitled to vote at the Annual Meeting was
185,827,339.  The number of shares of common stock present or
represented by valid proxy at the Annual Meeting was 131,621,400
(70.83 percent).

Based on the voting results from the Annual Meeting, consistent
with the recommendations of the Board of Directors, stockholders
approved all proposals as follows:

  * The re-election of George C. McNamee, Johannes M. Roth, Xavier
    Pontone and Gregory L. Kenausis as Class II Directors;

  * The ratification of KPMG LLP as the Company's independent
    auditors for 2016.

                       About Plug Power

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

Plug Power reported a net loss attributable to the Company of $55.7
million on $103 million of total revenue for the year ended Dec.
31, 2015, compared to a net loss attributable to the Company of
$88.5 million on $64.2 million of total revenue for the year ended
Dec. 31, 2014.

As of Dec. 31, 2015, Plug Power had $209 million in total assets,
$83.6 million in total liabilities, $1.15 million in series C
redeemable convertible preferred stock and $125 million in total
stockholders' equity.

                        Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including servicing operating
lease agreements, funding operating expenses, growth in inventory
to support both shipments of new units and servicing the installed
base, funding the growth in our GenKey "turn-key" solution which
also includes the installation of our customer's hydrogen
infrastructure as well as delivery of the hydrogen fuel, and
continued development and expansion of our products.  Our ability
to achieve profitability and meet future liquidity needs and
capital requirements will depend upon numerous factors, including
the timing and quantity of product orders and shipments; attaining
positive gross margins; the timing and amount of our operating
expenses; the timing and costs of working capital needs; the timing
and costs of building a sales base; the ability of our customers to
obtain financing to support commercial transactions; our ability to
obtain financing arrangements to support the sale or leasing of our
products and services to customers and the terms of such agreements
which may require us to pledge or restrict substantial amounts of
our cash to support these financing arrangements; the timing and
costs of developing marketing and distribution channels; the timing
and costs of product service requirements; the timing and costs of
hiring and training product staff; the extent to which our products
gain market acceptance; the timing and costs of product development
and introductions; the extent of our ongoing and new research and
development programs; and changes in our strategy or our planned
activities.  If we are unable to fund our operations with positive
cash flows and cannot obtain external financing, we may not be able
to sustain future operations.  As a result, we may be required to
delay, reduce and/or cease our operations and/or seek bankruptcy
protection," the Company stated in its annual report for the year
ended
Dec. 31, 2015.


POINTE EDUCATIONAL: S&P Cuts Rating on 2015 Educational Bonds to BB
-------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on The Industrial
Development Authority of the City of Phoenix, Ariz.'s series 2015
education facility revenue bonds, issued for Pointe Educational
Services (PES) to 'BB' from 'BBB-'.  The outlook is negative.

"The downgrade and negative outlook reflects our view of PES' trend
of declining enrollment and a weak demand profile with no wait list
and moderate retention," said S&P Global Ratings analyst Stephanie
Wang.  "Cash has also failed to improve to levels commensurate for
the 'BBB-' rating and are more reflective of the 'BB' medians."
Operations declined due to lower revenues as a result of weakened
enrollment and growing expenses somewhat due to legal costs
associated with ongoing litigation.  As a result, maximum annual
debt service (MADS) coverage weakened to just slightly below the
1.2x, which triggered a covenant violation.  A bond waiver was
received for this violation, and since it was above 1.1x, no
management consultant was needed.  However, S&P believes
uncertainty remains regarding future enrollment, and continual
operating pressure, which could lead to future covenant violations.


The bonds are secured by gross revenues of the school that are
assigned and pledged pursuant to the loan agreement, a
first-priority lien, and security interest in the three campus
facilities pursuant to the deed of trust, and a debt service
reserve (DSR), which is fully funded.  

The negative outlook reflects the possibility of continuing
enrollment declines, which could lead to further weakening of
financials to levels no longer commensurate for the rating and
further covenant violations.  S&P expects that operations may be
slightly weaker in fiscal 2016 but still generate adequate coverage
for the rating.  S&P do not expect declines to cash.

A negative rating action may occur should coverage and cash decline
to levels no longer commensurate with the rating. Violations of
financial covenants without a plan of improvement would also be
viewed negatively.

S&P would consider a revision to stable should enrollment stabilize
or grow, and MADS coverage and days' cash are maintained at current
levels.  A financial improvement such that covenants are no longer
violated would be viewed favorably.  PES is a K-12 school that
operates three campuses under its charter contract with the Arizona
State Board for Charter Schools.  Canyon Pointe Academy and
Pinnacle Pointe Academy both serve students in grades K-6, while
North Pointe Prep serves students in grades 7-12.


POSTROCK ENERGY: Sec. 341 Meeting Continued to June 6
-----------------------------------------------------
The U.S. Trustee has continued the Sec. 341(a) meeting of creditors
of PostRock Energy Corp., et al., to June 6, 2016, at 2:00 p.m. at
the 1st Floor, Room 113, 215 Dean A. McGee Avenue, Oklahoma City,
Oklahoma.

                About PostRock Energy Corporation

Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas.  The Debtors' primary production
activity is focused in the Cherokee Basin, a 15-county region in
southeastern Kansas and northeastern Oklahoma.  The Debtors have
approximately 129 employees.

PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016.  Clark
Edwards signed the petitions as president.  The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.

Crowe & Dunlevy, P.C. serves as the Debtors' counsel.

Judge Sarah A. Hall is assigned to the cases.

Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.

The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.


PRINCIPLES OF FAITH: $2.9MM Sale to Loveland Church Approved
------------------------------------------------------------
Judge Scott H. Yun on May 25, 2016, entered an order authorizing
Principles of Faith Christian Center, Inc. to enter into a sales
contract with a new buyer of its real property located at 17977
Merrill Avenue, Fontana, California.

The judge also entered an order vacating the Court's prior order
authorizing the sale of the Property.  

On Feb. 10, 2016, Darnell Bailey and Cinthea Bailey -- Prior
Approved Buyers -- and the Debtor entered into a written Standard
Offer, Agreement and Escrow Instructions for Purchase of Real
Estate (Non-Residential) whereby the Prior Approved Buyers agreed
to purchase the Property from the Debtor.   The Prior Approved
Buyers had failed to close on the sale.

The Debtor has located a new buyer, Loveland Church, who is
interested in purchasing the Property.  While Loveland is willing
to pay $2,975,000 for the Property, which is $25,000 more than the
offer from the Prior Approved Buyers, they are able to close the
sale of the Property within one business day following the entry of
the requested order vacating the prior Sale Order and approving the
sale of the Property to Loveland.

Following a sale hearing on May 18, Judge Yun entered an order
authorizing the sale of the Property to Loveland.  A copy of the
Sale Order is available at:

          http://bankrupt.com/misc/PFCC_97_Sale_Ord.pdf

            About Principles of Faith Christian Center

Principles of Faith Christian Center, Inc., is a church with its
principal place of worship located at 17977 Merrill Avenue,
Fontana, California.

Principles of Faith sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 15-10006) on Jan. 2, 2015.  The case judge is Hon. Scott
H. Yun.

The Debtor disclosed $3.11 million in assets and $2.12 million in
liabilities.

The Debtor's attorneys:

         Christopher J. Langley, Esq.
         Steven P. Chang, Esq.
         LAW OFFICES OF LANGLEY & CHANG
         4158 14th St.
         Riverside, CA 92501
         Tel: 714-515-5656/ 951-383-3388
         Fax: 877-483-4434
         E-mail: chris@langleylegal.com
                 schang@spclawoffice.com


RETREAT AT ZIONS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Retreat at Zions, LLC
        991 West 230 South
        Rockville, UT 84763

Case No.: 16-24525

Nature of Business: Health Care

Chapter 11 Petition Date: May 25, 2016

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Hon. William T. Thurman

Debtor's Counsel: Franklin L. Slaugh, Esq.
                  THE LAW OFFICE OF FRANKLIN L SLAUGH
                  880 East 9400 South, Suite 103
                  Sandy, UT 84094
                  Tel: (801) 572-4412
                  Fax: (801) 572-9259
                  E-mail: frank@fiber.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kevin Brough, managing member.

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


RICEBRAN TECHNOLOGIES: Extends CFO's Employment by One Year
-----------------------------------------------------------
RiceBran Technologies and Dale J. Belt, the Company's chief
financial officer, amended Mr. Belt's employment agreement to
extend his term of employment from June 1, 2016, to June 1, 2017,
as disclosed in a regulatory filing with the Securities and
Exchange Commission.

                          About RiceBran

Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.

RiceBran reported a net loss of $10.6 million on $39.9 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
of $26.6 million on $40.10 million of revenues for the year ended
Dec. 31, 2014.

As of March 31, 2016, RiceBran had $34.9 million in total assets,
$26.9 million in total liabilities and $7.66 million in total
equity attributable to the Company's shareholders.

The Company's auditors Marcum LLP, in New York, NY, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations resulting in an accumulated
deficit of $251 million at December 31, 2015.  This factor among
other things, raises substantial doubt about its ability to
continue as a going concern.


SABINE OIL: Cancels Registration of Securities
----------------------------------------------
Sabine Oil & Gas Corporation filed documents with the Securities
and Exchange Commission to cancel the registration of securities.

Sabine Oil filed several Post-Effective Amendment to Form S-8 on
May 24.  This Post-Effective Amendment relates to the following
Registration Statements on Form S-3 (the "Registration
Statements"), originally filed by Forest Oil Corporation, a New
York corporation (as now known as Sabine Oil & Gas Corporation, the
"Company") with the Securities and Exchange Commission:

     * Registration No. 333-30973, filed on Form S-3 on July 9,
1997, pertaining to the registration of 196,856 shares of common
stock, par value $0.10 per share, of the Company ("Common Stock");

     * Registration No. 333-45839, filed on Form S-3 on February 9,
1998, pertaining to the registration of 1,000,000 shares of Common
Stock;

     * Registration No. 333-56553, filed on Form S-3 on June 11,
1998, pertaining to the registration of 300,000 shares of Common
Stock; and

     * Registration No. 333-56506, filed on Form S-3 on March 2,
2001 (and as amended on March 16, 2001), pertaining to the
registration of 8,890,727 shares of Common Stock.

     * Registration No. 333-200977, filed on Form S-8 on December
16, 2014, pertaining to the registration of 20,000,000 shares of
common stock, par value $0.10 per share, of the Company ("Common
Stock") issued or issuable under the Forest Oil Corporation 2014
Long Term Incentive Plan;

     * Registration No. 333-188424, filed on Form S-8 on May 8,
2013, pertaining to the registration of 1,550,000 shares of Common
Stock, issued or issuable under the Forest Oil Corporation 1999
Employee Stock Purchase Plan (as amended, the "1999 Plan") or the
Forest Oil Corporation 2007 Stock Incentive Plan (as amended, the
"2007 Plan");

     * Registration No. 333-184213, filed on Form S-8 on October 1,
2012, pertaining to the registration of 185,000 shares of Common
Stock issued or issuable under the Forest Oil Corporation Patrick
R. McDonald Restricted Stock Inducement Agreement and 290,000
shares of Common stock issued or issuable under the Forest Oil
Corporation Patrick R. McDonald Performance Unit Inducement Award
Agreement;

     * Registration No. 333-167004, filed on Form S-8 on May 21,
2010, pertaining to the registration of 4,000,000 shares of Common
Stock issued or issuable under the 2007 Plan;

     * Registration No. 333-160153, filed on Form S-8 on June 22,
2009, pertaining to the registration of 500,000 shares of Common
Stock issued or issuable under the 1999 Plan;

     * Registration No. 333-145726, filed on Form S-8 on August 27,
2007, pertaining to the registration of 2,700,000 shares of Common
Stock issued or issuable under the 2007 Plan;

     * Registration No. 333-127873, filed on Form S-8 on August 26,
2005, pertaining to the registration of 175,000 shares of Common
Stock issued or issuable under the 1999 Plan;

     * Registration No. 333-108271, filed on Form S-8 on August 27,
2003, pertaining to the registration of 134,188 shares of Common
Stock, issued to Robert S. Boswell under the Stock Option
Agreements dated March 23, 1999, December 23, 1999 and December 7,
2000, and the Restricted Stock Agreement, dated March 23, 1999;

     * Registration No. 333-108267, filed on Form S-8 on August 27,
2003, pertaining to the registration of 2,000,000 shares of Common
Stock issued or issuable under the Forest Oil Corporation 2001
Stock Incentive Plan (as amended, the "2001 Plan");

     * Registration No. 333-89174, filed on Form S-8 on May 24,
2002, pertaining to the registration of 1,839,321 shares of Common
Stock issued or issuable under the 2001 Plan;

     * Registration No. 333-62408, filed on Form S-8 on June 6,
2001, pertaining to the registration of 1,800,000 shares of Common
Stock issued or issuable under the 2001 Plan;

     * Registration No. 333-81529, filed on Form S-8 on June 25,
1999, pertaining to the registration of 250,000 shares of Common
Stock issued or issuable under the Forest Oil Corporation 1999
Employee Stock Purchase Plan; and

     * Registration No. 333-05497, filed on Form S-8 on June 7,
1996, pertaining to the registration of 2,615,758 shares of Common
Stock issued or issuable under the Forest Oil Corporation Stock
Incentive Plan.

As a result of the Chapter 11 Cases, the Company has terminated all
offerings of securities pursuant to the Registration Statements. In
accordance with an undertaking made by the Company in the
Registration Statements to remove from registration, by means of a
post-effective amendment, any of the securities that had been
registered for issuance that remain unsold at the termination of
such offering, the Company hereby removes from registration all of
such securities registered but unsold under the Registration
Statements.

                    About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville.  The Company operates, or has joint
working interests in, approximately 2,100 oil and gas production
sites (approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11
protection(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on
July 15, 2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SABINE OIL: Creditors' Committee, Others Oppose Plan Confirmation
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors and several other
creditors and parties-in-interest in the Chapter 11 cases of Sabine
Oil & Gas Corporation, et al., oppose confirmation of the Debtors'
Second Amended Joint Chapter 11 Plan of Reorganization.

The Creditors' Committee assert that the Plan should not be
confirmed for two fundamental reasons: (a) the Plan Settlements
fail to satisfy the requirements of Bankruptcy Rule 9019 because
they are not within the range of reasonableness and, in addition,
are not fair and equitable; and (b) the Debtors cannot meet their
burden of proof to show, under Bankruptcy Code section 1129(a)(7),
that unsecured creditors of the Forest estate are receiving more
under the Plan than they would under Chapter 7.

Other parties who objected to the confirmation of the Plan are Bank
of New York Mellon Trust Company N.A., Texas Ad Valorem Taxing
Jurisdictions, Forest Notes Trustees, BP America Production
Company, the Louisiana Department of Revenue, and The Forest Oil
Corporation Retirees.

The Committee is represented by Mark R. Somerstein, Esq. Gregg M.
Galardi, Esq., and Keith H. Wofford, Esq., at Ropes & Gray LLP, in
New York.

                   About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville.  The Company operates, or has joint
working interests in, approximately 2,100 oil and gas production
sites (approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11
protection(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on
July 15, 2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SALON MEDIA: Appoints Jordan Hoffner as New CEO
-----------------------------------------------
Salon Media Group, Inc., announced that effective as of May 23,
2016, Jordan Hoffner, 46, was appointed chief executive officer of
the Company.

Mr. Hoffner is a 25-year media industry veteran and pioneer in
digital media who was most recently chief executive officer of
Federated Media, a subsidiary of Media General.  Prior to joining
Federated Media in 2014, Mr. Hoffner was president, Digital, of
entertainment content studio Electus LLC, a subsidiary of IAC Corp
(Nasdaq IACI).  Prior to Electus, from 2006-2009, Mr. Hoffner was
Director, Partnerships at YouTube, a subsidiary of Google (Nasdaq
GOOG).  Prior to Youtube, Mr. Hoffner worked at NBC in various
capacities including writer, producer, business development
executive and general manager from 1994 - 2006.

"We offer Jordan a warm welcome," said Salon board member, William
Hambrecht.  "Jordan brings years of deep experience in the media
and digital media worlds, and we are excited to be working with
him."

                        About Salon Media

San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.

Salon Media reported a net loss of $3.9 million on $4.9 million of
net revenues for the year ended March 31, 2015, compared to a net
loss of $2.2 million on $6 million of net revenues for the year
ended March 31, 2014.

As of Dec. 31, 2015, the Company had $2.08 million in total assets,
$9.83 million in total liabilities and a total stockholders'
deficit of $7.75 million.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2015, citing that the
Company has suffered recurring losses and negative cash flows from
operations and has an accumulated deficit of $122.6 million as of
March 31, 2015.  These conditions raise substantial doubt about its
ability to continue as a going concern.


SEAGATE TECHNOLOGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB
--------------------------------------------------------------
Egan-Jones Ratings Company downgraded the foreign currency senior
unsecured rating on debt issued by Seagate Technology PLC to BB
from BBB on May 10, 2016.  EJR lowered the local currency senior
unsecured rating on the Company's debt to BB from BB+.

Seagate Technology PLC is an American data storage company.



SHANTA CORPORATION: Patient Ombudsman Satisfied With Care Quality
-----------------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Shanta Corporation,
has filed a sixth report dated May 18, 2016.

The Ombudsman finds that the Debtor has continued the same quality
of care postpetition as it did prepetition.  Monitoring will
continue until confirmation.

There have been no changes as to the services provided to the
residents at the facility since the Ombudsman's last report.  The
Debtor continues to offer services such as skilled nursing care,
hospice care, Alzheimer's and dementia patient care, physical
rehabilitation, tracheal and enteral services, wound care, and
short-term respite care.  The Debtor maintains a census between 48
– 55 residents.  Since the last report, the Debtor has continued
to make building improvements.

The facility is managed by EMMI pursuant to a Management Services
Agreement.  The Administrator of St. Anne continues to report that
she is satisfied with the services provided and that management is
responsive and timely with its services.  The Ombudsman spoke with
the second floor nurse manager who indicated that the nursing staff
are satisfied with the support they receive and have no issues
regarding the quality of resident care.

The Patient Care Ombudsman can be reached at:

         Deborah L. Fish
         Patient Care Ombudsman
         ALLARD & FISH, P.C.
         2600 Buhl Bldg., 535 Griswold Avenue
         Detroit, MN 48226
         Tel: (313) 961-6141
         E-mail: dfish@allardfishpc.com

Shanta Corporation, based in Troy, Mich., filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 15-44578) on March 25, 2015,
listing $1 million to $10 million in both estimated assets and
liabilities.  The petition was signed by Bradley Mali, president.
The Hon. Thomas J. Tucker is the case judge.


SHIRLEY MCCLURE: Selling Rossmore Property for $919,000
-------------------------------------------------------
Shirley Foose McClure on May 25, 2016, filed with the U.S.
Bankruptcy Court for the Central District of California a motion to
sell her real property located at 316 N. Rossmore Avenue #307, Los
Angeles, California.  The Debtor said that on May 2, a purchase
offer was received from a very qualified buyer.  On May 7, the
buyer and the Debtor agreed to a sale price of $919,000 with the
buyer putting a 25% down payment accompanied by a pre-qualification
letter from their lender Bank of America along with proof of their
funds.  The sales commission is 4% and the sale is sold on "as is
where is" basis.  As of May 20, 2016, the buyer has removed the
inspection contingency.  It has until May 27 to remove the
appraisal and loan contingencies.  The Debtor said the sale will
provide significant benefit to the bankruptcy estate's plan of
reorganization.

The Debtor is asking for approval of a private sale of the
Property.  The Debtor explained that it is unlikely to sell
Rossmore to another buyer on such favorable terms in time to meet
the terms of the Compromise and Forbearance Agreement with City
National Bank.  Per the terms of the Court-approved agreement, the
Debtor has kept the full contract principal and interest payment
paid timely each month and kept the property taxes current.  The
Debtor warned  that her inability to complete a sale in time to
meet the forbearance terms will risk the estate losing Rossmore to
foreclosure by CNB.

A hearing on the Debtor's motion is scheduled for June 21, 2016, at
10:00 a.m.

The case is, In re Shirley Foose McClure, Case No. 13-10386 (Bankr.
C.D. Cal.).

The Debtor can be reached at:

         SHIRLEY FOOSE MCCLURE
         P.O. Box 2497
         Fullerton, California
         Tel: (213) 725-6329
         Fax: (714) 459-3889
         E-mail: shirleyfoosemcclure@yahoo.com


SIRIUS XM: Egan-Jones Cuts FC Sr. Unsec. Rating to BB+
------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Sirius XM Holdings Inc. to BB+
from BBB- on May 11, 2016.

Sirius XM Holdings is an American broadcasting company that
provides three satellite radio services operating in the United
States: Sirius Satellite Radio, XM Satellite Radio, and Sirius XM
Radio.



SPENDSMART NETWORKS: Had $4.87 Million Net Loss in First Quarter
----------------------------------------------------------------
Spendsmart Networks, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $4.87 million on $1.43 million of total revenues for the three
months ended March 31, 2016, compared to a net loss of $949,716 on
$2.14 million of total revenues for the same period in 2015.

As of March 31, 2016, the Company had $3.31 million in total
assets, $7 million in total liabilities and a total stockholders'
deficit of $3.68 million.

The Company has continued to incur net losses through March 31,
2016, and have yet to establish profitable operations.  These
factors among others create a substantial doubt about the Company's
ability to continue as a going concern.

In an effort to reduce overhead, the Company reduced salaries by
10% and issued options equal to the value of the reduction.  The
Company also currently plans to attempt to raise additional
required capital through the sale of unregistered shares of the
Company's preferred or common stock.  All additional amounts raised
will be used for the Company's future investing and operating cash
flow needs.

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

                    https://is.gd/RTV0cX

                  About SpendSmart Networks

SpendSmart Networks provides proprietary loyalty systems and a
suite of digital engagement and marketing services that help local
merchants build relationships with consumers and drive revenue.
These services are implemented and supported by a vast network of
certified digital marketing specialists, aka "Certified
Masterminds," who drive revenue and consumer relationships for
merchants via loyalty programs, mobile marketing and website
development.  Consumers' dollars go further when they spend it with
merchants in the SpendSmart network of merchants, as they receive
exclusive deals, earn rewards and ultimately build a connection
with their favorite merchants.

Spendsmart Networks reported a net loss of $11.9 million on $5.58
million of total revenues for the year ended Dec. 31, 2015,
compared to a net loss of $12.2 million on $4.03 million of total
revenues for the year ended Dec. 31, 2014.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has recurring losses
and has yet to establish a profitable operation and at December 31,
2015 has negative working capital and stockholders' deficit.  These
factors among others raise substantial doubt about its ability to
continue as a going concern.


SPORTS AUTHORITY: Can Assume Closing Store Agreement
----------------------------------------------------
U.S. Bankruptcy Judge Mary F. Walrath has authorized Sports
Authority Holdings, et al., to assume the store closing agreement
between with Gordon Brothers Retail Partners LLC and Tiger Capital
Group LLC.

The Debtors are authorized to implement the bonus program and pay
the closing bonuses.  The Debtors have the authority to determine
the individual amounts of each closing bonus.  The total aggregate
cost of the bonus program will not exceed 0.5% of the Debtors'
overall gross annual payroll and will not exceed 5% of the Debtors'
gross annual payroll for the closing stores.

                      About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.  Lawyers at
Pachulski Stang Ziehl & Jones LLP represent the Official Committee
of Unsecured Creditors.


SPORTS AUTHORITY: Can Implement Key Employee Retention Plan
-----------------------------------------------------------
U.S. Bankruptcy Judge Mary F. Walrath has authorized The Sports
Authority, Inc., and its affiliated debtors to implement a Key
Employee Retention Program ("KERP").

The Sports Authority Key Employee Retention Program is designed to
provide retention payments to certain key, non-insider employees of
the Debtors in order to increase the likelihood that the proceeds
received by the Debtors through the sale or liquidation of their
assets are maximized, as well as preserved, during the Debtors'
Chapter 11 cases.

The KERP contains, among others, these relevant terms:

     (a) Participation: At this time, the Debtors have limited
participation in the KERP to certain critical non-insider
employees.  However, the Debtors reserve the right, in their
reasonable business judgment, to select additional non-insider
KERP Participants upon notice to the U.S. Trustee, the Debtors'
prepetition and post-petition secured lenders, and the Committee.
The KERP Participants represent a cross-section of various
functions of the Debtors, including accounting, finance, human
resources, information technology, legal, operations and
sourcing/planning.

     (b) Cost: The aggregate cost of the KERP will be no greater
than $1,250,000.

     (c) Retention Bonus: The Retention Bonus paid to each KERP
Participant will be a lump sum amount, with those KERP
Participants who are the most critical and irreplaceable eligible
for the largest Retention Bonuses.

     (d) Retention Bonus Schedule: Each KERP Participant's
Retention Bonus will be paid upon the latest to occur of (i) 75
days following the Court's approval of a sale of substantially all
of the Debtors' assets, and/or, a liquidation process, or (ii) if
applicable, confirmation of a chapter 11 plan.

     (e) Termination Provisions: Any KERP Participant that
voluntarily resigns, or is terminated for cause, prior to payment
of a Retention Bonus, will forfeit his or her Retention Bonus. The
Debtors reserve the right, in their reasonable business judgment,
to make forfeited payments available to other employees or
reallocate forfeited payments among the other eligible KERP
Participants, upon notice to the U.S. Trustee, the Debtors'
prepetition and post-petition secured lenders, and the Committee.

                      About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.  Lawyers at
Pachulski Stang Ziehl & Jones LLP represent the Official Committee
of Unsecured Creditors.


SPORTS AUTHORITY: Wilmington Savings Appeals Denial of Protection
-----------------------------------------------------------------
Wilmington Savings Fund Society, FSB, as Administrative and
Collateral Agent, appeals to the U.S. District Court for the
District of Delaware the Bankruptcy Court's order denying the Term
Loan Agent's motion for adequate protection.

The Term Loan Agent is represented by:

         MORRIS NICHOLS ARSHT & TUNNELL LLP
         Daniel B. Butz, Esq.
         Robert J. Dehney, Esq.
         1201 N. Market St., 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899-1347
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         E-mail: rdehney@mnat.com
                 dbutz@mnat.com

         BROWN RUDNICK LLP
         Robert J. Stark, Esq.
         William R. Baldiga, Esq.
         Seven Times Square
         New York, NY 10036
         Tel: (212) 209-4800
         Fax: (212) 209-4801

                      About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.  Lawyers at
Pachulski Stang Ziehl & Jones LLP represent the Official Committee
of Unsecured Creditors.


STELLAR BIOTECHNOLOGIES: Appoints Michael Klein, Ph.D. VP of CMC
----------------------------------------------------------------
Stellar Biotechnologies, Inc., announced the appointment of Michael
L. Klein, Ph.D. as vice president of Chemistry, Manufacturing and
Controls ("CMC").  Dr. Klein will assume management responsibility
for the Company's pharmaceutical manufacturing and product
development functions and serve as the Company's representative on
all activities related to CMC.

Dr. Klein joins Stellar as a seasoned executive with over 26 years
of scientific, regulatory, and operational experience in the
biopharmaceutical industry with specialization in protein
chemistry.  Dr. Klein's background includes leadership of numerous
therapeutic biologics development projects, scientific oversight
for CMC development and GLP/cGMP manufacturing and testing,
management of manufacturing contracts and negotiation, and
technology transfer.  His past experience includes operational team
leadership for over thirty therapeutic biologic products across all
stages of development, and served as an author on successful
regulatory filings for many proteins entering clinical trials
including direct defense of filings with the FDA.  Dr. Klein
received his Bachelor's and Master's degrees in Biochemistry from
the University of Rochester, and a Ph.D. in Biological Chemistry
from UCLA. He also served as a postdoctoral fellow in the Division
of Immunology at the Beckman Research Institute of the City of
Hope.

"Mike's extensive experience in pharmaceutical manufacturing
management, and especially his work with novel biological products
at all stages of development, will be a great asset given Stellar's
expansion plans," said Frank Oakes, president, CEO and Chairman of
Stellar Biotechnologies, Inc.  "Our customer base is growing and
there is a pipeline of new KLH-based immunotherapies in development
which are anticipated to drive higher demand for Stellar KLH.  We
are very pleased to have Mike join our operations team at this
exciting time in the Company's evolution."

                       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.  Stellar Biotechnologies reported a net
loss of $2.84 million on $758,689 of revenues for the year ended
Sept. 30, 2015.

As of March 31, 2016, Stellar had $9.42 million in total assets,
$616,097 in liabilities and $8.81 million in shareholders' equity.


STEVEN J. ANCONA: Court Denies Bid for Reargument
-------------------------------------------------
Judge Cecelia G. Morris of United States Bankruptcy Court for the
Southern District of New York denied Steven J. Ancona's Motion for
Reargument.

The Debtor, by his special counsel, filed a Motion for Reargument
of this Court's Memorandum Decision on Debtor's Motion for Summary
Judgment and Order Denying in Part and Granting in Part Debtor's
Motion for Summary Judgment, in connection with the Debtor's
objection to the Landlord's Amended Claim.

The bankruptcy case In re: Steven J. Ancona, Chapter 11, Debtor,
Case No. 14-10532-CGM (Bankr. S.D.N.Y.).

A full-text copy of the Memorandum Decision dated April 6, 2016 is
available at https://is.gd/jMoHpI from Leagle.com.

Steven J. Ancona, Debtor, is represented by Howard W. Kingsley,
Esq. -- hkingsley@rosenbergestis.com  -- Rosenberg & Estis, P.C.,
Douglas J. Pick, Esq. -- dpick@picklaw.net -- Pick & Zabicki LLP.

United States Trustee, U.S. Trustee, is represented by Richard W.
Fox, Office of The United States Trustee, Serene K. Nakano, U.S.
Department of Justice.


STOCK BUILDING: Dismissal of Weaver Cooke's Claims Affirmed
-----------------------------------------------------------
Weaver Cooke Construction, LLC, filed an appeal from the 10 June
2014 order of United States Bankruptcy Judge Stephani W.
Humrickhouse granting Appellee Stock Building Supply, LLC's motion
for summary judgment on all Weaver Cooke's claims based on the
statute of limitations defense as to the negligence and breach of
express warranty claims.

This dispute arises out of a real estate development project, a
luxury condominium complex, in New Bern, North Carolina. Weaver
Cooke served as the project's general contractor and subcontracted
with appellee Stock Building Supply, LLC for the purchase and
installation of windows and exterior doors on the project. Stock,
in turn, contracted with Carlos Garcia to install the windows and
doors. The installation of the windows and doors was completed by
September 2008.

In March 2009, New Bern Riverfront Development, LLC, the project
owner/developer, filed suit in state court against various parties,
including Weaver Cooke and some subcontractors, based on the
allegedly defective construction of the project. In November 2009,
New Bern filed a petition for relief under Chapter 11 of the
bankruptcy code, and shortly thereafter, the state court action was
removed to this court and transferred to the Bankruptcy Court. New
Bern later voluntarily dismissed the subcontractors from the action
and filed its first amended complaint. Weaver Cooke and others
remained defendants and new parties were added. In May 2010, Weaver
Cooke answered New Bern's first amended complaint and asserted
third-party claims against certain parties, none of whom were
subcontractors on the project.

In March 2012, New Bern served the report of its expert George
Barbour. That report identified a number of alleged construction
defects, including some purportedly attributable to Stock. With
leave of court, in June 2012, Weaver Cooke filed its second
third-party complaint, asserting claims against numerous
subcontractors, including Stock, for negligence, contractual
indemnity, and breach of express warranty.

Stock filed a motion for summary judgment on all Weaver Cooke's
claims. On 10 June 2014, the bankruptcy court granted the motion
based on the statute of limitations defense as to the negligence
and breach of express warranty claims. The court applied the
three-year statute of limitations under N.C. Gen. Stat. § 1-52,
with the discovery rule in N.C. Gen. Stat. § 1-50(a)(5)f, to find
that the claims accrued when the defects attributable to Stock
became apparent or ought reasonably to have become apparent. The
court concluded that the undisputed facts establish that Weaver
Cooke knew of (or should have known of) the defects attributable to
Stock no later than the spring of 2009, i.e., a time period prior
to June 2009. With that date being more than three years before
Weaver Cooke filed its second third-party complaint alleging claims
against Stock, the bankruptcy court concluded that the negligence
and breach of warranty claims were time barred, and accordingly,
the court granted summary judgment in favor of Stock on those
claims.

In July 2014, Weaver Cooke filed a notice of appeal from this order
and a motion for leave to appeal an interlocutory order, which this
court denied in October 2014. In May 2015, the bankruptcy court
certified the order as final pursuant to Federal Rule of Civil
Procedure 54(b) and recommended that this court reconsider Weaver
Cooke's motion for leave to appeal as a motion for leave to appeal
a final order. Thereafter, this court certified the 10 June 2014
order as final and directed the Clerk to reopen this action to
allow the appeal to proceed.

Judge W. Earl Britt of the United States District Court for the
Eastern District of North Carolina, Western Division, affirmed the
10 June 2014 order of the bankruptcy court.

A full-text copy of the Order dated May 16, 2016 is available at
https://is.gd/cUSWHN from Leagle.com.

The case is WEAVER COOKE CONSTRUCTION, LLC, Appellant, v. STOCK
BUILDING SUPPLY, LLC, Appellee, No. 5:14-CV-475-BR (Bankr.
E.D.N.C.).

Weaver Cooke Construction, LLC, Appellant, is represented by Joseph
P. Gram, Esq. -- jgram@cgspllc.com -- Conner Gwyn Schenck PLLC,
Kelli E Goss, Esq. -- kgoss@cgspllc.com -- Conner Gwyn Schenck
PLLC, Luke J. Farley, Esq. -- lfarley@cgspllc.com -- Conner Gwyn
Schenck PLLC & C. Hamilton Jarrett, III, Esq. --
hjarrett@cgspllc.com -- Conner Gwyn Schenck PLLC.

Curenton Concrete Works, Inc., Defendant, is represented by Andrew
A. Vanore, III, Brown, Crump, Vanore & Tierney, LLP.

Stock Building Supply, LLC, Appellee, is represented by A. Todd
Brown, Esq. -- tbrown@hunton.com -- Hunton & Williams, LLP & Ryan
George Rich, Esq. -- rrich@hunton.com -- Hunton & Williams,
L.L.P..

Travelers Casualty & Surety Company of America, Interested Party,
is represented by C. Hamilton Jarrett, III, Conner Gwyn Schenck
PLLC, Joseph P. Gram, Conner Gwyn Schenck PLLC, Kelli E Goss,
Conner Gwyn Schenck PLLC & Luke J. Farley, Conner Gwyn Schenck
PLLC.

Gouras, Incorporated, Interested Party, is represented by Jay P.
Tobin, Esq. -- Jay.Tobin@youngmoorelaw.com -- Young Moore &
Henderson.

Fluhrer Reed, P.A., Interested Party, is represented by John M.
Nunnally, Esq. -- jnunnally@rl-law.com -- Ragsdale Liggett PLLC &
Melissa Dewey Brumback, Esq. -- mbrumback@rl-law.com -- Ragsdale
Liggett, PLLC.

New Bern Riverfront Development, LLC, Interested Party, is
represented by Daniel K. Bryson, Esq. -- dan@wbmllp.com --
Whitfield, Bryson & Mason, LLP, Jeremy Richard Williams, Esq. --
jeremy@wbmllp.com -- Whitfield, Bryson & Mason, LLP & Matthew E.
Lee, Esq. -- matt@wbmllp.com -- Whitfield, Bryson & Mason, LLP.

Carlos Garcia, Interested Party, is represented by William Walton
Silverman, Esq. -- Robinson & Lawing, LLP.

Raleigh, North Carolina-based Stock Building Supply --
http://www.stockbuildingsupply.com/-- is a leading supplier of  
building materials to professional home builders and contractors
in the United States.  Stock operates in 19 markets including
Washington, D.C.; Paradise, Pa.; Richmond, Va.; Raleigh-Durham,
Charlotte and Winston-Salem/Greensboro, N.C.; Greenville and
Columbia, S.C.; Atlanta, Ga.; Austin, Amarillo, Houston, Lubbock
and San Antonio, Tex.; Albuquerque, N.M.; Salt Lake City and
Southern Utah; Spokane/Northern Idaho; and Los Angeles, Calif.

The Company and 25 of its affiliates filed for Chapter 11
protection on May 6, 2009 (Bankr. D. Del. Case No. 09-11554).
On that same date, the Debtor and its affiliates filed a
joint prepackaged plan of reorganization and related disclosure
statement.  On June 15, 2009, the Court entered an Order
confirming the Plan.  The Plan took effect on June 30, 2009.
Shearman & Sterling LLP and Young, Conaway, Stargatt & Taylor,
represent the Debtors, and FTI Consulting served as the
Debtors' restructuring consultant.


SUNEDISON INC: 2015 Annual, March 31 Quarterly Reports Delayed
--------------------------------------------------------------
SunEdison, Inc. advised the Securities and Exchange Commission
earlier this month that it is unable to timely file its Quarterly
Report on Form 10-Q for the quarterly period ended March 31, 2016,
without unreasonable effort or expense. The delay in filing the
Form 10-Q is primarily due to the Company's previously disclosed
inability to file its Form 10-K for the fiscal year ended December
31, 2015.  Until the Company completes and files the Form 10-K, it
will be unable to complete and file the Form 10-Q.

The Company said the Form 10-K continues to be delayed due to the
previously disclosed identification by management of material
weaknesses in its internal controls over financial reporting,
primarily resulting from deficient information technology controls
in connection with newly implemented systems. Because of these
material weaknesses, additional procedures are necessary for
management to complete the Company's annual financial statements
and related disclosures, and for the finalization of the audit of
the Company's annual financial statements and the effectiveness of
internal controls over financial reporting as of December 31, 2015.
To date, the additional procedures performed as a result of the
material weaknesses identified have not resulted in the
identification of any material misstatements or restatements of the
Company's audited or unaudited consolidated financial statements or
disclosures for any period previously reported by the Company. In
addition, the Company is currently seeking the appointment of an
independent accounting firm through the bankruptcy court.

The Company is working to prepare and file the Form 10-K and the
Form 10-Q, including completing the processes related to such
filing and an assessment of the Company's financial position, but
does not anticipate being able to file the Form 10-Q within the 5
calendar day period set forth in Rule 12b-25 under the Securities
Exchange Act, as amended. The complexity of completing the Form
10-K and the Form 10-Q has increased substantially compared to the
prior periods due to the Company's previously disclosed filing of a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code on April 21, 2016.

                      About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


SUNEDISON INC: BlackRock Reports 0.6% Equity Stake
--------------------------------------------------
BlackRock, Inc. filed with the Securities and Exchange Commission a
SCHEDULE 13G (Amendment No: 4) to disclose that it may be deemed to
beneficially own 1,972,465 shares or roughly 0.6% of the common
stock of SunEdison Inc.

BlackRock, Inc. may be reached at:

     Spencer Fleming
     Chris Jones, Chief Investment Officer
     BlackRock, Inc.
     55 East 52nd Street
     New York, NY 10055

                      About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


SUNEDISON INC: Lenders Must Approve Business Plan by June 1
-----------------------------------------------------------
SunEdison, Inc., obtained certain amendments to its Senior Secured
Superpriority Debtor-in-Possession Credit Agreement, dated as of
April 26, 2016, entered into by and among the Company, the lenders
from time to time party thereto, Deutsche Bank AG New York Branch,
as administrative agent, and the letter of credit issuers and other
financial institutions and entities party thereto from time to
time.  The amendments are reflected in that certain Amendment No. 1
to Senior Secured Superpriority Debtor-in-Possession Credit
Agreement, dated as of May 18, 2016, among the Company, the DIP
Lenders party thereto and the DIP Agent.

The Amendment modifies certain provisions in the DIP Credit
Agreement relating to, among other things: (a) the Tranche B
roll-up loans and the syndication of Tranche B loans; (b)
post-closing guaranty and collateral matters; (c) certain
milestones relating to the Company's restructuring efforts and (d)
designated assets that constitute permitted dispositions under the
DIP Credit Agreement.

Among others, the Amendment provides that:

     -- On or before May 25, 2016, the Debtors and the Required
Lenders shall reach an agreement with respect to a sale process for
assets not identified as Designated Assets prior to such date.

     -- On or before June 1, 2016, the Required Lenders shall have
approved either (x) the comprehensive business plan delivered in
accordance with Section 4 of the First Amendment or (y) the
alternate controlled liquidation budget delivered in accordance
with Section 4 of the First Amendment, and upon approval thereof,
the related corresponding 13-week forecast delivered in accordance
with Section 4 of the First Amendment shall become, with the
consent of the Required Lenders, the "Budget" then in effect until
a replacement or modified Budget goes into effect in accordance
with Section 6.01(e)."

     -- On or before May 25, 2016, the Debtors shall deliver to the
Administrative Agent and the Tranche B Advisors revised versions of
the comprehensive business plan, the alternate budget and, in each
case, the related corresponding 13-week forecast previously
delivered pursuant to Section 6.19(d) of the Credit Agreement. The
Borrower and the Required Lenders agree that non-compliance with
this covenant shall constitute an immediate Event of Default
pursuant to Section 8.01(b) of the Credit Agreement.

     -- The Borrower previously notified the Administrative Agent
and the Tranche B Advisors that approximately $3,700,000 of Cash on
deposit in Australian Deposit Accounts for the RSC business was not
previously reflected as available Cash in certain calculations of
Cash Amount prior to the First Amendment Effective Date. After
giving effect to the First Amendment Effective Date, any failure to
identify such Cash in any Cash Amount Report delivered by the
Borrower prior to the First Amendment Effective Date shall not
constitute a Default or an Event of Default. Disbursements may be
made with such Cash by or on behalf of Subsidiaries that are part
of the RSC business, for use in RSC operations in Australia, and
such disbursements shall not (i) be subject to the Budget or (ii)
be included in any calculation of Cumulative Net Cash Flow except
to the extent of any corresponding Cash Receipt included in such
calculation.

In connection with the Amendment, the requisite DIP Lenders also
approved an updated 13-week budget.

A copy of the Amendment is available at https://is.gd/E33OeE

The DIP Agent may be reached at:

     DEUTSCHE BANK AG NEW YORK BRANCH
     5022 Gate Parkway, Suite 100
     Jacksonville, FL 32256
     Tel: (904) 271-2886
     Fax: (732) 380 3355
     Attention: Sara Pelton
     E-mail: sara.pelton@db.com
             na.agencyservicing@db.com

                      About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


SUNEDISON INC: Severs Ties with CFO Wuebbels
--------------------------------------------
SunEdison, Inc. on May 10, 2016, provided Brian Wuebbels, the
Company's Chief Administration Officer, Chief Accounting Officer
and Chief Financial Officer, a formal 30-day notice of the
termination of his employment at the Company.  Mr. Wuebbels last
day of employment will be June 9, 2016.

During the 30-day notice period, Mr. Wuebbels will report to Mr.
John Dubel, the Company's Chief Restructuring Officer, and his
title will be Advisor to the Chief Restructuring Officer.

Mr. Ilan Daskal will remain SunEdison's Chief Financial Officer
designee until Mr. Daskal and SunEdison agree to remove the
designee title.

As reported by the Troubled Company Reporter, the Board of
Directors of SunEdison, Inc., in accordance with the requirements
set forth in the Company's debtor-in-possession credit agreement,
dated April 26, 2016, established on April 29, 2016, the office of
Chief Restructuring Officer and appointed John Dubel as the
Company's Chief Restructuring Officer. Mr. Dubel reports directly
to the independent directors of the Board.

                      About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


T-L BRYWOOD: Asks Court to Dismiss Chapter 11 Case
--------------------------------------------------
T-L Brywood LLC asks the U.S. Bankruptcy Court to dismiss its
Chapter 11 case because the reasons for the filing of the Chapter
11 case have been resolved, making the continuation of the Chapter
11 case and the confirmation process relating to the competing
Plans unnecessary.

The Debtor relates that after an extensive litigation with RCG-KC
Brywood, LLC (RCG) with respect to Competing Plans, the Debtor have
engaged in good faith settlement negotiations with RCG which
eventually resulted in a settlement of all issues.

Accordingly, the Debtor also relates that the Court has approved
the settlement between the Debtor and RCG, upon which the Debtor
sold the Brywood Property to RCG for a release of the underlying
mortgage indebtedness in the approximate amount of $12,250,000 plus
a cash payment to the Debtor from RCG amounting to $2,500,000 --
the sale closed on April 19, 2016 -- leaving sufficient funds to
pay administrative claims and the claims of pre-petition
creditors.

T-L Brywood LLC is represented by:

       David K. Welch, Esq.
       Arthur G. Simon, Esq.
       Jeffrey C. Dan, Esq.
       Brian P. Welch, Esq.
       CRANE, HEYMAN, SIMON, WELCH & CLAR
       135 South LaSalle Street, Suite 3705
       Chicago, IL 60603
       Telephone: (312) 641-6777
       Facsimile: (312) 641-7114
       Email: dwelch@craneheyman.com
              asimon@craneheyman.com
              jdan@craneheyman.com
              bwelch@craneheyman.com

             About T-L Brywood

T-L Brywood LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill.
Case No. 12-09582) on March 12, 2012.  The case was transferred to
the U.S. Bankruptcy Court for the Northern District of Indiana
(Case. 13-21804) on May 14, 2013.  The petition was signed by
Richard Dube, president of Tri-Land Properties, Inc., manager.
Judge J. Philip Klingeberger oversees the case.

T-L Brywood owns and operates a commercial shopping center known as
the "Brywood Centre" -- http://www.brywoodcentre.com/-- in Kansas
City, Missouri.  The property encompasses roughly 25.6 acres and
comprises 183,159 square feet of retail space.

Related entities, T-L Conyers LLC, T-L Cherokee South, LLC, T-L
Smyrna LLC, and T-L Village Green LLC sought Chapter 11 protection
(Bankr. N.D. Ind. Case Nos. 13-20280, and 13-20282 to 13-20284) in
Hammond, Indiana, on Feb. 1, 2013.  T-L Conreys owns the Sale Gate
Shopping Center in Conyers, Georgia.  T-L Cherokee owns the
Cherokee South Shopping Center in Overland Park, Kansas.  T-L
Smyrna owns the Crossings Shopping Center in Smyrna, Georgia.  

The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection (Case
No. 12-22623) on July 11, 2012.  Tri-Land and an affiliate
collectively manage a portfolio of 10 properties in Georgia,
Indiana, Kansas, Minnesota, Missouri and Wisconsin.

T-L Brywood disclosed total assets of $16.7 million and total
liabilities of $14.0 million in its schedules.  

T-L Brywood is represented by David K. Welch, Esq., Arthur G.
Simon, Esq., and Jeffrey C. Dan. Esq., at Crane, Heyman, Simon,
Welch & Clar, in Chicago.

                                        *     *     *

The secured lender in the Chapter 11 cases of T-L Conyers, T-L
Smyrna, T-L Cherokee and T-L Village (collectively, "Other Related
Debtors") was MB Financial N.A.  The parties reached a settlement
resolving all of the disputes that resulted in, among other things,
the voluntary dismissal of the Chapter 11 cases of the Other
Related Debtors.

T-L Brywood and creditor RCG-KC Brywood, LLC, have filed competing
plans in T-L Brywood's Chapter 11 case.


TERRAFORM PRIVATE: S&P Puts 'B-' ICR on CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings placed its 'B-' issuer credit rating on
TerraForm Private LLC on CreditWatch with negative implications. In
addition, S&P placed the 'B' rating on subsidiary TerraForm AP
Acquisition Holdings LLC's senior secured debt on CreditWatch with
negative implications.  The recovery rating on this debt is '2',
indicating expectations for meaningful (70%-90%; in the upper half
of the range) recovery in the event of a payment default.

"The CreditWatch placement stems from ongoing challenges with
Private's affiliated companies, TerraForm Global Inc. and TerraForm
Power Inc., as well as the recent bankruptcy of its parent company,
SunEdison Inc.," said S&P Global Ratings credit analyst Michael
Ferguson.  While S&P rates Private on a stand-alone basis, it
remains wary of the problem with the related entities.  As it is a
warehousing facility, it relies on Global and Power to receive
certain of its assets.  To extent that those companies have
challenges that prevent them from receiving sufficient capital to
consummate these transactions, the strategy of Private would be
interrupted.  Additionally, while S&P permits a notch of separation
between this company and its now bankrupt parent, SunEdison, Inc.,
S&P notes that the bankruptcy is still in the early stages and it's
not entirely clear how it will unfold.

The CreditWatch placement reflects the ongoing issues surrounding
the filing status and overall financial wellbeing of Private's
counterparties.  S&P will resolve the CreditWatch when it obtains a
better understanding of when some of these issues will be resolved,
and what implications their resolution will have for Private.


TEXAS PELLETS: Chapter 11 Cases Jointly Administered
----------------------------------------------------
U.S. Bankruptcy Judge Bill Parker has authorized the joint
administration of Texas Pellets, Inc., and German Pellets Texas,
LLC, under Lead Case No. 16-90126.  The Court finds that the entry
of an order for joint administration is designed for procedural and
economic efficiency and does not result in a substantive
consolidation of estates, whereby the assets and liabilities of the
two estates would be merged for the satisfaction of all claims
existing against either debtor.

                        About Texas Pellets

Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016,
listing $100 million to $500 million in both assets and
liabilities.  The petition was signed by Anna Katherin Leibold,
president and chief executive officer.

German Pellets Texas, LLC, also based in Woodville, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on April
30, 2016, listing $10 million to $50 million in both assets and
liabilities.  The petition was signed by Peter H. Leibold, its
chief executive officer.

The cases have been jointly administered under Texas Pellets' case.
Judge Bill Parker presides over the cases.  William Steven Bryant,
Esq., at LOCKE LORD LLP, serves as counsel to the Debtors.


TEXAS PELLETS: Time to File Schedules Extended to May 31
--------------------------------------------------------
U.S. Bankruptcy Judge Bill Parker has extended to May 31, 2016, the
deadline for Texas Pellets, Inc., to file schedules of assets and
liabilities, schedules of co-debtors, schedules of executory
contracts and unexpired leases, and statements of financial
affairs, as required by Rule 1007(b)(1) of the Federal Rules of
Bankruptcy Procedure.

                        About Texas Pellets

Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016,
listing $100 million to $500 million in both assets and
liabilities.  The petition was signed by Anna Katherin Leibold,
president and chief executive officer.

German Pellets Texas, LLC, also based in Woodville, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on April
30, 2016, listing $10 million to $50 million in both assets and
liabilities.  The petition was signed by Peter H. Leibold, its
chief executive officer.

The cases have been jointly administered under Texas Pellets' case.
Judge Bill Parker presides over the cases.  William Steven Bryant,
Esq., at LOCKE LORD LLP, serves as counsel to the Debtors.


TEXASBANC CAPITAL I: Fitch Affirms 'BB-' Preferred Stock Rating
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating for
BBVA Compass Bancshares, Inc. (BBVAC) at 'BBB+' and the bank's
Viability Rating (VR) at 'bbb'.  The Rating Outlook is Stable.

This action follows Fitch's recent rating action on BBVAC's parent
company, Banco Bilbao Vizcaya Argentaria SA (BBVA).

                      KEY RATING DRIVERS

IDRS AND SENIOR DEBT

BBVAC's IDR reflects the higher of its support-driven IDR or its
standalone rating, the VR.  BBVAC' support-driven IDR is 'BBB+',
while its stand-alone rating or VR is 'bbb'.

BBVAC's institutional support-driven IDR is higher than its VR,
which reflects the parent's ability and propensity to provide
support to BBVAC.  BBVAC accounts for approximately 12% and 11% of
consolidated parent assets and revenues, respectively.

VR

BBVAC's VR, which reflects the company's intrinsic creditworthiness
absent any extraordinary support, was affirmed at 'bbb' primarily
reflecting the company's solid capital position, and good asset
quality profile.  The ratings are constrained primarily by a weaker
earnings profile, and higher energy-related exposure.

Capital remains good, with a Common Equity Tier 1 under Basel III
of 10.64%, on a transitional basis, up slightly from a year ago.
This compares to the large regional bank peer median of
approximately 10.7%.  BBVAC's capital requests have been modest to
date, with relatively small dividends upstreamed to the parent. The
company has one of the lowest total payouts in the peer group,
incorporating only dividend payments.  Fitch expects BBVAC to
manage its capital profile conservatively given both a weaker
earnings profile, and strong loan growth over the past few years.

Excluding energy-related exposure, asset quality continues to
remain relatively good.  Fitch notes that non-performing assets
(NPAs), inclusive of accruing troubled debt restructurings,
compared favorably to large regional bank peer average at year-end.
BBVAC's net charge-offs (NCOs) in 2015 were slightly better than
the large regional bank peer average (excluding COF), while its
crisis-era experience was roughly in line with peer averages. Fitch
expects some asset quality deterioration for BBVAC, as well as the
industry, from unsustainably low current levels.

During 2015, BBVAC reported deterioration in NPAs balances from the
prior year, with the most deterioration in C&I NPAs due to
energy-related weaknesses, though there was also some erosion
consumer indirect, though within our expectations.

Offsetting these rating drivers, BBVAC's earnings performance
continues to lag the average for large regional banks in the U.S.
and is considered a key VR constraint by Fitch.  BBVAC return on
assets (ROA) in 2015 was just 55 basis points (bps), as compared to
the peer average (excluding BBVAC) of approximately 100bps.
However, Fitch notes that BBVAC's earnings profile is in line with
other FBOs, who tend to lag large regional peers due to generally
higher funding costs, greater reliance on spread income, and higher
overhead costs.

Part of BBVAC's weaker earnings profile is due to its net interest
margin (NIM), which is impacted by a much higher cost of
interest-bearing deposits than peers.  While deposit costs have
been generally declining for the entire industry, the cost of
interest-bearing deposits for BBVAC has been generally trending up
due to deposit promotions.  BBVAC has been able to grow
interest-bearing deposits by 10% from a year ago.  The bank has
also been successful in increasing non-interest bearing balances,
which now represent approximately 30% of total deposits.

BBVAC's high energy-related exposure also currently constrains
ratings.  BBVAC reported $4.2 billion of energy loans as of
March 31, 2016, or roughly 7% of total loans and 56% of tangible
common equity.  This exposure is higher than all other Fitch-rated
large regional bank peers.

Given BBVAC's concentration in Texas and 20 year history in energy
lending, it is expected its exposure would be somewhat higher than
most peers.  That said, the company's energy-related exposure had a
meaningful impact on earnings in the first quarter of 2016 (1Q16),
in which the company reported an ROA of only 15bps.  While total
loan losses remain manageable to date, BBVAC reported a significant
increase in provision expenses.  Related loan loss reserves now
total 3.7% at March 31, 2016, which is well below most peers,
especially in light of the composition of its portfolio which
includes 87% non-IG credits, though Fitch notes its exposure to
service companies is well below peer averages. Fitch expects BBVAC
may incur increased energy-related credit costs that will further
impair its earnings over the near term.

Over the last several years, BBVAC has also reported very strong
loan growth, well in excess of large regional bank peer averages
banks and GDP, which may be vulnerable to deterioration under a
slowing economy or higher interest rates.  Fitch notes however that
overall loan growth slowed in 2015, converging to peer averages,
with the exception of auto loans.  This portfolio grew 21% in 2015,
well in excess of the peer median.  Fitch observes that loan losses
have deteriorated over the past year, with NCOs in the indirect
book totaling 165bps in 1Q16 as compared to 85bps a year ago.

This level of loan growth raises concerns as to any relaxation in
underwriting standards and whether the company is receiving the
appropriate risk-adjusted return in an extremely competitive
lending environment.  Fitch will be monitoring the growth in these
portfolios for any asset quality deterioration that exceeds our
expectations.

Bank liquidity is considered roughly in line with peer banks,
though its loan to deposit ratio is on the higher end of the peer
group.  BBVAC manages its liquidity separately from BBVA and does
not rely on its parent for any funding.  Holding company liquidity
is very strong, with a significant amount of cash to cover nominal
interest payments on just $100 million of trust-preferred
securities.  Fitch expects BBVAC will increase its capital returns
to the parent in the future, though it is assumed it will be in
moderate amounts, governed by U.S. regulatory stress testing.

Fitch also notes that BBVAC appears well-prepared for regulatory
rules for foreign-owned banks, including the formation of an
intermediate holding company on July 1, 2016.  Fitch anticipates
the existing holding company structure will become the new IHC.
BBVAC folded its U.S.-based broker-dealer, BSI, into its
organization a few years back.  As such, Fitch does not impact a
material impact upon the formation of IHC, and expects BBVAC should
be able to comply with enhanced prudential standards by July 1st.

BBVAC also announced that the Federal Reserve Bank of Atlanta
recently improved its CRA rating to Satisfactory from Needs to
Improve.  With its improved CRA rating, BBVAC is no longer
restricted from bank M&A.  However, we expect that future M&A will
be focused on non-bank acquisitions, in keeping with its
technology-focused strategy.

             SUPPORT RATING AND SUPPORT RATING FLOOR

BBVAC's Support Rating of '2' reflects the parent's ability and
propensity to support BBVAC.  BBVAC's support-driven IDR has
historically been one notch below BBVAC, reflecting Fitch's view
that BBVAC is strategically important to BBVA, though not core.
Since BBVAC's support reflects institutional support, there is no
Support Rating Floor assigned.

          SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

Subordinated debt and other hybrid securities issued by BBVAC and
by various issuing vehicles are all notched down from BBVAC's or
its bank subsidiaries' VR in accordance with Fitch's assessment of
each instrument's respective non-performance and relative loss
severity risk profiles.

HOLDING COMPANY

BBVAC's IDR and VR are equalized with those of Compass Bank,
reflecting its role as the bank holding company, which is mandated
in the U.S. to act as a source of strength for its bank
subsidiaries.

                LONG- AND SHORT-TERM DEPOSIT RATINGS

BBVAC's uninsured deposit ratings are rated one notch higher than
the company's IDR and senior unsecured debt because U.S. uninsured
deposits benefit from depositor preference. U.S. depositor
preference gives deposit liabilities superior recovery prospects in
the event of default.

                        RATING SENSITIVITIES

IDRS AND SENIOR DEBT

Since BBVAC's ratings and Outlook are correlated with those of
BBVA, changes in BBVA's ratings may result in changes to BBVAC's
IDRs and Outlook.  Given BBVAC's VR is at 'bbb,' downward rating
actions may be limited to just one notch as BBVAC's VR would become
the anchor for its IDR, absent any changes to the company's VR.

VR

Over the medium to long term, Fitch envisions limited VR upgrade
potential, and likely more downgrade pressure.  A downgrade to the
VR would arise in the event that BBVAC were to manage its capital
more aggressively, though given BBVAC's recent CCAR capital
requests and historical dividend practices, this is viewed as
unlikely.

Further, while the company's energy-related exposure is expected to
continue to pressure earnings, and not impair capital, if capital
erosion occurs as a result of elevated loan losses, BBVAC's VR
could be impacted.  Fitch expects loan losses will deteriorate from
currently unsustainably low levels, but outsized losses,
particularly in the energy book, that reduce capital by more than
50bps could pressure ratings.

Further, Fitch remains concerned regarding the strong loan growth
BBVAC has reported over the past several years, especially as it
compares to peer averages.  In general, Fitch views loan growth
that significantly outpaces GDP and peer growth skeptically as it
raises concerns about adverse selection, underwriting standards,
and the appropriate risk-return trade-offs.  Increasing loan
losses, that are in excess of peer averages or historical
performance, may impact BBVAC's VRs.

Conversely, over the more medium to long term, BBVAC's VR could be
upgraded with improving earnings performance, combined with the
continuation of generally benign asset quality and the maintenance
of capital at appropriate levels.

              SUPPORT RATING AND SUPPORT RATING FLOOR

In the event Fitch views BBVAC as no longer strategically important
to BBVA, its support rating could be downgraded.  If the support
rating were downgraded, BBVAC's VR would likely become the anchor
rating for IDR.

            SUBORDINATED DEBT AND OTHER HYBRID SECURITIES

These ratings are all primarily sensitive to any changes in the VR
of BBVAC.

                        HOLDING COMPANY

Should BBVAC's holding company begin to exhibit signs of weakness,
or have inadequate cash flow coverage to meet near-term
obligations, there is the potential that Fitch could notch the
holding company IDR and VR from the ratings of Compass Bank.

                LONG- AND SHORT-TERM DEPOSIT RATINGS

The ratings of long- and short-term deposits issued by BBVAC and
its subsidiaries are primarily sensitive to any change in BBVAC's
long- and short-term IDRs.

Fitch has affirmed these ratings:

BBVA Compass Bancshares, Inc.

   -- Long-Term IDR at 'BBB+'; Outlook Stable;
   -- VR at 'bbb';
   -- Support at '2';
   -- Short-Term IDR at 'F2'.

Compass Bank

   -- Long-Term IDR at 'BBB+'; Outlook Stable;
   -- Long-term deposits at 'A-';
   -- Senior unsecured at 'BBB+'.
   -- Short-Term IDR at 'F2';
   -- VR at 'bbb';
   -- Short-term deposits at 'F2';
   -- Support at '2';
   -- Subordinated debt at 'BBB-'.

TexasBanc Capital Trust I

   -- Preferred stock at 'BB-'.



TORSPO HOCKEY: Joy Group's Suit Over Trademark Ownership Dismissed
------------------------------------------------------------------
Judge Donovan W. Frank of the United States District Court for the
District of Minnesota granted Defendant's Motion to Dismiss and
dismissed with prejudice Plaintiff's Amended Complaint in the case
Joy Group Oy, Plaintiff, v. Supreme Brands L.L.C., Defendant, Civil
No. 15-3676 (DWF/FLN)(D. Minn).

This case involves a dispute between Plaintiff Joy Group Oy and
Defendant Supreme Brands L.L.C. over who owns the rights to various
trademarks. The matter is before the Court on a Motion to Dismiss
Plaintiff's Amended Complaint brought by Defendant arguing that the
Amended Complaint fails to state a claim upon which relief can be
granted.

A full-text copy of the Memorandum Opinion and Order dated May 16,
2016 is available at https://is.gd/Lm9sJS from Leagle.com.

Joy Group Oy, Plaintiff, is represented by Keith A. Vogt, Keith A.
Vogt, Esq., pro hac vice & Paul Allen Godfread, Esq. --
paul@godfreadlaw.com -- Godfread Law Firm.

Supreme Brands L.L.C., Defendant, is represented by Joel D Nesset,
Esq. -- jnesset@cozen.com -- Cozen O'Connor, Nadia B Hasan,  Esq.
-- nhasan@cozen.com -- Cozen O'Connor, Steven Paul Katkov,  Esq. --
skatkov@cozen.com -- Cozen O'Connor & Thomas P Kane,  Esq. --
tkane@cozen.com -- Cozen O'Connor.






TRANSDIGM INC: Moody's Rates New $950MM Secured Term Loan Ba2
-------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the new $950
million senior secured term loan F due 2023 and a B3 rating to the
new senior subordinated notes due 2026. Proceeds are expected to be
used to fund TransDigm's recently announced acquisition of ILC
Holdings Inc., the parent company to Data Device Corporation
("DDC") and for general corporate purposes including future
acquisitions or dividends. The rating outlook remains stable.

Issuer: TransDigm, Inc.

The following ratings were assigned:

$950 million senior secured term loan F due 2023, assigned Ba2
(LGD2)

$950 million senior subordinated notes due 2026, assigned B3
(LGD5)

RATINGS RATIONALE

Moody's said, " the B1 Corporate Family Rating reflects TransDigm's
high tolerance for financial risk, elevated leverage levels, and a
history of aggressive shareholder distributions and debt-financed
acquisitions. Moody's expects TransDigm to prioritize shareholder
returns over debt reduction and anticipates a continuation of high
levels of financial leverage with Moody's adjusted Debt-to-EBITDA
likely to remain between 6.0x to 8.0x. The entirely debt-financed
acquisition of DDC is aggressive and will result in leverage at the
higher end of this range with pro forma Moody's adjusted
Debt-to-EBITDA of almost 7.5x. These considerations are tempered by
TransDigm's strong competitive position and especially high margins
which are underpinned by the proprietary and sole-sourced nature of
the majority of its products as well as the company's focus on
highly profitable aerospace aftermarkets. Moody's expects TransDigm
to maintain its strong liquidity profile with substantial free cash
flow generation (likely to be in excess of $650 million during
2016) which should afford the company some of the financial
flexibility necessary to manage its large debt burden. We view
TransDigm's sizable and growing installed base of niche products
across multiple platforms and carriers, along with its focus on the
profitable aftermarket business, as adding stability to the
company's revenue stream, a consideration which adds further
support to the rating.

"The stable outlook incorporates our expectations that favorable
industry fundamentals will continue to support earnings growth and
a strong liquidity profile. The outlook also reflects the
expectation that TransDigm will make progress in reducing leverage
through earnings growth between periodic leveraging transactions."

An upgrade is unlikely in the near term given expectations that
TransDigm will continue to pursue an aggressive financial policy
and a highly leveraged capital structure. An upward rating action
would be driven by leverage sustained below 5.0x on a Moody's
adjusted basis, coupled with the maintenance of the company's
industry leading margins and a continuation of the strong liquidity
profile.

Factors that could result in lower ratings include Moody's adjusted
Debt-to-EBITDA sustained above the high 7x level or an erosion in
profitability such that EBITDA margins were expected to approach
40%. A deteriorating liquidity profile involving FCF-to-Debt
continuously below 5%, annual free cash flow generation sustained
below $650 million or increased reliance on the revolver could also
pressure the rating downward.

TransDigm Inc., headquartered in Cleveland, Ohio, is a manufacturer
of engineered aerospace components for commercial airlines,
aircraft maintenance facilities, original equipment manufacturers
and various agencies of the US Government. TransDigm Inc. is the
wholly-owned subsidiary of TransDigm Group Incorporated (TDG).
Revenues for the last twelve month period ending March 31, 2016
were approximately $3.0 billion.


TRANSDIGM INC: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings said that it has affirmed all of its ratings on
TransDigm Inc., including S&P's 'B' corporate credit rating on the
company.  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 $950 million first-lien
term loan F due 2023.  The '3' recovery rating indicates S&P's
expectation for meaningful recovery (50%-70%; upper half of the
range) in the event of a payment default.

Additionally, S&P assigned its 'CCC+' issue-level rating and '6'
recovery rating to TransDigm's proposed $950 million subordinated
notes due 2026.  The '6' recovery rating indicates S&P's
expectation for negligible recovery (0%-10%) in the event of a
payment default.

"The affirmation reflects our belief that the debt TransDigm will
take on to fund its acquisition of DDC and undertake a potential
dividend will cause its credit metrics to become somewhat weaker in
the near term, though they will remain within our expectations for
the current rating with a debt-to-EBITDA metric of between 6.0x and
6.5x toward the end of fiscal year 2016," said S&P Global credit
analyst Tennille Lopez.  "We had previously incorporated a
transaction of this size into our existing ratings on the
company."

The stable outlook on TransDigm reflects S&P's expectation that the
supportive commercial aerospace environment, significant earnings
contributions from its acquisitions, and strong free cash flow
generation should allow the company to maintain credit metrics that
are appropriate for the current rating (debt-to-EBITDA remaining at
about 6.0x-6.5x over the next year) despite its large acquisitions
and shareholder-friendly actions.

S&P could lower its ratings on TransDigm if its total
debt-to-EBITDA ratio rises above 7x for a sustained period because
of increased debt to fund acquisitions or shareholder rewards, or
-- less likely -- if changing business conditions or weakness in
the commercial aerospace market prompts S&P to revise its
assessment of the company's business risk profile to fair from
satisfactory.

S&P does not anticipate an upgrade over the next year unless
TransDigm's management commits to a less aggressive financial
policy and the company's debt-to-EBITDA metric remains below 5x.


TRIANGLE PETROLEUM: Terminates Talks on Potential Restructuring
---------------------------------------------------------------
Triangle Petroleum Corporation and NGP Triangle Holdings, LLC are
party to a non-disclosure agreement regarding discussions in
connection with a potential consensual restructuring or
recapitalization of the Company, under which the Company engaged in
discussions with NGP that may constitute material non-public
information (the "MNPI").

The NDA permits NGP to request that the Company publicly disclose
the MNPI.  Accordingly, by a Form 8-K filing with the Securities
and Exchange Commission, the Company disclosed that (i) the Company
engaged in discussions with NGP with respect to the terms of the
Potential Restructuring and (ii) those discussions terminated
without the parties reaching agreement.  Discussions between NGP
and the Company may resume at any time, and the Company undertakes
no obligation to disclose the existence or nature of such
discussions until an agreement has been reached between the
parties.

                  About Triangle Petroleum

Triangle Petroleum Corporation is a Denver-based oil and natural
gas exploration and production company.   Triangle Petroleum
conducts its E&P, oilfield and midstream activities in the
Williston Basin of North Dakota and Montana.

Triangle Petroleum reported a net loss of $822 million on $358
million of total revenues for the year ended Jan. 31, 2016,
compared to net income of $93.4 million on $573 million of total
revenues for the year ended Jan. 31, 2015.

As of Jan. 31, 2016, Triangle Petroleum had $753 million in total
assets, $1.01 billion in total liabilities and a total
stockholders' deficit of $265 million.

KPMG LLP, in Denver, Colorado, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Jan. 31, 2016, citing that the Company does not
have sufficient liquidity to meet this obligation, if called by the
lenders.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


TRIANGLE PETROLEUM: Wells Fargo Quits as Indenture Trustee
----------------------------------------------------------
Triangle Petroleum Corporation's wholly-owned subsidiary Triangle
USA Petroleum Corporation, Wilmington Trust, National Association,
and Wells Fargo Bank, National Association entered into an
Agreement of Resignation, Appointment and Acceptance with respect
to TUSA's 6.75% Senior Notes due 2022.

Pursuant to the terms of the Agreement of Resignation, effective
May 31, 2016, Wells Fargo will resign as trustee, registrar, paying
agent and notes custodian under the Indenture, dated as of July 18,
2014, by and among TUSA, the subsidiary guarantors named therein,
and Wells Fargo as Trustee, as supplemented by the Supplemental
Indenture dated as of Dec. 16, 2014, related to the Notes, and
Wilmington Trust will accept its appointment as successor trustee,
registrar, paying agent and notes custodian under the Indenture and
assume the rights, powers and duties of Wells Fargo thereunder.

The address of the designated corporate trust office for Wilmington
Trust is 1100 North Market Street, 5th Floor, Wilmington, Delaware
19890.
   
                    About Triangle Petroleum

Triangle Petroleum Corporation is a Denver-based oil and natural
gas exploration and production company.   Triangle Petroleum
conducts its E&P, oilfield and midstream activities in the
Williston Basin of North Dakota and Montana.

Triangle Petroleum reported a net loss of $822 million on $358
million of total revenues for the year ended Jan. 31, 2016,
compared to net income of $93.4 million on $573 million of total
revenues for the year ended Jan. 31, 2015.

As of Jan. 31, 2016, Triangle Petroleum had $753 million in total
assets, $1.01 billion in total liabilities and a total
stockholders' deficit of $265 million.

KPMG LLP, in Denver, Colorado, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Jan. 31, 2016, citing that the Company does not
have sufficient liquidity to meet this obligation, if called by the
lenders.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


TRIPLE C FLATBED: Seeks to Hire Robl Law Group as Counsel
---------------------------------------------------------
Triple C Flatbed Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire Robl
Law Group, LLC as its legal counsel.

Robl Law Group's hourly rates are $350 for partners, $250 for
associates and $150 for paralegals.  The firm's professionals who
are expected to provide the services are:

     Michael D. Robl, Esq.      $350
     Shoshana Watt (paralegal)  $150

In a declaration, Mr. Robl disclosed that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Michael Robl, Esq.
     Robl Law Group, LLC
     3754 Lavista Road, Suite 250
     Tucker, GA 30084
     Phone: (404) 373-5153
     Fax: (404) 537-1761 )
     Email: michael@roblgroup.com

                     About Triple C Flatbed

Triple C Flatbed Holdings, LLC sought protection under Chapter 11
of the Bankruptcy Code in the Northern District of Georgia
(Atlanta) (Case No. 16-58984) on May 24, 2016. The petition was
signed by Terry Comer, managing member.

The Debtor disclosed total assets of $2.28 million and total
debts of $2.72 million.


TRISTREAM EAST: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Tristream East Texas, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Texas its schedules of assets liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $1,706,101
  B. Personal Property           $16,950,486
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $18,846,838
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                          $946,224
                                 -----------      -----------
        Total                    $18,656,587      $19,793,062

A copy of the schedules is available for free at:

                       https://is.gd/Tx2ZOR

                       About Tristream East

Headquartered in Houston, Texas, Tristream East Texas, LLC is a
wholly owned subsidiary of Tristream Energy, LLC, a Delaware
limited liability company.  The Debtor is a midstream operating
company that provides gas gathering and processing services to
producers from facilities in East Texas.

Tristream East Texas filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. Case No. 16-31521) on March 30, 2016.  The
petition was signed by Reid Smith as CEO.  The Debtor listed total
assets of $18.66 million and total liabilities $19.79 million in
its schedules.  Coats Rose, P.C. serves as the Debtor's counsel.
Judge David R. Jones has been assigned the case.


U.S. SHIPPING: S&P Affirms 'B' CCR, Outlook Stable
--------------------------------------------------
S&P Global Ratings said that it has affirmed its 'B' corporate
credit rating on New Jersey-based U.S. Shipping Corp.  The outlook
is stable.

At the same time, S&P affirmed its 'B+' issue-level ratings on the
company's senior secured credit facilities, which include a $10
million revolver and a $220 million first-lien term loan.  The '2'
recovery ratings on the facilities remain unchanged, indicating
S&P's expectation for substantial recovery (70%-90%; lower half of
the range) in the event of a default.

"We have revised our assessment of U.S. Shipping's financial policy
to FS-5 from neutral because the company's largest shareholder has
increased the size of its ownership stake to more than 40% (around
43%), which is a level that is consistent with our definition of a
financial sponsor," said S&P Global credit analyst Michael Durand.
"This assessment is consistent with our belief that the company's
adjusted debt-to-EBITDA metric will not likely increase above 5x."
None of our ratings on U.S. Shipping were affected by this
assessment revision.

The stable outlook on U.S. Shipping reflects S&P's expectation that
the company will maintain credit measures that are in line with
S&P's current ratings, namely an adjusted debt-to-EBITDA metric
comfortably below 5x and a funds from operations (FFO)-to-debt
ratio of around 20%.

S&P could lower its ratings on U.S. Shipping in the next year if
the company's adjusted debt-to-EBITDA metric increases above 5x and
S&P sees limited prospects for improvement.  This could occur if,
for example, the company does not renew its contracts at favorable
rates.

Although unlikely, S&P could raise its ratings on U.S. Shipping if
S&P revised its assessment of the company's business risk profile
upward.  This could occur if, for example, the company sustains a
track record of improved and stable profitability.  S&P could also
raise its ratings if the company improved its competitive position,
for example, by increasing its market share.  S&P do not anticipate
revising its assessment of the company's financial risk profile
upward because of the financial policies of U.S. Shipping's current
financial sponsor.


ULTRA PETROLEUM: Posts $21.8 Million Net Loss for March 31 Quarter
------------------------------------------------------------------
Ultra Petroleum Corp. has delivered to the Securities and Exchange
Commission a Form 10-Q for the quarterly period ended March 31,
2016.

Ultra posted a net loss of $21,831,000 for the quarter, from net
income of $25,189,000 for the same period a year ago.

Ultra reported total operating revenues (from natural gas sales and
oil sales) of $159,386,000 for the three months ended March 31,
2016, from revenues of $219,309,000 for the same period a year
ago.

At March 31, Ultra had total assets of $1,282,922,000 against total
current liabilities of $3,993,052,000, retained loss of
$3,515,952,000 and total shareholders' deficit of $3,011,350,000.

A copy of the report is available at https://is.gd/hKpoee

                      About Ultra Petroleum

Ultra Petroleum Corp. is an independent oil and gas company engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties.  

Ultra Petroleum Corp. and its affiliates filed separate Chapter 11
petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on
April 29, 2016.  The Hon. Marvin Isgur presides over the cases.
James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at
JACKSON
WALKER, L.L.P., serve as counsel to the Debtors.   Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves
as
their investment banker; and Epiq Bankruptcy Solutions, LLC,
serves
as claims and noticing agent.

Ultra Petroleum Corp. listed total assets of $1.28 billion and
total liabilities of $3.91 billion as of March 31, 2016.

The petitions were signed by Garland R. Shaw, chief financial
officer.

The Company's common stock commenced trading on the OTC Pink
Marketplace under the symbol "UPLMQ" on May 3, 2016.

The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on the official committee of
unsecured creditors.


USA DISCOUNTERS: Georgia Suit Stayed Pending Bankr. Case
--------------------------------------------------------
Judge J. Randal Hall of the United States District Court for the
Southern District of Georgia, Savannah Division, granted the motion
to stay the case captioned WILLIAM H. SMALL, Plaintiff, v. USA
DISCOUNTERS, LTD., and TIMOTHY W. DORSEY, Defendants, No. CV
415-316 (S.D. Ga.), only as to Defendant USA Discounters.

Plaintiff instituted this suit against Defendants by alleging
claims under Title VII of the Civil Rights Act of 1964, 42 U.S.C.
Section 2000e et seq., and 42 U.S.C. Section 1981. However, before
Plaintiff filed his complaint, Defendant USA Discounters, Ltd.,
filed a voluntary petition for bankruptcy relief under Chapter 11
of the United States Bankruptcy Code on August 24, 2015.
Consequently, Defendants have filed the instant motion to stay this
case during the pendency of Defendant USA's bankruptcy proceedings.


A full-text copy of the Order dated May 16, 2016 is available at
https://is.gd/GMnqbR from Leagle.com.

William H. Small, Plaintiff, is represented by Zena Elizabeth
McClain, Esq. -- The McClain Law Firm.

USA Discounters, LTD, Defendant, is represented by Christopher
Price Butler, Esq. -- Ford & Harrison, LLP, pro hac vice, Loren J.
Beer, Esq. -- Ford & Harrison, LLP, pro hac vice & Tiffany D.
Downs, Esq. -- Ford & Harrison, LLP.

Timothy W. Dorsey, Defendant, is represented by Christopher Price
Butler, Ford & Harrison, LLP, pro hac vice, Loren J. Beer, Ford &
Harrison, LLP, pro hac vice & Tiffany D. Downs, Ford & Harrison,
LLP.


VCVH HOLDING: S&P Lowers Rating on 1st Lien Debt to 'B-'
--------------------------------------------------------
S&P Global Ratings revised its recovery rating to '3' from '2' on
Waltham, Mass.-based health care data analytics provider VCVH
Holding Corp.'s (doing business as Verisk Health) first-lien debt
(term loan and revolving credit facility).  The '3' recovery rating
indicates S&P's expectation of meaningful (50%-70%; upper half of
the range) recovery for lenders in the event of a payment default.

At the same time, S&P lowered its issue-level rating on the
first-lien debt to 'B-' from 'B' in accordance with its notching
criteria for a '3' recovery rating.  All of S&P's other ratings on
Verisk Health are unchanged.

The rating actions reflect S&P's view of Verisk Health's plan to
increase the amount of its first-lien term loan by $15 million to
$315 million.  Total debt issued will remain the same, with the
second-lien term loan decreasing by $15 million to $100 million.

RECOVERY ANALYIS

Key analytical factors:

   -- For purposes of the recovery analysis, S&P has valued the
      company as a going concern, which would maximize the value
      to creditors.  S&P applied a 5.5x EBITDA multiple to an
      assumed distressed emergence EBITDA of $47 million to derive

      an estimated gross recovery value of $261 million.  If a
      default were to occur, first-lien debtholders could expect
      meaningful recovery of 50% to 70%, while second-lien
      debtholders could expect negligible recovery of 0% to 10%.

   -- The valuation multiple is consistent with that of similar
      software companies providing data analytics in the health
      care information technology industry.

   -- S&P's simulated default scenario assumes a default occurring

      in 2018 due to increased pricing competition from larger
      competitors in the revenue and payment solutions segment
      leading to higher-than-expected attrition and the loss of
      certain large health plan providers, and an inability to
      compete effectively for new business.

Simulated default assumptions

   -- Simulated year of default: 2018
   -- EBITDA at emergence: $47 million
   -- EBITDA multiple: 5.5x
   -- LIBOR at default: 2.5%

Simplified waterfall

   -- Net emergence value (after 7% administrative costs):
      $243 million

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

   -- Collateral value available to first-lien creditors
      (collateral/non-collateral): $243 million/$0 million

   -- Secured first-lien debt: $360 million

   -- Recovery expectations: 50% to 70% (upper half of the
       range)

   -- Secured second-lien debt: $106 million

   -- Recovery expectations: 0% to 10%

RATINGS LIST

VCVH Holding II Corp.
Corporate Credit Rating                   B-/Stable/--        

VCVH Holding Corp.
Senior Secured                             To            From
  US$315 mil 1st lien term bank ln due     B-            B     
  2023                            
   Recovery Rating                         3H            2L     
  US$40 mil revolver bank ln due 2021      B-            B   
   Recovery Rating                         3H            2L     
  US$100 mil 2nd lien term bank ln due     CCC           CCC    
  2024                            
   Recovery Rating                         6             6


VERITAS BERMUDA: Moody's Affirms B2 CFR,  Outlook Stable
--------------------------------------------------------
Moody's Investors Service affirmed Veritas Bermuda Ltd.'s B2
corporate family rating and B2-PD probability of default rating.
Moody's also affirmed the B1 rating on Veritas's and co-borrower
Veritas US Inc.'s first lien credit facilities and senior secured
notes, and affirmed the Caa1 rating on the unsecured notes.  The
company reduced the total debt and revised the debt structure in
connection with the closing of The Carlyle Group's acquisition of
Veritas (formerly Symantec Corporation's information management
business) in January 2016.  Though the acquisition closed in
January 2016, the revised capital structure was not marketed at
that time.  Moody's also assigned a B1 rating to the Senior Secured
Euro Notes due 2023 and a Caa1 rating to the Term Loan B-2 which
were added as part of the revised capital structure at closing. The
rating outlook is stable.

                         RATINGS RATIONALE

Total debt at closing was reduced by approximately $1 billion from
the originally proposed capital structure and a portion of the debt
was shifted from unsecured to secured tranches.  Although debt was
reduced, trailing revenue and EBITDA are also down from previous
years and below previous expectations.  Leverage levels are however
estimated at just under 7x based on run-rate stand-alone EBITDA,
improved slightly from the original transaction. Revenue in the
December 2015 quarter (Fiscal Q3 2016) was down 15% from the prior
year driven by systems and sales stumbles after separating
operations from Symantec.  Although March 2016 quarter (Fiscal Q4
2016) revenues are also down, the company has disclosed that
bookings rebounded in the quarter to levels well above prior years
suggesting that Q3 2016's and Q4 2016's revenue declines were
temporary.

Veritas's B2 corporate family rating is driven by its very high
leverage levels, offset to some degree by its scale, the critical
nature of its products and stable maintenance revenue streams which
can result in steady free cash flow generation.  Leverage at
closing is estimated at just under 7x and is expected to decline to
6.5x over the next twelve to eighteen months.  The B2 rating is
supported by Veritas's leading market position as a provider of
backup and recovery software and its entrenched position within
enterprise customers' critical IT infrastructure.  The storage
management software market is shifting however and solutions
provided by new entrants and new technologies may erode Veritas's
leading market position over time.

Demand for storage overall is expected to increase substantially
over the next several years driven by the explosion in data and the
need to manage, backup and access that data.  However, pricing
pressures, the shift to cloud based storage, software defined
storage platforms, and other alternate storage architectures could
result in Veritas well underperforming the overall storage market.
Given the evolution in storage architectures, the company's
challenges in reviving growth, heavy reliance on one product line
and very high leverage, Veritas is considered weakly positioned in
the B2 rating category.

The stable outlook reflects Moody's expectation for stabilizing
revenues and improving profitability resulting in de-levering
towards 6.5 times over the next 18 months.  The ratings could be
downgraded if the company were to experience a material loss of
market share or deterioration of revenue due to competitive
pressures or declines in its major end markets.  The ratings could
also be downgraded if leverage is expected to exceed 7x on other
than a temporary basis or free cash flow to debt is not on track to
exceed 5% once one-time restructuring and data center capital
expenditures are completed.  Due to one-time costs, Moody's expects
free cash flow to debt in the low single digits in FY 2017 and FY
2018.

The ratings could be upgraded if the company were to demonstrate
improved financial performance and relatively conservative
financial policies such that leverage is sustained below 5x and
free cash flow to debt is maintained at over 10%.

Liquidity is good based on, healthy cash balances, positive free
cash flow over the next 12 to 18 months and access to an undrawn
$250 million revolving credit facility.  Cash balances were
estimated to be $315 million at the close of the transaction.

Assignments:

Issuer: Veritas Bermuda Ltd.
  Senior Secured Term B-2 Bank Credit Facility, Assigned Caa1
   (LGD5)
  Senior Secured Regular Bond/Debenture, Assigned B1 (LGD3)

Outlook Actions:

Issuer: Veritas Bermuda Ltd.
  Outlook, Remains Stable

Affirmations:

Issuer: Veritas Bermuda Ltd.
  Probability of Default Rating, Affirmed B2-PD
  Corporate Family Rating, Affirmed B2
  Senior Secured Bank Credit Facilities, Affirmed B1 (LGD3)
  Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD6)

The principal methodology used in these ratings was Software
Industry published in December 2015.

Although the Term Loan B-2 has a first lien on substantially all
the assets of Veritas and its domestic subsidiaries, the Caa1
rating (LGD 5) on this facility reflects its payment priority
behind the first lien revolver, term loans and secured notes.
Though the Term Loan B-2 has a stronger loss given default profile
than the unsecured notes (Caa1, LGD6), it is not sufficient to
warrant a notching differential

Veritas Bermuda Ltd., headquartered in Mountain View, California,
is a provider of storage management, and backup and recovery
software.  Veritas generated approximately $2.4 billion of revenue
in the fiscal year ended April 1, 2016.



VERSO CORP: Gets Court OK to Reject Expera Paper Supply Contract
----------------------------------------------------------------
Verso Corporation on May 26 disclosed that the bankruptcy court
presiding over Verso's Chapter 11 bankruptcy proceeding on May 25
authorized Verso to reject a specialty paper supply contract with
Expera Specialty Solutions.  The contract with Expera, which was an
element of the sale by International Paper Company of its
industrial papers business to Thilmany, LLC in 2005, had a 12-year
term expiring in 2017.  The contract required Verso, as the
assignee of International Paper, to manufacture specialty paper on
the A5 paper machine at its Androscoggin mill in Jay, Maine, for
sale to Expera, as the successor to Thilmany, at a price
essentially equivalent to Verso's cost of producing the paper.  By
virtue of the bankruptcy court's order, the Expera contract now is
rejected, which is essentially a termination of the contract that
is authorized by federal bankruptcy law.

Moving forward from the rejection of the Expera contract, Verso
intends to continue producing for its own account a portfolio of
proven lightweight machine glazed papers for release liner, oil and
grease resistant and flexible packaging applications.  Verso
intends to begin accepting and fulfilling customers' orders for
these products starting on May 26.  Verso's goal is to ensure that
customers continue to receive uninterrupted access to the specialty
paper produced on the A5 paper machine.

"The capabilities of the A5 paper machine make it a natural fit in
Verso's manufacturing network and existing specialty papers
portfolio," stated Mike Weinhold, Verso's Senior Vice President of
Sales, Marketing and Product Development.  "Although, for the past
11 years, Verso's name has not been directly associated with the
products made on the A5 paper machine, Verso has operated the
machine and has ensured that the paper produced on it maintains a
reputation for high quality and consistent performance.  Verso's
expertise in and commitment to the specialty papers market will
allow us to seamlessly return the A5 paper machine to our flexible
manufacturing network and to derive considerable benefits for
Verso, the Androscoggin mill, our specialty papers customers, and
other stakeholders."

                     About Verso Corporation

Verso Corporation claims to be the leading North American producer
of coated papers, which are used primarily in magazines, catalogs,
high-end advertising brochures and annual reports, among other
media and marketing publications.  It employs approximately 5,200
personnel.

Verso Corporation and 26 of its affiliates, including NewPage
Corporation, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Case Nos. 16-10163 to 16-10189, respectively) on Jan. 26, 2016. The
petitions were signed by David Paterson, the president and CEO.

The Debtors disclosed total assets of $2.9 billion and total debts
of $3.87 million.

The Debtors have engaged O'Melveny & Myers LLP as general counsel,
Paul, Weiss, Rifkind, Wharton & Garrison LLP as corporate counsel,
Richards, Layton & Finger, P.A. as Delaware counsel, PJT Partners
L.P. as investment banker, Alvarez & Marsal North America, LLC as
financial advisor and Prime Clerk LLC as claims and noticing
agent.

The U.S. Trustee for Region 3 has appointed seven creditors of
Verso Corp. and its affiliates to serve on the official committee
of unsecured creditors.


VILLA PIZZA: Exclusive Plan Filing Period Extended to Sept. 5
-------------------------------------------------------------
The Hon. Rosemary Gambardella of the U.S. Bankruptcy Court for the
District of New Jersey has extended, at the behest of Villa Pizza
Specialties, Inc., the Debtor's exclusive right to file a plan of
reorganization through and including Sept. 5, 2016.

As reported by the Troubled Company Reporter on April 22, 2016, the
Debtor sought the extension, saying that it is attempting to
develop a plan of reorganization, but has not yet determined
whether a consensual plan is achievable until the Debtor concludes
negotiations with Highland LLC.  The Debtor needs additional time
to negotiate with Highland LLC to determine if it can formulate a
consensual plan and therefore needs additional time to exclusively
file its plan.

Villa Pizza Specialties, Inc., operates a pizzeria restaurant in
Texas.  It filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No.
15-31057) on Nov. 9, 2015, and is represented by: Morris S. Bauer,
Esq., and Matteo Percontino, Esq., at  Norris, McLaughlin & Marcus,
P.A.  Judge Rosemary Gambardella presides over the case.

An Official Committee of Unsecured Creditors has not been appointed
nor has a trustee or examiner been appointed.


VINCENT ABELL: Abell, et al., Sanctioned for Spoliation of Evidence
-------------------------------------------------------------------
Plaintiff/Trustee Roger Schlossberg, the Chapter 11 Trustee, filed
two motions for sanctions for spoliation of evidence against
defendants Vincent L. Abell, Marta Bertola, and American Trust,
LLC.

The Trustee has filed a 43-count amended complaint alleging that
Mr. Abell, Ms. Bertola, and numerous other related parties engaged
in a systematic and ongoing fraudulent scheme to shield their
assets from the reach of creditors. In the spoliation motions, the
Trustee contends that these defendants also engaged in an ongoing,
intentional effort to destroy electronically stored information
("ESI") in furtherance of their effort to shield assets from
creditors' reach. Intervenor Maria Wilson joins the motions. Ms.
Wilson holds a fraud judgment against Mr. Abell dating to 2007 and
has been seeking discovery from him and Ms. Bertola in state court
litigation. Her effort, and the efforts of other claimants who have
fraud judgments against Mr. Abell, has been continuously thwarted
by the defendants intentional and repeated failure to comply with
discovery obligations, as found by numerous courts. The Trustee
asserts that there are nineteen court orders sanctioning the
defendants for discovery abuse or directing them to comply with
discovery obligations. Included among them is the order
incarcerating Mr. Abell for failure to comply with discovery
orders.

The Trustee and Ms. Wilson allege the defendants' destruction of
ESI in this case is simply one more step in a long and continuous
line of ongoing discovery abuses and abuses of the judicial process
intended to keep Mr. Abell's assets out of the reach of his
creditors. For the reasons set forth in this Memorandum, the court
finds that Ms. Bertola, with Mr. Abell's knowledge and
acquiescence, intentionally, willfully and repeatedly destroyed
discoverable information for the specific purpose of keeping it
from the Trustee and Ms. Wilson. The court also finds that, in
doing so, Ms. Bertola acted on behalf of herself, Mr. Abell,
American Trust, and other Abell-related entities.

Judge Thomas J. Catliota of the United States Bankruptcy Court for
the District of Maryland, Greenbelt, granted the motions and, as
sanctions, will enter judgment against Mr. Abell, Ms. Bertola, and
American Trust and award attorney's fees and costs in favor of the
Trustee in the adversary case, Roger Schlossberg, Chapter 11
Trustee Plaintiff, v. Vincent L. Abell, et al. Defendants,
Adversary No. 14-00417.

A full-text copy of the Memorandum of Decision dated April 14, 2016
is available at https://is.gd/zpBi7J from Leagle.com.

The bankruptcy case is In re: Vincent L. Abell, Chapter 11, Debtor,
Case No. 13-13847-TJC (Bankr. D.Md.).

Roger Schlossberg, Trustee, Plaintiff, is represented by Jean
Evelyn Lewis, Esq. -- jlewis@kg-law.com -- Kramon & Graham, P.A.,
Catherine Mary Manofsky, Esq. -- cmanofsky@kg-law.com -- Kramon &
Graham, P.A., Justin Akihiko Redd, Esq. -- Kramon & Graham, P.A.,
David J. Shuster, Esq. -- dshuster@kg-law.com -- Kramon and
Graham.

Vincent L Abell, Defendant, is represented by Lawrence A. Katz,
Esq. -- lkatz@hf-law.com -- Hirschler Fleischer, Philip James
McNutt, Esq. -- Pmcnutt@HughesBentzen.com -- Hughes & Bentzen,
PLLC, James R. Schraf, Esq. -- jschraf@yvslaw.com -- Yumkas,
Vidmar, Sweeney & Mulrenin, LLC.

Marta Bertola, Defendant, is represented by Christopher Hamlin.

James Esten Abell, Defendant, is represented by Robert Norman
Levin, Esq. -- Robert N. Levin, P.C., Richard M. McGill, Esq. --
Law Offices of Richard M. McGill, John Thomas Szymkowicz, Esq. --
jp@szymkowicz.com -- Szymkowicz & Szymkowicz, LLP.

Fela Bertola, Defendant, is represented by James Greenan, McNamee,
Hosea, et. al., Leah Victoria Lerman, McNamee, Hosea, et. al..

Caniss Construction, Inc., Defendant, is represented by Kevin M.
Tabe, Tabe and Associates, PC.

Adebowale Adeleke, Dismissed 4/30/2015, Defendant, is represented
by Marc A. Ominsky, The Law Offices of Marc A. Ominsky.

Maria-Theresa Wilson, Intervenor-Plaintiff, is represented by
Randell C. Ogg, The Law Offices of Randell C. Ogg.





W3 CO: S&P Lowers CCR to 'CCC' on Weak Financial Measures
---------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Houston-based oilfield services company W3 Co. to 'CCC' from 'B-'.

At the same time, S&P lowered its issue-level rating on the
company's first-lien term loan and revolver to 'CCC' from 'B-' and
second-lien term loan to 'CC' from 'CCC'.  The recovery rating on
the first-lien term loan and revolver remains '3', indicating
meaningful (50% to 70%; at the lower half of the range) recovery in
the case of a payment default.  The recovery rating on the
second-lien term loan remains '6', indicating negligible (0% to
10%) recovery in the case of a payment default.

"The downgrade reflects our revised estimates of the company's 2016
and 2017 revenues and EBITDA, following weaker-than-expected full
year 2015 and first quarter 2016 results," said S&P Global Ratings
credit analyst Kevin Kwok.  "The downturn in the commodities market
since late 2014 damaged the upstream business segment of W3 Co," he
added.

In 2015, about 25% of the company's global revenue was related to
upstream operations and 75% for downstream compared to a 40%/60%
split in 2014.

The negative outlook reflects S&P's view that liquidity could
deteriorate significantly over the next six to 12 months.

S&P could lower the rating if W3 were not able to meet its
financial obligations, which could occur if the company breached
its financial covenants and any amounts drawn on its credit
facility became due.

S&P could raise the rating if liquidity were to improve such that
the company could meet its financial obligations.  This would most
likely occur if the company's operating results improved, it were
able to raise additional capital, or if its lenders waived or
amended the financial covenants.


WATERFORD FUNDING: Court Orders Closure of Suit vs. John Stone
--------------------------------------------------------------
Judge Allison Claire of the United States District Court for the
Eastern District of California ordered the Clerk of the Court to
return defendant's check to him and to close this case styled GIL
A. MILLER, Chapter 11 Trustee for WATERFORD FUNDING, LLC, et al.,
Plaintiffs, v. JOHN STONE, Defendant in relation to bankruptcy case
In re: WATERFORD FUNDING, LLC, et al., Debtors, No. 2:15-mc-0137
WBS AC (E.D. Calif.).

This is a judgment debtor proceeding. The matter was accordingly
referred to the undersigned by E.D. Cal. R. 302(c)(11). On May 2,
2016, the court issued an Order To Show Cause ("OSC") why defendant
John Stone's personal check for $107,278.51 -- which defendant had
mailed to the court -- should not be returned to defendant, and why
this case should not be closed.

Plaintiff, which previously withdrew its request for a judgment
debtor examination of defendant, has not responded to the OSC.
Defendant has filed responses to the OSC, attesting that the
underlying judgment has been set aside by the Bankruptcy Court for
the District of Utah, requesting the return of his check, and
asking that this case be closed.

A full-text copy of the Order dated May 13, 2016 is available at
https://is.gd/m0mCPV from Leagle.com.

Gil A. Miller, Plaintiff, is represented by Peggy Hunt, Esq. --
hunt.peggy@dorsey.com -- Dorsey & Whitney, LLP.

John Stone, Defendant, is represented by Bruce J. Boehm, Esq. --
McKay Burton & Thurman.

Baker Recovery Services, Movant, represented by Brett H. Ramsaur,
Esq. -- bramsaur@swlaw.com -- Snell and Wilmer L.L.P..

               About Waterford Funding

Based in Salt Lake City, Utah, Waterford Funding, LLC --
http://www.waterfordfunding.com/-- specialized in solving the   
short-term cash flow problems of new, early-stage and established
commercial enterprises through real-estate based loans.  Waterford
Funding and Waterford Loan Fund filed for Chapter 11 bankruptcy
(Bankr. D. Utah Case No. 09-22584 and 09-22583) on March 20, 2009.

James W. Anderson, Esq., at Miller Guymon, PC, served as the
Debtors' counsel.  Waterford Loan Fund's petition estimated
$1 million to $10 million in assets, and $50 million to
$100 million in debts.

Affiliates Waterford Services LLC, Waterford Candwich LLC,
Waterford Perdido LLC, and Investment Recovery, L.C., also sought
Chapter 11 protection.

On Jan. 5, 2010, the Court approved the resignation of Daniel A.
Scarlet as Chief Restructuring Officer and the appointment of Gil
A. Miller as the Chapter 11 Trustee.

In January 2011, the Bankruptcy Court granted the Chapter 11
Trustee's request for substantive consolidation as of March 20,
2009, of the Debtors' cases.

The Chapter 11 Trustee is represented by Peggy Hunt, Esq.,
Benjamin
J. Kotter, Esq., AND Paul J. Justensen, Esq., at Dorsey & Whitney
LLP, in Salt Lake City, Utah.


WEST CORP: Files Conflicts Minerals Report with SEC
---------------------------------------------------
West Corporation has filed a Conflict Minerals Report with the
Securities and Exchange Commission, a copy of which is available
for free at https://is.gd/FBUa7q

"While we have not yet identified any 3TG as having originated from
the Democratic Republic of the Congo or neighboring countries, we
have not received sufficient information from our suppliers in
order to conclude that our products are, or are not, "DRC conflict
free," as defined in applicable SEC rules.  We have not yet been
able to determine the origin of the 3TG contained in some of the
parts used in the manufacture of the Products. Consequently, we are
not in a position to determine whether the Products are or are not,
"DRC conflict free."  Accordingly, the Products are considered "DRC
conflict undeterminable," as defined in applicable SEC rules.
Those rules define "DRC conflict free" as being a product that does
not contain Conflict Minerals necessary to the functionality or
production of that product that directly or indirectly finance or
benefit armed groups in the Democratic Republic of the Congo, or an
adjoining country.  The rules further define "DRC conflict
undeterminable" as being a product manufactured or contracted to be
manufactured that a company, such as us, is unable, after
exercising due diligence, to determine qualifies as "DRC conflict
free."

Rule 13p-1 was adopted by the SEC to implement reporting and
disclosure requirements mandated by Section 1502 of the Dodd-Frank
Wall Street Reform and Consumer Protection Act of 2010.  Rule 13p-1
imposes reporting obligations on public companies, including the
Company, whose manufactured final products contain one or more
conflict minerals that are necessary to the functionality or
production of those products.  For purposes of the Rule and the
related disclosures, the term "Conflict Minerals" is defined to
include cassiterite, columbite-tantalite, gold, wolframite, and
their derivatives, which are limited to tin, tantalum, tungsten,
and gold and are referred to in this report as "3TG."

                    About West Corporation

Omaha, Neb.-based West Corporation is a global provider of
communication and network infrastructure solutions.  West helps
manage or support essential enterprise communications with services
that include conferencing and collaboration, public safety
services, IP communications, interactive services such as automated
notifications, large-scale agent services and telecom services.

West Corporation reported net income of $242 million on $2.28
billion of revenue for the year ended Dec. 31, 2015, compared to
net income of $158 million on $2.21 billion of revenue for the year
ended Dec. 31, 2014.

As of March 31, 2016, West Corp had $3.52 billion in total assets,
$4.05 billion in total liabilities and a total stockholders'
deficit of $536 million.

                          *     *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on West Corp. to 'BB-'
from 'B+'.  The upgrade reflects Standard & Poor's view that lower
debt leverage and a less aggressive financial policy will
strengthen the company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to 'B1' from
'B2'.  "The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a publicly
owned company," stated Moody's analyst Suzanne Wingo.


WILLIAM MONTGOMERY: Sells Property to RTG for $185,000
------------------------------------------------------
Judge Jason D. Woodard entered an order authorizing William C.
Montgomery and Debra L. Montgomery, to sell real property to RTG
Properties, LLC for the amount of $185,000.

The U.S. Trustee raised the lone objection to the sale.  After
reviewing an appraisal completed in 2014 setting the market value
at $175,000 and the agreement by First National Bank of Clarksdale
to absorb the cost of the deed preparation in the amount of $100,
now agrees to entry of the sale order.

The Debtors are granted leave to sell their real property pursuant
to the terms of the contract with RTG for the amount of $185,000,
free and clear of the lien in favor of FNB Clarksdale.

FNB Clarksdale is authorized to pay any ad valorem taxes which are
secured by the subject property, if FNB Clarksdale deems the
payment necessary to insure that the subject property will not be
lost to a tax sale, and FNB Clarksdale is further ordered to
release its deed of trust and any other document evidencing a lien
upon the real property being sold by the Debtors upon the receipt
of payment.

The Debtors and/or closing attorney are authorized and directed to
disburse the funds as:

   a. Payment of all outstanding ad valorem taxes owed on the
subject parcels and pro-ration of the 2016 ad valorem taxes through
the closing date of the sale;

   b. Payment of lien in favor of FNB Clarksdale in the amount of
$149,900, plus a per diem of $34.9316 for each day after May 1,
2016, through the date the payment is made, together with credit
for the $25,000 previously paid to FNB Clarksdale by the purchaser,
for a total payment of $175,000 less the cost of the deed
preparation of $100.00 as FNB Clarksdale has agreed to absorb this
cost, plus a per diem of $34.9316 for each day after May 1, 2016,
through the date the payment is made and repayment to FNB
Clarksdale of any ad valorem taxes paid by FNB Clarksdale as
authorized by the Court, and FNB Clarksdale is directed to release
its deed of trust upon receipt of the payment; and

   c. Payment of any funds above the amount required to pay the
above costs to the Debtors, if any, which shall be placed into the
Debtor-in-Possession account.

The property being sold to RTG consists of a certain building and
lots described as Lot Nos. 6, 7A, and 17E of Block 24 of the city
of Starkville, Mississippi.

William C. Montgomery and Debra L. Montgomery filed a Chapter 11
petition (Bankr. N.D. Miss. Case No. 14-14470) on Dec. 5, 2014.

The Debtors' attorneys:

      Robert Gambrell, Esq.
      GAMBRELL & ASSOCIATES, PLLC
      101 Ricky D. Britt Blvd., Ste.
      Oxford, MS
      Tel: (662) 281-8800
      Fax: (662) 202-1004
      E-mail: rg@ms-bankruptcy.com


WTE-S&S AG: Seeks to Hire Arnstein & Lehr as Special Counsel
------------------------------------------------------------
WTE-S&S AG Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire Arnstein & Lehr
LLP as its special counsel.

Arnstein & Lehr will represent the Debtor in a lawsuit it filed
against GHD Inc. for breach of contract in the Circuit Court of
Door County, Wisconsin.  The Debtor seeks $2 million in damages
from GHD.

Specifically, the firm will provide legal advice to the Debtor with
respect to its rights and duties in connection with the litigation;
prepare legal papers and appear in court on behalf of the Debtor.

The firm has agreed to reduce its customary hourly rates to $350
(from $515) for partners; $250 (from $280 to $350) for associates ;
and $125 for paralegals.

George Apostolides, Esq., at Arnstein & Lehr, disclosed in an
affidavit that his firm is "disinterested" as that term is defined
in Section 101(14) of the Bankruptcy Code.

Arnstein & Lehr can be reached through:

     George Apostolides
     Arnstein & Lehr LLP
     120 S. Riverside Plaza, Suite 1200
     Chicago, IL 60606
     Email: gpapostolides@arnstein.com

The Debtor can be reached through its counsel:

     David K. Welch, Esq.
     Arthur G. Simon, Esq.
     Jeffrey C. Dan, Esq.
     Brian P. Welsh, Esq.
     Crane, Heyrnan, Simon, Welch & Clar
     135 South LaSalle Street, Suite 3705
     Chicago, IL 60603
     Tel: (312) 641-6777
     Fax: (312) 641-7114

                     About WTE-S&S AG

WTE-S&S AG Enterprises, LLC sought protection under Chapter 11 of
the Bankruptcy Code in the Northern District of Illinois (Chicago)
(Case No. 16-09913) on March 23, 2016. The petition was signed by
James G. Philip as manager and designated representative.

The Debtor is represented by David K. Welch, Esq., at Crane,
Heyrnan, Simon, Welch & Clar. The case is assigned to Judge Donald
R. Cassling.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


WYNN RESORTS: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
---------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Wynn Resorts Ltd. to BB- from
BB+ on May 10, 2016.

Wynn Resorts Limited is a publicly traded corporation based in
Paradise, Nevada that is a developer and operator of high end
hotels and casinos.



WYNN RESORTS: Fitch Affirms 'BB' Issuer Default Ratings
-------------------------------------------------------
Fitch Ratings, on May 24, 2016, affirmed the Issuer Default Ratings
(IDRs) of Wynn Resorts, Ltd (WYNN) and all of its subsidiaries
rated by Fitch at 'BB'. The Rating Outlook is Stable. The
subsidiaries affirmed include Wynn Las Vegas, LLC (Wynn Las Vegas),
Wynn America, LLC (Wynn America), Wynn Macau, Ltd (Wynn Macau) and
Wynn Resorts (Macau), S.A. Fitch links all of the IDRs within the
WYNN corporate structure.

KEY RATING DRIVERS

Fitch's affirmation of WYNN and the Stable Outlook reflect its view
that WYNN has a relatively clear glide path to reduce leverage to
levels more commensurate with its 'BB' IDR by 2019, by which time
Wynn Palace will be ramped up and Wynn Boston Harbor will be open a
full year. Fitch forecasts 2019 consolidated gross and net leverage
at 6.0x and 4.5x, respectively, declining further to 5.6x and 3.9x
by 2020. Fitch's forecast leverage metrics are solid for 'BB' IDR
taking into account WYNN's more diversified market exposure after
the project completions and the exceptional asset and brand quality
of its asset portfolio. In the interim, leverage will be high (net
leverage above 6x) and there is minimal cushion in the credit
profile to absorb further operating deterioration or WYNN ramping
up shareholder-friendly activity.

Fitch will focus more on WYNN's net leverage as opposed to gross
leverage through the development of Wynn Boston Harbor. Since first
quarter 2015 (1Q15), WYNN maintained $1 billion or more cash at the
parent level (a partly debt-funded distribution from Wynn Las Vegas
helped establish the cash cushion). Parent cash was $1.2 billion as
of March 31, 2016, an increase from $1 billion at March 31, 2015
with the increase coinciding with WYNN's reduction of its
parent-level dividends by about $400 million per year in response
to the weakness in Macau. Fitch recognizes the risk that WYNN may
use the parent cash to ramp up shareholder-friendly initiatives
but, nevertheless, expects cash at the parent level to remain high
by historical standards (parent cash on average was around $500
million 2006-2014).

Fitch's leverage forecasts assume modest increases in the parent
level dividends, minimal debt repayment and $2.9 billion of cash at
the parent level by year-end 2020. Absent better than expected
operating performance, Fitch gaining greater clarity with respect
to the utilization of cash will be key to maintaining WYNN's IDR at
'BB'. A prioritization of cash for debt reduction and/or as a
liquidity buffer will be consistent with the 'BB' IDR. Conversely,
cash depletion (or additional borrowing) related to share
repurchases, special dividends or the company taking on large-scale
projects could pressure the IDR.

The affirmation also takes into account WYNN's history of taking
bold measures to shore up its balance sheet. Besides WYNN's recent
dividend cut, other notable actions include selling over $2 billion
in equity through secondary offerings since its 2002 IPO, including
two issuances during the bottom of the last recession, and passing
on Singapore in order to focus on its developments in Macau and Las
Vegas.

DEVELOPMENT PIPELINE

Fitch is positive on WYNN's existing development pipeline, which
helps to support Fitch's affirmation of the 'BB' IDR. Once
complete, the projects will provide for an operating mix more
comparable to WYNN's global gaming peers including Genting Berhad
('A-' IDR), MGM Resorts ('BB' IDR), and Las Vegas Sands ('BBB-'
IDR). Fitch's positive view on the development pipeline does not
take into account Wynn Paradise Park, which is yet to be approved
by WYNN's board.

Wynn Boston Harbor will provide WYNN with diversification away from
Macau and Las Vegas and a near monopoly in a gateway metropolitan
area. Fitch estimates that Wynn Boston Harbor will make up 15% of
WYNN's property EBITDA by 2019. It will be the closest casino to
the city of Boston, five miles from the Logan International
Airport, with the next-closest casinos about 40 miles south. Penn
National's slots-only Plainridge Park Casino opened in 2015 and
Mashpee Wampanoag Tribe's First Light Resort & Casino started
construction in April 2016 and is backed by Genting Berhad.

The First Light casino will benefit from a 15% gaming tax compared
to WYNN's 25%, which will provide First Light with a cost advantage
to market more aggressively to more distant and/or less valuable
customers. Fitch's $315 million EBITDA forecast for Wynn Boston
Harbor assumes Wynn's market share at 20%-60% in the counties
closest to First Light and Plainridge and 85%-90% in counties west
and north of Boston. Fitch's forecast does not give Wynn Boston
Harbor any credit for international business that the casino could
capture, considering the proximity to Logan and WYNN's global
marketing outreach.

Fitch believes that the $4.2 billion Wynn Palace will outperform
other casino developments on Cotai. Fitch attributes $370 million
of incremental EBITDA to Wynn Palace relative to the $100 million
to $200 million Fitch attributes to competitors' Macau projects.
Fitch's stronger confidence in Wynn Palace takes into account
WYNN's ability to transfer underutilized resources to Cotai from
Peninsula including approximately 50 tables and $100 million of
annualized labor costs. Fitch also factors in Wynn Macau's
relatively healthy mass market utilization statistics thoughout the
recent downturn. Wynn Macau's RevPAR is only 7% lower relative to
the peak level attained in 1H14 and remains high relative to other
Macau operators at $307 as of 1Q16. Mass market win per table per
day declined by 38% during this time, which is decent considering
the number of mass table games at Wynn Macau increased by 28% and
market-wide mass market revenues declined by about 30%.

Fitch's forecast assumes that WYNN's Macau gaming revenue market
share increases to about 13% by 2018 compared to 10% in 2010 and
that Macau's market-wide gaming revenue will decline by 5% in 2016
and will grow 6% thereafter. Fitch's Macau forecast is conservative
relative to WYNN's middle-case scenario estimate discussed at
April's investor day of approximately $650 million in incremental
EBITDA.

CREDIT RISKS

In April 2016, the company increased its share buyback
authorization by $420 million to $1 billion and announced its Wynn
Paradise Park concept. While no firm commitment exists for either
initiative, both are viewed as potential sources of credit risk by
Fitch. Absent stronger than expected operating performance in Las
Vegas or Macau (most notably as it relates to the Wynn Palace
opening), large-scale repurchases could put pressure on WYNN's IDR,
since Fitch views WYNN's significant parent-level cash position as
being a critical buttress for the 'BB' IDR.

Buybacks would be a departure from using special dividends as an
opportunistic method of returning value to shareholders. On their
1Q16 call, management said the purpose of the larger authorization
was to increase flexibility to buy back stock if the company though
it was 'grossly over-sold'.

Wynn Paradise Park is an expansion of Wynn Las Vegas. The project
is yet to be approved by Wynn's board but management stated that
the cost could be around $1.5 billion. Wynn Paradise Park may
include a 1,000-room hotel tower and a recreational lake built
where the golf course currently stands. The company's management
hopes to present the project at a July board meeting and no details
were provided as to the financing or timing.

WYNN proceeding with the project in the near term (i.e. 2016 or
early 2017) would be viewed negatively by Fitch given the company's
thin cushion in the credit profile relative to the 'BB' IDR to
absorb another major project developed parallel with Wynn Boston
Harbor. Further, Wynn Paradise Park's opening may coincide with
4,200 rooms potentially coming online across the street when
Genting's Resorts World Las Vegas and Crown's Alon open around 2019
(no official opening time has been announced for either project).
If WYNN proceeds with Wynn Paradise Park, Fitch will consider the
project's timing, cost, and the return on investment (ROI)
prospects before considering rating action.

An older risk is Kazuo Okada's lawsuit against WYNN related to the
2012 redemption of Okada's shares. The par amount of the promissory
note Okada received for his shares is $830 million below the market
value of the redeemed shares. Related to the Okada suit, which
remains in the discovery phase, the U.S. Department of Justice is
looking into WYNN's donation to the University of Macau. Prior
investigations into the donation matter by the Nevada Gaming
Control Board and SEC were closed with no actions taken.

IDRs LINKED

Fitch links all of the IDRs within the WYNN corporate complex. The
main rationale is that all of WYNN's assets are strategically
critical to the company due to the cross-branding and marketing and
that WYNN has the flexibility to move cash freely between the
subsidiaries. Financial covenants at WYNN's subsidiaries do not
materially restrict dividends. WYNN Las Vegas mortgage notes have a
distribution basket that equals 100% EBITDA minus 1.4x interest
expense, which roughly equals its FCF that will be used to help
fund Wynn Boston Harbor. The mortgage notes will be callable early
next year. In Macau, a leverage covenant governs dividends and
Fitch estimates that WYNN is well within the relevant threshold.
The tax WYNN pays on Macau gaming revenues is counted as a foreign
tax credit in the U.S.; therefore, cash movement out of Macau is
not a material tax event for WYNN.

MARKET OUTLOOKS

Fitch said, "We forecast negative 5% market-wide gaming revenue
growth in Macau for 2016, which assumes modest sequential growth in
the mass market and leaves room for continued but milder weakness
in the VIP segment. We expect WYNN to consolidate market share in
Macau with its Wynn Palace opening in 3Q16 and grow revenues at a
faster pace than the market in 2016 and 2017. Past that, Fitch
expects mid-single-digit growth in Macau led by China's rising
middle class, the new capacity in Macau and infrastructure projects
in and around Macau.

"In Las Vegas we expect the growing convention business, increasing
air capacity and lack of new room supply to drive RevPAR higher in
the near term. Fitch beleives that Crown's and Genting's projects
are long-term positives for WYNN as they would help to pull the
center of gravity more north and away from Caesars and MGM
properties that are clustered towards the south. However, these
projects could place temporary pressure on WYNN's RevPAR as the
market absorbs the new capacity."

LAS VEGAS ISSUE SPECIFIC RATINGS

Fitch rates Wynn Las Vegas' first mortgage notes (FMNs) due 2022
'BB+/RR2', a notch above Wynn Las Vegas' IDR and the senior
unsecured notes. The one-notch uplift reflects the FMNs' springing
lien, which kicks in if Wynn Las Vegas grants a lien to other debt
at Wynn Las Vegas. The unsecured notes have a springing lien if the
2022 FMNs become secured or if Wynn Las Vegas grants a lien to
other debt in an amount greater than 15% of assets. The FMNs, which
carry a modest coupon but contain restrictive covenants, become
callable at 102.688 in March 2017. If WYNN opts to call the FMNs,
it can issue up to around $450 million of secured debt per its
unsecured notes' lien basket.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for WYNN include:

-- Las Vegas revenues grow about 1%-2% per year with margins
    staying at around 30%;
-- Wynn Macau generating about $1.075 billion of EBITDA in 2017,
    which factors in about $580 million EBITDA at Wynn Palace and
    approximately 30% EBITDA decline at the Peninsula property;
-- Approximately $320 million EBITDA at Wynn Boston Harbor in
    2019;
-- WYNN does not repurchase shares or develop Wynn Paradise Park.

    Regular parent level dividends start to increase by about $100

    million per year starting in 2018 with excess cash being
    accumulated at the parent level.

RATING SENSITIVITIES

Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

-- Gross and net leverage sustaining above 5x and 4x,
    respectively, following the opening of Wynn Boston Harbor;
-- Depletion of parent-level cash driven by shareholder-friendly
    activity, which may include significant share buybacks, a
    sharp increase in dividends, or major equity contributions to
    fund new developments;
-- WYNN moving forward with Wynn Paradise Park, with negative
    rating action parameters set around timing, cost, funding and
    a better clarity of the ROI prospects;
-- Adverse resolution with respect to the Okada litigation;
-- Worse than expected operating performance in Las Vegas or
    Macau with more acute sensitivity around the ramp-up of Wynn
    Palace.

Positive rating action is unlikely in the near term given WYNN's
high leverage but Fitch may consider an upgrade to 'BB+' as gross
leverage starts to approach 4x and after net leverage sustains
below 4x. Better than expected ramp up of Wynn Palace, a favorable
resolution to the Okada dispute and WYNN publically articulating
financial targets consistent with Fitch's upgrade thresholds could
accelerate the upgrade.

LIQUIDITY

WYNN's liquidity is strong. The company has $2.1 billion of cash,
of which Fitch estimates $200 million is used for cage-cash
purposes. In addition, WYNN has $252 million of investment
securities, mostly short-term corporate debt.

Wynn Palace will open in July 2016 and thereafter Wynn Macau's cash
flows ($600 million - $800 million annually) are free to be
distributed to Wynn Resorts and the minority shareholders. In light
of Wynn Boston Harbor's increased budget (now budgeted at $1.9
billion - $2.1 billion), Fitch estimates that the project will
require some cash contributions from the parent company in addition
to the $1.25 billion Wynn America credit facility and approximately
$430 million in aggregate distributions from Wynn Las Vegas through
2018. Wynn Resorts, the parent, guarantees the completion of Wynn
Boston Harbor and has $1.2 billion in cash as of March 31, 2016.

There are no maturities until 2019 when Wynn America's $375
revolver matures and Wynn Macau term loan starts to amortize. In
2020, Wynn America's $875 term loan matures and the term loan
amortization in Macau accelerates. Covenants are not a concern.

Wynn America has a $200 million minimum EBITDA and 2.75x leverage
test and there is ample cushion relative to Fitch's forecasts for
Wynn Boston Harbor. Wynn Macau's credit facility has a leverage
covenant, which is set at 5.5x for year-end 2016 and 5.25x for
year-end 2017. Wynn Macau covenants exclude the unsecured notes
issued by the Hong Kong-listed Wynn Macau, Ltd and Fitch expects
the covenant ratio to remain below 4x throughout Fitch's projection
horizon.

FULL LIST OF RATING ACTIONS

Wynn Resorts, Limited
-- IDR affirmed at 'BB'; Outlook Stable.

Wynn Las Vegas, LLC
-- IDR affirmed at 'BB'; Outlook Stable;
-- Senior secured first mortgage notes affirmed at 'BB+/RR2';
-- Senior unsecured notes affirmed at 'BB/RR4'.

Wynn America, LLC
-- IDR affirmed at 'BB'; Outlook Stable;
-- Senior secured credit facility affirmed at 'BB+/RR2'.

Wynn Resorts (Macau), SA
-- IDR affirmed at 'BB'; Outlook Stable;
-- Senior secured credit facility affirmed at 'BBB-/RR1'.

Wynn Macau, Ltd
-- IDR affirmed at 'BB'; Outlook Stable;
-- Senior notes affirmed at 'BB/RR4'.


YELLOW CAB: Exclusive Plan Solicitation Period Extended to Aug. 2
-----------------------------------------------------------------
Yellow Cab of Reno, Inc., asks the U.S. Bankruptcy Court for the
District of Nevada to extend to and including Aug. 2, 2016, the
exclusive period for obtaining confirmation of Debtor's plan of
reorganization from June 3, 2016.

A hearing on the request is set for July 27, 2016, at 2:00 p.m.

The Debtor received a 60-day extension of its exclusivity period,
to and including April 4, 2016, and the plan was filed.  The Debtor
also received a corresponding extension of the time period to
obtain confirmation of a proposed plan of reorganization to June 3,
2016.

The Debtor says it is in need of further time because the Debtor is
working to stabilize its operations and improve profitability.  The
Debtor is proceeding diligently in its efforts, and believes it
will be able to formulate an acceptable plan of reorganization
within the extension of time requested.  Accordingly, the Debtor
requires further time to prepare adequate information and formulate
an amended plan of reorganization.

Yellow Cab of Reno, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Nev. Case No. 15-51384) on Oct. 7, 2015.
Alan R. Smith, Esq., at The Law Offices of Alan R. Smith serves as
the Debtor's bankruptcy counsel.


ZYNEX INC: Incurs $444,000 Net Loss in First Quarter
----------------------------------------------------
Zynex, Inc., filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $444,000 on
$3.47 million of net revenue for the three months ended March 31,
2016, compared to a net loss of $904,000 on $3.18 million of net
revenue for the same period in 2015.

As of March 31, 2016, Zynex had $4.19 million in total assets,
$8.55 million in total liabilities and a total stockholders'
deficit of $4.35 million.

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

                     https://is.gd/dS4MPH

                         About Zynex

Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of
non-invasive medical devices for pain management, stroke
rehabilitation, neurodiagnostic equipment, cardiac and blood volume
monitoring.  The company maintains its headquarters in Lone Tree,
Colorado.

Zynex reported a net loss of $2.93 million on $11.64 million of net
revenue for the year ended Dec. 31, 2015, compared to a net loss of
$6.23 million on $11.11 million of net revenue for the year ended
Dec. 31, 2014.

GHP Horwath, P.C., in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2015, citing that the Company incurred
significant losses in 2015 and 2014, and has limited liquidity.  In
addition, the Company is in default of its secured line of credit
and as a result, if its lender insists upon immediate repayment,
the Company will be insolvent and may be forced to seek protection
from its creditors.  These factors raise substantial doubt about
its ability to continue as a going concern.


[*] S&P Lowers Ratings to D on 62 Classes From 42 RMBS Deals
------------------------------------------------------------
S&P Global Ratings, on May 19, 2016, lowered its ratings on 62
classes of mortgage pass-through certificates from 42 U.S.
residential mortgage-backed securities (RMBS) transactions issued
between 2002 and 2009 to
'D (sf)'.

As a result of the write-down on class II-M-1 from Merrill Lynch
Mortgage Investors Inc.'s series 2003-A2, whose rating was lowered
to 'D (sf)' from 'B- (sf)', S&P placed its ratings on classes
II-A-2, II-A-3, and II-A-4 from this transaction on CreditWatch
negative while S&P determines whether the recent performance of the
loans backing this transaction has affected the ratings.

The downgrades reflect S&P's assessment of the principal
write-downs' impact on the affected classes during recent
remittance periods.  All of the classes whose ratings were lowered
to
'D (sf)' were rated either 'CCC (sf)' or 'CC (sf)' before the
rating action, except for the above-mentioned class II-M-1, which
was rated 'B- (sf)'.

The 62 defaulted classes consist of:

   -- 25 from prime jumbo transactions (40.32%);
   -- 19 from Alternative-A transactions (30.64%);
   -- 11 from subprime transactions (17.74%);
   -- Four from negative amortization transactions;
   -- Two from a resecuritized real estate mortgage investment
      conduit transaction; and
   -- One from a Federal Housing Administration/Veterans
      Administration transaction.

All of the transactions in this review receive credit enhancement
from a combination of subordination, excess spread, and
overcollateralization (where applicable).

S&P will continue to monitor its ratings on securities that
experience principal write-downs, and S&P will further adjust its
ratings as it considers appropriate according to S&P's criteria.

A list of the affected ratings is available at:

                        http://bit.ly/20yPxcg



[^] BOOK REVIEW: The Financial Giants In United States History
--------------------------------------------------------------
Author:  Meade Minnigerode
Publisher:  Beard Books
Softcover:  260 pages
List Price:  $34.95

Order your personal copy today at http://is.gd/tJWvs2

The financial giants were Stephen Girard, John Jacob Astor, Jay
Cooke, Daniel Drew, Cornelius Vanderbilt, Jay Gould, and Jim Fisk.
The accomplishments of some have made them household names today.
But all were active in the mid 1800s. This was a time when the
United States, having freed itself from Great Britain only a few
decades earlier, was gaining its stride as an independent nation.
The country was expanding westward, starting to engage in
significant international trade, and laying the foundations for
becoming a major industrial power. Astor, Vanderbilt, Gould, and
the others played major parts in all these areas. During the Civil
War in the first half of the 1860s, some became leading suppliers
of goods or financiers to the Federal government.

Minnigerode's focus is the highlights of the life of each of the
seven. Along with this, he identifies each one's prime
characteristics contributing to his road to fortune and how his
life turned out in the end. Not all of the men managed to keep and
pass on the fortunes they amassed. They are seen a "financial
giants" not only because they made fortunes in the early days of
American business and industry, but also for their place in laying
out the groundwork for American business enterprise, innovation,
and leadership, and for the notoriety they had in their day.

Minnigerode summarizes the style or achievement of each man in a
single word or short phrase. Stephan Girard is "The Merchant
Banker"; Cornelius Vanderbilt, "The Commodore." "The Old Man of
the Street" summarizes Daniel Drew"; with "The Wizard of Wall
Street" summarizing Jay Gould. Jim Fisk is "The Mountebank."

Jay Cooke, "The Tycoon," was to be "known throughout the country
for his astonishingly successful handling of the great Federal
loans which financed the Civil War." After the War, one of the
leaders of the Confederacy remarked that the South was really
defeated in the Federal Treasury Department thus, even on the
enemy side, giving recognition to Cooke's invaluable work of
enabling the Federal government to meet the huge costs of the War.
After the War, having earned the reputation as "the foremost
financier in the country," Cooke became involved in many large
financial ventures, including the building of a railroad to link
the East and West coasts of America. In this railroad venture,
however, Cooke and his banking firm made a fatal misstep in
investing in the Northern Pacific railway. The Northern Pacific
turned out to be a house of cards. When Cooke's firm was unable to
meet interest payments it owed because of money it had put into
the Northern Pacific, the firm went bankrupt; and this caused
alarm in the stock market and financial circles.

The roads to wealth of the "financial giants" were not smooth.
Like others amassing great wealth, they had to take risks. The
tales Minnigerode tells are not only instructive on how
individuals have historically made fortunes in business and the
characteristics they had for this, but are also cautionary tales
on the contingency of great wealth in some circumstances. Jim
Fisk, for instance, a larger-than life character "jovial and quick
witted [who was also] a swindler and a bandit, a destroyer of law
and an apostle of fraud," was presumably killed by a former
business partner. Unlike Cooke and Fisk, Cornelius Vanderbilt and
John Jacob Astor built fortunes that lasted generations.
Vanderbilt - nicknamed Commodore - starting in the New York City
area, built ships and established domestic and international
merchant and passenger lines. With the government coming to depend
on these with the rapid growth of commerce of the period and the
Civil War for a time, Vanderbilt practically had monopolistic
control of private shipping in the U.S. Astor made his fortune by
developing trade and other business in the upper Midwest, which
was at the time the sparsely-populated frontier of America, rich
in natural resources and other potential with the Great Lakes and
regional rivers as a means for transportation.

Although the social and business conditions in the early and mid
1800s when the U.S. was in the early stages of its development
were unique to that period, by concentrating on the
characteristics, personalities, strategies, and activities of the
seven outstanding businessmen of this period, Minnigerode
highlights business traits and acumen that are timeless. His
sharply-focused, short biographies are colorful and memorable.
This author has written many other books and worked in the
military and government.


                            *********

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 2016.  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
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are $25 each.  For subscription information, contact Peter A.
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                   *** End of Transmission ***